Agenda packet — Finance Committee, August 24, 2026 (part 3 of 3)

VENDOR SCORES BY EVALUATION CRITERIA
Vendor References
Points Based
20 Points (20%)
Management Plan
Points Based
10 Points (10%)
Technical Plan
Points Based
20 Points (20%)
Program
Implementation
Points Based
20 Points (20%)
Proposed
Equipment
Points Based
10 Points (10%)
Cost
Points Based
20 Points (20%)
Total Score
(Max Score 100)
Grover Landscape
Services, Inc

17.4 8.9 18.4 18 9 11 82.63
EMTS, Inc. 16.6 7.8 15.9 15.9 7 15 78.13
Brightview
Landscape
Services

15.8 8.5 16.9 17.5 7.3 9 74.88
Gachina
Landscape
Management

14.4 6.5 13.3 13.6 6.1 20 73.88
Alpine Landscapes 16.3 7.3 15.1 13.9 7.4 5 64.88
New Image
Landscape
Company

3.1 1.3 2.1 2.3 0.5 8 17.25
Sabio Innovation
Group LLC

9.5 1.1 1.9 1.9 0.4 0 14.75
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

August 24, 2026
Date: July 28, 2026
TO: Finance Committee
David Wright, Chair
Nick Bavaro, Vice-Chair
Rosa Escutia-Braaton, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: William Wong, Director of Utilities
SUBJECT: Water System Engineer’s Report Update and Rate and Fee Study CONTACT: Jim Alves, Senior Civil Engineer, [email protected], 209-571-5557 DESCRIPTION:

Consider an Agreement with West Yost, of Sacramento, CA, for the preparation of the Water System Engineer’s Report Update in the amount of $85,350 plus $8,535 in additional services (if needed) for an Agreement total not to exceed $93,885; an Agreement with Bartle Wells Associates, of Berkeley, CA, for the preparation of the Water Rate and Fee Study in the amount of $199,625, plus $19,963 in additional services (if needed) for an Agreement total not to exceed $219,588 and forwarding to Council for approval. (Funding Source: Water Fund)
STRATEGIC PLAN ELEMENT:

The recommended action supports the 2025-2026 City’s Strategic Plan Initiatives, Goal D: Provide safe, efficient, and reliable infrastructure through proactive community investment, maintenance, and sustainability efforts.

BACKGROUND:

The City’s water system is a self-supporting utility enterprise funded by customer revenues. The City provides water service to approximately 76,600 accounts consisting of residential, multi-family, commercial, and industrial customers. The contiguous water system serves the City of Modesto, the communities of Salida and Empire, portions of the City of Ceres, and some unincorporated areas in Stanislaus County. The City also owns and operates separate water systems in Del Rio, Grayson, and parts of the City of Turlock. The City’s water system consists of water distribution systems, 77 active #9..
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Water System Engineer’s Report Update and Rate and Fee Study

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groundwater wells, and 12 storage tanks; The City also purchases treated surface water from the Modesto Irrigation District.

In 1996, California voters adopted Proposition 218 which amended the California Constitution to establish a process that public agencies must follow when imposing new or increasing property-related fees (Article XII D). In 2007, the California Supreme Court ruled that water service fees are property-related fees, thus subject to Proposition 218 requirements.

Proposition 218 requires that a public agency mail a notice of the proposed rate and fee increase(s) to all affected property owners or ratepayers at least 45 days before conducting a public hearing to consider the proposed increase(s). The notice must include the proposed rate and fee amounts, state how the rates and fees were calculated, the reason for the rates and fees, and the date, time and location of the public hearing in which the agency will consider adopting the increase(s). The notice must also inform affected property owners or ratepayers that the increase(s) is subject to a majority protest, meaning that if more than 50% of affected property owners or ratepayers submit written protests against the proposed increase(s), the increase(s) will not be adopted.

Proposition 218 further mandates that any property-related fee imposed by a public agency cannot exceed the proportional cost of providing service attributable to that customer by placing certain restrictions on the rate and fee amounts to be charged and limiting what costs can be funded by the revenue generated by the proposed rates and fees.

On April 28, 2020, by Resolution No. 2020-209, Council approved the 2017 Water System Master Plan (Master Plan) prepared by West Yost as complete. The Master Plan is the basis for the Water System Engineer’s Report and its associated updates.

On June 27, 2023, by Resolution No. 2023-315, Council approved the Water System Engineer’s Report Update prepared by West Yost as complete.

On June 27, 2023, by Resolution No. 2023-316, Council approved the Water Rate and Fee Study prepared by Bartle Wells Associates (BWA) as complete.

On June 27, 2023, by Resolution No. 2023-317, Council authorized staff to initiate the Proposition 218 process to adjust the City’s water rates to be effective October 1, 2023, through Fiscal Year 2027-28.

On August 22, 2023, a public hearing was held, and by Resolution No. 2023-291, Council adopted water service rates, effective October 1, 2023, for Fiscal Years 2023- 24 through 2027-28 in accordance with Proposition 218.
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DISCUSSION:

As a result of ever-increasing capital improvement projects, operations and maintenance costs, the current water rate and fee structure will not adequately fund the enterprise’s activities. Therefore, staff is recommending the use of a financial advisory and utility rate consulting firm to complete a Rate and Fee Study to fund current and future expenses insuring a consistent and reliable level of service is provided to our customers.

The Water System Engineer’s Report Update will evaluate the costs of sustaining the enterprise, along with analyzing and reprioritizing schedules of all required water system improvement projects to meet future growth demands and projected regulatory and permitting requirements. The results of the Water System Engineer’s Report Update will be incorporated into the Water Rate and Fee Study.

Modesto Municipal Code (MMC) Section 8-3.203 generally requires all purchases, which meet or exceed $100,000 for material, equipment, or contractual services to follow formal bid procedures. However, exceptions to the formal bidding process are granted in MMC Section 8-3.204(d) “Where the Purchasing Manager, in his or her discretion, determines that a process other than the formal bid procedure set forth in MMC Section 8-3.203 will result in procurement for the City at the lowest possible cost commensurate with the desired quality”.

Here, retaining West Yost and BWA ensures continuity, reduces costs and delays and maintains a consistent level of professional service based on their experience and project related expertise. Therefore, staff is recommending that the Agreements with West Yost and BWA should be exempt from the formal bidding procedures in accordance with MMC 8-3.204(d).

FISCAL IMPACT:

ANTICIPATED EXPENDITURES
West Yost Agreement - Water System Engineer’s Report
Update
$85,350
Additional Services (if needed) $8,535
BWA Agreement - Water Rate and Fee Study $199,625
Additional Services (if needed) $19,963
Engineering/Design/Administration - City Staff $50,000
TOTAL $363,473
A budget adjustment in the amount of $363,473 will be necessary from Water Fund Reserves to establish the expense budget for this Project. #9..
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CEQA/NEPA REQUIREMENTS:

This item does not constitute a “project” within the meaning of California Environmental Quality Act (CEQA) Guidelines Section 15378 and requires no environmental review.

RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion recommending an Agreement with West Yost, of Sacramento, CA, for the preparation of the Water System Engineer’s Report Update in the amount of $85,350, plus $8,535 in Additional Services, if needed, for an Agreement total amount not to exceed $93,885 and forwarding to Council for approval.

Motion recommending an Agreement with Bartle Wells Associates, of Berkeley, CA, for the preparation of the Water Rate and Fee Study in the amount of $199,625, plus $19,963 in Additional Services, if needed, for an Agreement total amount not to exceed $219,588 and forwarding to Council for approval.

Motion recommending an Amendment to the Fiscal Year 2026-27 Multi-Year Program Budget in the amount of $363,473 to fund the Water System Engineer’s Report Update and Water Rate and Fee Study Project and forwarding to Council for approval.

Approved by:

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

1. West Yost - Consultant Agreement and exhibits A-C

2. Bartle Wells Associates - Consultant Agreement and exhibits A-C

3. West Yost - Bid Waiver

4. Bartle Wells Associates - Bid Waiver
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ENGINEERING SERVICES AGREEMENT
WATER SYSTEM ENGINEER’S REPORT UPDATE
THIS AGREEMENT, made and entered into in the City of Modesto, State of California, this day of , 2026, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "CITY", and WEST YOST & ASSOCIATES, INC., 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 required for the Water System Engineer’s Report Update.

B. CONSULTANT represents that it is qualified, willing and able to provide the services to prepare said documents.

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 #9..
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and 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 EIGHTY-FIVE THOUSAND THREE HUNDRED FIFTY AND 00/100 DOLLARS ($85,350) (maximum compensation) as full remuneration for performing all services and furnishing all staffing and materials for CITY 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 #9..
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any out-of-pocket costs paid by CONSULTANT in connection with work performed on this project. Expenses for travel reimbursement shall comply with the City's Administrative Directive 1.2 (AD 1.2), as amended periodically. The City's AD 1.2 is available at the link below:
https://www.modestogov.com/DocumentCenter/View/24156/Citys-Administrative-Directive-12.

Additional services may be authorized by the City Manager in an amount up to, but not to exceed ten percent (10%) of the agreed maximum compensation, or EIGHT THOUSAND FIVE HUNDRED THIRTY-FIVE AND 00/100 DOLLARS ($8,535). 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 NINETY-THREE THOUSAND EIGHT HUNDRED EIGHTY-FIVE AND 00/100 DOLLARS ($93,885). 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 represents and confirms 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. In providing services #9..
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under this Agreement, the Consultant shall perform in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances at the same time and in the same or similar locality (“Standard of Care”).

CONSULTANT further represents and confirms that it will follow the best current, generally accepted and professional Standard of Care to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding this project.

5. PERFORMANCE BY KEY EMPLOYEE.

CONSULTANT has represented to CITY that Elizabeth Drayer, 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 excluding any standard designs, details, specifications and other intellectual property to which Consultant held the copyright prior to performing services under this Agreement, 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 upon payment of all invoices due and owing to Consultant. No reports shall be used by the CONSULTANT for purposes other than this contract without the express prior written consent of CITY. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City’s sole risk. #9..
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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 Agreement.

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.

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. CONFLICT OF INTEREST.

CONSULTANT warrants that it presently has no interest and shall not acquire any interest, direct or indirect, which would create a “conflict of interest”, as that term is defined in the Political Reform Act (Gov. Code § 81000 et seq), for the CONSULTANT in the performance of this AGREEMENT. CONSULTANT warrants that, in performance of this AGREEMENT, CONSULTANT shall not employ any person having any such interest.

CONSULTANT understands that, if this AGREEMENT is made in violation of Government Code § 1090 et seq., the entire AGREEMENT is void and CONSULTANT will not be entitled to #9..
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any compensation for services performed. CONSULTANT agrees to file a Statement of Economic Interests with the City Clerk at the start and end of this AGREEMENT 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.

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 employeremployee relationship or a joint venture. #9..
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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.

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. #9..
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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 Agreement, 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.

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 #9..
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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: West Yost & Associates, Inc.

Address: 100 Howe Avenue, Suite 110S
Sacramento, CA 95825
Attention: Elizabeth Drayer
Phone: (916) 306-2250
E-mail: [email protected]
FOR CITY: Name: City of Modesto
Address: 1010 10th Street, Suite 4600
Modesto, CA 95354
Attention: Jim Alves
Phone: (209) 571-5557
E-mail: [email protected]

14. INSURANCE REQUIREMENTS.

During the term of this Agreement, CONSULTANT shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in Exhibit C, attached hereto and incorporated herein, and shall otherwise comply with the other provisions of Exhibit C. CONSULTANT is responsible for uploading updated insurance documentation to the City’s “PINS Advantage” program.

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, #9..
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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.

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 Subconsultants 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 #9..
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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;
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 #9..
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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 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.

If CONSULTANT is performing “public works” as defined in Labor Code section 1720(a), CONSULTANT shall pay all workers, and shall ensure its subcontractors pay all of their workers, engaged in performing the services described in Exhibit “A” not less than the general prevailing rate of per diem wages for work of a similar character in the locality in which the services described in Exhibit “A” are to be performed, and not less than the general prevailing rate of per diem wages for holiday and overtime work as provided in the California Labor Code.

In accordance with California Labor Code Section 1773.2, the City has obtained the general prevailing wages in the locality in which the services described in Exhibit A are to be performed for each craft or type of work needed to be as published by the State of California Department of Industrial Relations, Division of Labor Statistics and Research, a copy of which is on file in the CITY’s Purchasing Department and shall be made available on request. CONSULTANT must comply with all applicable laws and regulations that apply to wages earned in performance of the services described in Exhibit “A”, including those set forth in Labor Code section 1770 et. seq.

17. INDEMNITY.

If CONSULTANT is Design Professional performing design professional services, as defined in California Civil Code section 2782.8, CONSULTANT agrees to indemnify, defend, and hold harmless the CITY, its agents, officers, officials, employees and volunteers, from and against any and all claims, demands, costs, or liability that arise out of, or pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT and its employees, officials, officers, or agents in the performance of services under this Agreement, but this indemnity does not apply to liability for damages arising from the sole or active negligence, or willful misconduct of the CITY. The CITY agrees that in no event shall the cost to defend charged to the CONSULTANT exceed that CONSULTANT’s proportionate #9..
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percentage of fault. However, notwithstanding the previous sentence, 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. This duty to indemnify shall not be waived or modified by contractual Agreement or acts of the parties.

If CONSULTANT is not a Design Professional performing Design Professional Services, 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, officials, employees, or volunteers relating to or during the performance of its obligations under this Agreement, except for claims arising from the sole negligence of the CITY.

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.

In the event that CONSULTANT or any employee, agent, or subcontractor of CONSULTANT providing services under this Agreement is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of CITY, CONSULTANT shall indemnify, defend, and hold harmless CITY for the payment of any employee and/or employer contributions for PERS benefits on behalf of CONSULTANT or its employees, agents, or subcontractors, as well as for #9..
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the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of CITY.

18. DISPUTE RESOLUTION.

Venue for 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 in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California.

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. #9..
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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.

22. AUDIT.

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. Consistent with the applicable Standard of Care, CONSULTANT shall comply with all applicable and
non-conflicting federal, state, and local laws, ordinances, regulations and permits. #9..
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26. CITY BUSINESS LICENSE.

Consultant will have a City of Modesto business license.

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. 2026- , adopted by the Council of the City of Modesto on the day of , 2026, and WEST YOST & ASSOCIATES, INC. has caused this agreement to be duly executed in duplicate as of the Effective Date. (Signatures on next page)
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100 Howe Avenue
Suite 110S
Sacramento CA 95825
916.306.2250 phone
530.756.5991 fax
westyost.com
November 20, 2025 SENT VIA: EMAIL
Jim Alves, PE
Senior Civil Engineer
City of Modesto, Utilities Department
1010 Tenth Street, Suite 4600
Modesto, CA 95353
SUBJECT: Proposal for Engineering Services – Water System Engineer’s Report Update Dear Jim:

The purpose of this letter proposal is to provide the City of Modesto (City) with a proposed scope of services, budget and schedule to prepare an updated Engineer’s Report for the City’s water system.

BACKGROUND
In April 2023, West Yost finalized an update to the Engineer’s Report for the City in support of a concurrent water rate evaluation process. The last Engineer’s Report was prepared using the findings of the 2017 Water Master Plan (WMP) and carried forward projects from the 2016 Engineer’s Report that had not yet been completed. Since that time, the City has completed or advanced several efforts to strengthen the water system, including:
 Completed a Well Rehabilitation and Replacement Strategy Plan to guide how improvements to aging wells will be prioritized and addressed.  Completed a Well Siting Study, which identified parcels suitable for replacement wells in the future.
 Secured a TCP settlement, which requires the City to dedicate resources to equip affected wells with treatment to address water quality.
 Completed several main replacements (e.g., Park Lawn, Chicago/Paradise, and Bret Harte), as recommended in the 2017 WMP.
 Began planning for PFOA/PFOS and other emerging contaminants, so the City is prepared for compliance with upcoming regulations.

The City is once again undergoing a water rate evaluation process that it is targeting to finalize in 2026.

For this update, the Engineer’s Report will be revised to:
 Incorporate the results of recent efforts and completed projects.  Reassess the status of previously identified projects and prioritize the CIPs that remain.

EXHIBIT A
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Jim Alves, PE
November 20, 2025

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 Organize projects into categories of work (e.g., wells, wellhead treatment, main replacements, storage, SCADA, and other programs) for clearer tracking and prioritization.  Update unit costs, which in the last report were based on pre-COVID information escalated to current conditions based on the ENR construction cost index. The updated unit costs will reflect the post-COVID construction environment, including recently observed supply chain impacts, tariffs, and recent bid results.

This updated Engineer’s Report will provide the City with a clear five-year roadmap, through 2032, to support capital planning, regulatory compliance, and the upcoming rate process.

SCOPE OF SERVICES
The following is a list of the key tasks necessary to perform this proposed scope of services, each further described below:
 Task 1. Prepare Updated Engineer’s Report
 Task 2. Update Unit Costs
 Task 3. Project Management
Task 1. Prepare Updated Engineer’s Report
In this task, West Yost will work collaboratively with the City to identify updates needed to the Engineer’s Report. West Yost will perform the following:
 Hold a kick-off meeting with the City to review the current status of water system CIP projects. The purpose of this meeting will be to confirm which projects from the last Engineer’s Report (2023) have been completed, which are ongoing, and which should be carried forward or reprioritized. Other potential improvements not currently in the CIP program will also be reviewed.
 Conduct a focused review of groundwater wells and water quality concerns. A separate TCP Settlement Plan proposal has already been submitted to the City, and findings from that study will be available during preparation of this report. Those findings will be incorporated into the updated Engineer’s Report, with settlement wells tracked appropriately given that funds have been earmarked for them.
 Evaluate how wells impacted by PFOA/PFOS and TCP should be addressed. West Yost will coordinate with the City to determine whether these projects should remain under the existing Well Rehabilitation and Replacement program (currently split across Category 10 – Install New Wells and Category 11 – Wellhead Treatment) or be tracked as separate categories to reflect their unique regulatory and funding considerations.  Review the CIP category structure from the last Engineer’s Report and recommend adjustments if needed to better align with current priorities, funding sources, and regulatory requirements.
 Assess other planning efforts and ongoing programs, including:
— Additional elements needed for the City’s SCADA upgrade. — Findings from the recently updated AWIA Risk and Resiliency Assessment.

EXHIBIT A
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Jim Alves, PE
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— Integration of the AMI water meter project (Category 19 – Water Meters) to reflect its role in long-term system management.
 Review the ongoing main replacement program (Category 9 – Strengthen and Replace Water System), including projects already completed in Park Lawn, Chicago/Paradise, and Bret Harte, with a focus on confirming priorities for the next five years.  Provide technical support as needed. If additional analysis is required (e.g., hydraulic modeling or cost estimating), up to 40 hours have been budgeted for this effort.

The updated Engineer’s Report will document completed projects, identify and prioritize remaining needs, and, if appropriate, adjust the CIP categories to better reflect the City’s current situation. A draft will be submitted to the City for review, followed by a review meeting and preparation of the final report.

Task 1 Assumptions
 City will provide recent project status updates prior to the kick-off meeting.  Findings from the TCP Settlement Plan will be incorporated into the Engineer’s Report as available.  Up to three meetings, with one meeting held in person and additional meetings held virtually, via Microsoft Teams.
 City will provide consolidated comments to the Draft Engineer’s Report.

Task 1 Deliverables
 Meeting agendas and materials.
 Draft Engineer’s Report, in PDF format.
 Final Engineer’s Report, in PDF format, with City consolidated comments incorporated.

Task 2. Update Unit Costs
In this task, West Yost will update the unit costs and capital cost estimates for the projects included in the Engineer’s Report. West Yost will perform the following:
 Develop updated conceptual-level unit costs for major infrastructure types (pipelines, wells, tanks, and booster pump stations) to reflect the post-COVID construction environment. Unit costs will be based on recent bid results, accounting for recent cost factors including supply chain disruptions, tariffs, and other market conditions.  Re-estimate all CIP projects using the updated unit cost basis. For any new categories created in Task 1 (e.g., TCP wells supported by settlement funds or PFOA/PFOS wells), apply the appropriate infrastructure-based unit costs (e.g., new treatment unit costs, by treatment type). All updated project costs will be prepared as Class 5 estimates, consistent with AACE International standards.
 Prepare an updated cost estimating appendix (similar to Appendix T of the 2017 Water Master Plan) documenting the updated assumptions, unit costs by infrastructure type, and markups for use in future planning and rate studies.

Task 2 Assumptions
 City will provide recent bid results for pipelines, wells, tanks, and booster pump stations.  Capital cost estimates will reflect Class 5 estimates, consistent with AACE International standards.  Previous contingency and mark up factors will remain unchanged.  Separate unit costs will be developed for major treatment types under normal conditions (e.g., GAC tanks, Ion Exchange, Reduction Coagulation Filtration processes, etc.).

EXHIBIT A
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Jim Alves, PE
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Task 2 Deliverables
 Updated CIP database with project costs estimated using the revised unit cost basis.  Updated cost estimating appendix (similar to Appendix T of the 2017 WMP), documenting updated unit costs and assumptions.

Task 3. Project Management
In this task, West Yost will provide overall project management and coordination activities needed to complete the Engineer’s Report update. West Yost will provide ongoing management of project scope, schedule, and budget to ensure timely completion of deliverables. Coordination with City staff will be maintained through regular communication, including email and phone, as well as additional meetings or calls beyond those already budgeted in Task 1 if needed to maintain progress. Monthly invoices will be prepared and submitted with descriptions of services performed.

Task 3 Assumptions
 Task 1 includes the kick-off and review meetings; this task covers only additional coordination meetings or calls, if needed.
 Up to two additional virtual coordination meetings are assumed.

Task 3 Deliverables
 Monthly invoices and progress reports.
 Notes from additional coordination meetings or calls.

BUDGET
West Yost’s proposed level of effort and budget for each of the tasks described above is shown in Table 1.

West Yost will perform the scope of services described above on a time-and-expenses basis, at the billing rates set forth in West Yost’s attached Billing Rate Schedule, with a not-to-exceed budget shown in Table 1. Any additional services not included in this scope of services will be performed only after receiving written authorization and a corresponding budget augmentation.

Table 1. Estimated Project Hours and Budget
Task Level of Effort,
hours
Estimated Budget,
dollars
Task 1. Prepare Updated Engineer’s Report 194 56,600
Task 2. Update Unit Costs 88 23,600
Task 3. Project Management 14 5,150
Total Project Hours and Budget 296 $85,350

SCHEDULE
West Yost anticipates submitting a draft Engineer’s Report within 12 weeks of the project kick-off meeting and receipt of all required data. The final Engineer’s Report will be submitted within two weeks after receipt of consolidated City comments on the draft Engineer’s Report.

EXHIBIT A
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Jim Alves, PE
November 20, 2025

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Thank you for providing West Yost the opportunity to be of continued service to the City of Modesto. We look forward to working with you on this important project. Please call if you have any questions or require additional information.

Sincerely,

WEST YOST
Roberto Vera, PE Elizabeth Drayer, PE
Principal Engineer / Project Manager Vice President / Principal-in-Charge RCE #83500 RCE #46872
Attachment(s): Attachment A. West Yost’s Billing Rate Schedule

EXHIBIT A
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AttachmentA
WestYost’sBillingRateSchedule

EXHIBIT A
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(Effective January 1, 2026, through December 31, 2026)*

POSITIONS

ENGINEERING
Principal/Vice President $395
Engineer/Scientist/Geologist Manager I / II $373 / $391 Principal Engineer/Scientist/Geologist I / II $336 / $358 Senior Engineer/Scientist/Geologist I / II $303 / $318
Associate Engineer/Scientist/Geologist I / II $251 / $270 Engineer/Scientist/Geologist I / II / III $196 / $228 / $237 Engineering Aide $118
Field Monitoring Services $146
Administrative I / II / III / IV $108 / $135 / $161 / $178

ENGINEERING TECHNOLOGY
Engineering Tech Manager I / II $388 / $391
Principal Tech Specialist I / II $356 / $369
Senior Tech Specialist I / II $326 / $340
Senior GIS Analyst $295
GIS Analyst $280
Technical Specialist I / II / III / IV $208 / $237 / $266 / $297 Technical Analyst I / II $149 / $178
Technical Analyst Intern $120
Cross-Connection Control Specialist I / II / III / IV $156 / $169 / $190 / $210 CAD Manager $235
CAD Designer I / II $182 / $206

CONSTRUCTION MANAGEMENT
Senior Construction Manager $376
Construction Manager I / II / III / IV $224 / $240 / $253 / $321 Resident Inspector (Prevailing Wage Groups 4 / 3 / 2 / 1) $201 / $224 / $249 / $259 Apprentice Inspector $182
CM Administrative I / II $96 / $131
Field Services $259
2026 Billing Rate Schedule

LABOR CHARGES (DOLLARS PER HOUR)
■ Hourly rates include charges for technology and communication, such as general and CAD computer software, telephone calls, routine in-house copies/prints, postage, miscellaneous supplies, and other incidental project expenses. ■ Outside services, such as vendor reproductions, prints, and shipping; major West Yost reproduction efforts; as well as engineering supplies, etc., will be billed at the actual cost plus 15%. ■ The Federal Mileage Rate will be used for mileage charges and will be based on the Federal Mileage Rate applicable to when the mileage costs were incurred. Travel other than mileage will be billed at cost. ■ Subconsultants will be billed at actual cost plus 10%. ■ Expert witness services, research, technical review, analysis, preparation, and meetings will be billed at 150% of standard hourly rates. Expert witness testimony and depositions will be billed at 200% of standard hourly rates. ■ A finance charge of 1.5% per month (an annual rate of 18%) on the unpaid balance will be added to invoice amounts if not paid within 45 days from the date of the invoice. * This schedule is updated annually

EXHIBIT A

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(Effective January 1, 2026, through December 31, 2026)* Equipment Charges

EQUIPMENT
2" Purge Pump & Control Box $300 / day
Aquacalc / Pygmy or AA Flow Meter $28 / day
Emergency SCADA System $35 / day
Field Vehicles (Groundwater) $1.02 / mile
Gas Detector $80 / day
Generator $60 / day
Hydrant Pressure Gauge $10 / day
Hydrant Pressure Recorder, Impulse (Transient) $55 / day Hydrant Pressure Recorder, Standard $40 / day
Low Flow Pump Back Pack $135 / day
Low Flow Pump Controller $200 / day
Powers Water Level Meter $32 / day
Precision Water Level Meter 300ft $30 / day
Precision Water Level Meter 500ft $40 / day
Precision Water Level Meter 700ft $45 / day
QED Sample Pro Bladder Pump $65 / day
Skydio 2+ Drone (2 hour minimum) $100 / hour
Storage Tank $20 / day
Sump Pump $24 / day
Transducer Communications Cable $10 / day
Transducer Components (per installation) $23 / day
Trimble GPS – Geo 7x $220 / day
Tube Length Counter $22 / day
Turbidity Meter $30 / day
Turbidity Meter (2100Q Portable) $35 / day
Vehicle (Construction Management) $10 / hour
Water Flow Probe Meter $20 / day
Water Quality Meter $50 / day
Water Quality Multimeter $185 / day
Well Sounder $30 / day

BILLING RATES
2026 Billing Rate Schedule
* This schedule is updated annually

EXHIBIT A

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(Effective January 1, 2026, through December 31, 2026)*

POSITIONS

EXHIBIT B

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(Effective January 1, 2026, through December 31, 2026)* Equipment Charges

BILLING RATES
2026 Billing Rate Schedule
* This schedule is updated annually

EXHIBIT B

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EXHIBIT C – Insurance Requirement for Professional Services Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Consultant his agents, representatives, employees or subconsultants.

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

1. 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.
(Not required if consultant provides written verification, it has no employees)

4. Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.

If the consultant maintains broader coverage and/or higher limits than the minimums shown above, the City of Modesto requires and shall be entitled to the broader coverage and/or the higher limits maintained by the consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Modesto.

Umbrella or Excess Coverage
The Consultant may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply #9..
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to a loss covered hereunder, shall be called upon to contribute to a loss until the Consultant’s primary and excess liability policies are exhausted.

The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insured Status
The City of Modesto, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant’s insurance with coverage equal to ISO form CG 2010. If Completed Operations endorsement is required, a separate endorsement equal to ISO form CG 2037 is required.

Primary Coverage
The Additional Insured coverage under the Consultant’s policy shall be “primary and noncontributory” and will not seek contribution from the City’s insurance or self-insurance and shall be at least as broad as CG 20 01 04 13. The City of Modesto does not accept endorsements limiting the Consultant’s insurance coverage to the sole negligence of the Named Insured.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Modesto.

Waiver of Subrogation
Consultant hereby grants to City of Modesto a waiver of any right to subrogation which any insurer of said Consultant may acquire against the City of Modesto by virtue of the payment of any loss under such insurance. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Modesto has received a waiver of subrogation endorsement from the insurer.

Self-Insured Retentions
All Self-insured retentions must be disclosed to Risk Management for approval and shall not reduce the limits of liability. The City of Modesto may require the Consultant to purchase coverage with a lower retention or provide proof of the ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Any and all deductibles and SIRs shall be the sole responsibility of consultant or subconsultant who procured such insurance and shall not apply to the Indemnified Additional Insured Parties.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Modesto.

Claims Made Policies (applicable to Professional Liability only) If any of the required policies provide claims-made coverage:
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1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

If coverage is canceled or non-renewed and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work.

Verification of Coverage
Consultant shall furnish the City of Modesto with original certificates and amendatory endorsements or copies of the applicable policy language affecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements are to be received and approved by the City of Modesto Risk Services before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant’s obligation to provide them. The City of Modesto reserves the right to require complete copies of all required insurance policies, including endorsements required by these specifications, at any time. City reserves the right to obtain a full copy of any insurance policy and endorsements.

Failure to exercise this right shall not constitute a waiver of right to exercise later.

Subconsultants
Consultants shall require and verify that all subconsultants, or other parties hired for this work, purchase and maintain coverage for indemnity and insurance requirements as least as broad as specified in this agreement to the extent they apply to the scope of the subconsultant’s work with the same certificate of insurance requirements and naming as additional insureds all parties to this contract.

Special Risks or Circumstances
City of Modesto reserves the right to reasonably modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

Certificate Holder Address
Proper address for mailing certificates, endorsements and notices shall be:

City of Modesto
Attn: Risk Management
1010 10th Street
Modesto, CA 95354
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CONSULTANT SERVICES AGREEMENT

WATER RATE AND FEE STUDY
THIS AGREEMENT, made and entered into in the City of Modesto, State of California, this day of , 2026, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "CITY", and BARTLE WELLS ASSOCIATES, a California corporation, hereinafter referred to as "CONSULTANT".

This Agreement is made with regard to the following recitals:

A. The CITY has determined that consultant services are necessary for the preparation of the Water Rate and Fee Study.

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.

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 #9..
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and 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 HUNDRED NINETY-NINE THOUSAND SIX HUNDRED TWENTY-FIVE AND 00/100 DOLLARS ($199,625) (maximum compensation) as full remuneration for performing all services and furnishing all staffing and materials for CITY 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 #9..
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any out-of-pocket costs paid by CONSULTAN T in connection with work performed on this project. Expenses for travel reimbursement shall comply with the City's Administrative Directive 1.2 (AD 1.2), as amended periodically. The City's AD 1.2 is available at the link below:
https://www.modestogov.com/DocumentCenter/View/24156/Citys-Administrative-Directive-12.

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 NINETEEN THOUSAND NINE HUNDRED SIXTY-THREE AND 00/100 DOLLARS ($19,963). 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 TWO HUNDRED NINETEEN THOUSAND FIVE HUNDRED EIGHTY-EIGHT AND 00/100 DOLLARS ($219,588). 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 #9..
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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.

5. PERFORMANCE BY KEY EMPLOYEE.

CONSULTANT has represented to CITY that Erik Helgeson, 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 Agreement.

All materials, documents, data or information obtained from the CITY data files or any CITY medium furnished to CONSULTANT in the performance of this #9..
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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.

7. NEWS AND INFORMATION RELEASE.

8. CONFLICT OF INTEREST.

CONSULTANT understands that, if this AGREEMENT is made in violation of Government Code § 1090 et seq., the entire AGREEMENT is void and CONSULTANT will not be entitled to any compensation for services performed. CONSULTANT agrees to file a Statement of Economic Interests with the City Clerk at the start and end of this AGREEMENT 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 #9..
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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.

10. INDEPENDENT CONTRACTOR.

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 #9..
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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.

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.

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. #9..
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12. PATENT/COPYRIGHT MATERIALS.

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: Bartle Wells Associates
Address: 2625 Alcatraz Avenue, #602
Berkeley, CA 94705
Attention: Erik Helgeson
Phone: (510) 653-3399
E-mail: [email protected]
FOR CITY: Name: City of Modesto
Address: 1010 10th Street, Suite 4600
Modesto, CA 95354
Attention: Jim Alves
Phone: (209) 571-5557
E-mail: [email protected]
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14. INSURANCE REQUIREMENTS.

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.

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.
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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 Subconsultants 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;
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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.

16. CERTIFIED PAYROLL REQUIREMENT.

In accordance with California Labor Code Section 1773.2, the City has obtained the general prevailing wages in the locality in which the services described in Exhibit A are to be performed for each craft or type of work needed to be as published by the State of California Department of Industrial Relations, Division of Labor Statistics and Research, a copy of which is on file in the CITY’s Purchasing Department and shall be made available on request. CONSULTANT must #9..
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comply with all applicable laws and regulations that apply to wages earned in performance of the services described in Exhibit “A”, including those set forth in Labor Code section 1770 et. seq.

17. INDEMNITY.

If CONSULTANT is Design Professional performing design professional services, as defined in California Civil Code section2782.8, CONSULTANT agrees to indemnify, defend, and hold harmless the CITY, its agents, officers, officials, employees and volunteers, rom and against any and all claims, demands, costs, or liability that arise out of, or pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT and its employees, officials, officers, agents or agents in the performance of services under this Agreement, but this indemnity does not apply to liability for damages arising from the sole negligence, or willful misconduct of the CITY. The CITY agrees that in no event shall the cost to defend charged to the CONSULTANT exceed that CONSULTANT’s proportionate percentage of fault. However, notwithstanding the previous sentence, 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. This duty to indemnify shall not be waived or modified by contractual Agreement or acts of the parties.

If CONSULTANT is not a Design Professional performing Design Professional Services, 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, officials, employees, or volunteers relating #9..
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to or during the performance of its obligations under this Agreement, except for claims arising from the sole negligence of the CITY.

In the event that CONSULTANT or any employee, agent, or subcontractor of CONSULTANT providing services under this Agreement is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of CITY, CONSULTANT shall indemnify, defend, and hold harmless CITY for the payment of any employee and/or employer contributions for PERS benefits on behalf of CONSULTANT or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of CITY.

18. DISPUTE RESOLUTION.

19. ATTORNEY’S FEES.

If a party to this Agreement brings any action, including an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be #9..
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entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

19. ENTIRE AGREEMENT.

20. PARTIAL INVALIDITY.

21. WAIVER.

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. #9..
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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. #9..
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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. 2026- , adopted by the Council of the City of Modesto on the day of , 2026, and BARTLE WELLS ASSOCIATES has caused this agreement to be duly executed in duplicate as of the Effective Date. (Signatures on next page)
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Proposal for a Water
Rate and Fee Study
December 3, 2025

EXHIBIT A
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November 14, 2025
William Wong
Utilities Department, City of Modesto
1010 Tenth Street, 4th Floor, Suite 4600
Modesto, CA 95354
Re: Proposal for a Water Cost-of-Service Rate and Fee Study Dear William:

Bartle Wells Associates (BWA) is pleased to submit this proposal to develop a Water Cost-of-Service Rate and Fee Study for the City of Modesto. For more than 60 years, our firm has specialized in providing independent financial and utility rate consulting services to California water and wastewater agencies. We offer an unmatched level of financial planning expertise and are the only firm in California to provide both financial advisory services for project financing as well as utility rate consulting services.

Bartle Wells Associates is a leader in California utility finance having served over 600 public agencies throughout California. As a Northern California company, we are proud to have served the City of Modesto and many local agencies including the Cities of Tracy, Patterson, Hughson, Clovis, Davis, Vacaville, Riverbank, as well as Modesto Irrigation District, San Luis Water District, Madera County Special Districts and Mariposa County.

BWA is deeply familiar with the City’s financial systems, goals, and rate structures, having worked closely with the City on multiple initiatives over the years. Our team has already developed ADA-compliant models, reports, and Proposition 218 notice templates for the City. We continue to provide ongoing support to the City in reviewing stormwater discharge methodologies and wholesale rate design, which aligns and overlaps with the scope of this project. This continuity allows us to build on existing work and deliver efficient, informed recommendations.

Throughout the engagement, BWA will work in close partnership with the City’s project team to clarify objectives, incorporate feedback, evaluate alternatives, and develop rate structures that reflect the City’s priorities. Our familiarity with the City’s operational context and our proven track record of responsive, collaborative service make us the ideal partner for this effort We enjoyed working with the City and appreciate the opportunity to work with the City again. We are available to start working at the City’s direction. Please do not hesitate to contact me if you have any questions or need additional information.

Sincerely,
Erik Helgeson, MBA
Principal / Partner
510.671.8669
[email protected]
2625 Alcatraz Ave, #602
Berkeley, CA 94705
Tel 510 653 3399
www.bartlewells.com

EXHIBIT A
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Table of Contents
EXECUTIVE SUMMARY ........................................................................................ 1 Project Understanding & Objectives ....................................................................................................... 1 Collaborative Project Approach & Process.............................................................................................. 1 SECTION 1: FIRM ORGANIZATION AND PROJECT TEAM....................................... 2 BARTLE WELLS ASSOCIATES..................................................................................................................... 2 PROJECT TEAM......................................................................................................................................... 4 RESUMES.................................................................................................................................................. 5 SECTION 2: WATER RATE STUDY ......................................................................... 9 Task 1. Project Initiation & Data Collection .......................................................................................... 9 Task 2. 10-Year Financial Plans.............................................................................................................. 9 Task 3. Cost of Service Rate Analysis ................................................................................................... 11 Task 4. Capacity Fee Analysis............................................................................................................... 12 Task 5. Wastewater Miscellaneous Fee Analysis.................................................................................. 13 Task 6. Meetings, Reports, Presentations, Model and Rate Implementation..................................... 14 SECTION 3: PROJECT SCHEDULE ........................................................................ 15 SECTION 4: COST PROPOSAL ............................................................................. 16 AVAILABILITY & FEES ........................................................................................ 17 INSURANCE....................................................................................................... 19

EXHIBIT A
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BARTLE WELLS ASSOCIATES Page 1
City of Modesto – Water Rate and Fee Study Proposal
Executive Summary
Project Understanding & Objectives
• Water Rate and Fee Study: BWA will develop a comprehensive water rate and fee study with the goal of helping the City implement a series of rates for upcoming years that a) fund the City’s projected costs of providing service, b) maintain financial stability, and c) are fair to all customers. Our general rate study process is summarized in the following graphic:
• Build Consensus for Final Recommendations: BWA has a strong track record of building consensus and public acceptance for final recommendations. Rate and fee adjustments can be controversial. We have found that ratepayers are more accepting of rate increases when they both understand the need for the increases and believe they are being treated fairly. BWA will draft the required Proposition 218 rate notice, present a summary of recommendations at the required Public Rate Hearing, and can assist with public outreach efforts. Our goal will be to build consensus and public acceptance for final recommendations.

Collaborative Project Approach & Process
BWA uses a collaborative project approach to ensure final recommendations reflect the policy preferences and objectives of the agencies we serve. Our general approach will be to work closely with the City’s project team to identify objectives, evaluate alternatives and their impacts, gain ongoing input, and remain flexible to resolve unanticipated issues.

BWA will assist the City in all phases of the study, from project initiation through final adoption and implementation. Rate and fee increases can be controversial. BWA has extensive experience helping agencies build consensus for final recommendations and has assisted many agencies with public outreach efforts aimed at fostering understanding and acceptance for rate and fee increases. BWA also has substantial experience working with citizen advisory groups, community groups, and other stakeholders, and has a long track record of completing projects on time and on budget. We have helped many agencies successfully adopt rate increases in challenging political environments.

Project Initiation 10-Year Financial
Plan
Cost of Service
Rate Design
Outreach &
Adoption
Rate Study Process
Clarify Objectives
Establish Process/Schedule
Review Data & Assumptions
Financial Projections
Financing Alternatives
Evaluate Scenarios
Analyze Billing Data
Evaluate Rate Alternatives
Cost Allocation & Rate Design
Build Consensus
Public Education
Proposition 218 Process

EXHIBIT A
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BARTLE WELLS ASSOCIATES Page 2
City of Modesto – Water Rate and Fee Study Proposal
Section 1: Firm Organization and Project Team

BARTLE WELLS ASSOCIATES
Leaders in Water, Wastewater & Stormwater Rates and Finance Since 1964 Bartle Wells Associates (BWA) is an independent financial advisory firm with expertise in the areas of water, wastewater, and stormwater finance. BWA was established in 1964 and has over 60 years of experience advising cities, special districts, and other agencies on the complexities and challenges in public finance. We have advised over 600 public agency clients throughout California and the western United States. We have a diversity of abilities and experience to evaluate all types of financial issues faced by local governments and to recommend the best and most-practical solutions.

Bartle Wells Associates has a highly qualified professional team of consultants. Our educational backgrounds include finance, civil engineering, business, public administration, public policy, and economics.

BWA specializes in three professional services: utility cost-of-service rate and fee studies, financial plans, and project financing. We are one of the few independent financial advisors providing all three of these interrelated services to public agencies.

RATE AND FEE STUDIES Our rate studies employ a cost-of-service approach and are designed to maintain the long-term financial health of a utility enterprise while being fair to all customers. We develop practical recommendations that are easy to implement and often phase in rate adjustments over time to minimize the impact on ratepayers. We also have extensive experience developing impact fees that equitably recover the costs of infrastructure required to serve new development. BWA has completed hundreds of utility rate and fee studies. We have helped communities implement a wide range of rate structures and are knowledgeable about the legal requirements governing rates and impact fees. We develop clear, effective presentations and have represented public agencies at hundreds of public hearings to build consensus for our recommendations.

FINANCIAL PLANS Our financial plans provide agencies with a flexible roadmap for funding long-term operating and capital needs. We evaluate the wide range of financing options available, develop a plan that recommends the best financing approach, and clearly identify the sources of revenue for funding projects and repaying any debt. We also help agencies develop prudent financial policies, such as fund reserve targets, to support sound financial management. BWA has developed over 2,000 utility enterprise financial plans to help public agencies fund their operating and capital programs, meet debt service requirements, and maintain long-term financial health.

PROJECT FINANCING Our project financing experience includes over 300 bond sales and numerous bank loans, lines of credit, and a range of state and federal grant and loan programs. We generally recommend issuing debt via a competitive sale process to achieve the lowest cost financing possible. To date, we have helped California agencies obtain over $5 billion of financing via bonds, bank loans/private BWA Key Services
Rate & Fee Studies
Financial Plans
Project Financing

EXHIBIT A
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BARTLE WELLS ASSOCIATES Page 3
City of Modesto – Water Rate and Fee Study Proposal
placements, lines of credit, low-rate State Revolving Fund Loans, and other funding programs. We work only for public agencies; we are independent financial advisors and do not buy, trade, or resell bonds. Our work is concentrated on providing independent advice that enables our clients to finance their projects on the most favorable terms—lowest interest rates, smallest issue size, and greatest flexibility.

Bartle Wells Associates is a charter member of the National Association of Municipal Advisors (NAMA), which establishes strict criteria for independent advisory firms. All of our lead consultants are Certified Independent Professional Municipal Advisors and are Registered Municipal Advisors.

Bartle Wells Associates is committed to providing value and the best advice to our clients. Our strength is quality—the quality of advice, service, and work we do for all our clients.

EXPERIENCE BWA has extensive experience developing longterm financial plans, utility rates, and capacity fees for public agencies from all areas of California and the western U.S. In recent years, we have completed assignments for many agencies including:

Sample Water/Sewer/ Stormwater Districts
 Castro Valley Sanitary District
 Oro Loma Sanitary District
 Sunnyslope County Water District
 East Bay Municipal Utility District
 San Diego County Water District
 South San Luis Obispo County Sanitation District
 Silicon Valley Clean Water
 Victor Valley Wastewater Reclamation Authority
 Santa Ynez River Water CD, ID#1
 Cucamonga Valley Water District
 San Miguel Community Services District
 Big Bear Area Regional Wastewater Agency
 Sonoma County Water Agency
 Helix Water District
 Lake Arrowhead Community Services District
 Indian Wells Valley Water District
 Monterey One Water
 West Valley Sanitation District
 San Francisco Public Utilities Commission
Sample Cities
 City of Berkeley
 City of Albany
 City of Emeryville
 City of Alameda
 City of San Juan Bautista
 City of Poway
 City of Santa Barbara
 City of San Clemente
 City of Redwood City
 City of Hemet
 City of Glendale
 City of Solvang
 City of Fresno
 City of Chula Vista
 City of Morro Bay
 City of Vacaville
 City of San Carlos
 City of Monterey
 City of Modesto
BWA has served
over 550 public
agencies
throughout
California and
the western
United
States.

EXHIBIT A
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City of Modesto – Water Rate and Fee Study Proposal

PROJECT TEAM
BWA uses a team approach for most projects, typically assigning two consultants to each assignment, including at least one principal consultant. Our general project approach is to work closely with staff and other members of the project team, identify objectives, set milestones, have frequent communication, and remain flexible to resolve unanticipated issues.

Bartle Wells Associates has a highly qualified professional team. Our education and backgrounds include finance, civil engineering, business, public administration, public policy, and economics. Bartle Wells Associates has a long track record of completing projects on time and on or under budget.

Bartle Wells Associates will perform all work related to this assignment and does not plan to use any subcontractors for this project. Our consulting staff has availability to assist on this project as needed to ensure all project work and deliverables are completed on schedule.

Erik Helgeson, Principal/Partner
Erik Helgeson is a Principal and Vice President of BWA with 15 years of experience.

He specializes in developing long-term financial models and utility rates based on a cost-of-service approach. His experience includes working as a senior finance analyst for Denver Water in the rates and charges group and as a utility rate consultant in Colorado and California. His prior experience working for a utility gives him a unique perspective on the internal challenges a utility faces when implementing a study’s recommendations. He currently serves on American Water Works Association’s Rates and Charges Committee.

Kim Boehler, Principal
Kim Boehler is a principal with Bartle Wells where she manages financial planning, cost of service analyses, rate design and capacity fee studies for water, recycled water, and wastewater utilities. Kim brings 20 years of experience in performing this work for public utilities and has completed approximately 150 of these studies throughout her career. She has a broad understanding of public agency funding needs from her work in various revenue streams, which includes special financing district administration, overhead cost allocation analysis, user fee studies and utility financial management.

Ashli Wong, Financial Analyst
Ashli Wong is a financial analyst for Bartle Wells and will provide analytical support for this assignment. She has experience working on water, wastewater, and solid waste rate and capacity fee studies and has prior experience working in the internal audit office of a public agency.

EXHIBIT A
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City of Modesto – Water Rate and Fee Study Proposal

RESUMES
ERIK W. HELGESON, MBA
Principal Consultant
Erik Helgeson is a principal and vice president of Bartle Wells and Associates with fifteen years of utility finance experience. His areas of expertise include the development of financial plans, ratemaking, and policy solutions for water, wastewater, recycled water, stormwater and solid waste utilities. His experience includes both working for a utility as a senior finance analyst for Denver Water and now as a utility rate consultant helping agencies develop strong financial plans and equitable rates aligned with their objectives. Erik has extensive expertise in working with executive level staff and assisting in strategic decisions. He serves on the American Water Works Association (AWWA) Rates and Charges Committee and has presented at the Utility Management Conference.

Education
M.B.A., Entrepreneurship – University of Colorado, Denver B.A., Business Administration – Gonzaga University
Representative Projects
 Marin Municipal Water District, Marin, CA: Project manager for 2022 water and recycled water rate study and 2025 capacity charge study. Analyst supporting the rate study update in 2016.  Fallbrook PUD, CA: Project manager for a water, sewer and recycled water rate study  Pico Water District, CA: Project manager for a water financial plan and cost-of-service rate study  Big Bear City CSD, CA: Project manager for a water, sewer and solid waste cost-of-service rate studies
 City of Modesto, CA: Project manager for water and wastewater financial plans and rate studies  Madera County, CA: Project manager providing rate studies for twenty-three of the county’s water and sewer special service districts
 Modesto Irrigation District: Designed an allocation methodology between the district’s domestic water, irrigation, and electric enterprises.
 City of Hemet, CA: Water budget rate design and cost of service study  City Lindsay, CA: Project manager for water and sewer rate studies and infrastructure use fee study  City of Imperial, CA: Lead consultant providing water and wastewater financial plans and rate studies
 City of Vacaville, CA: Water and wastewater capacity fee studies  Union Sanitary District, CA: Wastewater capacity fee study  City of Riverbank, CA: Project Manager for solid waste rate and sewer rate and connection fee studies
 City of Placerville, CA: Analytical support for water financial plans and rate studies.  San Luis Water District, CA: Prop. 218 Assessment Election  Panoche Water District, CA: Prop. 218 Assessment Election  City of Patterson, CA: Solid waste rate study
 San Miguel Community Services District, CA: Project manager providing water and wastewater financial plans and rate studies. The District was nearing insolvency and large rate increases were needed to save the District.

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City of Modesto – Water Rate and Fee Study Proposal
 Alameda County, CA Reviewed proposed wheeling charges on behalf of the local agency partners working on the Los Vaqueros Dam expansion project.
 Carlsbad, CA: Played a key role in completing the 2016 water cost of service study. Created a supplybased cost allocation and supply layered, tiered, water rate design  City of Paso Robles, CA: Water and wastewater rate studies  King City, CA: Wastewater financial plan and rate study  Castle Pines North Metropolitan District, CO: Lead consultant providing annual water and wastewater financial plans and rate study updates
 City of Benicia, CA: Water and wastewater rate and connection fee studies  Arapahoe Parks and Recreation District, CO: Reviewed water rates for fairness  City of San Juan Bautista, CA: Water and Wastewater rate and capacity fee studies  Las Gallinas Valley Sanitary District, CA: Support for annual budget process  Tres Pinos CSD, CA: Project manager for water and sewer rate studies  Leland Meadows CSD, CA: Project manager for water and sewer rate studies  City of Willits, CA: Lead consultant providing water and wastewater financial plans and rate studies  The Cities of Pinole and Hercules, CA: Assisted the cities with the co-financing of a wastewater project with SRF loans. This included the design of the payment and reimbursement process, the administration of the process, and navigating the State requirements.  Humboldt Bay Municipal Water District, CA: Lead consultant providing 10-year financial plan update  Sacramento County Water Authority, Sacramento, CA: Lead analyst supporting water financial plan and rate study
Public Utility Experience
Denver Water, Denver, CO:

Senior Finance Analyst- Assisted with the annual cost of service study and financial plan, provided regular revenue reports, and oversaw the gathering and reporting of metrics to support Denver Water’s organizational improvement initiatives. As the lead analyst on the initiative to change the rate design he facilitated research (customer survey and affordability study), performed rate design analysis, and assisted with stakeholder outreach (municipalities, customers, business representatives, non-profits, and Denver Water executives and Board) which led to the adoption of new rate structures. He coordinated the implementation efforts between various business units to ensure a successful rollout of the new rates and rate structures.

Professional Memberships
American Water Works Association – Member of Rates and Charges Committee Certifications
MSRB-Registered Municipal Advisor (Series 50)

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City of Modesto – Water Rate and Fee Study Proposal

KIM BOEHLER
Principal Consultant
Ms. Kim Boehler is a principal of Bartle Wells where she manages financial planning, cost of service analyses, rate design and capacity fee studies for water, recycled water and wastewater utilities. Kim brings 20 years of experience in performing this work for public utilities and has completed approximately 150 of these studies throughout her career. She has a broad understanding of public agency funding needs from her work in various revenue streams, which includes special financing district administration, overhead cost allocation analysis, user fee studies and utility financial management.

Education
B.S., Finance – California State University San Bernardino Representative Projects
Project experience that follows is prior to Bartle Wells.  Arvin Community Services District, CA: Water Rate Study  City of Arvin, CA: Sewer Rate Study
 Aqua, North Carolina: Capital Investment Plan Analysis and Documentation  Avila Beach Community Services District, CA: Water and Sewer Rate and Connection Fee Study  Azusa Light and Water, CA: Water Rate Study
 City of Beaumont, CA: Sewer Rate and Capacity Fee Study  Bellflower Mutual Water Company, CA: Water Rate Study  Bighorn-Desert View Water Agency, CA: Water Rate and Capacity Fee Study  Calaveras County Water District, CA: Water and Sewer Rate Study  Citrus Heights Water District, CA: Water Rate Study
 City of Colton, CA: Water Rate and Connection Fee Study  Clean Water Services, Hillsboro, OR: Wastewater and Stormwater Strategic Financial Planning  City of Colton and Grand Terrace, CA: Sewer Rate Study  Cucamonga Valley Water District, CA: Water and Recycled Water Connection Fee Study  Cucamonga Valley Water District, CA: Water Rate Study  Culver City, CA: Sewer Rate Study
 Desert Water Agency, CA: Water, Sewer and Recycled Water Rate Study  Desert Water Agency, CA: Water Rate Analysis to Address Tribal/Non-Tribal Rates  Dixon-Solano Water Authority, CA: Water Rate Study
 East Valley Water District, CA: Water and Sewer Financial Plans  City of Fort Bragg, CA: Water, Sewer and Storm Drain Rate Study  City of Greenfield, CA: Water and Sewer Utility Revenue Requirement Analysis  City of Hesperia, CA: Water, Sewer and Recycled Water Rate Study  Hidden Valley Lakes Community Services District, CA: Water and Sewer Rate Study  Ironhouse Sanitary District, CA: Sewer Rate and Capacity Fee Study  City of Livermore, CA: Water Rate and Connection Fee Study

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City of Modesto – Water Rate and Fee Study Proposal

ASHLI WONG
Financial Analyst
Ashli Wong is a financial analyst with Bartle Wells Associates. She works closely with agency staff, engineers, lawyers, and other consultants to develop long-range financial plans, cost analyses and utility rate structures.

Education
B.A., Economics – University of California, Santa Barbara Representative Projects
 City of Simi Valley, CA: Water and sewer rate and capacity fee study.  City of San Leandro, CA: Sewer rate study.
 City of Davis, CA: Analyst supporting the wastewater rate study.  City of Monterey, CA: Analyst supporting the wastewater rate and capacity fee study.  Oro Loma Sanitary District, CA: Analytical support for wastewater financial plan and rate studies.  South Feather Water and Power Agency, CA: Analyst supporting the water rate study.  Fresno County Waterworks District #18, CA: Analytical support for water and wastewater financial plans and rate studies.
 City of Oroville, CA: Analytical support for water and wastewater financial plans and rate studies.  Madera County, CA: Analyst supporting financial plans and rate studies.  City of Modesto, CA: Analytical support for water and wastewater financial plans and rate studies  Malaga County Water District, CA: Analytical support for water and wastewater financial plans and rate studies.
 Mariposa County, CA: Analytical support for water and wastewater financial plans and rate studies.  Eastern Sierra CSD, CA: Analyst supporting the wastewater rate and capacity fee study.  City of Willits, CA: Analytical support for water and wastewater financial plans and rate studies.  Sewerage Commission – Oroville Region, CA: Analyst supporting the wastewater rate and capacity fee study.

Public Agency Experience
Auditor-Controller, Santa Barbara, CA:

Internal Audit Intern – Prior to joining Bartle Wells, Ashli spent a year working at the Auditor-Controller’s Office at the County of Santa Barbara as an intern in the Internal Audit department. She assisted in audit reviews and reconciliations on financial accounts for Santa Barbara public departments to minimize risks and ensure financial accuracy. By evaluating business practices, she consulted several agencies through suggesting internal controls to improve operational effectiveness. She also analyzed and interpreted business data to discover information that may be of use to administration to support their decisionmaking.

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City of Modesto – Water Rate and Fee Study Proposal
Section 2: Water Rate Study
This section presents a draft work plan and scope of services that we believe forms a sound basis for completing a comprehensive Water Cost of Service Rate and Fee Study. Bartle Wells Associates can work with the City to finalize a scope of services that meets the City's objectives. Our general project approach is to work closely with staff and other members of the project team, identify objectives, set milestones, have frequent communication, and remain flexible to resolve unanticipated issues.

Task 1. Project Initiation & Data Collection

1. Project Team Orientation
To initiate our work, hold a meeting with City staff and others as appropriate, to accomplish the following:
 Identify members of City staff, City Council, engineering consultants, and others who will participate in the project.
 Determine the roles and responsibilities of all project participants.  Identify other parties that may a significant interest in the project, such as community groups, business organizations, developers, and large customers.  Establish project schedule and key milestone dates.
 Confirm the key goals and expectations of the project team.

BWA recommends holding the kickoff meeting after we have reviewed preliminary information. This will enable the kickoff meeting to be more substantive and facilitate more in-depth discussion of key issues and preliminary observations and potential alternatives.

2. Investigation and Data Collection
Assemble the information necessary to understand the City’s water system, finances, customers and usage, rate and fee structures, capital improvement ne
eds and alternatives, and legal agreements. Assistance and cooperation of City staff will be needed to assemble the relevant background information. The objectives of investigation and data collection are to develop a complete understanding of the City’s utilities and finances, and to reach an agreement on basic assumptions to be used in the study as well as key alternatives for evaluation.

Task 2. 10-Year Financial Plans

1. Develop Forecasts and Projections
Based on evaluation of the data assembled and input provided by the City, prepare forecasts and projections to be used in the development of the financial mode. Develop projections for the following areas (and others as appropriate). Review projections and alternatives with City staff for agreements on assumptions, interpretation of data, and completeness of approach.

Task 1 Deliverables Include:
 Project kickoff meeting
 Identification of project goals and objectives
 Identification of key issues impacting the study
 Project schedule and budget
 Information Needs List
 Project team contact list

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City of Modesto – Water Rate and Fee Study Proposal
 Capital Improvements Including Long-Term Repairs
& Replacements: Based on input from City staff,
identify future capital improvement program costs
or alternatives to include in the financial analysis and determine a reasonable amount to include for
future, ongoing capital repairs and replacements.

BWA often recommends that agencies phase in
funding for long-term system rehabilitation.
 Projected Demand: With City input, forecast
demand and identify future demand scenarios for
evaluation.
 Growth & New Development: Work with the City to
identify levels of growth to incorporate in the
financial projections. Evaluate financial impacts
under different levels of growth.
 Cost Escalation Factors: Review historical cost
trends and work with project team to develop reasonable cost escalation factors for both operating and capital expenditures. Work with City staff to identify any anticipated changes in future staffing, benefits, and/or other operating costs.

2. Evaluate Financing Alternatives for Capital Improvements Evaluate options for financing capital improvement projects. Our evaluation will:
 Allocate capital improvement costs to existing customers and new development based on the share of each project benefitting current vs. future customers.  Estimate the amount and timing of any debt, if needed, to finance capital projects.  Evaluate the alternative borrowing methods available including bonds, COPs, state and federal loan programs (including the State Revolving Fund Financing Program), bank loans and lines of credit, and other options.
 Recommend the appropriate type of debt, its term and structure.  As needed, develop debt service estimates to incorporate in the financial projections.

3. Establish Prudent Minimum Fund Reserve Targets
Evaluate the adequacy of the City’s current utility fund reserves. Establish prudent minimum fund reserve targets based on the City’s operating and capital funding projections. Develop an implementation plan for achieving and maintaining the recommended reserve fund levels.

4. Develop 10-Year Financial Projections & Evaluate Scenarios Develop 10-year cash flow projections showing the financial position of the utility over the next 10 years.

The cash flows will project fund balances, revenues, expenses, and debt service coverage, and will incorporate the forecasts developed with staff input. After developing a base-case cash flow scenario, we can model alternatives for additional evaluation such as capital improvement alternatives, project financing alternatives, the impacts of various levels of water demand, etc. During this phase, BWA will work closely with the project team to evaluate financial and rate projections under alternative scenarios.

The 10-year financial plans will
serve as financial roadmaps for
funding future operating and
capital programs while
supporting long-term financial
stability.

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5. Evaluate Rate Increase Options
Based on the cash flow projections, determine future annual revenue requirements from rates and project the overall level of required rate increases. Evaluate rate adjustment alternatives, such as gradually phasing in required rate increases over a number of years. If appropriate, evaluate different levels of rate increases and their impacts on the City’s ability to fund future operating and capital needs.

Task 3. Cost of Service Rate Analysis

1. Identify & Evaluate Rate Structure Alternatives
Review the City’s current rate structures and discuss
advantages and disadvantages compared to other rate
approaches. Identify potential alternatives and
modifications that could help improve rate equity, address City concerns, or help achieve other City objectives. Discuss pros and cons of different rate structure options and their general impacts on different types of customers. Rate
structure options can be refined as the study progresses based on input from the project team.

2. Conduct Survey of Regional Utility Rates
Review and summarize rates of other regional agencies.

Summarize results in easily understandable tables and/or charts.

3. Analyze Consumption & Utility Billing Data
Analyze current and historical usage and utility billing data to determine reasonable and conservative estimates demand to use in developing financial projections and rates. Water use can fluctuate from year to year depending on various factors such as weather and local and regional conservation efforts. Ideally, we would prefer to analyze multiple years of utility billing data in order to determine slightly conservative demand projections and evaluate demands under various normal year and water shortage scenarios.

4. Cost of Service Rate Derivation
BWA has helped many agencies develop utility rates designed to reflect the costs of providing service, be fair and equitable to all customers, and comply with Proposition 218 and other legal requirements. In recent years, we have worked collaboratively with a number of legal experts to ensure our recommendations account for the latest legal understanding of Proposition 218. For this task, we will derive proposed rates based on a defensible cost of service methodology. A key component of this task includes allocating operating, maintenance, capital, and debt service expenses for cost recovery from appropriate rate components.

Task 2 Deliverables Include:
 Minimum fund reserve target recommendations
 10-year financial projections with supporting tables
 Evaluation of alternative scenarios as needed
 Evaluation of rate increase options
 Call with the City’s project team to present findings, discuss alternatives, and gain input Rates will be developed based
on a cost-of-service approach
designed to equitably recover
the cost of providing service
to all customers and comply
with Proposition 218.

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City of Modesto – Water Rate and Fee Study Proposal

5. Develop Preliminary & Final Rate Recommendations with City Input Based on evaluation of rate structure alternatives and the overall level of rate increases identified in the financial plans, develop draft rate recommendations for City input. The recommendations may include a multi-year phase-in of both overall rate increases and proposed rate structure adjustments to help mitigate the annual impact on ratepayers. Review preliminary recommendations and key alternatives with the City Council and others as directed. Revise recommendations based on input received. Final rate recommendations will be designed to:
a) fund each utility’s long-term costs of providing service, including operating, capital, and debt service funding needs
b) be fair and equitable to all customers,
c) provide a prudent balance of conservation incentive and revenue stability, d) be easy to understand and administer, and
e) comply with the substantive requirements of Proposition 218.

6. Evaluate Use of Automatic Rate Pass-Throughs
Identify and evaluate the potential for implementing automatic pass-throughs for future wholesale rate increase and/or ongoing cost inflation. BWA has helped many agencies implement pass-through provisions to protect agencies against unanticipated wholesale cost increases and keep rates aligned with the cost of providing service.

7. Evaluate Rate Impacts on a Range of City Customers
Calculate the impacts of each rate alternative on a range of City customers Discuss additional rate structure adjustments that may reduce the impact on certain customers if warranted.

Task 4. Capacity Fee Analysis

1. Project Team/Progress Meetings (online meetings as needed) Attend Project Team/Progress Meetings to present findings, discuss alternatives and preliminary recommendations, and gain ongoing input. BWA will participate in conference calls and online meetings as needed to the extent allowable within the project budget.

2. Review Current Capacity Fees & Procedures for Applying Fees Review the City’s current capacity fees as well as related policies and procedures for applying the fees to new development. As appropriate, identify potential modifications to the fees, fee structure, or how fees are applied. BWA has developed capacity charges under a wide range of methodologies and has assisted many agencies in improving fee equity and administration.

Task 3 Deliverables Include:
 Evaluation of current utility rates and potential rate structure modifications  Regional utility rate surveys
 Analysis of historical consumption and utility billing data  Cost of service analysis to support equitable and legally-defensible rates  Development of draft rate alternatives for City evaluation and input  Call with the City’s project team to present findings, discuss alternatives, and gain input

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City of Modesto – Water Rate and Fee Study Proposal

3. Conduct Survey of Regional Capacity Charges
Review and summarize capacity charges of other regional and comparable agencies. Summarize results in easily understandable tables and/or charts.

4. Evaluate Alternative Capacity Charge Methodologies
Identify and evaluate alternative methods for calculating capacity charges for new development. Discuss advantages and
disadvantages with the City’s project team and determine a recommended approach.

5. Develop Preliminary Capacity Charge Recommendations
Based on appropriate and technically sound methodology, and evaluation of alternative approaches, recommend updated capacity charges. Updated fees will be designed to comply with Government Code Section 66013 (established by AB1600).

6. Recommend a Method for Future Fee Updates
Recommend a method to annually or periodically adjust capacity charges to keep the fees aligned with future costs. For example, capacity charges can be adjusted annually based on the change in the Engineering News-Record’s Construction Cost Index, a widely used measure of construction cost inflation.

Task 5. Wastewater Miscellaneous Fee Analysis

1. Investigation and Data Collection
Assemble the information necessary to understand the City’s current wastewater fees and costs. The objectives of the investigation and data collection are to develop a complete understanding of City funds and their finances, and to reach an agreement on basic assumptions to be used in evaluating fee allocation methods and alternatives.

2. Review Current Miscellaneous Fees
Review the City’s current wastewater miscellaneous fees and charges. Prepare and evaluate alternatives based on the data assembled and input provided by the City. Review alternatives with City staff for agreements on assumptions, interpretations of data, and completeness of approach.

3. Update Miscellaneous Fees:

Update the City’s miscellaneous fees and charges. Miscellaneous fees will be developed based on cost of service approach to recover the cost of time and materials needed to provide each service. As part of this task, BWA will review conceptual fee methodologies and develop new fees and charges designed to equitably recover the costs of providing each service for which each fee is levied.

4. Prepare Draft and Final Reports
Prepare a draft report to summarize summarizing findings and draft recommendations. The report will provide and administrative record supporting the proposed charges. The report will be written for a nontechnical audience and will clearly explain the rationale for recommendations and key alternatives when applicable. Submit a draft report for City review and feedback. Incorporate input into a revised report and ultimately provide the City with printed and electronic copies as needed. The report will be provided in PDF format and can also be provided in editable Word and Excel files.

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City of Modesto – Water Rate and Fee Study Proposal
Task 6. Meetings, Reports, Presentations, Model and Rate Implementation

1. City Council Meetings/Rate Workshop (Up to 2 City Council Meetings and 1 Public Workshop) Attend a City Council Meeting to present findings, recommendations and alternatives, as well as to receive input. Incorporate input as warranted to ensure final recommendations reflect Council preferences.

Present revised recommendations at a subsequent Council Meeting with the goal of gaining Council approval to move forward with the Proposition 218 process to adopt rate increases.

2. Prepare Draft & Final Reports
Develop a draft report summarizing study objectives, findings, and draft recommendations. The report will provide an administrative record supporting the proposed utility rates and capacity charges and will be developed to demonstrate compliance with applicable legal requirements of Proposition 218, Proposition 26, and Government Code 66013. The report will be written for a non-technical audience and will clearly explain the rationale for recommendations and key alternatives when applicable. Submit a draft report for City review and feedback. Incorporate input into a revised report and ultimately provide the City with printed and electronic copies as needed. The report will be provided in PDF format and can also be provided in editable Word and Excel files.

3. Proposition 218 Rate Notice Assistance
Develop a draft Proposition 218 notice for City review. Incorporate revisions and develop a final notice.

BWA recommends the notice go beyond the minimum legal requirements and provide clear and concise explanation of the reasons for any rate adjustments. BWA has helped many agencies adopt rates via the Proposition 218 process. We have found that ratepayers are generally much more accepting of rate increases or rate structure modification when they understand the reasons underlying the adjustments.

BWA will coordinate the Proposition 218 notice translation, printing and mailing. BWA will also assist the City with compiling the mailing database.

4. Proposition 218 Rate Hearing
Attend the Proposition 218 Public Rate Hearing and remain available to present a summary of findings and recommendations and respond to Council and public comments. BWA has extensive experience presenting financial and rate recommendations to non-technical audiences, dealing with challenging questions, and building acceptance for final recommendations.

5. Public Education and Consensus-Building
Rate and fee adjustments are often controversial. BWA has helped many agencies with their public education and outreach efforts regarding rate and fee increases. We understand the importance of building consensus and public acceptance for our recommendations and can assist the City in any outreach and public education efforts.

Task 5 Deliverables Include:
 (2) City Council Meetings / Rate Workshops
 Draft and final reports summarizing key findings and recommendations and demonstrating compliance with legal requirements for rates
 Draft of the required Proposition 218 Notice of proposed rate increases  (1) Public Hearing

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City of Modesto – Water Rate and Fee Study Proposal
Section 3: Project Schedule
Provided below is a high-level draft timeframe for completion of the Project. BWA will work with the City to develop a final schedule designed to meet the City’s objectives.

Draft Water Rate and Fee Study Timeline:
- March 2027: Water Rate Study Kickoff.
- December 2027: Completion of all reports, models, and notices. - Spring 2028: Proposition 218 process (mailing, public hearing). - January 1, 2029: Water rates implemented.

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City of Modesto – Water Rate and Fee Study Proposal
Section 4: Cost Proposal
Provided below is a draft breakdown of our budget by task. We remain available to work with the City to refine the scope and budget to meet the City’s objectives and expectations.

Cost for Prop. 218 mailing is based on sending 70,000 notices of the same length and formatting as the previous Prop. 218 mailing. Not to exceed cost estimates are based on a current quote. BWA will pass through mailing costs directly with no mark-up. re based on

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City of Modesto – Water Rate and Fee Study Proposal

AVAILABILITY & FEES

1. Bartle Wells Associates is prepared to begin work upon authorization to proceed.

2. During the project development period, Bartle Wells Associates will be available at all reasonable times and on reasonable notice for meetings and for consultation with staff, attorneys, consulting engineers, and others, as necessary.

3. Bartle Wells Associates will perform all work related to the assignment. Erik Helgeson, a firm principal and vice-president, will be assigned as project manager on this assignment. He will serve as the lead contact person for BWA and will be involved with the project a day-to-day basis. Erik will be assisted by Kim Boehler as expert review. This project team may be assisted by other BWA analysts as needed.

4. The fees for services outlined in this proposal will not exceed $199,675 for the Water Cost of Service Rate and Capacity Fee Study. The fee is based on the following assumptions:
a. All necessary information will be provided by the City in a timely manner. b. Development of a draft, final draft, and final versions of tables, presentations, and reports. Time and expenses involved in revising tables and assumptions may constitute additional services if not achievable within the budget.
c. Three trips to the City for meetings and/or presentations. Additional meetings or presentations may constitute additional services if not achievable within the budget.

5. Progress payments and direct expenses are payable monthly on a time and materials basis as the work proceeds as provided in our Billing Rate Schedule 2025, which will remain in effect through the duration of this assignment.

6. Bartle Wells Associates will maintain in force, during the full term of the assignment, insurance as provided in the Certificate of Insurance attached.

7. If the project is terminated for any reason, we are to be reimbursed for professional services and direct expenses incurred up to the time we receive notification of such termination.

8. This proposal may be withdrawn or amended if not accepted within 90 days of its date.

9. We will not require a formal contract of employment and will consider a letter or e-mail from an appropriate official as sufficient authority to proceed.

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City of Modesto – Water Rate and Fee Study Proposal

BARTLE WELLS ASSOCIATES
BILLING RATE SCHEDULE 2025
Rates Effective 1/1/2025
Professional Services
Financial Analyst I ................................................................................................. $130 per hour Financial Analyst II ................................................................................................$150 per hour Associate Consultant.............................................................................................$170 per hour Consultant ............................................................................................................ $195 per hour Senior Consultant.................................................................................................. $220 per hour Project Manager/Technical Expert .......................................................................$250 per hour Principal Consultant .............................................................................................$285 per hour The hourly rates for professional services include all overhead and indirect expenses. Bartle Wells Associates (“BWA”) does not charge for administrative support services. Expert witness, legal testimony, or other special limited assignments will be billed at one and one-half times the consultant’s hourly rate.

The above rates will remain in effect through December 31, 2025, at which point they will be subject to adjustment.

Direct Expenses
Subconsultants will be billed at cost. Other reimbursable direct expenses incurred on behalf of the agency will be billed at cost.

Payment
Fees are typically billed monthly or bi-monthly for the preceding work period and are due and payable within 30 days of the date of the invoice. A late charge of 1.0 percent per month may be applied to balances unpaid after 60 days.

Insurance
BWA maintains insurance in the amounts and coverage as provided in the attached schedule of insurance.

Additional or special insurance, licensing, or permit requirements beyond what is shown on the schedule of insurance are billed in addition to the contract amount. BWA’sliability for defense costs, including attorneys' fees, expert witness fees, and other legal expenses, shall be no greater than that of a "design professional" as defined under California Civil Code Section 2782.8(c). BWA shall indemnify, defend, and hold harmless City Parties only to the extent that any liability, damages, or claims arise out of, pertain to, or relate to BWA’s negligence, recklessness, or willful misconduct. In no event shall BWA be required to provide a duty to defend beyond BWAs proportionate percentage of fault as ultimately determined by a court of law or through mutual agreement.

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INSURANCE

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a

BARTLE WELLS ASSOCIATES
BILLING RATE SCHEDULE 2026
Rates Effective 1/1/2026
Professional Services
Financial Analyst I ......................................................................................... $135 per hour Financial Analyst II ........................................................................................$155 per hour Associate Consultant ....................................................................................$175 per hour Consultant .................................................................................................... $200 per hour Senior Consultant ......................................................................................... $225 per hour Project Manager/Technical Expert................................................................ $260 per hour Principal Consultant ..................................................................................... $290 per hour The hourly rates for professional services include all overhead and indirect expenses. Bartle Wells Associates does not charge for administrative support services. Expert witness, legal testimony, or other special limited assignments will be billed at one and one-half times the consultant’s hourly rate.

The above rates will remain in effect through duration of the project.

Direct Expenses
Subconsultants will be billed at cost plus ten percent. Other reimbursable direct expenses incurred on behalf of the agency will be billed at cost plus ten percent. These reimbursable costs include, but are not limited to:
 Travel, meals, lodging  Automobile mileage
 Printing and photocopying  Messenger services and mailing costs  Special statistical analysis  Graphic design and photography  Outside computer services  Special legal services
 Bond ratings  Legal advertisements
Insurance
Bartle Wells Associates maintains insurance in the amounts and coverage as provided in the attached schedule of insurance. Additional or special insurance, licensing, or permit requirements beyond what is shown on the schedule of insurance are billed in addition to the contract amount.

Payment
Fees are typically billed monthly or bi-monthly on a time and materials basis as work proceeds. Invoices are due and payable within 30 days of the date of the invoice. A late charge of 1.0 percent per month may be applied to balances unpaid after 60 days.

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EXHIBIT C – Insurance Requirement for Professional Services Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Consultant his agents, representatives, employees or subconsultants.

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

4. Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.

Umbrella or Excess Coverage
The Consultant may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply #9..
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to a loss covered hereunder, shall be called upon to contribute to a loss until the Consultant’s primary and excess liability policies are exhausted.

The insurance policies are to contain, or be endorsed to contain, the following provisions:

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Modesto.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Modesto.

Claims Made Policies (applicable to Professional Liability only) If any of the required policies provide claims-made coverage:
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1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

Verification of Coverage
Consultant shall furnish the City of Modesto with original certificates and amendatory endorsements or copies of the applicable policy language affecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements are to be received and approved by the City of Modesto Risk Services before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant’s obligation to provide them. The City of Modesto reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.

Special Risks or Circumstances
City of Modesto reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

Certificate Holder Address
Proper address for mailing certificates, endorsements and notices shall be:

City of Modesto
Attn: Risk Management
1010 10th Street
Modesto, CA 95354
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Finance CommitteeAugust 24, 2026

Finance Committee
August 24, 2026