Agenda packet — Economic Development Committee, May 6, 2024 (part 2 of 2)

On June 13, 2023, by Resolution No. 2023-278, Council approved a prequalified list of consultants for Engineering Design Services for Water, Wastewater, and Storm Drain Capital Improvement Program Projects.

In accordance with Administrative Directive 3.1, Selection Procedures for Professional Consultants Who Provide Architectural and Engineering Services for Capital Projects, a Request for Proposal (RFP) was sent to the four (4) pre-qualified consultants.

On March 12, 2024, Staff received and distributed four (4) proposals to a selection committee consisting of Utilities Engineering Staff. The selection committee evaluated the proposals and determined BKF Engineers to be the most qualified and responsive. BKF Engineers’ sealed cost proposal was opened and reviewed after the selection ranking had been finalized.

The scope of services to be provided under this Agreement include:
 Construction Documents
 Project Management
 Permitting
 Bid Period Services
 Engineering Services During Construction
In accordance with Modesto Municipal Code 8-3.204(a), “Exceptions to Formal Bidding Requirements,” Agreements for Professional Services are exempt from the bidding requirements of Modesto Municipal Code 8-3.203 if competitive quotations or proposals have been sought informally from at least three qualified entities. The approval of an Engineering Services Agreement with BKF Engineers conforms to Modesto Municipal Code 8-3.204, subsection (a) as they are providing professional services and at least three informal proposals were obtained.

FISCAL IMPACT:

Expenses associated with this effort will be housed in the following Capital Improvement Project:
101557 Hwy 99 S&R WM Crossings
ANTICIPATED PROJECT EXPENDITURES:

Construction $3,000,000
Construction Contingency (10%) $300,000
Construction Administration – City Staff (10%) $300,000 Final Design Services Agreement – BKF Engineers $491,321 Additional Services, if Needed (10%) $49,132
City Construction Forces $50,000
Engineering/Design/Administration Support – City Staff $150,000 TOTAL: $4,340,453
CEQA/NEPA REQUIREMENTS:
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Economic Development Committee, May 6, 2024
Engineering Services Agreement with BKF Engineers
Highway 99 Water Main Crossings Improvements Project

Page 3 of 3 ends

CEQA requirements and compliance will be completed by City Staff prior to going to construction and is not part of the BKF Engineers Scope of Services.

RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion recommending an Engineering Services Agreement with BKF Engineers, of Salida, CA, for the Final Design of the Highway 99 Water Main Crossings Improvements Project in the amount of $491,321, plus $49,132 in additional services, if needed, for an Agreement total amount not to exceed $540,453, and forwarding to Council for approval.

Motion recommending amending the Fiscal Year 2023-24 Capital Improvement Program Budget in the amount of $3,047,541 to be transferred into the Project from Water Fund Reserves to fund the Highway 99 Water Main Crossings Improvements Project and forwarding to Council for approval.

Approved by:

William Wong, Director of Utilities
Joseph P. Lopez, City Manager
Attachments:

1. BKF Engineers – Agreement & Exhibits
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ENGINEERING SERVICES AGREEMENT FOR THE FINAL DESIGN OF
THE HIGHWAY 99 WATER MAIN CROSSINGS IMPROVEMENTS PROJECT THIS AGREEMENT, made and entered into in the City of Modesto, State of California, this ___ day of , 2024, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "City", and BKF ENGINEERS, a California corporation, hereinafter referred to as "Consultant".

This Agreement is made with regard to the following recitals:

A. The City has determined that Engineering Services are necessary for the Highway 99 Water Main Crossing Improvements Project.

B. Consultant represents that it is qualified, willing and able to provide the services to prepare said document(s).

NOW, THEREFORE, in consideration of this agreement, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:

1. SCOPE OF SERVICES.

Consultant shall undertake and complete the preparation of the scope of work as set forth and described in the documents attached hereto and referred to as Exhibit "A" or "project". The Consultant shall perform the services as described in Exhibit "A" in a manner compatible with the standards of its profession, and shall produce a fully complete project that is acceptable to City.

2. TERM OF AGREEMENT.

This Agreement is effective as of the date first written above and will continue in effect until City's acceptance of and payment for all services authorized by City and #3..
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performed by Consultant, unless terminated earlier in accordance with the provisions of the termination clause in this Agreement.

Consultant shall undertake and complete the preparation of the scope of work as set forth and described in the documents commonly referred to as “project” attached hereto as Exhibit "A" and made a part hereof. City hereby gives Consultant notice to proceed with the preparation of the project in the manner described in Exhibit "A", as of the Effective Date of this agreement. Consultant shall diligently proceed with the preparation of the project and agrees to complete said preparation within the time period set forth in Exhibit "A".

3. COMPENSATION.

Consultant agrees to accept a sum not to exceed FOUR HUNDRED NINETY-ONE THOUSAND THREE HUNDRED TWENTY-ONE AND 00/100 DOLLARS ($491,321) (maximum compensation) as full remuneration for performing all services and furnishing all staffing and materials for Modesto in accordance with Exhibit "A" attached hereto and for performance by Consultant of all of its duties and obligations under this Agreement, except that additional services may be compensated as described below.

The Compensation shall be paid pursuant in the manner and at the times set forth below:

City shall pay Consultant on a time and materials basis for Consultant’s actual costs for all work called for in Exhibit “A” to this Agreement. All work to be performed under this Agreement shall be billed at the hourly rates set forth in Exhibit “B” attached hereto, Consultant shall submit monthly invoices to City which include detailed tasks, hours worked, and billable rates for all work completed, and detailed receipts for any out-of-pocket costs paid by Consultant in connection with work performed on this project. #3..
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Additional services may be authorized by the City Manager in an amount up to, but not to exceed 10% of the agreed maximum compensation, or FORTY-NINE THOUSAND ONE HUNDRED THIRTY-TWO AND 00/100 DOLLARS ($49,132). In the event that additional services are deemed necessary, the Consultant shall provide a written request to the City Manager indicating the reason for additional work, scope and cost of such work. The City Manager shall provide a written response to the request, either approving or denying the additional expenditure. If additional services are requested and approved, they will be billed at the hourly rates set forth in Exhibit “B” and may not exceed the amount requested and approved in writing by the City Manager. In that event, the new total compensation shall not exceed FIVE HUNDRED FORTY THOUSAND FOUR HUNDRED FIFTY-THREE AND 00/100 DOLLARS ($540,453). If additional services in excess of this amount are deemed necessary by City Staff, an amendment to this Agreement will be required and must be approved by the City Council prior to commencing the work, as provided in Paragraph 9 of this agreement.

4. OBLIGATIONS OF CONSULTANT.

Throughout the term of this Agreement, Consultant shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business.

5. PERFORMANCE BY KEY EMPLOYEE.
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Consultant has represented to City that Christina Ramirez, will be the person primarily responsible for the performance of the services referred to in this Agreement.

City has entered into this Agreement in reliance on that representation by Consultant. Consultant therefore agrees that ten percent (10%) or more of the time to be devoted to the project that is the subject of this Agreement will be that of the above-named person.

6. OWNERSHIP OF DOCUMENTS/TITLE TO DATA.

Ownership of Documents
All reports, drawings, designs, graphics, working papers and other incidental work or materials furnished hereunder shall become and remain the property of the City, and may be used by City as it may require without any additional cost to City. No reports shall be used by the Consultant for purposes other than this contract without the express prior written consent of City.

Title to Data
If, as a part of the agreement, Consultant is required to produce data such as, but not limited to, drawings, plans, specifications, calculations, models, flow diagrams, visual aids and other related materials, the originals of all such data generated under this agreement will be delivered to City upon the completion or termination of services under the contract.

All materials, documents, data or information obtained from the City data files or any City medium furnished to Consultant in the performance of this Agreement will at all times remain the property of the City. Such data or information may not be used or copied for direct or indirect use by Consultant after termination of this Agreement without written consent of the City.
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7. NEWS AND INFORMATION RELEASE.

Consultant agrees that it will not issue any news releases in connection with either the award of this Agreement, or any subsequent amendment of or efforts under this Agreement, without first obtaining review and approval of said news releases from City through the City Manager.

8. INTEREST OF CONTRACTOR.

Consultant warrants that it presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of services required to be performed under this Agreement. Consultant warrants that, in performance of this Agreement, Consultant shall not employ any person having any such interest. Consultant agrees to file a Statement of Economic Interests with the City Clerk at the start and end of this contract if so required at the option of City.

9. AMENDMENTS.

Both parties to this Agreement understand that it may become desirable or necessary during the execution of this Agreement, for City or Consultant to modify the scope of services provided for under this Agreement. Any material extension or change in the scope of work shall be discussed with City and the change and cost shall be memorialized in a written amendment to the original contract prior to the performance of the additional work.

Until a change order is so executed, City will not be responsible to pay any charges Consultant may incur in performing such additional services, and Consultant shall not be required to perform any such additional services. #3..
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10. INDEPENDENT CONTRACTOR.

All acts of Consultant, its agents, officers, and employees and all others acting on behalf of Consultant relating to the performance of this Agreement, shall be performed as independent contractors and not as agents, officers, or employees of City. Consultant, by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of City.

Consultant has no authority or responsibility to exercise any rights or power vested in the City.

No agent, officer, or employee of the City is to be considered an employee of Consultant. It is understood by both Consultant and City that this Agreement shall not under any circumstances be construed or considered to create an employer-employee relationship or a joint venture.

Consultant, its agents, officers and employees are and, at all times during the terms of this Agreement, shall represent and conduct themselves as independent contractors and not as employees of City.

Consultant shall determine the method, details and means of performing the work and services to be provided by Consultant under this Agreement. Consultant shall be responsible to City only for the requirements and results specified in this Agreement, and, except as expressly provided in this Agreement, shall not be subjected to City's control with respect to the physical action or activities of the Consultant in fulfillment of this Agreement. Consultant has control over the manner and means of performing the services under this Agreement.

Consultant is permitted to provide services to others during the same period service is provided to City under this Agreement. If necessary, Consultant has the responsibility for employing other persons or firms to assist Consultant in fulfilling the terms and obligations under this Agreement.
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If in the performance of this Agreement any third persons are employed by Consultant, such persons shall be entirely and exclusively under the direction, supervision, and control of Consultant. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by the Consultant.

It is understood and agreed that as an independent contractor and not an employee of City neither the Consultant or Consultant's assigned personnel shall have any entitlement as a City employee, right to act on behalf of the City in any capacity whatsoever as an agent, or to bind the City to any obligation whatsoever.

It is further understood and agreed that Consultant must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Consultant's personnel.

As an independent contractor, Consultant hereby indemnifies and holds City 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.

11. ASSIGNMENT.

Neither this Agreement nor any portion thereof shall be subcontracted or assigned without the express prior written consent of the City in each and every instance.

12. PATENT/COPYRIGHT MATERIALS.

Unless otherwise expressly provided in the contract, Consultant shall be solely responsible for obtaining the right to use any patented or copyrighted materials in the performance of this Agreement. Consultant shall furnish a warranty of such right to use to City at the request of City.
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13. NOTICES.

Notice required by this Agreement shall be given in writing and shall be deemed given and effective upon receipt provided that such are delivered in accordance with the provisions of this Section. Notices shall be delivered either by: (a) personal delivery (including delivery by an overnight courier service which obtains confirmation of receipt); or (b) by facsimile, provided that such transmission is followed by delivery by an overnight courier service which obtains confirmation of receipt; or (c) postage prepaid, return receipt requested, certified mail; or (d) by electronic transmission subject to reasonable proof that the notice was both transmitted and received. Each such notice shall be sent to the parties at the address respectively set forth below or to such other address as a party may designate by written notice given in accordance with the provisions of this Section:

FOR CONSULTANT: Name: BKF Engineers
Address: 5330 Pirrone Road
Suite 101
Salida, CA 95368
Attention: Sravan Paladugu
Phone: (209) 923-8200
Email: [email protected]
FOR CITY: Name: City of Modesto
Address: 1010 10th Street
Suite 4600
Modesto, CA 95354
Attention: Edgar Vargas
Phone: (209) 577-5424
Email: [email protected]

14. INSURANCE REQUIREMENTS.

The Consultant shall provide at its own expense and maintain at all times the following insurance with insurance companies licensed in the State of California and shall #3..
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provide evidence of such insurance to the City as may be required by the Risk Manager of the City. The policies or certificates thereof shall provide that, thirty (30) days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the City by certified mail, return receipt requested, for all of the following stated insurance policies.

In the event the certificates of insurance required hereunder do not provide for notice of cancellation to the certificate holder and/or additional insureds, the Consultant shall provide, and shall require its subcontractors to provide, as an express condition precedent to payment hereunder, an endorsement from their insurers providing that the additional insureds identified herein shall be provided 30 days notice of the cancellation on the policies of insurance required hereunder (10 days notice if the policies are cancelled for non-payment of premium). In addition, the named insured on all such policies shall provide to the additional insureds identified herein any notices of cancellation of said insurance policies within 5 business days of receipt of such notice. The Consultant shall, as a further express condition precedent to payment for work performed, affirm under penalty of perjury that the required insurance on the project remains in place and said insurance has not been cancelled.
(a) Worker's Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000. (b) General Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. This insurance shall indicate on the certificate of insurance the following coverages and indicate the policy aggregate limit applying to: premises #3..
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and operations; broad form contractual; independent consultants and subcontractors; products and completed operations as applicable.
(c) Automobile Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. This insurance shall cover any automobile for bodily injury and property damage.
(d) Professional Liability insurance with a minimum limit of $1,000,000 per claim and policy aggregate. If coverage is on a claims made basis it shall be maintained for at least three (3) years following completion of the work.

If at any time any of said policies shall be unsatisfactory to the City, as to form or substance, or if a company issuing such policy shall be unsatisfactory to the City, the Consultant shall promptly obtain a new policy, submit the same to the Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the Consultant to furnish, deliver or maintain such insurance and certificates as above provided, this Agreement, at the election of the City, may be forthwith declared suspended or terminated.

Failure of the Consultant to obtain and/or maintain any required insurance shall not relieve the Consultant from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the Consultant concerning indemnification. The City, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation and Professional Liability. The Workers' Compensation insurer shall agree to waive all rights of subrogation against the City, its agents, officers, employees, and volunteers for losses arising from work performed by Consultant for the City. The Consultant's insurance policy(ies) shall include a provision that the coverage is primary as respects the City; shall include no special #3..
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limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the Risk Manager. The Consultant must deliver certificates evidencing existence of the insurance listed above to the City prior to the time the contract is signed.

CONSULTANT shall provide CITY with separate endorsements evidencing proof of the CITY’s additional insured status as to both the general liability and automobile liability insurance policies. In addition, CONSULTANT shall provide CITY with a Workers Compensation subrogation waiver by way of a separate endorsement. All endorsements referenced above must include the applicable policy number.

For any claims related to this project, the CONSULTANT’S insurance coverage shall be primary insurance as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the CONSULTANT’S insurance and shall not contribute with it.

15. TERMINATION OF AGREEMENT.

Termination by City for Default of Consultant
Should Consultant default in the performance of this Agreement or materially breach any of its provisions, at its option, City may terminate this Agreement by giving written notification to Consultant. The termination date shall be the effective date of the notice. For the purposes of this section, material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services or duties, willful destruction of City's property by Consultant, dishonesty or theft. #3..
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Termination by City for Convenience
The City may also terminate the Consultant's performance under the Agreement, either in whole or in part, at its own discretion, or when conditions encountered during the Work make it impossible or impracticable to proceed, or when the City is prevented from proceeding with the Agreement by act of God, by law, or by official action of a public authority, or upon a determination by the City that such termination is in the best interest and convenience of the City, or whenever the City is prohibited from completing the Work for any reason. The City shall provide no less than ten (10) calendar days written notice of its intent to terminate the Agreement for convenience, and shall endeavor to provide the Consultant with consultation with the City prior to termination.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the Consultant shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subconsultants and agents are notified of such termination and act as specified in the notice of termination;
b. Terminate all orders and Subcontractors except as necessary to complete any portion of the Work that is not terminated; c. If directed in writing by the City to do so, assign all right, title and interest in subcontracts and materials in progress to City, in which case the City will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such #3..
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subconsultants, but in no event shall recovery by any Consultant or subconsultant include lost profits for portions of the Work not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the City all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the Consultant in performing the Work whether completed or in process; e. Settle outstanding liabilities and claims, subject to the approval of City;
f. Complete performance of such part of the Work as has not been terminated;
g. Take such other actions as may be necessary, or as may be directed by the City for the protection and preservation of the Work and/or property related to the Work;
h. If City so requests, and at City's cost, Consultant shall provide sufficient oral or written status reports to make City reasonably aware of the status of Consultant's work on the project. i. The Consultant understands and agrees that City may, in City's sole discretion, refuse to pay Consultant for that portion of Consultant's services which were performed by Consultant on the project prior to the termination date and which remain
unacceptable and/or not useful to City as of the termination date. #3..
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City will pay Consultant an amount based on the percentage of satisfactory work completed in accordance with the notice of termination. The final payment to the Consultant after termination for convenience shall be limited to amounts due and owing under the Agreement at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the Work such as subconsultant agreements or contracts for materials;
b. The Agreement price allocable to the portion of the Work properly performed or goods supplied to the work site by the Consultant as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the Consultant.

Authorization to Terminate Agreement
Termination of the Agreement may be invoked by the City Manager, or his/her designee, subject to the right of the Consultant to appeal the City Manager, or his/her designee’s, decision to the City Council. The Consultant shall appeal by notifying the City Clerk in writing within ten (10) calendar days of receipt of written notification from City of termination of the Agreement. In the event that termination of this Agreement is upheld by the City Council, any cessation of payment of delay claims, extended claims, Eichleay claims, or any other claims for delay shall be retroactive to the date of termination selected by the City Manager, or his/her designee.
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16. CERTIFIED PAYROLL REQUIREMENT.

For consultants performing field work on public works contracts on which prevailing wages are required: The Consultant shall comply with the provisions of Section 1776 of the California Labor Code, regarding payroll records, and shall require its subconsultants and subcontractors to comply with that section as may be required by law.

17. INDEMNITY.

Consultant's obligation to defend, indemnify, and hold the City, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this Agreement for Consultant to procure and maintain a policy of insurance.

18. DISPUTE RESOLUTION.

All claims, controversies, or disputes arising out of, or relating to the formation of this Agreement, or the breach, termination execution, enforcement, interpretation, or validity of this Agreement, including the determination of the scope or applicability of this contract provision shall be determined by binding arbitration in Modesto, California by one arbitrator, except as otherwise specified in this Agreement. The American Arbitration #3..
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Association shall administer the arbitration under its Arbitration Rules then in effect, subject to the modifications of those rules contained in this paragraph. This agreement to arbitrate shall be specifically enforceable under the prevailing law of any court having jurisdiction, and the award rendered by the arbitrator may be entered in any court having jurisdiction. The appropriate venue for any arbitration or court proceeding relating to or arising out of this provision shall be in Stanislaus County, California.

This paragraph is not intended to and does not waive the claim filing requirements found in California Government Code section 900 et seq. In the event that a timely and legally sufficient, arbitrable claim is filed by Consultant with City, and the claim is rejected in whole or in part by City, this paragraph shall result in the conclusive, final, and binding resolution of all the issues presented in the claim by Consultant so long as any issues presented by the claim are arbitrable. Claims rejected by City or by operation of law, shall be submitted by Consultant to arbitration pursuant to the Arbitration Rules of the American Arbitration Association within ninety (90) days after mailing of the written rejection by City to Consultant.

Otherwise, the claim or claims shall be deemed waived in their entirety.

The “fast track’ rules of the American Arbitration Association shall apply to any claim or counterclaim less than ONE HUNDRED FIFTY THOUSAND AND 00/100 ($150,000.00) DOLLARS. In arbitration not proceeding under the “fast track” rules, the arbitrator shall have the power to order that depositions be taken and other discovery be made.

Both City and Consultant shall have the right, upon written notice, to take no more than three (3) depositions of the other as a matter of right in an arbitration proceeding under the “fast track” rules.
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Whether or not City and Consultant may be engaged in interstate commerce, any controversy or dispute mentioned above shall be determined by, and the parties shall be bound by, the substantive law of the State of California, and not the Federal Arbitration Act at 9 USC Section 1 et seq.

The arbitrator may grant any remedy or relief deemed by the arbitrator just and equitable under the circumstances, whether or not such relief could be awarded in a court of law. The arbitrator shall be empowered to award monetary sanctions against a party for failure of cooperation in the arbitration. The arbitrator shall, in written award, allocate all the costs of the arbitration, including the fees of the arbitrator and the reasonable attorney fees of the prevailing party, against the party who did not prevail. The prevailing party shall be the party in whose favor the majority of the central issues in the case are resolved.

Notwithstanding anything in this provision to the contrary, the arbitrator shall have no power to award punitive damages or other damages not measured by the party’s actual damages (excluding litigation costs and fees) against any party. This limitation of the arbitrator’s powers under this Agreement shall not operate as an exclusion of the issue of punitive damages from this Agreement to Arbitrate sufficient to vest jurisdiction in a court with respect to that issue.

Consultant shall include in all subcontracts a specification whereby the subcontractor consents to being joined in an arbitration between City and Consultant involving the work of the subcontractor to be joined. Consultant’s failure to do so shall be a breach of this Agreement.
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The parties hereby waive any rights provided by Title 9.2 of the California Code of Civil Procedure, Section 1296. The arbitrator’s award shall be deemed final, conclusive and binding to the fullest extent allowed by California law.

19. ENTIRE AGREEMENT.

This Agreement and its exhibits contain the entire understanding between Consultant and City. Additional or new terms contained in this Agreement which vary from Consultant's proposal are controlling and are deemed accepted by Consultant by shipment of any article or other commencement of performance hereunder. All previous proposals, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future waiver of or exception to any of the terms, conditions, and provisions of this Agreement shall be considered valid unless specifically agreed to in writing by all the parties.

20. PARTIAL INVALIDITY.

If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

21. WAIVER.

The waiver by any party to this Agreement of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing. #3..
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22. AUDIT.

The City's duly authorized representative shall have access at all reasonable times to all reports, contract records, contract documents, contract files, and personnel necessary to audit and verify Consultant's charges to City under this Agreement.

Consultant agrees to retain reports, records, documents, and files related to charges under this Agreement for a period of four (4) years following the date of final payment for Consultant services. City's representative shall have the right to reproduce any of the aforesaid documents.

23. GOVERNING LAW.

This Agreement shall be governed according to the laws of the State of California.

24. HEADINGS NOT CONTROLLING.

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this Agreement.

25. COMPLIANCE WITH LAWS.

Consultant shall insure compliance with all safety and hourly requirements for employees, in accordance with federal, state, and county safety and health regulations and laws. Consultant shall fully comply with all applicable federal, state, and local laws, ordinances, regulations and permits.

26. CITY BUSINESS LICENSE.

Consultant will have a City of Modesto business license. #3..
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IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this Agreement by its City Manager and attestation by its City Clerk under authority of Resolution No. 2024- __ , adopted by the Council of the City of Modesto on the __ day of , 2024, and BKF Engineers has caused this agreement to be duly executed in duplicate as of the Effective Date.
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03 / PROPOSED SCOPE OF SERVICES
16 City of Modesto | Highway 99 Water Main Crossings
Improvements

SCOPE OF WORK
TASK 1: PROJECT ADMINISTRATION AND

COORDINATION
Project Management: This task will be led by BKF’s
project manager, Sravan Paladugu, who will: a) oversee
specific quality assurance and quality control (QA/
QC) measures; b) prepare monthly project invoices; c)
prepare regular progress reports for the City staff each month; d) communicate and correspond as necessary
with the City’s project manager on project issues
(administrative, design, and construction/field-related); and e) prepare detailed schedule of work showing each
task and subtask, identifying milestones for critical
meetings, workshops, progress calls, deliverables and
City reviews. The detailed schedule will be submitted
electronically in Microsoft Project and in PDF file
format. Schedule updates will be submitted monthly,
no later than the Friday of the first week of the month.

Project Meetings and Communication with City:

BKF will organize and attend a kickoff meeting with
the City to review the scope of the project, develop
a project schedule, and confirm deliverables. This
meeting will include the design consultant and key
City staff. BKF will schedule and conduct a minimum of
four design-related meetings/workshops (Preliminary
Design Workshop, 35% Design Review Meeting, 70%
Design Review Meeting, 90% Design Review Meeting)
and bi-weekly progress calls with City staff will be
conducted for the duration of the project design phase.

BKF will prepare the meeting agenda and will prepare
and distribute meeting minutes. BKF will also keep an
action items list at each meeting and conference call.

Deliverables:
▪ Monthly progress reports
▪ Project schedules
▪ Meeting agendas and minutes
▪ Action items list
TASK 2: FIELD INVESTIGATIONS AND DATA

COLLECTION
TASK 2.1: KICK-OFF MEETING DATA COLLECTION, AND
REVIEW
BKF will conduct thorough research to obtain all
available utility information within the project area.

During the kick-off meeting, BKF will prepare a data
request for the City to gather all available records for our review. We will review existing records including,
but not limited to, Caltrans inspection reports, as-built drawings, GIS data, water valve cards, City Standard
Provisions and Standard Details, and codes, ordinances, and policies pertaining to the proposed project
designs. BKF will contact other utility companies to
obtain underground utility information within the
project limit. BKF will be responsible for research all applicable agency and utility company records.

Deliverables:
▪ Initial Data Request
▪ Complied Record Drawings
▪ Copy of Utility Research
TASK 2.2: TOPOGRAPHIC SURVEY AND ROW MAPPING
A. Topographic Survey. BKF will perform conventional
ground topographic survey to fully define existing
conditions. The topographic survey will capture all
physical features, including, but not limited to, curb, gutter, sidewalk, ramps, driveways, median strip, edge
of pavement, fences along property line, signs, guard/
wood post rails, traffic signals, traffic loops, utility poles, pavement markings, utility structures, hydrants, valves and meter boxes. In addition to spot elevations, the topographic survey will include 1-foot contour
interval.

The survey horizontal and vertical control will be based on California State Plane Coordinates and established
City benchmark datum, e.g., street monuments.

B. Right-of-Way Research. BKF will use available
online resources to download Record Mapping
for parcels along the Right-of-Ways in question.

Per standard researching protocol, additional map
references called out on maps will also be pulled to
develop a PDF database of existing maps in the area.

BKF has not budged any time or fee for procuring Title
Reports for the project.
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17 City of Modesto | Highway 99 Water Main Crossings
Improvements
C. Right-of-Way Research Mapping. BKF will plot
the right-of-way lines based on street monuments
and existing improvements. We will include parcel
information based on assessor’s maps and provide the
Assessor’s Parcel Numbers (APN) and street address
numbers for reference. This does not include ordering
or using title reports for all the properties along the project streets, performing any right-of-way resolution of filing of any Record of Surveys due to material
discrepancies.

The topographic survey will be performed after
completion of GPR utility locating performed under
Task 2.3.

Deliverables:
▪ Electronic copy of survey files with ROW lines
(AutoCAD)
TASK 2.3: UTILITY LOCATING
Our in-house Ground Penetrating Radar (GPR)
locating services will allow us to shortlist utilities that are perceived to be in conflict thereby eliminating
or reducing the number of needed potholes. After
identifying excavation locations for water main
installation, we will locate utilities in the field using electromagnetic field induction and GPR. Prior to
scheduling the GPR survey, we will identify areas along the proposed water alignment where GPR is required
based on review of as-builts and field survey. This
strategy will minimize cost without compromising
quality. BKF will identify metallic utilities (i.e. electric, telephone, gas, and water) and non- metallic utilities
with visible tracer wire. The deliverable for this task will include a report depicting utilities on street photos as shown here.

Based on GPR survey, BKF will develop a potholing plan
for locating and profiling existing underground utilities, and once approved by the CITY, will be responsible for
conducting the required potholing and site restoration.

BKF will submit potholing table summary report
describing all findings in Excel format electronically.

BKF has assumed the 10 potholes for budgetary
purposes.

It is assumed that site specific traffic control plans to perform potholing work is not needed and that City
will waive encroachment permit fee.

Deliverables:
▪ GPR and pothole plan
▪ Utility location report in PDF format
▪ Electronic copy of utility research and pothole field data files
▪ Electronic copy of pothole table summary report
showing pothole identification, utility, depth of
cover, material, pavement information and other
pertinent information
TASK 2.4: CASING INSPECTION
As noted in our approach, there do not appear to be
manhole on bridge structure to inspect casing within
the bridge. To measure and inspect casing, a large
pothole is required at abutments to expose casing and
a Caltrans encroachment permit will be required. BKF
will perform two (2) potholes at each bridge location
to inspect casing diameter, material, length, water main diameter and material, casing spacer, etc.

Deliverables:
▪ Pothole plan
▪ Electronic copy of pothole table summary report
showing casing diameter, material, spacers, water
main diameter and material, pothole identification,
utility, depth of cover, material, pavement
information and other pertinent information
TASK 2.5: GEOTECHNICAL INVESTIGATION
Our subconsultant, Haley & Aldrich (HAI), will be
responsible for geotechnical investigations to support
temporary shoring systems for insertion/receiving
pits, caving and excavation stability, dewatering, and
reuse of excavated soils; parameters for structural slab design, CBC seismic design parameters, and general
recommendations for site preparation, earthwork, and
backfill compaction requirements for open-cut next to
bridge abutment.

Geotechnical investigation will include performing two
(2) CPT borings to a depth of 15 feet at each bridge
location for a total of six (6) borings. HAI will review available geologic and soil mapping and groundwater
elevation data in advance of our field investigation. It is anticipated encroachment permit fees will be waived.

Deliverables:
▪ Geotechnical Investigation Report in PDF format
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03 / PROPOSED SCOPE OF SERVICES
18 City of Modesto | Highway 99 Water Main Crossings
Improvements
TASK 3: PRELIMINARY DESIGN
TASK 3.1: BASIS OF DESIGN (BOD) REPORT
Upon completion of Task 2, we will study and analyze
all gathered information and prepare a Basis of Design
(BOD) report.

The BOD will provide documentation on design
objectives, design criteria, design codes, and decisions made on major issues related to the project. The BOD
will include the preliminary design of the project,
which will be use as the basis for producing final
construction bid documents without the need for
further engineering studies or re-evaluation of basic
design decisions. The BOD will also establish budget
and schedule requirements. The BOD will be used as a
tool to prepare CEQA Statement of Exemption.

The findings of the BOD will be presented to City
stakeholders at a Preliminary Design Workshop. At
the Preliminary Design Workshop, BKF will present
the conceptual design options and cost estimates
for review by City staff. Utilities connections and any potential code/permit or other challenging aspects of
the project will be presented as part of this meeting.

Upon completion of this workshop BKF will prepare
draft meeting minutes.

The BOD will include as a minimum the following
elements:

1. Introduction
a. Background and purpose of project
b. Project scope

2. Pipeline Design and Construction
a. Pipeline design criteria including but not
limited to pipe material, type of joints (welded
vs fused vs flanged), requirements for thermal
expansion joint, hydraulic thrust joints, and
seismic joint, and casing spacers
b. Evaluate insertion/receiving pit, shutdown
sequence, demolition provisions, construction
sequence; tie-in connections; permits; and
impacts on utilities, traffic and the public.
c. Preliminary determination of major utility
crossings
d. List of project specification sections (technical
sections only)
e. List of drawings
f. List of required permits
g. Identification of potential challenges

3. Special Construction Considerations
a. Perform a constructability review including
major temporary works and access—these
items will also be identified and included in
cost estimates in the preliminary engineering
phase
b. Provide construction execution
recommendations, e.g. mandatory work
sequence, construction restriction/constraints,
testing requirements, atypical submittal
requirements, work hours, traffic control
requirements, etc.
c. Other potential project challenges
d. Provide recommended construction duration
in calendar days
e. Identify impacts on water system operations
(e.g., planned outages, water shutdowns, and
durations
f. Proposed project laydown areas
g. Identify and secure of encroachment permits,
required to facilitate construction and/or the
long-term operation and maintenance of the
new water main

4. Engineer’s opinion of probable construction
cost itemized to correspond to payment item
schedule

5. Project Schedule (Design Phase and Construction
Phase)
Deliverables:
▪ Draft and Final BOD report in PDF Format
▪ Meeting Minutes
TASK 3.2: 35% DESIGN SUBMITTAL
BKF will prepare and submit the 35% submittal to the
City for review.

1. Plan and profile view of the proposed pipeline
within existing casing showing the horizontal
and vertical alignment in relation to the existing
topographic features, right-of-way, and existing
utilities

2. 35% Engineers Estimate
Deliverables:
▪ One full-size hardcopy (24” x 36”), and one
electronic (PDF) copy of the 35% submittal Plans
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19 City of Modesto | Highway 99 Water Main Crossings
Improvements
TASK 3.3: ENVIRONMENTAL CLEARANCE
BKF and our subconsultant, Circlepoint, will prepare
necessary documentation for the project to gain
environmental clearance. Based on our understanding,
the project appears to qualify for a Categorical
Exemption pursuant to CEQA guidelines Section 15302,
and it does not appear that any of the exceptions listed in Guidelines Section 15300.2 apply to the project. We
will prepare a Categorical Exemption Memorandum
(assumes two drafts and one final version)
documenting that the project satisfies the provisions
of Section 15300.2 and Section 15302 of the CEQA
guidelines, as well as notices (Notice of Exemption,
Notice of Completion) and forms (Summary Form)
required by the Guidelines and the Governor’s Office of Planning and Research (OPR).

Deliverables:
▪ CEQA Categorical Exemption
TASK 4: CONSTRUCTION DOCUMENTS
TASK 4.1: PERMITTING
BKF will lead the effort in the coordination of the
approval of permit application with Caltrans. We will
prepare the permit applications package that includes
project plans and required technical information or
exhibits. Contractor shall ultimately be responsible
to obtain and pay all fees necessary. For budgetary
purposes, we have assumed a total of two (2) meetings
with Caltrans. A seismic evaluation is assumed to be
not required by Caltrans as these are existing facilities and is therefore not include in the scope.

Deliverables:
▪ Caltrans Encroachment Permit
▪ Exhibits (as needed)
TASK 4.2: 70% DESIGN SUBMITTAL
BKF will prepare and submit the 70% submittal to
the City for review. BKF will present the 70% to City
stakeholders at a design review meeting. The schedule
will allow for a five-week review period by City staff
following each meeting and submission of draft
meeting minutes within three working days following
the meeting. BKF will submit one full- size hard copy
(24” x 36”), and one electronic (PDF) copy of the 70%
submittal for City review.

At a minimum, the 70% submittal will include:
- Written response to City and Caltrans review
comments to the 35% design submittal
- Plan view of the proposed pipeline showing the
horizontal alignment in relation to the existing
topographic features, bridge structure, approach
slab, travel lanes, parking, sidewalk, driveways,
roadway right-of-way, etc.
- Profile view of the proposed pipeline alignment
showing the pipeline invert elevation’s ground/
bridge profile above the centerline of the pipeline
alignment, and existing utilities (i.e., sewer mains,
storm drains, gas) with top of pipe and/or invert
elevations confirmed through potholing
- Temporary construction plan to maintain
traffic circulation, uninterrupted service during
construction
- Preliminary determination of major utility crossings
- Details for points of connection, pipeline off-sets,
trench details, valves and other appurtenances (e.g.,
fire hydrants, blow offs, etc.)
- Technical specifications
- Payment item schedule for contract bid documents
- Update of the construction cost estimate based on
35% design submittal
- “Red-lined” version of City’s Standard Front Ends.

BKF will be provided City’s Standard Front Ends in
PDF format. BKF will “red-line”, as required. City will incorporate edits, as required, for incorporation into
the final bid documents.

Deliverables:
▪ One full-size hardcopy (24” x 36”), and one
electronic (PDF) copy of the 70% submittal Plans
▪ On a USB flash drive: AutoCAD (version 2018 or
higher) files for all design drawings, technical
specifications in MS Word and PDF formats, and
cost estimates in MS Excel and PDF formats
TASK 4.3: 90% DESIGN SUBMITTAL
BKF will prepare and submit the 90% submittal for
review by the City. The 90% submittal will incorporate
the pertinent City review comments to 70% submittal.

The schedule will allow for a two-week review period
by City staff following the submission of the 90%
design submittal. Submit one full-size hard copy
(24” x 36”), and one electronic (PDF) copy of the
90% submittal for City review. In addition, submit
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20 City of Modesto | Highway 99 Water Main Crossings
Improvements
the following on a USB flash drive: AutoCAD (version
2018 or higher) files for all design drawings, technical specifications in MS Word and PDF formats, and cost
estimates in MS Excel and PDF formats.

The 90% submittal will include:
- Written response to City review comments to the
70% submittal
- Detailed drawings and technical specifications to be
included in the contract documents
- Final draft bid schedule
- Update of the construction cost estimate
BKF will incorporate any changes to the 90% design
submittal no later than five working days upon receipt
of CITY’s comments. The revised version will be the
version of the design drawings to be made available to
permitting agencies for review for the issuance of any
construction permits. BKF will submit documents to
respective permitting agencies in accordance with their specific requirements (i.e., number of copies, full-size vs. half-size format, hard vs. electronic copies, etc.).

Deliverables:
▪ One full-size hardcopy (24” x 36”), and one
electronic (PDF) copy of the 90% submittal Plans
▪ On a USB flash drive: AutoCAD (version 2018 or
higher) files for all design drawings, technical
specifications in MS Word and PDF formats, and
cost estimates in MS Excel and PDF formats.
▪ 90% submittal Plans and Specifications to Caltrans
and other Permitting Agencies (if any)
TASK 4.4: FINAL DESIGN SUBMITTAL
The final submittal will represent the bid-ready
contract documents incorporating the City’s 90%
review comments and any comments received from
Caltrans. The bid-ready construction documents will be
signed by a California Registered Professional Engineer.

BKF will submit one full-size hard copy (24” x 36”),
and electronic (PDF) copy formatted in both half-size
and full-size, of the final submittal. The PDF version
of the design drawings will include BKF’s professional
engineering stamp and signature. In addition, BKF will
submit the following on a USB flash drive: AutoCAD
(version 2018 or higher) files for all design drawings; technical specifications in MS Word and PDF formats,
with Consultant’s professional engineering stamp and
signature in the PDF file; cost estimates in MS Excel
and PDF formats; and the construction schedule in MS
Project. The final submittal will include:
- Written response to each City and/or Permitting
Agency comment to the 90% design submittal
- Final, detailed drawings and technical specification
to be included in the contract documents
- Final payment item schedule for incorporation into
the final contract bid documents
- Revised/updated cost estimate based on the final
design submittal
Deliverables:
▪ One (1) half-size and (1) full-size wet signed, and
electronic (PDF) copy formatted in both half-size
and full-size, of the Final submittal plans The PDF
version of the design drawings will include BKF’s
professional engineering stamp and signature
▪ On a USB flash drive: AutoCAD (version 2018 or
higher) files for all design drawings; technical
specifications in MS Word and PDF formats, with
Consultant’s professional engineering stamp and
signature in the PDF file; cost estimates in MS Excel
and PDF formats; and the construction schedule in
MS Project
TASK 5: BIDDING SUPPORT
BKF will provide engineering support and assist the
City, as required, during the bid phase of the project.

Bid phase services may include:
- Attendance at a pre-bid meeting and site walkthrough with potential contractors - Preparation of any addenda (reproduction and
distribution will be provided by the City). Up to 2
addenda is assumed for budgeting purposes.
- Assistance with and preparation of responses to
questions or clarification of aspects of the design
and/or specifications
- Evaluation of bids received, as needed
Deliverables:
▪ Review and comment on pre-bid meeting minutes
▪ Respond to questions during the pre- bid meeting
if requested by the City (no consultant-prospective
bidder communication)
▪ Formal response to inquiries to the City, either in
email or memo written format
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03 / PROPOSED SCOPE OF SERVICES
City of Modesto | Highway 99 Water Main Crossings
Improvements 21
TASK 6: CONSTRUCTION SUPPORT
BKF will assist the City, as required, during the construction phase of the project. For budgetary purpose, we have assumed 25 RFIs and 50 submittals and up to one round of review for each. Construction phase services will include:
- Attend and prepare information for an internal
handoff meeting from the design team to the
construction management team
- Attendance at pre-construction meeting and
project bi-weekly construction meetings. Up to 10
virtual meetings and 5 onsite meetings have been
budgeted.
- Field observations, as needed. Up to 4 site visits have been budgeted.
- Review/approval of contractor submittals. Up to 50
submittals, with one round of review comments, are
budgeted.
- Review and response to requests for information
(RFIs). Up to 25 RFIs are budgeted.
- Review of change order requests. Up to two change
orders are budgeted.
- Review of contractors as-builts
- Preparation of electronically searchable record
drawings and specifications
OPTIONAL TASK A: STRUCTURAL DESIGN
As-builts show the ends of the casings only 2-feet beyond the backs of abutments and the top of the casing is approximately 1.2- feet below top of pavement at I Street and G Street, and approximately 3.2 feet below top of pavement at Sierra Drive. If Caltrans requires expansion-deflection fittings, a structural slab will be required to allow proper function of the fitting. See drawings below.

As part of this task, Cornerstone will design structural slab on either side of the bridge on all three bridges.

The concrete slab will incorporate deepened edges to act as spread footings to transfer the slab weight and vehicular loading away from pipe/fitting. Cornerstone will prepare structural design calculations for the reinforced concrete slab in accordance with the AASHTO LRFD Bridge Design Specifications 8th Edition, with the California Amendments preface dated April 2019. Structural construction drawings will include plan, elevation, and details of the reinforced concrete slab. Structural material quality specifications (to be placed on the plans) in accordance with the 2018 Caltrans Standard Specifications.

Deliverables:
▪ *70%, 90% and Final Plans, Specifications and Estimate #3..
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EXHIBIT B
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

May 6, 2024
Date: April 11, 2024
TO: Economic Development Committee
Chris Ricci, Chair
Eric Alvarez, Vice Chair
Sue Zwahlen, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: Toby Wells, Director of Engineering Services/City Engineer SUBJECT: Active Transportation Program (ATP) – Cycle 7 Grant Application Request CONTACT: Michael Sacuskie, Assistant City Engineer, [email protected], 209-571-5552
DESCRIPTION:

Consider the submittal of a State of California grant application for Active Transportation Program (ATP) – Cycle 7 funds in the amount of $11,500,000, with a local match of $3,480,000 in Local Measure L funds, for a total project amount of $14,980,000 for the Encina Avenue and Lincoln Avenue Pedestrian/Bicycle Trail Corridor Project and forwarding to Council for approval. (Funding Source: State of California ATP grant funds and Local Measure L funds) STRATEGIC PLAN ELEMENT:

The recommended action is consistent with the City of Modesto 2020-2025 Strategic Goal D, Ensure Safe, Efficient, and Reliable Infrastructure.

BACKGROUND:

The State Active Transportation Program1 (ATP) was created by Senate Bill 99 (Chapter 359, Statutes of 2013) and Assembly Bill 101 (Chapter 354, Statutes of 2013) and Senate Bill 1 (SB 1) (Chater 5, Statutes of 2017) which directs additional funding from the Road Maintenance and Rehabilitation Account to the ATP program to encourage increased use of active modes of transportation, such as biking and walking.

Pursuant to the statutes, the goals of the Active Transportation Program are to:
 Increase the proportion of trips accomplished by biking and walking.  Increase the safety and mobility of nonmotorized users. 1 Active Transportation Plan - https://catc.ca.gov/-/media/ctc-media/documents/programs/atp/2025-activetransportation-program-guidelines-final-adopted-a11y.pdf #4..
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Economic Development Committee, May 6, 2024
Active Transportation Program (ATP) – Cycle 7 Grant Application Request

Page 2 of 3 ends

 Advance the active transportation efforts of regional agencies to achieve greenhouse gas reduction goals as established pursuant to Senate Bill 375 (Chapter 728, Statutes of 2008) and Senate Bill 391 (Chapter 585, Statutes of 2009).
 Enhance public health, including reduction of childhood obesity through the use of programs including, but not limited to, projects eligible for safe Routes to School Program funding.
 Ensure that disadvantaged communities fully share in the benefits of the program.  Provide a broad spectrum of projects to benefit many types of active transportation users.

The California Transportation Commission (CTC) adopts the guidelines for the ATP program no later than the date designated in statute of each odd-numbered year, however the Commission may elect to adopt a program annually. The 2025 ATP guidelines were adopted by the Commission at their meeting on March 21-22, 2024, and the call for projects was announced the same day.

The 2025 ATP funding estimate of approximately $569 million was also adopted at the March 21- 22, 2024, Commission meeting. All of the funds will be awarded based on a competitive application process. The scoring rubric for this ATP cycle was posted on the Commissions website on March 29, 2024, and the application deadline is June 17, 2024.

The 2025 ATP guidelines do not require a funding match; however, the adopted scoring rubrics awards between zero and five points based on the amount of non-ATP funding pledged to a project. Five points are awarded if more than 20% of the total project cost is with leveraged funds.

With the highly competitive nature of ATP funds, it is advantageous for a local agency to contribute more than 20% of the total project cost and receive the full five points for this portion of the rubric.

DISCUSSION:

The goal of the Active Transportation Program is to promote active modes of transportation including biking and walking. The California Transportation Commission (CTC) encourages applicants to apply for projects that provide a transformative benefit to the community. All eligible project applications will be evaluated by an evaluation team and Commission staff. The scoring rubric provides a consistent framework for City staff preparing the application and for the evaluation team scoring the projects.

Based on the criteria of the 2025 ATP guidelines and the adopted scoring rubric, City staff is seeking approval to apply for ATP Cycle 7 grant funding for a pedestrian/bicycle path in the eastwest direction along Encina Avenue from North Conejo Drive to Lincoln Avenue and in the northsouth direction along Lincoln Avenue from Dry Creek Trail to Yosemite Boulevard and along Phoenix Avenue between Dry Creek Trail and Encina Avenue. All proposed improvements will be within existing public right of way, so there will be no anticipated land acquisition. This proposed project will also provide Americans with Disabilities Act improvements, curb extensions, raised crosswalks, roundabouts, and other traffic calming measures, as appropriate. As proposed this project will provide connectivity to three schools in the immediate vicinity and be the transformative type of project that the CTC is encouraging.

FISCAL IMPACT:

The Division that typically applies for ATP funds is the Transportation Engineering and Design Division. The ATP grant application is quite extensive, with community outreach and a lengthy application. Staff requested and received approval for $50,000 of local Measure L funds at the #4..
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Economic Development Committee, May 6, 2024
Active Transportation Program (ATP) – Cycle 7 Grant Application Request

Page 3 of 3 ends

March 7, 2024, Measure L Commission meeting to cover the cost to prepare the application for the 2025 ATP Cycle grant funds.

The grant application will be for $11.5 million in ATP funds. Due to the competitive nature of this grant funding and to maximize the allowable points for leveraging funds, the grant application will also show a local match of $3.48 million from the Measure L Local control funds, which includes categories for Local Streets & Roads, Traffic Management and Bike & Pedestrian.

CEQA/NEPA REQUIREMENTS:

Environmental review for this project will take place during the Preliminary Engineering phase of the project if the City is successful in securing these ATP grant funds. It is anticipated that this project will be classified as a Categorical Exemption.

RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion recommending the submittal of a State of California grant application for Active Transportation Program (ATP) funds in the amount of $11,500,000, with a local match of $3,480,000 in Local Measure L funds, for a total amount of $14,980,000 for the Encina Avenue and Lincoln Avenue Pedestrian/Bicycle Trail Corridor Project and forwarding to Council for approval.

Approved by:

Toby Wells, Director of Engineering Services/City Engineer Joseph P. Lopez, City Manager
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

May 6, 2024
Date: April 16, 2024
TO: Economic Development Committee
Chris Ricci, Chair
Eric Alvarez, Vice-Chair
Sue Zwahlen, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: William Wong, Director of Utilities
SUBJECT: Engineering Services Agreement with Carollo Engineers Regional Water Recycling Facility - Sutter Campus
Master Plan Relocation Project
CONTACT: Juan Ochoa, Associate Engineer, [email protected], 209-577-5423 DESCRIPTION:

Consider an Engineering Services Agreement with Carollo Engineers, Inc., of Sacramento, CA, for the Regional Water Recycling Facility - Sutter Campus Master Plan Relocation Project, in an amount not to exceed $1,966,703 and forwarding to Council for approval. (Funding Source: Wastewater Fund)
STRATEGIC PLAN ELEMENT:

The recommended action supports the 2020-2025 City of Modesto Strategic Plan Initiatives, Goal D: Provide safe, efficient, and reliable infrastructure through proactive community investment, maintenance, and sustainability efforts.

BACKGROUND:

For over 100 years, the City of Modesto has been treating wastewater to protect the health of its citizens and the wellbeing of the environment.

The City owns and operates two wastewater treatment facilities: The Regional Water Recycling Facility - Sutter Campus (RWRF - Sutter Campus), located adjacent to the Tuolumne River and the Regional Water Recycling Facility - Jennings Campus (RWRF - Jennings Campus), located seven miles away and adjacent to the San Joaquin River.

Modesto’s wastewater is treated to meet stringent Federal and State regulatory requirements.

An average of 20 million gallons of wastewater per day receives primary treatment at the RWRF- Sutter Campus, and secondary treatment at the RWRF - Jennings Campus and up to #5..
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Economic Development Committee, May 6, 2024
Engineering Services Agreement with Carollo Engineers
Regional Water Recycling Facility - Sutter Campus
Master Plan Relocation Project

Page 2 of 4 ends

15 million of these gallons are treated further at the RWRF - Jennings Campus to tertiary (recycled water) levels.

The RWRF - Sutter Campus is located in a flood plain, identified by the Federal Emergency Management Agency as a Special Flood Hazard Area. In 1997, due to the Tuolumne River flooding, the RWRF - Sutter Campus was completely inundated causing catastrophic failures, which shut down the City’s wastewater treatment functions for days.

Relocating the RWRF - Sutter Campus mitigates impacts to critical wastewater infrastructure from another Tuolumne River flood event. Reestablishing the aging primary treatment functions would also improve wastewater treatment process efficiencies by co-locating primary facilities with the secondary and tertiary facilities, located at the RWRF - Jennigs Campus.

The Regional Water Recycling Facility - Sutter Campus Master Plan Relocation (Master Plan) will detail short and long-range planning level capital cost estimates and identify the necessary sequencing of projects with a detailed evaluation of the treatment functions to be relocated from the RWRF - Sutter Campus to the RWRF - Jennings Campus.

DISCUSSION:

To increase efficiencies, Staff is requesting the use of a consultant to provide Engineering Services for the Regional Water Recycling Facility - Sutter Campus Master Plan Relocation Project.

On June 13, 2023, by Resolution No. 2023-278, the Council approved a pre-qualified list of consultants for Engineering Design Services for Water, Wastewater, and Storm Drain Capital Improvement Program Projects.

On December 19, 2023, Staff received and distributed one (1) proposal to a selection committee consisting of Utilities Engineering and Wastewater Operations Staff. The selection committee evaluated the proposal and determined Carollo Engineers, Inc. (Carollo) to be qualified and responsive. Carollo’s sealed cost proposal was opened, reviewed, and negotiated after the selection ranking had been finalized.

The scope of services to be provided under this Agreement include:
 Project Management and Meetings
 Flows and Loads Analysis
 Process Modeling Update
 Assess Current and Future Regulatory Requirements
 Flood Protection Evaluation for Sutter and Jennings Campuses  Evaluation of Improvement Projects
 Implementation Plan
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Economic Development Committee, May 6, 2024
Engineering Services Agreement with Carollo Engineers
Regional Water Recycling Facility - Sutter Campus
Master Plan Relocation Project

Page 3 of 4 ends

 Master Plan Report
 Wastewater Treatment Capacity Evaluation
 Industrial Local Limits Evaluation
 Capacity and Loadings Allocations
 Industrial User and Waste Hauler Permit Templates
In accordance with Modesto Municipal Code 8-3.204(a), “Exceptions to Formal Bidding Requirements,” Agreements for Professional Services are exempt from the bidding requirements of Modesto Municipal Code 8-3.203 if competitive quotations or proposals have been sought informally from at least three qualified entities. The approval of an Engineering Services Agreement with Carollo conforms to Modesto Municipal Code 8-3.204, subsection (a) as they are providing professional services and at least three informal proposals were obtained.

FISCAL IMPACT:

Expenses associated with this effort will be housed in the following Project:
101565 RWRF - Sutter Relocation Plan

ANTICIPATED PROJECT EXPENDITURES
Engineering Services Agreement – Carollo $1,787,912
Additional Service, if Needed (10%) $178,791
Engineering/Design/Administration - City Staff $125,000 TOTAL $2,091,703
CEQA/NEPA REQUIREMENTS:

Carollo will be responsible for identifying the necessary clearance documentation for the Project and City Staff will pursue those efforts to comply with all CEQA requirements.

RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion recommending an Engineering Services Agreement with Carollo Engineers, of Sacramento, CA, for the Regional Water Recycling Facility - Sutter Campus Master Plan Relocation Project in the amount of $1,787,912, plus $178,791 in additional services, if needed, for an Agreement total amount not to exceed $1,966,703 and forwarding to Council for approval.

Motion recommending an amendment to the Fiscal Year 2023-24 Multi-Year Program Budget in the amount of $2,045,000 to be transferred into the Project from Wastewater Reserves to fund the Regional Water Recycling Facility - Sutter Campus Master Plan Relocation Project and forwarding to Council for approval.

Approved by:

William Wong, Director of Utilities
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Economic Development Committee, May 6, 2024
Engineering Services Agreement with Carollo Engineers
Regional Water Recycling Facility - Sutter Campus
Master Plan Relocation Project

Page 4 of 4 ends

Joseph P. Lopez, City Manager
Attachments:

1. Carollo - Agreement & Exhibits
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-1-

ENGINEERING SERVICES AGREEMENT

REGIONAL WATER RECYCLING FACILITY - SUTTER CAMPUS

MASTER PLAN RELOCATION PROJECT
THIS AGREEMENT, made and entered into in the City of Modesto, State of California, this day of , 2024, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "City", and CAROLLO ENGINEERS, INC., a Delaware corporation, hereinafter referred to as "Consultant".

This Agreement is made with regard to the following recitals:

A. The City has determined that Engineering Services are necessary for the Regional Water Recycling Facility - Sutter Campus Master Plan Relocation Project.

B. Consultant represents that it is qualified, willing and able to provide said services.

NOW, THEREFORE, in consideration of this agreement, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:

1. SCOPE OF SERVICES.

2. TERM OF AGREEMENT.

This Agreement is effective as of the date first written above and will continue in effect until City's acceptance of and payment for all services authorized by City and #5..
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performed by Consultant, unless terminated earlier in accordance with the provisions of the termination clause in this Agreement.

3. COMPENSATION.

Consultant agrees to accept a sum not to exceed ONE MILLION SEVEN HUNDRED EIGHTY-SEVEN THOUSAND NINE HUNDRED TWELVE AND 00/100 DOLLARS ($1,787,912) (maximum compensation) as full remuneration for performing all services and furnishing all staffing and materials for Modesto in accordance with Exhibit "A" attached hereto and for performance by Consultant of all of its duties and obligations under this Agreement, except that additional services may be compensated as described below.

The Compensation shall be paid pursuant in the manner and at the times set forth below:

HUNDRED SEVENTY-EIGHT THOUSAND SEVEN HUNDRED NINETY-ONE AND 00/100 DOLLARS ($178,791). In the event that additional services are deemed necessary, the Consultant shall provide a written request to the City Manager indicating the reason for additional work, scope and cost of such work. The City Manager shall provide a written response to the request, either approving or denying the additional expenditure. If additional services are requested and approved, they will be billed at the hourly rates set forth in Exhibit “B” and may not exceed the amount requested and approved in writing by the City Manager. In that event, the new total compensation shall not exceed ONE MILLION NINE HUNDRED SIXTY-SIX THOUSAND SEVEN HUNDRED THREE AND 00/100 DOLLARS ($1,966,703). If additional services in excess of this amount are deemed necessary by City Staff, an amendment to this Agreement will be required and must be approved by the City Council prior to commencing the work, as provided in Paragraph 9 of this agreement.

4. OBLIGATIONS OF CONSULTANT.

Throughout the term of this Agreement, Consultant shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business.

Consultant warrants that it has all of the necessary professional capabilities and experience, as well as all tools, instrumentalities, facilities and other resources necessary to provide the City with the services contemplated by this Agreement. Consultant further warrants that it will follow the best current, generally accepted and professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding this project.
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In providing opinions of cost, financial analyses, economic feasibility projections, and schedules for potential projects, Consultant has no control over cost or price of labor and material; unknown or latent conditions of existing equipment or structures that may affect operation and maintenance costs; competitive bidding procedures and market conditions; time or quality of performance of third parties; quality, type, management, or direction of operating personnel; and other economic and operational factors that may materially affect the ultimate project cost or schedule. Therefore, Consultant makes no warranty that the City’s actual project costs, financial aspects, economic feasibility, or schedules will not vary from Consultant’s opinions, analyses, projections, or estimates.

Consultant is not responsible for damage or delay in performance caused by events beyond the reasonable control of Consultant. In the event Consultant’s services are suspended, delayed or interrupted for the convenience of the City or delays occur beyond the reasonable control of Consultant, an equitable adjustment in Consultant’s time of performance and cost of Consultant’s personnel and subcontractors may be made.

5. OBLIGATIONS OF CITY.

The City shall furnish Consultant available studies, reports, and other data pertinent to Consultant’s services; obtain or authorize Consultant to obtain or provide additional reports and data as required; furnish to Consultant services of others required for the performance of Consultant’s services hereunder, and Consultant shall be entitled to use and rely upon all such information and services provided by the City or others in performing Consultant’s services under this agreement.

6. PERFORMANCE BY KEY EMPLOYEE.

Consultant has represented to City that Ryan Sellman, will be the person primarily responsible for the performance of the services referred to in this Agreement. City has #5..
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entered into this Agreement in reliance on that representation by Consultant. Consultant therefore agrees that ten percent (10%) or more of the time to be devoted to the project that is the subject of this Agreement will be that of the above-named person.

7. OWNERSHIP OF DOCUMENTS/TITLE TO DATA.

Documents, including drawings and specifications, prepared by Consultant pursuant to this assignment are not intended or represented to be suitable for reuse by the City or others for this Project or on any other project. Any reuse of completed documents or use of partially completed documents without written verification or concurrence by Consultant for the specific purpose intended will be at the City’s sole risk and without liability or legal exposure to Consultant.

All materials, documents, data or information obtained from the City data files or any City medium furnished to Consultant in the performance of this Agreement will at all times remain the property of the City. Such data or information may not be used or copied for #5..
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direct or indirect use by Consultant after termination of this Agreement without written consent of the City.

8. NEWS AND INFORMATION RELEASE.

9. INTEREST OF CONTRACTOR.

10. AMENDMENTS.

11. INDEPENDENT CONTRACTOR.

Consultant has no authority or responsibility to exercise any rights or power vested in the City.

If in the performance of this Agreement any third persons are employed by Consultant, such persons shall be entirely and exclusively under the direction, supervision, and #5..
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control of Consultant. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by the Consultant.

It is further understood and agreed that Consultant must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Consultant's personnel.

12. ASSIGNMENT.

Neither this Agreement nor any portion thereof shall be subcontracted or assigned without the express prior written consent of the City in each and every instance.

13. PATENT/COPYRIGHT MATERIALS.

14. NOTICES.

Notice required by this Agreement shall be given in writing and shall be deemed given and effective upon receipt provided that such are delivered in accordance with the #5..
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provisions of this Section. Notices shall be delivered either by: (a) personal delivery (including delivery by an overnight courier service which obtains confirmation of receipt); or (b) by facsimile, provided that such transmission is followed by delivery by an overnight courier service which obtains confirmation of receipt; or (c) postage prepaid, return receipt requested, certified mail; or (d) by electronic transmission subject to reasonable proof that the notice was both transmitted and received. Each such notice shall be sent to the parties at the address respectively set forth below or to such other address as a party may designate by written notice given in accordance with the provisions of this Section:

FOR CONSULTANT: Name: Carollo Engineers, Inc.

Address: 1401 Fulton Street
Suite 802
Fresno, CA 93721
Attention: Ryan Sellman
Phone: (559) 436-6616
Email: [email protected]
FOR CITY: Name: City of Modesto
Address: 1010 10th Street
Suite 4600
Modesto, CA 95354
Attention: Juan Ochoa
Phone: (209) 577-5423
Email: [email protected]

15. INSURANCE REQUIREMENTS.

The Consultant shall provide at its own expense and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the City as may be required by the Risk Manager of the City. The policies or certificates thereof shall provide that, thirty (30) days prior to cancellation or reduction in the policy, notices of same shall be given to the Risk Manager of the City by certified mail, return receipt requested, for all of the following stated insurance policies. #5..
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In the event the certificates of insurance required hereunder do not provide for notice of cancellation to the certificate holder and/or additional insureds, the Consultant shall provide, and shall require its subcontractors to provide, as an express condition precedent to payment hereunder, an endorsement from their insurers providing that the additional insureds identified herein shall be provided 30 days notice of the cancellation on the policies of insurance required hereunder (10 days notice if the policies are cancelled for non-payment of premium). In addition, the named insured on all such policies shall provide to the additional insureds identified herein any notices of cancellation of said insurance policies within 5 business days of receipt of such notice. The Consultant shall, as a further express condition precedent to payment for work performed, affirm under penalty of perjury that the required insurance on the project remains in place and said insurance has not been cancelled.
(a) Worker's Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000. (b) General Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. This insurance shall indicate on the certificate of insurance the following coverages and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent consultants and subcontractors; products and completed operations as applicable.
(c) Automobile Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. This insurance shall cover any automobile for bodily injury and property damage.
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(d) Professional Liability insurance with a minimum limit of $1,000,000 per claim and policy aggregate. If coverage is on a claims made basis it shall be maintained for at least three (3) years following completion of the work.

Failure of the Consultant to obtain and/or maintain any required insurance shall not relieve the Consultant from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the Consultant concerning indemnification. The City, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation and Professional Liability. The Workers' Compensation insurer shall agree to waive all rights of subrogation against the City, its agents, officers, employees, and volunteers for losses arising from work performed by Consultant for the City. The Consultant's insurance policy(ies) shall include a provision that the coverage is primary as respects the City; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the Risk Manager. The Consultant must deliver certificates evidencing existence of the insurance listed above to the City prior to the time the contract is signed.

CONSULTANT shall provide CITY with separate endorsements evidencing proof of the CITY’s additional insured status as to both the general liability and #5..
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automobile liability insurance policies. In addition, CONSULTANT shall provide CITY with a Workers Compensation subrogation waiver by way of a separate endorsement. All endorsements referenced above must include the applicable policy number.

16. TERMINATION OF AGREEMENT.

Termination by City for Convenience
The City may also terminate the Consultant's performance under the Agreement, either in whole or in part, at its own discretion, or when conditions encountered during the Work make it impossible or impracticable to proceed, or when the City is prevented from proceeding with the Agreement by act of God, by law, or by official action of a public authority, or upon a determination by the City that such termination is in the best interest and convenience of the City, or whenever the City is prohibited from completing the Work for any reason. The City shall provide no less than ten (10) calendar days written notice of its intent to terminate the Agreement for #5..
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convenience, and shall endeavor to provide the Consultant with consultation with the City prior to termination.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the Consultant shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subconsultants and agents are notified of such termination and act as specified in the notice of termination;
b. Terminate all orders and Subcontractors except as necessary to complete any portion of the Work that is not terminated; c. If directed in writing by the City to do so, assign all right, title and interest in subcontracts and materials in progress to City, in which case the City will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such subconsultants, but in no event shall recovery by any Consultant or subconsultant include lost profits for portions of the Work not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the City all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the Consultant in performing the Work whether completed or in process; e. Settle outstanding liabilities and claims, subject to the approval of City;
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f. Complete performance of such part of the Work as has not been terminated;
g. Take such other actions as may be necessary, or as may be directed by the City for the protection and preservation of the Work and/or property related to the Work;
h. If City so requests, and at City's cost, Consultant shall provide sufficient oral or written status reports to make City reasonably aware of the status of Consultant's work on the project. i. The Consultant understands and agrees that City may, in City's sole discretion, refuse to pay Consultant for that portion of Consultant's services which were performed by Consultant on the project prior to the termination date and which remain
unacceptable and/or not useful to City as of the termination date.

City will pay Consultant an amount based on the percentage of satisfactory work completed in accordance with the notice of termination. The final payment to the Consultant after termination for convenience shall be limited to amounts due and owing under the Agreement at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the Work such as subconsultant agreements or contracts for materials;
b. The Agreement price allocable to the portion of the Work properly performed or goods supplied to the work site by the Consultant as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums #5..
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previously paid to the Consultant.

17. CERTIFIED PAYROLL REQUIREMENT.

18. INDEMNITY.

The Consultant shall hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of Consultant, or its agents, officers, employees, or volunteers relating to or during the performance of its obligations under this Agreement. In no event shall the cost to defend charged to the Consultant exceed the Consultant’s proportionate percentage of fault. #5..
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However, notwithstanding the foregoing, in the event one or more defendants is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, the Consultant shall meet and confer with other parties regarding unpaid defense costs.

19. DISPUTE RESOLUTION.

All claims, controversies, or disputes arising out of, or relating to the formation of this Agreement, or the breach, termination execution, enforcement, interpretation, or validity of this Agreement, including the determination of the scope or applicability of this contract provision shall be determined by binding arbitration in Modesto, California by one arbitrator, except as otherwise specified in this Agreement. The American Arbitration Association shall administer the arbitration under its Arbitration Rules then in effect, subject to the modifications of those rules contained in this paragraph. This agreement to arbitrate shall be specifically enforceable under the prevailing law of any court having jurisdiction, and the award rendered by the arbitrator may be entered in any court having jurisdiction. The appropriate venue for any arbitration or court proceeding relating to or arising out of this provision shall be in Stanislaus County, California.

This paragraph is not intended to and does not waive the claim filing requirements found in California Government Code section 900 et seq. In the event that a timely and legally sufficient, arbitrable claim is filed by Consultant with City, and the claim is rejected in whole or in part by City, this paragraph shall result in the conclusive, final, and binding resolution of all the issues presented in the claim by Consultant so long as any issues presented #5..
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by the claim are arbitrable. Claims rejected by City or by operation of law, shall be submitted by Consultant to arbitration pursuant to the Arbitration Rules of the American Arbitration Association within ninety (90) days after mailing of the written rejection by City to Consultant.

Otherwise, the claim or claims shall be deemed waived in their entirety.

Whether or not City and Consultant may be engaged in interstate commerce, any controversy or dispute mentioned above shall be determined by, and the parties shall be bound by, the substantive law of the State of California, and not the Federal Arbitration Act at 9 USC Section 1 et seq.

Notwithstanding anything in this provision to the contrary, the arbitrator shall have no power to award punitive damages or other damages not measured by the party’s #5..
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actual damages (excluding litigation costs and fees) against any party. This limitation of the arbitrator’s powers under this Agreement shall not operate as an exclusion of the issue of punitive damages from this Agreement to Arbitrate sufficient to vest jurisdiction in a court with respect to that issue.

The parties hereby waive any rights provided by Title 9.2 of the California Code of Civil Procedure, Section 1296. The arbitrator’s award shall be deemed final, conclusive and binding to the fullest extent allowed by California law.

20. ENTIRE AGREEMENT.

21. PARTIAL INVALIDITY.
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If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

22. WAIVER.

23. AUDIT.

24. GOVERNING LAW.

This Agreement shall be governed according to the laws of the State of California.

25. HEADINGS NOT CONTROLLING.

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this Agreement.

26. COMPLIANCE WITH LAWS.
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Consultant shall insure compliance with all safety and hourly requirements for employees, in accordance with federal, state, and county safety and health regulations and laws. Consultant shall fully comply with all applicable federal, state, and local laws, ordinances, regulations and permits.

27. CITY BUSINESS LICENSE.

Consultant will have a City of Modesto business license.

28. THIRD PARTIES.

The services to be performed by Consultant are intended solely for the benefit of the City. No person or entity not a signatory to this Agreement shall be entitled to rely on Consultant’s performance of its services hereunder, and no right to assert a claim against Consultant by assignment or indemnity rights or otherwise shall accrue to a third party as a result of this Agreement or the performance of Consultant’s services hereunder.

IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attestation by its City Clerk under authority of Resolution No. 2024- __ , adopted by the Council of the City of Modesto on the day of , 2024, and CAROLLO ENGINEERS, INC. has caused this agreement to be duly executed in duplicate as of the Effective Date. #5..
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Scope of Work
Task 1 – Project Management and Meetings
Task 1.1 – Project Management
Consultant will administer the project and subconsultants to maintain the project schedule and budget. The project progress and budget status will be included in monthly progress reports that will be attached to billing invoices. The monthly progress report will include a list of key work activities completed.

Task 1.2 – Kickoff Workshop and Site Visit
Consultant will meet with City onsite to review findings from the 2016 WWTP Master Plan and updated information, including:
■ 2021 Updated Engineer's Report.
■ Findings from the CV-SALTS program and the City’s Pathway A investigations and participation in the Nitrate Control Program under the
Valley Collaborative.
■ Findings from recent permit renewal efforts.
■ Findings from the City’s recent efforts related to solids removal from the facultative ponds at the Jennings Campus.
■ Findings from the City’s recent efforts to incorporate irrigation water from the TID into the Jennings Campus’ water supply portfolio.

Consultant will perform a site walk of both the Jennings and Sutter Campuses.

TASK 1 ASSUMPTIONS
■ Other meetings and workshops are detailed below in each scope item.

TASK 1 DELIVERABLES
■ Monthly invoices and project reports.
■ Kickoff meeting workshop agenda, presentation material, and minutes.

Task 2 – Flows and Loads Analysis
Consultant will compile recent influent flows and load data to develop an analysis of current conditions and compare them to the 2016 WWTP MP and the 2021 updated Engineer’s Report.

This effort will include characterization of the industrial flows and loads to the extent feasible based on available data. The analysis will provide a projection for 2050 flow and load conditions for the relocation master plan.

Flow and loading projections will be based on the most recent population projections for Stanislaus County (StanCOG). Projections related to increases in industrial flows and loads will be based on information provided by the City.

EXHIBIT A
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A Flow and Load Analysis Technical Memorandum (TM) will be prepared. Following City review, a meeting will be held with City staff to discuss the TM. A final TM will be prepared that incorporates the City’s comments.

TASK 2 ASSUMPTIONS
■ Two (2) coordination meetings will be held in-person and virtually (Hybrid). ■ The meeting with the City to present the project findings will be held in person at City offices.
■ The scope for this task is to evaluate the flows and loads that are currently coming into the plant versus what was planned for in the last Master Plan.

TASK 2 DELIVERABLES
■ Meeting minutes for two (2) coordination meetings.
■ Draft and final presentation materials from the Workshop in digital (PDF) format. ■ Draft and final Flows and Loads Evaluation TM in digital (PDF) format. ■ City comment response on DRAFT TM.

Task 3 – Process Modeling Update
Task 3.1 – BNR/Tertiary System Model
This task consists of compiling recent performance and solids handling data to calibrate the Biowin model to predict solids loads. It is assumed that the Biowin model that was recently calibrated for the Operations Guidance Model program would be the starting point for this task.

Once updated, the model will be used to define the current capacity of the facility, determine 20- year projections of primary solids and WAS quantities, and assess whether these characteristics will change following relocation of the primary clarifier and other related secondary treatment modifications at the Jennings Campus. The solids projections will be used as a basis for the solids handling alternatives analysis at the Jennings Campus (Task 6.3). The model will also be used to evaluate strategies for increasing flows to the BNR/ MBR system under Task 6.2 and potential capacity/ performance impacts related to implementation of the solids handling alternatives under Task 6.3. Two meetings to coordinate data and review model results are assumed for this task.

Task 3.2 – Pond-Based System Model
This task includes compiling recent performance data to confirm the previously developed excelbased model can accurately predict performance. This model was completed by Carollo in 2018 and will need to be updated with new data from 2018 through 2023. Once updated, the model will be used to define the current capacity of these facilities. The model will also be used to evaluate strategies related to changing flows to the pond-based system under Task 6.2. The model will include the fixed film reactors (FFRs), recirculation channel, oxidation pond(s), and storage ponds.

Two meetings are assumed for this task.

EXHIBIT A
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Task 3.3 – Technical Memorandum
Consultant will prepare a Model Calibration and Capacity Evaluation TM. The TM will summarize the model calibration efforts and provide a capacity basis for the existing facilities. The treatment plant capacity will be evaluated regarding the capacity to meet BOD, TSS, ammonia, and nitrate limits. This information will be used to support the pretreatment program efforts under Task 9.

The evaluation of alternatives and associated efforts will be documented in the deliverables for the tasks under which this effort is being provided.

Following City review, a meeting will be held with City staff to discuss the TM. A final TM will be prepared that incorporates the City’s comments.

TASK 3 ASSUMPTIONS
■ City will provide all data needed for model update/calibration. ■ The four (4) coordination meetings will be held virtually.

TASK 3 DELIVERABLES
■ Meeting agendas, presentation materials, and minutes for the four coordination meetings.

Task 4 – Assess Current and Future Regulatory Requirements Current and anticipated regulatory requirements applicable to the Sutter and Jennings Campuses will be compiled. The information will be presented in the Regulatory Requirements TM. Following City review, a meeting will be held with City staff to discuss the TM. A final TM will be prepared that incorporates City comments. Topics that will be addressed include the CV SALTS program, assumed new WDR requirements, and assumed future NPDES requirements. Other requirements from NVRRWP and TID and MID spill mitigation will be evaluated in this TM.

TASK 4 ASSUMPTIONS
■ The two (2) coordination meetings will be held virtually. ■ Assumptions on future permits will be discussed with the City and noted in the TM.

TASK 4 DELIVERABLES
■ Meeting agendas, presentation materials, and minutes for the two coordination meetings. ■ Draft and final Regulatory TM in digital (PDF) format.

Task 5 – Flood Protection Evaluation for Sutter and Jennings Campuses
The facilities that will remain at the Sutter Campus after the relocation project is completed are in a Special Flood Hazard Area (SFHA) Zone AE. These facilities will include the headworks (influent pump station, influent screening, and grit removal system), Pumping Plant No. 3 (CanSeg Screening and Pumping), and a new outfall pump station. The facilities that will be demolished will be cut down to below grade. Facilities will need to be protected against a 100- year flood event. Similarly, all new facilities at the Jennings Campus will need to be protected from flooding. Updated FEMA 100-year inundation maps that reflect future climate change impacts should be considered when evaluating flood protection needs.

EXHIBIT A
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As part of the 2016 WWTP Master Plan, the City completed hydraulic modeling to define the flood protection requirements for the facilities. However, FEMA has issued new flood maps for the areas surrounding both the Sutter and Jennings Campuses. The levees around the Jennings Campus have also been recently upgraded. Therefore, an analysis is required to determine if changes have occurred to the floodplain in the vicinity of the project.

If significant floodplain changes have not occurred since 2016, then the analysis under this Master Plan can proceed based on the recommendations made in 2016. However, additional numerical modeling may be needed if one of the following conclusions are made:
■ There have been substantial changes in floodplain mapping, levee condition or improvements, or other physical parameters since the 2016 WWTP Master Plan. ■ Flooding conditions have changed sufficiently since 2016 such that changes to the project are needed.
■ Future conditions hydrology indicates that climate change may significantly impact facilities design.

This additional modeling could be needed to evaluate potential impacts to the floodplain from the proposed project and/or to determine water surface elevations needed for design of the project elements.

Task 5.1 – Document Review
The project team will review new floodplain documents to assess the changes that have occurred since the 2016 WWTP Master Plan. We anticipate reviewing:
■ Levee and floodplain changes.
■ Changes to the Sutter Campus profile accounting for the removal of abandoned structures. ■ City/County documents related to the floodplain, including historical flood data and records. ■ FEMA/CVFPB documents, including FIS 2021 update (06099CV000B) and updated FIRM panels (2021) (06099C0532F and 06099C0540F).
■ Regional Board documents for hydrology and hydraulics. ■ Recent improvements to the levee system under the RD 2091 program.

Task 5.2 – Review of Hydraulic Models by Others
Consultant will review past modeling (HEC- RAS, FLO-2D, HEC-HMS) in the project area to assess the need for more flood protection since the 2016 WWTP Master Plan.

5.3 – Technical Memorandum
A TM will be prepared to summarize findings and recommendations for the required level of flood protection for the Sutter and Jennings Campuses. The TM will also identify where FEMA map revisions are likely to be needed for the project and what type of letter of map change (LOMC) is most appropriate (i.e., LOMR, etc.). The TM will include recommendations for additional hydraulic modeling, as appropriate. Preparing a new hydraulic model is not included in this scope of services.

EXHIBIT A
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The draft TM will be provided for City review. A final TM will be developed that incorporates City comments.

Task 5.4 – Meetings
Consultant will attend up to three separate meetings with City, County, Central Valley Flood Protection Board, and/or FEMA.

Consultant will facilitate a Workshop with the City to present the findings of the hydraulic modeling and floodplain review. The Workshop will include a description of the findings and recommendations.

Task 5.5 – Hydraulic Model Updates
The hydraulic flood models will be updated to evaluate potential impacts to the floodplain from the proposed project and determine design water surface elevations.

TASK 5 ASSUMPTIONS
■ The three (3) coordination meetings will be held virtually. These meetings could include coordination with FEMA, Reclamation District,
County, Army Corps of Engineers, and/or others as needed. ■ The meeting with the City to present the project findings will be held in person at City offices.
■ This scope does not include development of any of the LOMC documents that may be required to change the Flood Insurance Rate Maps for the project area. These documents should be prepared in concert with the preparation of design documents. ■ The scope for Task 5.5 will not be known until after completing Tasks 5.1 – 5.4.

Consultant has included an assumed level of effort that may need to be revised depending on the outcome the flood evaluations.

TASK 5 DELIVERABLES
■ Meeting minutes for three (3) coordination meetings.
■ Draft and final presentation materials from the Workshop in digital (PDF) format. ■ Draft and final Hydraulic Evaluation TM in digital (PDF) format.

Task 6 – Evaluation of Improvement Projects
The following projects will be evaluated:

Task 6.1 – Rehabilitation of Remaining Facilities at the Sutter Campus This task is to evaluate the rehabilitation/demolition requirements for the facilities that will remain at the Sutter Campus following the completion of the relocation project. This analysis will reflect floodplain updates that are identified as well as any changes or new information from the City regarding the planned long-term uses of the Sutter Campus. The project will provide updated analyses of the following improvements identified in the 2016 WWTP Master Plan:

EXHIBIT A
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■ Outfall pump station: Replacement of the existing primary effluent pump station with a new outfall pump station located above the 100-year base flood elevation. The new pump station will provide the capacity and pumping head required for the projected peak wet weather flows (PWWF) and new outfall pipeline.
■ Flood protection for the remaining Sutter Campus treatment facilities (influent pumping, screening, and grit removal): Modifications needed to provide protection against a 100-year flood event will be evaluated. Options that will be considered include raising the facilities so flood water cannot get in or effect the operation of the facility and building a flood wall or levee to protect the critical process areas.
■ Demolition of facilities at Sutter Campus: Demolition of the abandoned Sutter Campus facilities (primary treatment, anaerobic digesters, DAFT, existing outfall pump station, support buildings, and sludge drying beds). Structures will be removed to below ground level to provide space for future facilities or open area. The requirements for a site closure of the sludge drying beds will also be assessed.

Updated planning level capital cost estimates (AACEI Class 5) will be prepared for rehabilitation, relocation, and/or flood protection of the facilities that will remain at the Sutter Campus. The team will also prepare a site layout for the recommended improvements. Finally, the analysis will summarize all relevant non-financial considerations such as stranded assets, potential constructability concerns, and recommended implementation timeline (including coordination with FEMA).

Consultant will document the findings and recommendations from Task 6 in a TM. The project team will facilitate a meeting with the City to present the findings of the TM. Following City review, the TM will be finalized to incorporate City comments.

TASK 6.1 ASSUMPTIONS
■ Two (2) coordination meetings will be held in a hybrid environment. ■ The TM review meeting will be held in person at City offices.

TASK 6.1 DELIVERABLES
■ Meeting minutes for TM review meeting in digital (PDF) format. ■ Draft and final Analysis of Remaining Sutter Campus Facilities TM in digital (PDF) format.

Task 6.2 – Alternatives for Expanding Treated Effluent Flow at Jennings West Yost is currently working with the City to design a new pump station that will allow for water diversions to the Jennings Campus from the TID drainage canals that are adjacent to the Jennings Campus. The City is also evaluating the feasibility of diverting available flow from the MID into the Cannery Segregation Line, which will bring these flows directly to the Jennings Campus and used for irrigation. With these additional water supplies, the City would have more flexibility to maximize delivery of recycled water for the Del Puerto Water District via the NVRRWP facilities. The diversions would also dilute the can-seg water that is discharged onto the Jennings Campus, which could allow for managing can-seg water outside of the irrigation season.

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This task also includes a feasibility evaluation for increasing the capacity of the BNR/Tertiary Plant without expanding the existing treatment facilities tankage. This would allow for increased discharges to the Del Puerto Water District. This approach could eliminate the need for FFR improvements (the FFRs would be demolished and dissolved air flotation for pond algae removal.

However, increased flows and loadings through the BNR/Tertiary Plant would increase the production of WAS, requiring an increase in solids processing facilities capacity.

Task 6.2.1 – Alternatives Development
Consultant will conduct a workshop with the City to review advantages and disadvantages of potential long- term water resource management strategies for the Jennings Campus. Alternatives to be evaluated include:
■ Maintaining the BNR/Tertiary Plant at its current capacity and improving the FFR/pond system to allow for continued, reliable treatment of flows exceeding 14.2 mgd through the pond-based system. Additional flows from TID and/or MID would be used to supply the Jennings Campus farming operations. Some flow could also be directed to the NVRRWP facilities for full tertiary treatment.
■ Expanding the Phase 2 BNR/Tertiary Plant to provide an additional 4.2 mgd of capacity and elimination of the FFRs. Additional flows from TID and/or MID would be used for irrigation of the Modesto Ranch.
■ Expanding the Phase 2 BNR/Tertiary Plant to provide additional capacity that is less than 4.2 mgd. The need to upgrade the FFRs under this scenario would need to be evaluated. Additional flows from TID and/or MID would be used to supply the Modesto Ranch. Some flow could also be directed to the Del Puerto Water District.
■ Reducing flows to the BNR/Tertiary Plant and diverting TID flow to Del Puerto Water District.

Additional flows from MID would also be used to supply the Jennings Campus farming operations for dilution of the can-seg irrigation water BOD concentrations.

Task 6.2.2 – Alternatives Evaluation
A cost and feasibility analysis will be developed for the alternatives identified in Task 6.2.1. Factors that will be considered include:
■ Lifecycle costs associated with expanding the capacity of the BNR/Tertiary Plant to increase the flow directed to the NVRRWP facilities.
■ Lifecycle costs associated with treatment of wastewater in the FFR/pond system for use on the Modesto Ranch.
■ Lifecycle costs associated with diverting additional flows (either tertiary recycled water or TID water) to the NVRRWP pump station and pipeline system.
■ Cost of water supplies from TID/MID for use on Jennings Campus Farming operation. ■ Potential revenue from delivery of treated recycled water to the Del Puerto Water District. ■ Potential revenue to the City for conveying TID flow to the Del Puerto Water District. ■ Lost costs associated with water losses that occur due to when supplies are available compared to when they are used seasonally.

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In addition to the cost analysis, the following information will be developed:
■ Process flow diagrams.
■ Preliminary site layout and footprint requirements.
■ Non-financial considerations, including abandoned assets, constructability, regulatory flexibility, and benefits to Modesto Ranch and Can Seg operations.

Consultant will conduct a workshop with the City to review the results of the alternatives evaluation and select a preferred strategy.

Task 6.2.3 – Technical Memorandum
The findings from the analysis will be summarized in a TM.

TASK 6.2 ASSUMPTIONS
■ Two (2) coordination meetings will be held virtually. ■ The two (2) workshops, one to discuss the alternatives and one to present the findings, will be held in person at City offices.

TASK 6.2 DELIVERABLES
■ Alternatives screening workshop presentation and agenda. ■ Alternatives evaluation and recommendation workshop presentation and agenda. ■ TM for alternatives analysis of secondary treatment facilities at Jennings.

Task 6.3 – Alternatives Analysis of New Solids Handling Facilities at Jennings This task is to evaluate the solids handling facilities at the Sutter and Jennings campus.

Alternatives will be evaluated based on an overall life-cycle benefit and cost to the City. This will also consider lost assets and try to minimize the amount of lost assets over the next 20 years.

Task 6.3.1 – Alternatives Development and Screening
This task is to identify and evaluate alternatives for interim WAS-handling at Jennings Campus, and long- term primary solids and WAS handling at the Jennings Campus. A workshop will be held to review the advantages and disadvantages of these alternatives and screen alternatives down to up to five interim WAS-handling alternatives and up to five long-term solids handling alternatives.

Alternatives to be evaluated include:

Interim Primary Solids Handling Alternatives:
■ Interim WAS-handling alternatives:
» Baseline: Aerobic Digestion and Drying Beds (described in WWTP Master Plan and Engineer’s Report): Interim facilities for handling WAS consisting of new thickening, aerobic digester, dewatering, and air-drying beds. Biosolids storage would not be needed as the drying beds would act as storage. The aerobic digester would be decommissioned once the new long-term solids handling facilities are built. The drying beds could be expanded to accommodate future primary solids loads.

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» Thickening and Dewatering: It is possible that the WAS produced by the BNR/Tertiary Plant at the Jennings Campus currently meets Class B pathogen concentration limits. If so, no additional stabilization processes would be needed. The WAS could be processed through new thickening and dewatering facilities. The new process would produce Class B cake that would be land applied on the farmlands. Testing of WAS pathogen. concentrations is needed to determine the viability of this alternative. Storage of cake would be needed since Class B land application is limited to the dry season and when crops are rotated. » Drying Beds: New thickening, dewatering, and air- drying beds. The drying beds would be dredged during land application periods and the air-dried biosolids would be land applied in the farmlands. Biosolids storage would not be needed as the drying beds would act as storage.

The drying beds could be expanded to accommodate future primary solids loads. ■ Long-term primary solids and WAS handling alternatives:
» Baseline: Anaerobic Digestion and Drying Beds (described in WWTP Master Plan and Engineer’s Report): WAS and primary sludge thickening, anaerobic digestion, and dewatering, and drying beds. The drying beds would be dredged on a regular basis and the air-dried biosolids would be land applied on the farmlands. Biosolids storage would not be needed as the drying beds would act as storage. Digester gas would be used in cogeneration using engine generators to produce renewable electricity and heat recovered to heat the digesters. » Drying Beds: New thickening, dewatering, and drying beds. The drying beds would be dredged on a regular basis and the dried Class B dried biosolids would be land applied in the farmlands.

Biosolids storage would not be needed as the drying beds would act as storage. » Composting: New thickening and dewatering of anaerobic digested sludge followed by cake hauling to the City’s composting facility.

Depending on the capacity of the existing composting facility, new composting trains may need to be built to process biosolids with yard waste. Class A compost would be land applied on the farmlands.

An evaluation of sludge thickening and dewatering technology alternatives process is not included in this scope. The evaluation will assume thickening using rotary drum thickeners and dewatering using belt-filter presses. An evaluation of digester gas use alternatives is also not included in this scope. For the alternatives, including anaerobic digestion, the evaluation will assume that digester gas is used for heating the anaerobic digesters.

Task 6.3.2 – Alternatives Evaluation and Life-Cycle Cost Estimates For viable alternatives, develop:
■ Process flow diagrams.
■ Process sizing based on solids projections (Task 3.1). ■ Preliminary site layout and footprint requirements.
■ Planning level capital costs (AACEI Class 5).
■ O&M costs and life-cycle cost estimates, including costs for biosolids hauling and land application.
■ Evaluation of ranchland capacity for land application of biosolids products.

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■ Non-financial considerations, including stranded assets, constructability, regulatory flexibility, nutrient impacts to secondary treatment, and odor and truck- traffic impacts.

Consultant will conduct a workshop with the City to review the results of the solids alternatives evaluation and select a preferred interim WAS handling alternative and long- term solids handling alternative for Jennings Campus.

Task 6.3.3 – Technical Memorandum
A TM will be prepared to present the findings and recommendations developed under Task 6.

TASK 6.3 ASSUMPTIONS
■ Four (4) coordination meetings will be held virtually. ■ The two (2) workshops, one to discuss the alternatives and one to present the findings, will be held in person at City offices.

TASK 6.3 DELIVERABLES
■ Alternatives screening workshop presentation and agenda. ■ Alternatives evaluation and recommendation workshop presentation and agenda. ■ TM - Alternatives Analysis of New Solids Handling Facilities at Jennings.

Task 6.3.4 – Dry Vac Evaluation
The City has expressed interest in evaluating the feasibility of incorporating the Dry Vac technology at both the Sutter and Jennings Campuses. The Dry Vac system is a proprietary thermal vacuum and steam desiccation process that stabilizes biosolids without anaerobic digestion. It combines a mechanical dewatering system that employs steam drying and vacuum dewatering to generate Class A biosolids. According to the manufacturer, the Dry Vac system can be used before digestion, eliminating the need for thickening, digestion, heating, and dewatering equipment. Dry Vac could be utilized at the Sutter Campus and Jennings Campus initially to provide for the current dewatering needs–eliminating the need for ongoing use of the digesters/drying beds at the Sutter Campus and use of the treatment ponds for WAS stabilization at the Jennings Campus. The equipment at the Sutter Campus site can also be skid mounted, such that it can be relocated to the Jennings site when the primary clarifiers at the Sutter Campus are demolished. Another potential benefit of the Dry Vac process is that it produces a Class A product that can be applied to land year-round. The main disadvantage of the Dry Vac system is that it needs a significant external heat source to produce the steam needed to dry the sludge. Heat could be provided by a natural gas system or a propane gas system. It may also be possible to employ a large solar field to supplement the water heating needs. West Yost is currently working with the City of Davis to complete a full-scale pilot of the Dry Vac system to process WAS, primary sludge combined with WAS, and digested sludge. The goal of this study is to define sizing requirements, operational costs, and potential savings in operational expenses. The data collected from the Davis study will be used to evaluate the Dry Vac concept for the City of Modesto.

The Dry Vac system will be evaluated as a stand-alone concept and compared to the other concepts defined under Tasks 6.3.1 through 6.3.3. Information to be developed for this task includes:

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■ Preliminary site layout and footprint requirements.
■ Planning level capital costs (AACEI Class 5).
■ O&M costs and life-cycle cost estimates, including costs for biosolids hauling and land application.
■ Non-financial considerations, including abandoned assets, constructability, regulatory flexibility, nutrient impacts to secondary treatment, and odor and truck-traffic impacts.

The information developed under this task will be documented in a separate TM. Following City review of the TM, the team will facilitate a review meeting with City staff. A final TM will be developed based on feedback received from the City.

TASK 6.3.4 ASSUMPTIONS
■ The TM review meeting will be held in person at City offices.

TASK 6.3.4 DELIVERABLES
■ Dry Vac Evaluation TM.

Task 6.4 – Near-Term Jennings Campus Facility Improvements The City will need to construct interim facilities at the Jennings Campus in the period before the relocation project is implemented (assuming the relocation is years out and new permits require solids removal from the ponds). Accordingly, the City has requested that the Master Plan provide an updated analysis of the following:

Solids Removal from Treatment Ponds. The City has recently contracted with Synagro to remove solids from the Jennings Campus ponds, including the recirculation channel, facultative ponds and digestion pits, and irrigation forebay. Synagro’s scope includes dredging of some of the ponds, as well as installing dewatering wells to allow for mechanical removal of solids from the facultative pond digestion pits. It is anticipated that the solids removal operations will need to continue for several years, beyond the current five-year term of the Synagro contract. The equipment, costs, and timeline for completing the solids removal will be determined. This analysis will be integrated with the solids handling recommendations developed under Task 6.3. ■ Rehabilitation of the Monitoring Well Network: The City has prepared a plan to rehabilitate the Jennings Campus monitoring well network and install new monitoring wells around the Sutter Campus drying beds. This effort, which has been conceptually approved by the Regional Water Quality Control Board, is needed because the existing wells are not in the proper location to characterize the groundwater beneath the Jennings Campus, and there are currently no groundwater wells at the Sutter Campus drying beds. In addition, the existing wells at the Jennings Campus are over 20 years old and have reached the end of their useful life. This plan will include recommendations for replacing some of the existing monitoring wells, removing wells that are in the wrong location, and installing new monitoring wells. The efforts related to the installation of these wells will be considered under Task 6.1

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Task 6.4.1 – Facilities Improvement Evaluation
Consultant will prepare updated planning level capital cost estimates (AACEI Class 5) for removal of solids from the Jennings Campus ponds and for rehabilitation of the monitoring well network.

The information will be documented in TM. The project team will facilitate a meeting with the City to present the findings of the TM. Following City review, the TM will be finalized to incorporate City comments.

TASK 6.4 ASSUMPTIONS
■ The TM review meeting will be held in person at City offices.

TASK 6.4 DELIVERABLES
■ Near-Term Jennings Campus Facility Improvements TM.

Task 6.5 – Primary Facilities Relocation
This task is to update the 2016 WWTP Master Plan recommendations for new primary treatment facilities at the Jennings Campus. The following facilities will be evaluated:
■ Jennings Campus
» Primary Treatment Facilities: New primary treatment facilities would be built at the Jennings Campus to replace the aging facilities at the Sutter Campus. The new facilities would consist of three 110-foot diameter primary clarifiers, primary sludge pumping, and scum pumping.
» Yard Piping and Structures: Additional yard piping would be added to connect the primary treatment and solids handling facilities to the existing treatment facilities at the Jennings Campus. Flow splitting structures would also be provided.

TASK 6.5 ASSUMPTIONS
■ The TM review meeting will be held in person at City offices.

TASK 6.5 DELIVERABLES
■ Primary Facilities Relocation TM.

Task 7 – Implementation Plan
The implementation plan will be developed to identify project phasing and schedules, project descriptions, and updated capital cost estimates. The plan will document the need for the projects and future financial requirements. The implementation plan will also provide the necessary documentation for an engineer’s report to secure funding for the project. In addition, potential funding sources for the program will be identified. The implementation plan will be presented in a TM. The TM will include a detailed capital improvement plan and AACEI Class 5 Cost Estimate. A meeting will be held to review the findings and recommendations from the TM.

TASK 7 ASSUMPTIONS
■ The TM review meeting will be held in person at City offices.

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TASK 7 DELIVERABLES
■ Implementation Plan TM.

Task 8 – Master Plan Report
The master plan report will be a compilation of the TMs plus an executive summary. The TMs will be included in an appendix. Consultant will present the findings and recommendations from the feasibility study in an in-person meeting. The final report will be issued after incorporating the City’s comments.

TASK 8 ASSUMPTIONS
■ The TM review meeting will be held in person at City offices.

TASK 8 DELIVERABLES
■ Master Plan Report.

Task 9 – Wastewater Treatment Capacity Evaluation
Task 9.1 – Capacity Analysis
This task will be based on the results from Tasks 2 and 3. The treatment plant capacity for the current and future cannery flows and loads will be evaluated regarding the capacity to meet BOD, TSS, ammonia, nitrate and salinity/metals, and other pertinent constituents for the projected flows and loadings. Other constituents to be examined include UV transmittance, pH, and turbidity.

Task 9.2 – Executive Summary
An executive summary of the capacity analysis will be prepared. The executive summary will be suitable for use by the public and stakeholders.

TASK 9 DELIVERABLES
■ Executive summary of capacity evaluation
■ Meeting presentation materials.

TASK 9 ASSUMPTIONS
■ Two (2) meetings will be attended by Consultant.
■ City will provide existing permits and background information.

Task 10 – Industry Local Limits Evaluation
Task 10.1 – Local Limits Evaluation
This task is to evaluate the current local wastewater discharge limits for industries and provide recommendations for new or modified local industrial limits. Local limits for industries will be established for use by the City’s Environmental staff as part of the pre- treatment program.

Task 10.2 – Stakeholder Meetings
This task includes preparing presentation materials for stakeholder meetings and attending meetings with City staff.

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Task 10.3 – Staff Training
This task includes training the City’s environmental compliance staff on how to notify industries of the new limits, inform the public on the new limits, and provide guidance on developing City procedures for obtaining industrial wastewater samples.

TASK 10 DELIVERABLES
■ Local Limits Executive Summary.
■ Stakeholder meeting notes.
■ Stakeholder presentation materials.
■ Stakeholder meeting notes.
■ Staff training materials.

TASK 10 ASSUMPTIONS
■ No more than three (3) meetings will be attended by Consultant. ■ No more than three stakeholder meetings will be attended by Consultant. ■ Training sessions will be limited to two sessions at two hours each.

Task 11 – Capacity and Loadings Evaluation
Task 11.1 – Capacity and Loading Allocations
This task will provide wastewater capacity and loading allocations for each industry. Capacity allocations and permit limits for major industries will be established. Recommendations will be summarized in a TM.

Task 11.2 – Stakeholder Meetings
This task includes preparing presentation materials for stakeholder meetings and attending meetings with City staff.

TASK 11 DELIVERABLES
■ TM.
■ Stakeholder meeting notes.
■ Stakeholder presentation materials.
■ Stakeholder meeting notes.

TASK 11 ASSUMPTIONS
■ No more than three (3) meetings will be attended by Consultant. ■ No more than three (3) stakeholder meetings will be attended by Consultant.

Task 12 – Industrial User and Waste Hauler Permit Templates This task is to work with the City to update industrial permit templates to adhere to the new local limits. The following efforts are included:

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■ Review requirements and recommendations from the 2023 Regional Board Pretreatment Compliance Inspection Report.
■ Review existing pretreatment permits for compliance with the updated treatment plant capacity.
■ Review current waste hauler permits and current primary plant operations procedures and make recommendations for revisions.
■ Provide boiler plate permit templates for Industrial Users (Major, Minor, Categorical, Groundwater, and P2s) and waste haulers.

Task 12.1 – Review Pretreatment Compliance Inspection Report Requirements Consultant will review and meet with City Environmental Compliance officers to review the current pretreatment compliance inspection reports.

Task 12.2 – Review Existing Pretreatment Permits
Consultant will review existing pretreatment permits obtained from the City.

Task 12.3 – Review Existing Waste Hauler Permits
Consultant will review the City’s existing waste hauler permits.

Task 12.4 – Develop Permit Templates
Consultant will work closely with the City to provide new permit templates. These will be updated to address the new local limits and optimize wastewater sampling from the industrial dischargers.

TASK 12 DELIVERABLES
■ Permit Templates.

TASK 12 ASSUMPTIONS
■ No more than three (3) meetings will be attended by Consultant. ■ City will provide existing permits and background information.

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PROJECT FEE ESTIMATE
Principle-inChargeProject
Manager
Project
Engineer
Technical
Advisor
Process
Engineer Local Limits Document Processing
Project
Manager
Technical
Advisor Hydrologist Project Engineer
Technical
Advisor
HydrogeologistSenior
Engineer
Staff
Engineer
Document
Processing
Ryan Sellman
Andre
Gharagozian
Christine
Polo Mike Britten John Witter
Kristel
BaumgardnerKranz Various Kathryn Gies Greg Chung David Jaffe Charles Hardy Tim Banyai Ken Loy Various Various Various $340 $360 $324 $360 $274 $274 $149 $15 $357 $361 $327 $307 $341 $327 $291 $208 $163 5% Task 1 Project Management and Meetings 38 84 24 8 8 - 16 178 $58,392 $2,670 $500 80 4 - 12 6 - 6 6 - 114 $38,728 $290 $1,952 $63,514 $39,018 $102,532

1.1 Project Management 30 72 16 0 0 0 0 118 $41,304 $1,770 $0 72 4 0 0 0 0 0 0 0 76 $27,148 $0 $1,358 $44,432 $27,148 $71,580

1.2 Kickoff Workshop and Site Visit 8 12 8 8 8 0 16 60 $17,088 $900 $500 8 0 0 12 6 0 6 6 0 38 $11,580 $290 $594 $19,082 $11,870 $30,952 Task 2 Flows and Loads Analysis 4 4 16 2 8 - - 34 $10,896 $510 $500 24 4 - 60 - - - 116 12 216 $54,516 $290 $2,741 $14,647 $54,806 $69,453

2.1 Flows and Loads Analysis 4 4 16 2 8 0 0 34 $10,896 $510 $500 24 4 0 60 0 0 0 116 12 216 $54,516 $290 $2,741 $14,647 $54,806 $69,453 Task 3 Process Modeling Update 8 18 12 8 48 - - 94 $29,120 $1,410 $1,000 36 - - 64 - - - 112 4 216 $56,448 - $2,824 $34,354 $56,448 $90,802

3.1 BNR / Tertiary System Model 4 10 4 4 40 0 0 62 $18,656 $930 $500 4 0 0 0 0 0 0 0 0 4 $1,428 $0 $72 $20,158 $1,428 $21,586

3.2 Pond-Based System Model 2 4 4 2 4 0 0 16 $5,232 $240 $500 16 0 0 40 0 0 0 80 0 136 $34,632 $0 $1,732 $7,704 $34,632 $42,336

3.3 Technical Memorandum 2 4 4 2 4 0 0 16 $5,232 $240 $0 16 0 0 24 0 0 0 32 4 76 $20,388 $0 $1,020 $6,492 $20,388 $26,880 Task 4 Assess Current and Future Regulatory Requirements 2 4 8 2 - 4 4 24 $7,124 $360 $1,000 16 - - 40 - - - 24 8 88 $24,288 - $1,215 $9,699 $24,288 $33,987

4.1 Current and Future Regulatory Requirements 2 4 8 2 0 4 4 24 $7,124 $360 $1,000 16 0 0 40 0 0 0 24 8 88 $24,288 $0 $1,215 $9,699 $24,288 $33,987 Task 5 Flood Protection Evaluation for Sutter and Jennings Campuses 14 20 6 10 - - - 50 $17,504 $750 $1,000 26 - 186 - - - - 440 20 672 $164,884 $290 $8,261 $27,515 $165,174 $192,689

5.1 Document Review 2 2 0 2 0 0 0 6 $2,120 $90 $0 2 0 12 0 0 0 0 76 0 90 $20,446 $0 $1,023 $3,233 $20,446 $23,679

5.2 Review of Hydrulic Models by Others 2 2 2 2 0 0 0 8 $2,768 $120 $0 0 0 16 0 0 0 0 28 0 44 $11,056 $0 $553 $3,441 $11,056 $14,497

5.3 Technical Memorandum 2 8 2 2 0 0 0 14 $4,928 $210 $0 12 0 22 0 0 0 0 40 8 82 $21,102 $0 $1,056 $6,194 $21,102 $27,296

5.4 Meetings 6 6 2 2 0 0 0 16 $5,568 $240 $1,000 12 0 16 0 0 0 0 16 0 44 $12,844 $290 $657 $7,465 $13,134 $20,599

5.5 Modeling Evaluation 2 2 0 2 0 0 0 6 $2,120 $90 $0 0 0 120 0 0 0 0 280 12 412 $99,436 $0 $4,972 $7,182 $99,436 $106,618 Task 6 Evaluation of Improvement Projects 96 160 428 66 846 - 36 1632 $489,840 $24,480 $3,500 178 48 8 144 54 30 112 342 26 942 $263,888 $1,450 $13,272 $531,092 $265,338 $796,430

6.1 Rehabilitation of Remaining Facilities at the Sutter Plant 4 8 0 8 12 0 0 32 $10,408 $480 $500 48 0 8 0 36 12 48 76 8 236 $67,032 $290 $3,367 $14,755 $67,322 $82,077

6.2 Alternatives for Expanding Treated Effluent Flow at Jennings 28 28 10 28 20 - - 114 $38,400 $1,710 $1,000 62 - - 96 18 - 24 148 12 360 $97,468 $290 $4,890 $46,000 $97,758 $143,758

6.2.1 Alternatives Development and Screening 12 12 4 12 8 0 0 48 $16,208 $720 $0 12 0 0 16 0 0 0 16 0 44 $12,524 $0 $627 $17,555 $12,524 $30,079

6.2.2 Alternatives Evaluation and Life-Cycle Cost Estimates 12 12 4 12 8 0 0 48 $16,208 $720 $1,000 26 0 0 56 12 0 16 92 0 202 $54,358 $290 $2,733 $20,661 $54,648 $75,309

6.2.3 Technical Memorandum 4 4 2 4 4 0 0 18 $5,984 $270 $0 24 0 0 24 6 0 8 40 12 114 $30,586 $0 $1,530 $7,784 $30,586 $38,370

6.3 Alternatives Analysis of New Solids Handling Facilities at Jennings 50 76 406 26 652 - 36 1246 $369,276 $18,690 $1,000 48 40 - 24 - - 40 80 6 238 $68,202 $290 $3,426 $392,392 $68,492 $460,884

6.3.1 Alternatives Development and Screening 20 24 60 8 80 0 0 192 $59,680 $2,880 $500 12 12 0 0 0 0 0 0 0 24 $8,616 $0 $431 $63,491 $8,616 $72,107

6.3.2 Alternatives Evaluation and Life-Cycle Cost Estimates 20 40 290 12 480 0 24 866 $254,576 $12,990 $500 8 12 0 0 0 0 0 0 0 20 $7,188 $290 $374 $268,440 $7,478 $275,918

6.3.3 Technical Memorandum 8 8 40 4 60 0 12 132 $38,228 $1,980 $0 8 8 0 0 0 0 0 0 0 16 $5,744 $0 $288 $40,496 $5,744 $46,240

6.3.4 DryVac Evaluation 2 4 16 2 32 56 $16,792 $840 20 8 0 24 0 0 40 80 6 178 $46,654 $2,333 $19,965 $46,654 $66,619

6.4 Near-Term Jennings Campus Facility Improvements 6 8 4 2 2 0 0 22 $7,484 $330 $500 12 8 0 24 0 18 0 38 0 100 $28,330 $290 $1,431 $9,745 $28,620 $38,365

6.5 Primary Facilities Relocation 8 40 8 2 160 0 218 $64,272 $3,270 $500 8 0 0 0 0 0 0 0 0 8 $2,856 $290 $158 $68,200 $3,146 $71,346 Task 7 Implementation Plan 8 30 120 8 120 - 40 326 $94,120 $4,890 $500 20 4 - 20 10 - 8 16 - 78 $23,790 $290 $1,204 $100,714 $24,080 $124,794

7.1 Implementation Plan 8 30 120 8 120 0 40 326 $94,120 $4,890 $500 20 4 0 20 10 0 8 16 0 78 $23,790 $290 $1,204 $100,714 $24,080 $124,794 Task 8 Feasibility Study Report 4 40 40 4 40 - 24 152 $44,696 $2,280 $500 24 2 2 40 4 - - 40 24 136 $35,820 $290 $1,806 $49,282 $36,110 $85,392

8.1 Feasibility Study Report 4 40 40 4 40 0 24 152 $44,696 $2,280 $500 24 2 2 40 4 0 0 40 24 136 $35,820 $290 $1,806 $49,282 $36,110 $85,392 174 360 654 108 1070 4 120 2490 $751,692 $37,350 $8,500 404 62 196 380 74 30 126 1096 94 2462 $662,362 $2,900 $33,275 $830,817 $665,262 $1,496,079 Task 9 Capacity Evaluation 3 4 1 4 8 4 - 24 $7,512 $360 $500 24 10 - 100 10 - 30 29 8 211 $62,354 - $3,119 $11,491 $62,354 $73,845

9.1 Capacity Analysis 2 2 0 2 4 2 0 12 $3,764 $180 $500 16 8 0 70 0 0 20 15 0 129 $39,030 $0 $1,952 $6,396 $39,030 $45,426

9.2 Executive Summary 1 2 1 2 4 2 0 12 $3,748 $180 $0 8 2 0 30 10 0 10 14 8 82 $23,324 $0 $1,167 $5,095 $23,324 $28,419 Task 10 Local Limits Evaluation 32 36 24 8 16 190 16 322 $93,324 $4,830 $3,000 - - - - - - - - - - - - - $101,154 - $101,154

10.1 Local Limits Evaluation 4 8 16 2 8 120 4 162 $45,812 $2,430 $500 0 0 0 0 0 0 0 0 0 0 $0 $0 $0 $48,742 $0 $48,742

10.2 Stakeholder Meeings (3 total) 24 24 8 2 0 40 8 106 $32,264 $1,590 $1,500 0 0 0 0 0 0 0 0 0 0 $0 $0 $0 $35,354 $0 $35,354

10.3 Staff Training 4 4 0 4 8 30 4 54 $15,248 $810 $1,000 0 0 0 0 0 0 0 0 0 0 $0 $0 $0 $17,058 $0 $17,058 Task 11 Capacity and Loadings Allocations 4 8 8 - 8 160 - 188 $52,864 $2,820 $500 - - - - - - - - - - - - - $56,184 - $56,184

11.1 Capacity Allocation and Permit Limits for Industrial Users 4 8 8 0 8 160 0 188 $52,864 $2,820 $500 0 0 0 0 0 0 0 0 0 0 $0 $0 $0 $56,184 $0 $56,184

11.2 Stakeholder Meeings (included in Task 10.2) 0 0 0 0 0 0 0 0 $0 $0 $0 0 0 0 0 0 0 0 0 0 0 $0 $0 $0 $0 $0 $0 Task 12 Industrial User and Waste Hauler Permit Templates 8 8 18 2 8 144 20 208 $56,780 $3,120 $750 - - - - - - - - - - - - - $60,650 - $60,650

12.1 Review Pretreatment Compliance Inspection Report Requirements 2 2 0 0 0 8 0 12 $3,592 $180 $0 0 0 0 0 0 0 0 0 0 0 $0 $0 $0 $3,772 $0 $3,772

12.2 Review Existing Pretreatment Permits 2 2 8 0 0 8 0 20 $6,184 $300 $0 0 0 0 0 0 0 0 0 0 0 $0 $0 $0 $6,484 $0 $6,484

12.3 Review Existing Waste Hauler Permits 2 2 8 0 0 8 0 20 $6,184 $300 $0 0 0 0 0 0 0 0 0 0 0 $0 $0 $0 $6,484 $0 $6,484

12.4 Develop Permit Templates 2 2 2 2 8 120 20 156 $40,820 $2,340 $750 0 0 0 0 0 0 0 0 0 0 $0 $0 $0 $43,910 $0 $43,910 47 56 51 14 40 498 36 742 $210,480 $11,130 $4,750 24 10 0 100 10 0 30 29 8 211 $62,354 $0 $3,119 $229,479 $62,354 $291,833 221 416 705 122 1110 502 156 3232 $962,172 $48,480 $13,250 428 72 196 480 84 30 156 1125 102 2673 $724,716 $2,900 $36,394 $1,060,296 $727,616 $1,787,912 Total West
Yost Fee

TOTAL (BASE PROJECT)
Total Fee
Tasks
Carollo Hours
Carollo Labor
Costs
PECE West Yost
Hours
West Yost
ODCs
Carollo Fee West Yost Fee Total

TOTAL PROJECT
West Yost
Labor Costs
Sub. Markup
Total Carollo
ODCs Fee
SUB TOTAL TASKS 9 - 12
Task Number Task Description

EXHIBIT B
#5..
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Economic Development CommitteeMay 6, 2024

Economic Development Committee
May 6, 2024