Paradise City Council
March 12, 2024

Project: Paradise Collection Sys
Date: Mon 2/26/24
By: MCI/Carollo DB Team
450
ID Task Name Duration Start Finish
38 1.3 - Implement Local Office 200 days Wed 3/20/24 Tue 12/24/24 39 Rent Local Office Space 10 mons Wed 3/20/24 Tue 12/24/24 40 Task 2: Reference Document Review and Validation 20 days Wed 3/20/24 Tue 4/16/24 41 2.1 - Review Existing Information/Documents 3 wks Wed 3/20/24 Tue 4/9/24 42 2.2 - Information/Data/Needs 0 days Tue 4/9/24 Tue 4/9/24 43 2.3 - Information/Data Needs Workshop 0 days Tue 4/16/24 Tue 4/16/24 44 Task 3: Field Investigation Plan 115 days Wed 3/20/24 Tue 8/27/24 45 3.1 - Desktop Geotechnical and Environmental Hazards Study 30 days Wed 3/20/24 Tue 4/30/24 46 Perform Desktop Study 3 wks Wed 3/20/24 Tue 4/9/24
47 Internal QC Review 1 wk Wed 4/10/24 Tue 4/16/24
48 Submit Draft Desktop Report 0 days Tue 4/16/24 Tue 4/16/24 49 Town Review 1 wk Wed 4/17/24 Tue 4/23/24
50 Update Final Desktop Report 1 wk Wed 4/24/24 Tue 4/30/24 51 Submit Final Desktop Report 0 days Tue 4/30/24 Tue 4/30/24 52 3.2 - Existing Utility Research 115 days Wed 3/20/24 Tue 8/27/24 53 Send Utility Information Request Letters 3 wks Wed 3/20/24 Tue 4/9/24 54 Utility Responses 2 mons Wed 4/10/24 Tue 6/4/24
55 Meet with Utilities, if needed 3 mons Wed 6/5/24 Tue 8/27/24 56 3.3 - Field Investigation Plan 65 days Wed 3/20/24 Tue 6/18/24 57 Geotechnical and Hazardous Materials 35 days Wed 5/1/24 Tue 6/18/24 58 Develop Field Investigation Plan 3 wks Wed 5/1/24 Tue 5/21/24 59 Internal QC Review 1 wk Wed 5/22/24 Tue 5/28/24
60 Submit Draft Plan 0 days Tue 5/28/24 Tue 5/28/24
61 Town Review 2 wks Wed 5/29/24 Tue 6/11/24
62 Update Final Plan 1 wk Wed 6/12/24 Tue 6/18/24
63 Submit Final Plan 0 days Tue 6/18/24 Tue 6/18/24
64 Land Survey 30 days Wed 3/20/24 Tue 4/30/24
65 Review City LIDAR Information 2 wks Wed 3/20/24 Tue 4/2/24 66 Develop Field Investigation Plan 3 wks Wed 3/20/24 Tue 4/9/24 67 Internal QC Review 1 wk Wed 4/10/24 Tue 4/16/24
68 Submit Draft Plan 0 days Tue 4/16/24 Tue 4/16/24
69 Town Review 1 wk Wed 4/17/24 Tue 4/23/24
70 Update Final Plan 1 wk Wed 4/24/24 Tue 4/30/24
71 Submit Final Plan 0 days Tue 4/30/24 Tue 4/30/24
72 3.4 - Scoping for Phase 1 Field Investigations 35 days Tue 5/7/24 Tue 6/25/24 73 Scoping for Land Survey 0 days Tue 5/7/24 Tue 5/7/24 74 Scoping for Geotech 0 days Tue 6/25/24 Tue 6/25/24
4/9
4/16
4/16
4/30
5/28
6/18
4/16
4/30
5/7
6/25
Feb Mar Apr May Jun Jul Aug Sep Oct Nov De
Qtr 1, 2024 Qtr 2, 2024 Qtr 3, 2024 Qtr 4, 2024
Task
Split
Milestone
Summary
Project Summary
Inactive Task
Inactive Milestone
Inactive Summary
Manual Task
Duration-only
Manual Summary Rollup
Manual Summary
Start-only
Finish-only
External Tasks
External Milestone
Deadline
Critical
Critical Split
Progress
Manual Progress

Project: Paradise Collection Sys
Date: Mon 2/26/24
By: MCI/Carollo DB Team
451
ID Task Name Duration Start Finish
75 Task 4: Hydraulic Model Development and Analysis 80 days Tue 4/2/24 Tue 7/23/24 76 4.1 - Hydraulic Model 65 days Tue 4/2/24 Tue 7/2/24
77 Create Baseline Model (already done) 0 days Tue 4/2/24 Tue 4/2/24 78 Town Provide Land Use Type for Collection System Model Development 1 wk Wed 4/3/24 Tue 4/9/24 79 Develop Hydraulic Model of Collection System and Pipeline 5 wks Wed 4/10/24 Tue 5/14/24 80 Perform Model Simulations of Project Alternatives 2 wks Wed 5/15/24 Tue 5/28/24 81 Internal QC Review 2 wks Wed 5/29/24 Tue 6/11/24
82 Update Model based on Meeting with Town 3 wks Wed 6/12/24 Tue 7/2/24 83 4.2 - Hydraulic Model Technical Memorandum 3 wks Wed 7/3/24 Tue 7/23/24 84 4.3 - Hydraulic Model Review Meeting 0 days Tue 6/11/24 Tue 6/11/24 85 Task 5: Basis of Design Report 213 days Fri 12/22/23 Tue 10/15/24 86 5.1 - Draft Basis of Design Report 40 days Wed 7/24/24 Tue 9/17/24 87 DRAFT BODR 4 wks Wed 7/24/24 Tue 8/20/24
88 Internal QC Review 2 wks Wed 8/21/24 Tue 9/3/24
89 Submit Draft BODR 0 days Tue 9/3/24 Tue 9/3/24
90 Town Review 2 wks Wed 9/4/24 Tue 9/17/24
91 5.2 - Identificaiton of Property Acquisition and Right-of-Way Needs Workshop 0 days Fri 12/22/23 Fri 12/22/23 92 5.3 - Lateral Connection Stragety Session 0 days Fri 12/22/23 Fri 12/22/23 93 5.4 - Collection System Operations Workshop 0 days Fri 12/22/23 Fri 12/22/23 94 5.5 - Export Pipeline / Chico WPCP Connection Operations Workshop 0 days Fri 12/22/23 Fri 12/22/23 95 5.6 - SCADA Strategy Workshop 0 days Fri 12/22/23 Fri 12/22/23 96 5.7 - Draft BODR Review Meetings 5 days Tue 9/17/24 Tue 9/24/24 97 Town Review Workshop #1 - Collection System 0 wks Tue 9/17/24 Tue 9/17/24 98 Town Review Workshop #2 - Export Pipeline 0 wks Tue 9/24/24 Tue 9/24/24 99 5.8 - Final BODR 15 days Wed 9/25/24 Tue 10/15/24
100 Update Final BODR 3 wks Wed 9/25/24 Tue 10/15/24
101 Submit Final BODR 0 days Tue 10/15/24 Tue 10/15/24
102 Task 6: Funding Support 160 days Wed 6/12/24 Tue 1/21/25 103 Funding Support 8 mons Wed 6/12/24 Tue 1/21/25
104 Task 7: Permitting Support 160 days Wed 6/12/24 Tue 1/21/25 105 Permitting Support 8 mons Wed 6/12/24 Tue 1/21/25
106 Task 8: Stakeholder and Public Outreach Support 940 days Wed 3/20/24 Tue 10/26/27 108 Task 9: Design and Construction Phasing Plan and Schedule 140 days Wed 4/17/24 Tue 10/29/24 109 Meet w/ Town to Develop WBS Structure 1 day Wed 4/17/24 Wed 4/17/24 110 Develop Draft Phasing Plan and Schedule 3 wks Thu 4/18/24 Wed 5/8/24 111 Internal QC Review 1 wk Thu 5/9/24 Wed 5/15/24
112 Submit Draft Phasing Plan and Schedule 0 days Wed 5/15/24 Wed 5/15/24 4/2
6/11
9/3
12/22
12/22
12/22
12/22
12/22
9/17
9/24
10/15
5/15
Feb Mar Apr May Jun Jul Aug Sep Oct Nov De
Qtr 1, 2024 Qtr 2, 2024 Qtr 3, 2024 Qtr 4, 2024
Task
Split
Milestone
Summary
Project Summary
Inactive Task
Inactive Milestone
Inactive Summary
Manual Task
Duration-only
Manual Summary Rollup
Manual Summary
Start-only
Finish-only
External Tasks
External Milestone
Deadline
Critical
Critical Split
Progress
Manual Progress

Project: Paradise Collection Sys
Date: Mon 2/26/24
By: MCI/Carollo DB Team
452
ID Task Name Duration Start Finish
113 Town Review 1 wk Thu 5/16/24 Wed 5/22/24
114 Update Schedule & Cost Load 1 wk Thu 5/23/24 Wed 5/29/24 115 Town Review Workshop #1 0 days Wed 5/29/24 Wed 5/29/24 116 Town Review Workshop #2 0 days Wed 6/5/24 Wed 6/5/24 117 Update Final Phasing Plan and Schedule 2 wks Wed 10/16/24 Tue 10/29/24 118 Submit Final Phasing Plan and Schedule 0 days Tue 10/29/24 Tue 10/29/24 119 Task 10: Cost Model 190 days Wed 3/13/24 Tue 12/3/24 120 Setup Draft Estimate Template 2 wks Wed 3/13/24 Tue 3/26/24 121 Review Template w/ Town 1 day Wed 3/27/24 Wed 3/27/24 122 Revise Template 3 days Thu 3/28/24 Mon 4/1/24
123 Town Approval of Template 1 day Tue 4/2/24 Tue 4/2/24 124 Provide Initial Estimate to Town 3 wks Wed 4/3/24 Tue 4/23/24 125 Town Review of Estimate 1 wk Wed 4/24/24 Tue 4/30/24 126 Meet with Town to Review Estimate 1 day Wed 5/1/24 Wed 5/1/24 127 Revise Initial Estimate 1 wk Thu 5/2/24 Wed 5/8/24
128 Submit Initial Cost Estimate (Final) 0 days Wed 5/8/24 Wed 5/8/24 129 Update Estimate per BODR 3 wks Wed 10/16/24 Tue 11/5/24 130 Town Review 2 wks Wed 11/6/24 Tue 11/19/24
131 Town Review Workshop #1 0 days Tue 11/19/24 Tue 11/19/24 132 Town Review Workshop #2 0 days Tue 11/19/24 Tue 11/19/24 133 Update Final Baseline Cost Model 2 wks Wed 11/20/24 Tue 12/3/24 134 Submit Final Baseline Cost Model 0 days Tue 12/3/24 Tue 12/3/24 135 Task 11: Phase 1 Additional Preliminary Services 215 days Wed 3/20/24 Tue 1/14/25 136 11.1 - Early-Phase Field Investigations 4 mons Wed 6/5/24 Tue 9/24/24 137 11.2 - Additional Phase 1 Topographic Survey 4 mons Wed 5/8/24 Tue 8/27/24 138 11.3 - Additional Phase 1 Geotechnical and Environmental Investigation 4 mons Wed 9/25/24 Tue 1/14/25 139 11.4 - Additional Alignment Alternatives 1 mon Wed 6/12/24 Tue 7/9/24 140 11.5 - Additional Project Meetings 10 mons Wed 3/20/24 Tue 12/24/24 141 11.6 - Additional Outreach Effort 10 mons Wed 3/20/24 Tue 12/24/24 142 11.7 - Participation/Support at Town Council Meetings / Public Communication 10 mons Wed 3/20/24 Tue 12/24/24 143 11.8 - Public Records Request 2 mons Wed 6/12/24 Tue 8/6/24 144 11.9 - Other Unanticipated Work Identified by the Town 10 mons Wed 3/20/24 Tue 12/24/24 5/29
6/5
10/29
5/8
11/19
11/19
12 Feb Mar Apr May Jun Jul Aug Sep Oct Nov De
Qtr 1, 2024 Qtr 2, 2024 Qtr 3, 2024 Qtr 4, 2024
Task
Split
Milestone
Summary
Project Summary
Inactive Task
Inactive Milestone
Inactive Summary
Manual Task
Duration-only
Manual Summary Rollup
Manual Summary
Start-only
Finish-only
External Tasks
External Milestone
Deadline
Critical
Critical Split
Progress
Manual Progress

Project: Paradise Collection Sys
Date: Mon 2/26/24
By: MCI/Carollo DB Team
453
3840090.12 047018 CTR
ATTACHMENT 2B-2

FORM OF SUBSEQUENT PRELIMINARY SERVICES PHASE PRELIMINARY SERVICES

SCHEDULE
[From the applicable Subsequent Preliminary Services Phase Preliminary Services Submittal.] 454
3840090.12 047018 CTR
ATTACHMENT 2C

PRELIMINARY SERVICES NOT-TO-EXCEED PRICING
455
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ATTACHMENT 2C-1
PHASE 1A PRELIMINARY SERVICES NOT-TO-EXCEED PRICING
[See attached pages]
456
Task 0 Reimbursable Expenses $ 149,028
Task 1 Project Management $ 871,252
Task 2 Reference Document Review and Validation $ 165,329 Task 3 Field Investigations $ 424,257
Task 4 Hydraulic Model Development and Analysis $ 277,862 Task 5 Basis of Design Report $ 843,884
Task 6 Funding Support $ 70,062
Task 7 Permitting Support $ 159,495
Task 8 Stakeholder and Public Outreach Support $ 29,556 Task 9 Design and Construction Phasing Plan and Schedule $ 251,603 Task 10 Cost Model $ 192,809
$ 3,435,136
Task 11 Phase 1a Additional Services

11.1 Early Phase Field Investigations $ 898,600

11.2 Additional Phase 1 Topographic Survey $ 1,301,800

11.3 Additional Phase 1 Geotechnical and Environmental Investigation 1,084,750 $

11.4 Additional Alignment Alternatives $ 134,750

11.5 Additional Project Meetings $ 118,250

11.6 Additional Outreach Effort $ 107,750

11.7 Participation/Support at Town Council Meetings/Public Communication 87,250 $

11.8 Public Records Request $ 49,000

11.9 Funding Compliance Requirements $ 134,750

11.10 Other Unanticipated Work Identified by Town $ 240,250 Phase 1a Allowance Labor & Expense Total $ 4,157,150
Task Order 01 - Phase 1a Preliminary Services
Task Order Total
Phase 1a Base Preliminary Services Labor & Expense Total 457
3840090.12 047018 CTR
ATTACHMENT 2C-2
FORM OF SUBSEQUENT PRELIMINARY SERVICES PHASE PRELIMINARY SERVICES NOTTO-EXCEED PRICING [From the applicable Subsequent Preliminary Services Phase Preliminary Services Submittal.] 458
3840090.12 047018 CTR
ATTACHMENT 2D

PRELIMINARY SERVICES BILLING RATES
459
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ATTACHMENT 2D-1
PHASE 1A PRELIMINARY SERVICES BILLING RATES
[See attached pages]
460
Role Rate/Hour Role Rate/Hour
Project Manager (MCI) $ 290 Principal In Charge (Carollo) $ 365 Assistant Project Manager (MCI) $ 245 Deputy Project Manager (Carollo) $ 365 Preconstruction Manager (MCI) $ 290 Engineer of Record (Carollo) $ 385 Professional (MCI) $ 273 QA/QC Manager (Carollo) $ 385
Project Controls Manager (MCI) $ 268 Design Manager (Carollo) $ 365 Cost Model Manager (MCI) $ 266 Funding Manager (Carollo) $ 339 Design-Build Manager (MCI) $ 247 Permitting Manager (Carollo) $ 339 Testing & Commissioning Manager (MCI) $ 245 Hydraulics Engineer (Carollo) $ 339 Saftey Manager (Corporate) (MCI) $ 245 Professional (Carollo) $ 289 Saftey Manager (MCI) $ 190 Asst. Professional (Carollo) $ 241 Project Coordinator (MCI) $ 190 Senior Technician (Carollo) $ 253 Administrative Support (MCI) $ 125 Technician (Carollo) $ 186 Clerical Support (Carollo) $ 167
Billing Rate Schedule
461
462
3840090.12 047018 CTR
ATTACHMENT 2D-2

FORM OF SUBSEQUENT PRELIMINARY SERVICES PHASE PRELIMINARY SERVICES

BILLING RATES
[From the applicable Subsequent Preliminary Services Phase Preliminary Services Submittal.] 463
3840090.12 047018 CTR
APPENDIX 3

GOVERNMENTAL AND NON-GOVERNMENTAL APPROVALS
464
Town of Paradise Sewer Project Appendix 3: Governmental and Non-Governmental Approvals
A3-1
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APPENDIX 3

GOVERNMENTAL AND NON-GOVERNMENTAL APPROVALS
[Note: To be developed.]

3.1. PURPOSE
The purpose of this Appendix is to identify the Governmental and Non-Governmental Approvals that are expected to be required to proceed to the Design-Build Period of the Project. (Tables A3.1 and A-3.2).

The Design-Builder shall be responsible for obtaining and maintaining any Governmental and Non-Governmental Approvals that are not explicitly identified as a Town responsibility, irrespective of whether any such Governmental or Non-Governmental Approval is identified in this Appendix.

3.2. GOVERNMENT AND NON-GOVERNMENTAL APPROVALS
Tables A3-1 and A3-2 indicate the responsibilities of the Design-Builder and the Town with respect to Governmental and Non-Governmental Approvals, respectively. 465
Town of Paradise Sewer Project Appendix 3: Governmental and Non-Governmental Approvals
A3-2
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Table A3-1. Governmental Approvals Responsibility
Name of
Governmental
Approval
Issuing
Agency
Permittee
/Approval
Holder
Application
Manager
Responsibility for Obtaining / Supporting
Permit Application Process
Fee Payment
Responsibility
[Note: To be developed as part of the Preliminary
Services.]
(1) Payment for review time by permitting entity above and beyond that covered by permit fees will be paid by the Town. 466
Town of Paradise Sewer Project Appendix 3: Governmental and Non-Governmental Approvals
A3-3
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Table A3-2. Non-Governmental Approvals Responsibility
Name of
Governmental
Approval
Issuing
Agency
Permittee
/Approval
Holder
Application
Manager Information Supply Responsibility Fee Payment Responsibility [Note: To be developed as part of the Preliminary
Services.]
467
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[THIS PAGE INTENTIONALLY LEFT BLANK]
468
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APPENDIX 4

TECHNICAL STANDARDS AND BASELINE DESIGN DOCUMENTS
469
Town of Paradise Sewer Project Appendix 4
Technical Standards and Baseline Design Documents
A4-1
3840090.12 047018 CTR
APPENDIX 4

TECHNICAL STANDARDS AND BASELINE DESIGN DOCUMENTS

4.1. TECHNICAL STANDARDS
Table A4-1 sets forth certain minimum technical standards applicable to design and testing for the Project. The list of technical standards will be expanded as part of the GMP Amendment to include all applicable codes, standards and technical requirements identified by the DesignBuilder in its Basis of Design Report and GMP Submittal Design Level Baseline Design Documents.

Table A4-1. Technical Standards
[Note: To be developed as part of the Preliminary Services.] Applicable local seismic requirements
Federal, state, and local regulations

4.2. BASELINE DESIGN DOCUMENTS
[Note: To be included with the GMP Amendment and will include GMP Submittal Design Level drawings and specifications.]
470
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APPENDIX 5

GENERAL DESIGN-BUILD WORK REQUIREMENTS
471
Town of Paradise Sewer Project Appendix 5
General Design-Build Work
Requirements
A5-1
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APPENDIX 5

GENERAL DESIGN-BUILD WORK REQUIREMENTS

5.1. PURPOSE
The purpose of this Appendix is to set forth certain requirements for the performance of the Design-Build Work. The Design-Builder shall perform the Design-Build Work in accordance with the Contract Standards, including the requirements set forth in this Appendix.

5.2. MANAGEMENT AND COORDINATION
As needed, the Design-Builder shall hold meetings that are separate from and in addition to weekly Construction progress meetings described in Section 5.4.2 of this Appendix, and shall prepare correspondence and make any other arrangements as necessary to coordinate the Design-Build Work. The Design-Builder shall coordinate its activities with other contractors performing work at or near the Project Sites. The Design-Builder shall identify other construction contracts that may be in progress in close proximity to or bordering on the Project. The Design-Builder shall coordinate all Construction activities that could impact existing Utility services and installations (e.g., conduits, pipelines, transmission mains and other Utility equipment and appurtenances) with the Utilities, and shall coordinate, arrange for and/or implement any required utility relocations with the applicable utility, consistent with its Utility Relocation Plan. Coordination meetings may include review of the Design-Build Period Work Schedule and installation procedures of other contractors to identify potential conflicts, allocation of space on the Project Sites, drawing/design interchange among contractors, establishment and modification of schedules and sequences of Construction operations, and planning of future meetings.

5.3. DESIGN-BUILD PERIOD WORK SCHEDULE

5.3.1 Design-Build Period Work Schedule.

All activities comprising the Design-Build Work shall be scheduled and monitored by use of Microsoft Project or Primavera software which sets forth all tasks and key Tasks in a logical and efficient work sequence that the Design-Builder intends to utilize to plan, organize and execute design and Construction work in taking the Project from the Baseline Design Documents to Final Completion and Town operation, to record and report actual performance and progress, to show plans to complete all remaining activities as of the end of each progress report period, and to enable Town and its Owner Representative to monitor and evaluate work progress. If Primavera is used, the Design-Builder shall provide schedule information to the Town in both native and PDF format as directed by the Town.

The Design-Build Period Work Schedule shall be in the form of an activity oriented network diagram (Critical Path Method) and the principles and definitions of the terms used herein shall be as set forth in the Associated General Contractors of America (AGC) publication The Use of CPM in Construction, 1976. In the event of discrepancies, this Appendix shall govern the development and utilization of the Design-Build Period Work Schedule.

The Design-Build Period Work Schedule shall be comprised of the cost and resource loaded Detailed Network Diagram and reports described herein. The Design-Build Period Work Schedule shall show the sequence and interdependence of activities required for complete performance of all the work including design development, procurement, Construction, Substantial Completion and Final Completion. The Design-Build Period Work Schedule shall begin with the Contract Date, include milestones representing release of design packages for 472
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Requirements
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Construction, include the Interim Construction Milestones, include milestones representing completion of Substantial Completion and conclude with a milestone representing Final Completion, in addition to any control milestones provided by the Town. [Note: Other milestones may be added based on Construction Phasing Plan and as part of GMP Amendment.]
The Design-Build Period Work Schedule shall be initially prepared and updated in accordance with Appendix 2 and further updated as required in accordance with this Appendix. The Design-Builder shall undertake and complete the Design-Build Work in accordance with the Design-Build Period Work Schedule. The Design-Builder shall develop, revise and provide all information and input necessary for the Design-Build Period Work Schedule required pursuant to this Appendix in accordance with the Contract Standards. The planning, scheduling, coordination and execution of the Design-Build Work are the sole responsibility of the DesignBuilder. The Scheduled Substantial Completion Date and the date for Final Completion shall not be changed in any updates without written permission from the Town in accordance with the Contract Documents.

5.3.2 Detailed Network Diagram
The Design-Build Period Work Schedule shall include a time-scaled “Detailed Network Diagram” based on calendar days. The Detailed Network Diagram shall be in Critical Path Method (the “CPM”) precedence format and shall show the sequence and interdependence of activities required for complete performance of all items of work. A calendar shall be shown on all sheets along the entire sheet length. Each activity shall be plotted so that the beginning (and completion dates) of the activity can be determined graphically (by comparison) with the calendar scale.

The Detailed Network Diagram shall provide sufficient detail and clarity of form and technique so that the Design-Builder can plan, schedule, and control the Design-Build Work properly and the Town and its Owner Representative can readily monitor and follow progress for all portions of the Design-Build Work. The Detailed Network Diagram shall include all activities of the Design-Build Work. Critical path activities shall be identified, including critical paths for milestone dates.

The Detailed Network Diagram shall include the following information related to the activities:
 Activity number.
 Activity Description.
 Estimated duration in working days.
 Major materials and equipment acquisition and arrivals/departures at/from the Project.

The degree of detail of the Detailed Network Diagram shall consider the following factors:
 Normal weather delays per season that would delay or affect the work plan using identified schedule buffer activities in the logic chain to the next control milestone in the logic chain
 The type of work to be performed and the labor trades involved.  All delivery activities for all major materials and equipment.  A schedule for all submittals requiring outside or design Subcontractor approval, including allowed review response time, and logic linked to start of appropriate work items so that any resubmittal requirements shall adjust the start or ordering of the consequential work item(s)
473
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Requirements
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 Submittal and approval of shop and working drawings and material samples.  Efforts and activities for all Subcontract work by discrete Subcontractor.  Access and availability to work areas.
 Test, submissions, and acceptance of test results.

Seasonal weather conditions shall be considered and included in the planning and scheduling of all work influenced by high or low ambient temperatures and/or precipitation to complete all Design-Build Work by the Final Completion date. Seasonal weather conditions shall be determined by an assessment of average historical climatic conditions based upon the preceding ten year records published for the locality by the National Ocean and Atmospheric Administration based on the Chico Army Flying School reporting station.

The Design-Builder may use labor or equipment restraints separately noted to optimize and level labor and equipment requirements. The individual activities involved may be sequenced within the limits of total float to the next control milestone in the logic chain. When this technique is used in establishing the working schedule, it shall be reflected in the logic.

Critical or near-critical paths developed from the use of labor restraints shall be kept to a minimum. Near-critical paths shall be defined as those paths having 14 calendar days or less of total float at time of initial submission.

The Design-Build Period Work Schedule (and any updates thereto) shall be submitted to the Town in hardcopy, pdf and native format.

5.3.3 Design-Build Period Work Schedule Updates.

The Design-Builder shall, as required from time to time during the Design-Build Period, but no less than once per calendar month, in consultation with the Town update the Design-Build Period Work Schedule so that it is at all times an accurate, reasonable and realistic representation of the Design-Builder's plans for the completion of the Design-Build Work in accordance with the requirements of the Contract Documents. The Design-Builder shall submit schedule updates (in hard copy, pdf and native format) to the Town 3 business days in advance of the first progress meeting of each month. Each schedule update shall include the following elements:
(a) A complete updated CPM schedule showing progress against each activity; (b) a four week look ahead schedule and a present to complete summary schedule and a Construction activity status report to include current and forecasted status of each Construction activity and submittal event in WBS start sort order; and
(c) status for any weather schedule buffers shall be made on the number of observed and recorded weather delays that occurred to date for the schedule buffer timespan, which must be verifiable against the daily field reports for each work segment.

The updates shall include adjustments resulting from Uncontrollable Circumstances and Baseline Design Requirements Changes, if any, as permitted by this Design-Build Contract and as provided in Section 5.3.5 of this Appendix.

Should any negative float items appear, the Design-Builder shall provide specific explanation of the causes of each and proposed remedies.
474
Town of Paradise Sewer Project Appendix 5
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Requirements
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5.3.4 Town Review.

The Town shall review the updated Design-Build Period Work Schedule and advise the DesignBuilder as to any of its concerns, along with proposed changes. Every three months, or more frequently if requested by the Town, in addition to the weekly Construction progress meetings, the Design-Builder shall meet with the Town to discuss Project progress and the updated Design-Build Period Work Schedule. The Design-Builder shall respond to the Town concerns and indicate how the proposed changes or revisions thereto can be made to satisfactorily address Town concerns. Upon Town approval, the changes shall be incorporated in the updated Design-Build Period Work Schedule and replace the previous baseline Design-Build Period Work Schedule. Design-Build Period Work Schedule updates are for the purpose of providing the Design-Builder with flexibility in its work activity durations and sequences, but in no event shall such updates result in a change in the Scheduled Substantial Completion Date or the date for Final Completion. The Scheduled Substantial Completion Date shall be adjusted solely as provided in Sections 8.4 and 8.10, respectively, of this Design-Build Contract.

5.3.5 Events Affecting the Design-Build Period Work Schedule.

No later than 15 days following the occurrence of an Uncontrollable Circumstance or a Towndirected Change Order, or delays are experienced that may impact the critical path, the Design-Builder shall submit a report containing a “Time Impact Analysis” illustrating the effects of such events on the current Design-Build Period Work Schedule, including any new dates for work task and major Tasks, Interim Construction Milestones, Substantial Completion, the Scheduled Substantial Completion Date or the date for Final Completion.

Additionally, the analysis shall demonstrate the time impact based on the date that the DesignBuilder was notified of the authorization of the change or the date that the delay began, the status of Construction at that point in time, and the event time computation of all affected activities. The Design-Builder shall present mitigation measures that were considered to offset potential work delays; those proposed for Town review and acceptance; and a revised DesignBuild Period Work Schedule incorporating the Design-Builder’s proposed changes.

The event items used in the analysis shall be those included in the latest updated copy of the detailed progress schedule. In cases in which the Design-Builder does not submit a Time Impact Analysis for a specific change within the time requirements established under this Section 5.3.5, then it is mutually agreed that that particular potential revision or delay has no time impact on any of the scheduled completion dates and the Project’s critical path and no time extension will be granted.

5.4. CONSTRUCTION MEETINGS AND REPORTS

5.4.1 Pre-Construction and Partnering Conferences.

Consistent with its Town Approved Design and Construction Phasing Plan, the Design-Builder shall hold a pre-Construction conference prior to commencement of each Construction work package. Additionally, the Design-Builder shall hold Partnering conferences at intervals agreed to by the Town. The Design-Builder shall prepare an agenda which shall be reviewed with the Town prior to each conference, and shall preside at each conference, contributing appropriate items for discussion, providing any data requested, recording minutes to summarize significant proceedings and decisions, and distributing the minutes to all parties in attendance.

Each conference shall be scheduled by the Design-Builder at a time reasonably acceptable to the Town and shall be attended by the Project Manager (Project Manager), the Design-Builder’s Construction Manager, the Design-Builder’s Construction Superintendent, and the Design475 Town of Paradise Sewer Project Appendix 5
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Builder’s principal Subcontractors’ project managers or superintendents and representatives of major suppliers as the Design-Builder deems appropriate. Other attendees may be added at the discretion of the Design-Builder and the Town.

5.4.2 Construction Progress Meetings - Scheduling and Attendance.

The Design-Builder shall schedule, hold, and facilitate regular weekly Construction progress meetings from the time mobilization for Construction commences through Final Completion, and at other times if requested by the Town or as the Design-Builder deems necessary. The Construction progress meetings shall be attended by the Design-Builder Construction Manager, the Design-Builder Superintendent, the QA/QC Manager, as applicable, and the Design-Builder’s principal Subcontractors’ project managers or superintendents and representatives of major Suppliers, as the Design-Builder deems appropriate. The Project Manager shall attend weekly Construction progress meetings, and the representatives from the Design-Builder’s executive team shall attend weekly Construction progress meetings periodically as requested by the Town. Other attendees may include any other contractors whose work affects or is affected by Construction of the Project, and others deemed appropriate by these parties. The Town and its Owner Representative shall attend the weekly Construction progress meetings and monthly management meetings. Construction progress meetings shall be held at a location designated by the Town.

5.4.3 Construction Progress Meetings Agenda.

At such weekly meetings, discussions shall be held concerning all aspects of the Design-Build Work. The Design-Builder shall prepare an agenda, preside at meetings, record minutes to include significant proceedings and decisions, and distribute the minutes to all parties in attendance within three Business Days of the meeting. The agenda shall generally include the status of the following matters, as applicable:
(a) Summary of previous meeting issues, actions and assignments. (b) Progress since last meeting (Design-Builder and Subcontractors). (c) Schedules, including updates on planned progress for next four weeks, off-site fabrication and delivery schedules; corrective action measures, if required and when to be implemented.
(d) Problems, issues and considerations.
(e) Change Orders, Contract Administration Memoranda and Contract Amendments.
(f) Status of submittals, including to be submitted, submitted, responses requiring corrective actions and resubmittal and approved.
(g) Requests for Information, including those to be submitted, submitted, responses and whether adequate or more information is required.
(h) QA/QC reviews, findings, issues and actions.
(i) Coordination among parties.
(j) Safety program update, concerns, accidents, and injuries, if any. 476
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(k) Public affairs and issues or concerns of nearby businesses and other stakeholders.
(l) Project Sites visits by the Town, the Town’s representatives, representatives of Governmental Bodies, issuers of Non-Governmental Approvals and DesignBuilder’s representatives. (m) Compliance with Governmental Approval mitigations and any environmental issues.
(n) Status of record drawings and specifications.

5.4.4 Monthly Progress Reports.

Monthly Progress Report required to be submitted by the Design-Builder shall include:
(a) a summary of Design-Build Work activities during the reporting month. (b) a schedule of upcoming Design-Build Work activities. (c) a listing of submittals delivered during the reporting month and their status; (d) a listing of submittals scheduled for delivery the following month. (e) the Design-Builder’s verification that the record documents have been updated as appropriate.
(f) a summary of activities involved with obtaining Governmental Approvals and Non-Governmental Approvals.
(g) a listing of any violations of Governmental Approvals, Non-Governmental Approvals or Applicable Law and actions taken or to be taken to eliminate any subsequent violations.
(h) a listing of issues needing resolution.
(i) a listing of all telephone calls received during the reporting month involving material inquiries or complaints.
(j) Design-Build Period Work Schedule updates and Cost/Schedule Status Report (CSSR).
(k) the Design-Builder’s recovery plan for meeting the Scheduled Substantial Completion Date should the Design-Builder’s progress-to-date indicate that the Design-Builder’s Design-Build Work is behind schedule and at risk of not being completed by the Scheduled Substantial Completion Date (as adjusted for extensions of time permitted under this Design-Build Contract). (l) Expenditures for the most recently completed month and for the Project to date, and a comparison to the Anticipated Design-Build Period Work Cost Schedule; explanations for significant deviations from the Anticipated Design-Build Period Work Cost Schedule for both over-expenditures and under-expenditures. 477
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(m) Progress payment requests as described in Article 9 of this Design-Build Contract. The format of the payment request shall be matched with the description of work activities completed for the reporting month and the Anticipated Design-Build Period Work Cost Schedule so that the Town can easily relate the breakdown of the payment request to work progress on specific tasks and Tasks. Supporting documentation shall be provided so that the Town can readily determine the basis for the requested payment amounts for Design-Build Work performed during the month by task or Tasks in terms of labor hours, construction equipment costs, Capital Improvements equipment and materials expenditures, including similar breakdowns for Subcontracts and other Project costs incurred during the month unless waived by the Town. Current retainage and total retainage to date shall be included in the monthly report. Payment request information shall include similar information for changes made pursuant to Sections 6.7 and 6.8 of this Design-Build Contract.

The Monthly Progress Reports shall also provide a description of (1) any concerns or issues raised by the Town or other parties regarding the Design-Build Work, and the Design-Builder’s approach to promptly addressing and resolving such concerns or issues, and (2) a section containing health and safety statistics and a description of any accidents or injuries that occurred and the follow up investigations as to cause and subsequent corrective actions to be taken or already implemented by the Design-Builder. The format of the Monthly Progress Reports shall be developed by the Design-Builder and approved by the Town prior to the commencement of any Construction on the Project Sites.

5.4.5 Project Records.

The Design-Builder, in connection with the Design-Build Work generally, shall maintain and provide the following records:
(a) Record Drawings and Specifications: The Design-Builder shall:
(1) throughout the Construction, update the Design Documents (with respect to the drawings, such update shall be in hard copy and “CAD” or other electronic format reasonably acceptable to the Town), including approved shop drawings that are available from Subcontractors in CAD format, so as to produce accurate and complete record documents for the Project.
(2) as requested from time to time during the Construction, make available such record drawings and specifications to the Town for review to permit the Town to monitor the Design-Builder's compliance with the requirements of this Section 5.4.5.
(3) provide eight half-size and two full-sized hard copies of the completed record drawings as a condition to Final Completion. The record drawings shall not be deemed to have satisfied the condition to Final Completion unless reviewed and deemed final by the Town.
(b) Equipment and Systems Manuals: The Design-Builder shall:
(1) (1) as a condition to Final Completion, and in accordance with Sections 5.8.2 (Content of the Operations and Maintenance Manual) and

5.9 (Service Manuals) of this Appendix,, make available all operation and 478
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maintenance manuals, specifications, warranties and related information, in both written and electronic form, for all the equipment and systems that have been included in the Design-Build Work for review by the Town; and
(2) organize and store such information in accordance with Section 6.6(D) of this Design-Build Contract;
(c) Design Records: The Design-Builder shall retain records of the design development.
(d) Minutes of Meetings: The Design-Builder shall retain minutes of meetings between the Town and the Design-Builder relating to the Design-Build Work, and shall circulate such minutes to the Town and its Owner Representative for review and comment.
(e) Inspection Reports and Tests Results: The Design-Builder shall retain official reports and certified test records of all inspections and tests which were undertaken as part of the Construction.
(f) Utility Plans: The Design-Builder shall retain utility plans for the Project and the Project Sites.
(g) Landscape and Irrigation Plans: The Design-Builder shall retain landscape and irrigation plans for the Project and the Project Sites. (h) Copies of all Governmental Approvals and Non-Governmental Approvals: The Design-Builder shall retain copies of all Governmental Approvals and NonGovernmental Approvals for the Construction and occupation of the Project. (i) Signed Quality Management Plan as updated for the Design-Build Period Work:

The Design-Builder shall retain a signed copy of the Quality Management Plan as updated for the Design-Build Period Work for the design and Construction and all records of the quality assurance program implemented as required by the Contract Documents.
(j) Daily field logs recording the weather at each work site throughout the day, what contractors are on site and equipment/material deliveries as well as any events such as outages, work stoppage, accidents, material/equipment loss, and property damage.

The records referred to in this Section 5.4.5 shall be retained for at least five (5) years after the latest of: (1) final payment under this Design-Build Contract; (2) final settlement of a termination for convenience under Section 12.6; (3) the final resolution of any dispute; and (4) the last of the notices from the Granting Agencies to the Town that the applicable Grant contract has been closed according to the record retention requirements at 2 CFR 200.334.

5.5. CONSTRUCTION WORK GENERALLY

5.5.1 Geotechnical Work and Subsurface Exploration
As part of the Preliminary Services, it is expected that the Design-Builder will conduct geotechnical and subsurface investigations of portions of the Project Sites and the results of these investigations will be presented in the applicable reports required pursuant to 479
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Appendix 2, including the Contamination Assessment Report and the Contaminated Media Management Plan. The Design-Builder shall conduct any additional subsurface investigations of the Project Sites as necessary in accordance with Good Engineering and Construction Practice to determine design requirements for Construction, including dewatering and foundation requirements. The Design-Builder shall employ a qualified firm to perform the subsurface investigations. The Design-Builder shall employ a professional engineer, licensed in the State, to plan, oversee, and evaluate the results of all additional subsurface investigations and to determine requirements for the design of the Project, including foundations, superstructures, and dewatering systems, with regard to seismic conditions and existing soil conditions. The engineer shall provide recommendations for Construction requirements as to protecting the Design-Build Work and any existing structures and Utilities.

The Design-Builder shall perform all geotechnical work and subsurface explorations in accordance with the Contract Standards.

The Design-Builder shall have the full responsibility for verifying the presence and location of all subsurface utilities structures at the Project Site.

5.5.2 Deliverable Material.

The Design-Builder shall deliver to the Town all Deliverable Material required to be delivered under this Appendix, Appendix 6, Appendix 7 and Appendix 9.

5.5.3 Signs.

The Design-Builder shall provide and maintain temporary identification and information signs during the Design-Build Period in conformance with Town requirements and specifications. No signs shall be erected until their appearance, content, and location have been fully reviewed and approved by the Town, which approval shall not unreasonably be withheld, conditioned or delayed. The Design-Builder shall remove temporary signs from the Project Sites when they are no longer necessary.

5.5.4 Laydown Areas and Town Construction Office Space.

Laydown and staging areas for construction materials shall be located at the Project Sites or at other locations arranged and paid for by the Design-Builder that are approved by the Town.

The Design-Builder shall not store materials in a Town Right of Way unless authorized by the Town.

5.5.5 Maintenance of the Project Sites.

During performance of the Design-Build Work, the Design-Builder shall be responsible for the overall maintenance of the Project Sites. The Design-Builder shall keep the Project Sites neat and orderly at all times, and shall clean up and remove all rubbish and construction debris from the Project Sites as they accumulate in accordance with the Contract Standards.

5.5.6 Temporary Utilities.

The Design-Builder shall supply all necessary temporary Utilities, including electricity, telecommunications services, potable water, fire protection, lighting, and sanitary facilities, during Construction, testing and start-up of the Project. Prior to the Substantial Completion Date, the Design-Builder shall disconnect and arrange for the disconnection and removal of all temporary Utility connections and services. The Design-Builder shall coordinate with the Town on all temporary Utilities.
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5.5.7 Relocation of Existing Utilities.

The Design-Builder shall be responsible for all Construction activities required with regard to existing utility services and installations (e.g., conduits, pipelines, transmission mains and other utility equipment and appurtenances), including after Town review and approval of any relocation of Utilities consistent with the Design-Builder’s Utility Relocation Plan.

5.5.8 Noise Control and Construction Work Hours.

The Design-Builder shall comply with all noise regulations required pursuant to Applicable Law. The Design-Builder shall not perform Construction work between 6 PM and 7 AM, or on Sundays, holidays or Saturdays without specific permission from the Town.

5.6. COORDINATION OF CONSTRUCTION WORK AND OPERATIONS

5.6.1 Maintenance of Operations.

The Design-Builder shall take no actions during Construction that adversely affect operation of Town, public or private Utilities. The Town shall arrange and provide all necessary bypasses and other measures needed to maintain utility service.

5.6.2 Coordination with Related Projects
The Design-Builder shall take no actions during Construction that adversely affect the construction of the Related Projects.

5.7. CONSTRUCTION SAFETY AND SECURITY

5.7.1 Safety and Security.

The Design-Builder shall maintain safety and security at the Project Sites at all times at a level consistent with the Contract Standards. Without limiting the foregoing, the Design-Builder shall:
(a) Take appropriate precautions for the safety and security of the Design-Build Work and provide appropriate protection to prevent damage, injury or loss related to the performance of the Design-Build Work over the Design-Build Period for:
(1) Workers at the Project Sites and all other persons who may be involved with deliveries or inspections;
(2) Visitors to the Project Sites;
(3) Passersby, neighbors and adjacent properties with respect to the DesignBuild Work activities; (4) Materials and equipment under the care, custody or control of the Design-Builder or Subcontractors on the Project Sites;
(5) Other property constituting part of the premises or the Project under construction; and
(6) Town Property;
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(b) Establish and enforce appropriate safeguards for safety and protection, including posting danger signs and other warnings against hazards; (c) Provide temporary fencing of all open or partially open trenches and excavations, all open or partially completed structures, and all work and storage areas at all times while unattended by workmen;
(d) Implement a comprehensive safety program in accordance with Applicable Law; (e) Give all notices and comply with all Applicable Law relating to the safety of persons or property or their protection from damage, injury or loss; (f) Operate and maintain all equipment in a manner consistent with the manufacturer’s safety requirements;
(g) Provide for safe and orderly vehicular movements and maintain compliance with the Traffic and Pedestrian Control Plan prepared as a Preliminary Service; (h) Develop and implement a Project Sites-specific update to the Health and Safety Plan for the Design-Build Period Work that includes management commitment, maintaining a safe workplace, employee participation, hazard evaluation and controls, employee training and periodic inspections;
(i) Designate an appropriately certified and experienced safety professional to develop and sign the Project Sites-specific update to the Health and Safety Plan for the Design-Build Period Work, including all safety rules at the Project Sites; (j) Designate a qualified safety professional at the Project Sites during on-site Construction activities who shall be responsible for the implementation of safety rules at the Project Sites, the prevention of fires and accidents, monitoring compliance with the Design-Builder’s Project Sites-specific update to the Health and Safety Plan for the Design-Build Period Work, and the coordination of such activities as shall be necessary with the Town and all Governmental Bodies related to health and safety; and
(k) Require all Subcontractors to work in accordance with and implement the updated Health and Safety Plan for the Design-Build Period Work, comply with the Design-Builder’s on-site safety requirements, and designate a qualified safety professional whose duty shall be the implementation of safety rules at the Project Sites and monitoring compliance of Subcontractor employees with the Project Sites-specific update to the Health and Safety Plan for the Design-Build Period Work.

5.7.2 Construction Site Security.

The Design-Builder shall develop, maintain and comply with a Project Sites security plan that complies with Appendix 5 is approved by the Town and constitutes part of the Health and Safety Plan. The security plan shall provide for the security of the Project Sites when perimeter fencing cannot be continuously maintained.
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5.8. OPERATIONS AND MAINTENANCE MANUAL

5.8.1 Development by the Design-Builder
The Operations and Maintenance Manual shall be a secured online, electronic manual with hard copy reproduction capability. During the Design-Build Period, the Design-Builder shall develop the Operations and Maintenance Manual in accordance with the Contract Standards.

The Design-Builder shall provide the Town with preliminary, interim, pre-final and final versions of the Operations and Maintenance Manual for the Town’s review, comment and approval.

A pre-final Operations and Maintenance Manual shall be submitted to and approved by the Town as a condition precedent to the achievement of Substantial Completion. A final Operations and Maintenance Manual shall be submitted to and approved by the Town as a condition precedent to the achievement of Final Completion.

5.8.2 Content of the Operations and Maintenance Manual
The Operations and Maintenance Manual shall (i) include the practices and procedures necessary for Project operation and control, auxiliary facility equipment and systems, system maintenance, repair and replacement, and grounds and buildings maintenance; and (ii) integrate all equipment and systems manuals and Service Manuals. The Operations and Maintenance Manual will be comprehensive, suitable as a resource for training operational staff, and will include the following information:
(a) process design criteria;
(b) Project layout drawings and process flow diagrams;
(c) detailed operation and control procedures;
(d) standard operating procedures;
(e) emergency response procedures;
(f) maintenance instructions, including:
(1) information necessary to properly assemble and install the equipment, including alignment, clearances, tolerances and interfacing equipment requirements; the trade and skill level required to install the equipment; any special rigging required to place the equipment; and any special test equipment required to place the equipment in service;
(2) manufacturer’s schedule for routine preventive maintenance, calibration, lubrication, inspections, tests, and adjustments required to provide for proper and economical operation and to minimize corrective maintenance and repair;
(3) manufacturer’s projection of preventive maintenance labor-hours on a daily, weekly, monthly, and annual basis, including required trades and skill levels required for performance of maintenance and the total time required to perform the work;
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(4) manufacturer’s troubleshooting guide and recommendations on procedures and instructions for correcting problems and making repairs; (5) step-by-step procedures to isolate the cause of typical malfunctions, describing clearly why the checkout is performed and what conditions are to be sought;
(6) a description of maintenance and operating tools, replacement parts and materials, including specified quantity of spare parts; (7) information available from the manufacturers to use in training personnel to maintain the equipment and systems properly; (8) information on test equipment required to perform specified tests and/or special tools needed for the maintenance and repair of components; (9) instructions related to when equipment is in operation, including lubrication requirements;
(10) all warranty information, including effective warranty dates; (11) Governmental Approvals indicating approval of all installations requiring permits; and
(12) the development of asset records and the means to assess equipment condition;
(g) a long-term schedule of major repairs and replacements, including a long-term budgeting plan to maintain the operability, durability and reliability of the Project through its projected operational life;
(h) the practices and procedures necessary to maintain the appearance of the buildings, grounds and landscaping of the Project; and
(i) procurement procedures for all additional tools, equipment, maintenance supplies and component parts necessary for the operations and maintenance of the Project, including specifications and quantity of the items to be procured and procedures for planning and scheduling delivery of such items. [Note: To be developed.]

5.9. SERVICE MANUALS
The Service Manuals shall include the practices and procedures necessary for the operation and control, maintenance, and repair and replacement of each equipment system, package, or unit incorporated into the Project. The Service Manuals shall be suitable as a resource for operating and maintaining the components of the Project, and shall include the following information:
(a) safety information for each equipment system, package or unit incorporated into the Project, including mechanical and electrical lockout procedures for all Project components; and
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(b) descriptions of units or systems and component parts, their functions, operating characteristics and limiting conditions, including:
(i) equipment summary, which will include nameplate data, supplier, manufacturer and local representative;
(ii) start-up sequences, including inspections required before initiation of sequence;
(iii) performance monitoring requirements to confirm proper operation and guide component control adjustments;
(iv) adjustment of variable functions and settings;
(v) interface among the components and systems of the Project; (vi) troubleshooting guidelines to identify non-performing components and identify probable cause;
(vii) shut-down sequences and lock-out requirements to safely remove components from service without adverse impact on system performance; (viii) preparation to isolate off-line equipment piping, power, and controls for safe execution of maintenance activities; and
(c) description of instrumentation and control system, including alarm summary.

Pre-final Service Manuals shall be submitted to and approved by the Town as a condition precedent to the achievement of Substantial Completion. Final Service Manuals shall be submitted to and approved by the Town as a condition precedent to the achievement of Final Completion.

5.9.2 Electronic Requirements
The Operations and Maintenance Manual will cover all process, electrical, instrumentation, and control equipment in the Project as secure digital electronic files that are designed for both web-based and local network access [with capability to be linked and coordinated the Chico WPCP]. The Design-Builder shall:
(a) provide links within the final Operations and Maintenance Manual to digital files of all Final Design Documents and individual equipment service manuals; (b) provide special secure applications and links required to permit access to the final Operations and Maintenance Manual files from hand-held electronic devices and other portable or fixed electronic devices designated by the Town; and
(c) coordinate digital Operations and Maintenance Manual development with the Town’s information technology group to determine compatibility with currently available hardware and software in the Town network.
[Note: To be developed.]
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5.10. ENVIRONMENTAL REVIEW AND PROTECTION

5.10.1 Wildlife and Protected Species Protection.

In accordance with the Environmental Mitigation Measures, if any exist, the Design-Builder shall develop and implement a plan that is consistent with required mitigation measures for wildlife and protected species that may be affected by Construction activities of the DesignBuilder. Prior to implementing the plan, the Design-Builder shall obtain Town approval.

5.10.2 Design-Builder Construction Environmental Monitor.

If required by the Environmental Mitigation Measures, if any exist, the Design-Builder shall assign a Design-Builder Construction Environmental Monitor (the “CEM”) to confirm that its mitigations plan is properly and fully implemented. The CEM shall be the single, identified entity or person responsible for, at a minimum, the following duties:
(a) Planning of environmentally compliant construction methods. (b) Oversight of Construction activities to determine compliance with mitigation measures.
(c) Ensuring that all training has been conducted, and signage, marking and barriers to protected areas have been installed.
(d) Ensuring compliance with the Stormwater Pollution Prevention Program (SWPPP).
(e) Coordination with the Town on implementation of environmental mitigation measures.
(f) Coordination with Governmental Bodies that have administrative oversight of the environmental sites to be protected, if required.
(g) Compliance with environmental Governmental Approvals. (h) Meeting or interacting with representatives of Governmental Bodies with environmental oversight authority, if required.

All environmental monitoring duties conducted by the CEM shall be recorded in the form of a standard report and photographic log (as required). The photographic log shall be kept in both electronic and hardcopy form. All reports shall be submitted to the Town in summary form on a monthly basis or more frequently if required by the Town. Copies of all daily monitoring records shall be maintained at the Terminus Site by the CEM.

5.10.3 Contaminated Media Management Plan.

The Design-Builder shall develop, maintain and implement a Contaminated Media Management Plan that includes at a minimum the requirements specified in this Section 5.10.3 and Appendix 2. A copy of the Contaminated Media Management Plan shall be submitted to the Town and all appropriate Governmental Bodies for review and approval. The intent of the plan is to prevent accidental spills, site contamination, and injury or illness of all personnel on the site due to contact or exposure to Regulated Substances. The Town shall notify the Design-Builder of any observed conditions that may be in violation of the plan. If the Design-Builder fails to address Town-reported concerns about observed conditions that may be 486
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in violation of the plan in a timely and appropriate manner, the Town may notify all appropriate Governmental Bodies, and report the observed conditions to them, and request that they inspect the sites involved that are under the Design-Builder’s control. All documents required by the Contaminated Media Management Plan shall be made available to the Town immediately upon request.

5.10.4 Design-Builder Regulated Substances.

Any Regulated Substances generated by the Design-Builder shall be the responsibility of the Design-Builder. The Design-Builder shall obtain an EPA identification number for all DesignBuilder Regulated Substances, listing the Design-Builder’s name and construction site address as the generator of the Design-Builder Regulated Substances. The Design-Builder shall be responsible for the identification, analysis, profiling, documentation, reporting, transport and disposal of Design-Builder Regulated Substances. Any fines that are levied against the Town for violations of Applicable Law as determined by any Governmental Body relating to DesignBuilder Regulated Substances shall be reimbursed immediately by the Design-Builder after payment by the Town.

5.10.5 Emergency/Spill Response Plan.

As part of the Design-Build Period Work, the Design-Builder shall develop an Emergency/Spill Response Plan (the “Emergency Response Plan”), for each Regulated Substance or class/group of Regulated Substances either known to be on the Project Sites or intended to be brought to the Project Sites by the Design-Builder. At a minimum, the Emergency Response Plan must include the following:
(a) A description of on-site equipment available to contain and respond to an emergency/spill of the Regulated Substance.
(b) Notification procedures, including notification to potentially impacted residents adjacent to the Project Sites.
(c) Response coordination procedures between the Design-Builder and the Town. (d) A Regulated Substance site map showing the location of stored Regulated Substances and location spill containment/response equipment. (e) A description of the Regulated Substances handling and spill response training provided to the Design-Builder’s employees and Subcontractors.

5.10.6 Dust Control.

The Design-Builder shall be responsible for dust control during the performance of the DesignBuild Work and shall comply with all applicable air pollution control regulations and the Environmental Mitigation Measures, if any exist. The Design-Builder shall furnish all necessary labor, materials and equipment for dust control. 487
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APPENDIX 6

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APPENDIX 6

QUALITY ASSURANCE AND QUALITY CONTROL REQUIREMENTS

6.1. PURPOSE
The purpose of this Appendix is to describe the minimum requirements for the Quality Management Plan (the “QMP”) for each of the Preliminary Services and the Design-Build Period Work, including quality assurance (“QA”) and quality control (“QC”) procedures. (a) Quality assurance refers to the overall efforts to assuring project quality.

Quality assurance shall include the planning and activities necessary to verify that the required QC activities have been satisfactorily conducted and that the quality requirements were met.
(b) Quality control shall include the monitoring, inspection, sampling and testing as applicable, and evaluation of the Design-Build Work through the project to verify that quality requirements as specified in the Contract Documents are met.

Quality control also includes the identification of any defective work and documentation of completed corrective measures.

6.2. TOWN’S QUALITY OBJECTIVES
The QMP is a critical component of the design and Construction of the Project. The QMP, including quality assurance and quality control (“QA/QC”), shall be consistent with and support the following quality objectives for the Project:
(a) Confirm that permitting, design, construction and testing are consistent with the Contract Standards;
(b) Confirm that Governmental and Non-Governmental Approval requirements are effectively incorporated into Design-Build Work;
(c) Develop and implement procedures to provide that problems are discovered early, resolved in a timely manner, and do not recur;
(d) Confirm that adequate QA/QC procedures and resources are provided by the Design-Builder to effectively assess and provide for high quality in all work products and services and compliance with warranty requirements, safety, security and environmental compliance requirements;
(e) Provide timely reporting and documentation of QA/QC inspections, technical reviews, testing, analysis and determinations of compliance with the Contract Standards;
(f) Provide follow up inspections, analysis and testing if conditions are found to be non-compliant with the Contract Standards and verify through special reports and direct communications with the Town that all corrective actions have been effectively implemented and that the resultant product or service is of acceptable quality.
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6.3. ROLES AND RESPONSIBILITIES

6.3.1 Design-Builder's Role and Responsibilities for QA/QC.

The Project QA/QC functions as defined in this Appendix are the responsibility of the DesignBuilder.

6.3.2 Town’s Role and Responsibilities for QA/QC.

The Town ultimately retains its rights with respect to the Substantial Completion of the Project.

The Town may perform design reviews, verification sampling and testing, independent assurance sampling and testing, review of the Design-Builder's construction management scheduling, and other actions to verify payment of progress payments under the terms of this Design-Build Contract. However, by doing these actions, the Town does not assume responsibility for any design or construction issue except as otherwise indicated in this DesignBuild Contract.

6.4. QUALITY MANAGEMENT PLAN UPDATE AND IMPLEMENTATION

6.4.1 General Requirements.

The Project requires one QMP applicable to the Preliminary Services, as updated to become applicable to the Design-Build Period Work. The development and implementation of the QMP shall be the responsibility of the Design-Builder. The QMP shall integrate, as applicable, the permitting, design and construction as parts of the Project and shall include detailed QA and QC programs as attachments. Other QMP requirements are defined in Sections 6.5 and 6.6 of this Appendix.

6.4.2 Quality Management Plan Requirements.

As part of Subtask 1.1 of the Phase 1a Preliminary Services and within twenty-one (21) calendar days of Notice to Proceed, the Design-Builder shall prepare and submit its draft of the QMP for review and concurrence by the Town. The final QMP shall be submitted within twentyone (21) calendar days of receipt of comments from the Town. Throughout the Preliminary Services, the Design-Builder shall also implement the activities described by the QMP, cause the Project team to be familiar with their contents, and keep the QMP up to date.

As part of the Design-Build Period Work and within twenty-one (21) calendar days of Notice to Proceed, the Design-Builder shall prepare and submit its draft of an update to the QMP for the Design-Build Period Work for review and concurrence by the Town. The final updated QMP for the Design-Build Period Work shall be submitted within twenty-one (21) calendar days of receipt of comments from the Town. Throughout the Design-Build Period Work, the DesignBuilder shall also implement the activities described by the updated QMP for the Design-Build Period Work, cause the Project team to be familiar with their contents, and keep the QMP up to date.

The QMP shall include a description of how the Design-Builder will provide the following (as applicable to each of the Preliminary Services and the Design-Build Period Work, as applicable):
(a) Adequate resources for effective plan implementation throughout the applicable stage of the Project.
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(b) Information on QA/QC staff to be assigned to the Project and their qualifications for performing required QA/QC functions;
(c) Programs, procedures, methods, tests, analyses and communications procedures, reports, photographs and comments on drawings and specifications and other documents used by the Design-Builder to assess quality and compliance with the Contract Standards;
(d) How the QA/QC program shall be empowered to enforce plan objectives, define quality requirements, independently verify quality of Preliminary Services and Design-Build Period Work products and services, identify potential causes of unacceptable quality of work and provide safeguards to prevent unacceptable work quality, and require prompt corrective action for identified deficiencies; (e) Communication of quality requirements to their commencement of providing products or services on the Project. This shall include information on the roles, responsibilities and authorities of identified QA/QC staff; (f) The Design-Builder shall submit its draft of the Quality Management Plan and its draft of the update to Quality Management Plan for the Design-Build Period Work, the Town will provide comments thereon and the Design-Builder shall submit the final forms thereof as outlined above; and
(g) If any Early Work Packages are initiated prior to the GMP Submittal, the update to the Quality Management Plan for the Design-Build Period Work submittal shall be issued prior to Construction. The Town will provide comments on the Quality Management Plans, and the Design-Builder shall make required changes within twenty-one (21) calendar days of receipt of such comments.

6.4.3 Changes to the Quality Management Plan.

Revisions and updates to the QMP may be proposed by the Design-Builder as Preliminary Services and the Design-Build Work progresses. Changes to the approved QMP require written approval of the Town. Proposed revisions or updates shall be provided to the Town at least 30 days prior to the start of the Design-Build Work to which the revision applies. The Town will review and respond in a timely manner to QMP proposed changes. The Design-Builder shall not initiate any of the Design-Build Work that is impacted by such proposed revision or change until the Town has reviewed and accepted the change.

6.5. DESIGN QUALITY CONTROL AND QUALITY ASSURANCE REQUIREMENTS

6.5.1 Design QA/QC Program.

The Design-Builder has primary responsibility for design quality to cause the design documents to be professionally reviewed and checked to provide for a quality project. The QMP shall include the details of the Design-Builder’s Design QA/QC program and include a description of how the Design-Builder will provide the following:
(a) Design management functions and design review processes, which are the responsibility of the Design-Builder, will be described; (b) Typical design QC tasks to be accomplished by the Design-Builder will be described and may include technical review of design deliverables, checking of calculations, checking of quantities, and the review of specifications; 492
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(c) Describe the process to approve and release design packages for Construction in alignment with the Design QA/QC program;
(d) Demonstrate that the Town retains oversight in the form of review and verification of the design's ability to meet the stated contract requirements. The Town and its designated consultants will participate in the design review process while not relieving the Design-Builder from its obligation to comply with the Contract Documents;
(e) Describe the application of the Design QA/QC program through design review techniques to be used by the Design-Builder, such as over-the shoulder design reviews to supplement formal reviews, formal milestone reviews, and submittal reviews during the Design-Build Period.

6.5.2 Design Quality Assurance Manager.

The Design-Builder shall designate a Design Quality Assurance Manager to determine whether the Baseline Design Documents and other Contract Standards are being met and that design QA/QC activities are following the approved QMP. The Design Quality Assurance Manager shall compile and maintain documentation of the review.

6.6. CONSTRUCTION QUALITY CONTROL REQUIREMENTS

6.6.1 Construction QA/QC Program.

The QMP shall include the details of the Design-Builder’s Construction QA/QC program, including the following:
(a) The Construction QA/QC program shall require inspection during Construction by inspectors who are not responsible, in whole or in part, for the scheduling or Construction of the Design-Build Work being inspected.
(b) Instructions for performing inspections must be clearly defined, including the work attributes to be inspected, acceptability criteria, frequency of inspections, and the requirements for documenting the inspection results. (c) Inspection records must be kept current, have sufficient detail to enable the Engineer-of-Record to identify inspections which have been performed, and the results of these inspections. Inspections must be made throughout the period of construction, including the initial construction, in-process inspections, final inspections, and testing during Construction.
(d) Documentation requirements shall include contractor production reports, contractor quality control reports, field test reports, testing plan and log, inspection reports, rework items list and quality control meeting minutes. (e) Procedures and controls shall be provided to cause inspections to be performed using the latest Design Documents and approved shop drawings. Procedures shall require that an adequate number of inspection personnel are available as needed, and that all inspectors are qualified, trained, and proficient in performing inspections for the Design-Build Work to which they are assigned. (f) A full-time quality control inspector and necessary specialty inspectors are to be provided by the Design-Builder.
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6.6.2 Non-Conforming Work.

The Construction QA/QC program shall establish and maintain a non-conformance system and procedures for uniform reporting, controlling, and disposition of nonconformance, including the following:
(a) The non-conformance system shall describe methods to be implemented, including a daily non-conformance report (NCR), to identify and track all unsatisfactory, deviating, and nonconforming work until the required repair, rework, or replacement is performed, and the work has been re-inspected and accepted. In addition, the non-conformance system shall detail the methods and measures to be used to develop corrective action procedures and prevent the recurrence of non-conforming work.
(b) The Construction QA/QC program shall detail the means and methods for identifying and correcting all Construction deficiencies such that Construction quality meets the Contract Standards and the Design-Builder’s Design Documents.
(c) The Construction Quality Assurance Manager shall be informed of all unsatisfactory conditions within 24 hours of identification, and a copy of the condition report sent to the design-engineer. The Design-Builder will correct any nonconforming conditions in accordance with Section 6.16 of this DesignBuild Contract. (d) The Design-Builder is encouraged to make corrections for non-conforming work as soon as practical rather than waiting until Substantial Completion. The Town may use the NCR as a basis for conducting its own final acceptance activities.

6.6.3 Construction Quality Assurance Manager.

The Design-Builder shall designate a Construction Quality Assurance Manager to determine whether the Baseline Design Documents and other Contract Standards are being met and that Construction QA/QC activities are following the approved QMP.

6.6.4 Materials and Equipment.

The Construction QA/QC program shall set the minimum requirements for the quality of all material and equipment. Procedures shall be used to verify that the procurement documents meet all Contract Standards and the Design-Builder’s Design Documents, and shall include the following
(a) Define how quality will be controlled during the manufacture and testing of all equipment which is being fabricated for the Project.
(b) Written documentation of inspection of all material and equipment to confirm that it meets all Contract Standards and the Design-Builder’s Design Documents. Documentation such as material test reports, certifications, and equipment tests results must be delivered to the Town and the Town-designated representatives to demonstrate compliance with all Contract Standards and the Design-Builder’s Design Documents.
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(c) Monitoring procedures to confirm that material and equipment is delivered to the Project Sites are undamaged, in the proper quantities and in accordance with the specification requirements, and that all materials and equipment are stored and maintained on the Project Sites according to the Contract Standards, including the requirements of the designer and the manufacturer.

6.6.5 Construction Management and Testing.

The Design-Builder shall provide all necessary construction management and comprehensive construction administration for the Design-Build Period Work. Construction inspectors, who shall be provided with the latest Design Documents released to Construction, shall perform initial verification of procurement and Construction activities at the Project Sites, so that any conflicts will be identified at an early stage. The Construction QA/QC program shall clearly identify the circumstances under which the Design-Builder’s registered soils or geotechnical engineer and the Engineer-of-Record will be involved in Construction quality oversight. The Design-Builder shall perform all testing and inspections as required by the Contract Standards, approved design documents, applicable codes, regulations, and standards (such as ACI and ASTM) which may be referenced in Appendix 4. Section 1.2(R) of this Design-Build Contract shall govern any conflicts or inconsistency in the stringency of test requirements.

6.6.6 Laboratories.

All Construction testing shall be performed by individuals who are qualified and experienced in providing these testing services. Equipment used to perform tests shall be calibrated according to requirements in the testing procedure. The Design-Builder shall hire a certified independent testing laboratory to perform all laboratory testing. The laboratory selected shall be authorized to operate in the State, certified under the State’s Environmental Laboratory Accreditation Program, as applicable, and shall be subject to the approval of the Town. Design-Builder requests for laboratory approval shall be made by the Design-Builder in a timely manner, in writing, to the Town. Laboratory tests shall include the proposed concrete mix design, concrete aggregate tests, strength of concrete field test cylinders, gradation, and moisture density relationship of soils. The certified testing laboratories must also perform on-site tests that the Design-Builder is not experienced, qualified, or certified to perform or that require independent testing under the Contract Standards. On-site tests shall include tests for: concrete slump, concrete air entrainment, concrete temperature, casting of concrete test cylinder specimens, inplace testing of concrete strength, compaction density testing of soils, and bedding materials coating thickness measurements and structural bolting torque.

6.7. INSPECTION OF DESIGN-BUILD WORK

6.7.1 Inspection and Correction.

All Design-Build Work performed by the Design-Builder or its Subcontractors shall be inspected by the Design-Builder. All nonconforming Design-Build Work and any safety hazards in the work area shall be noted and promptly corrected. The Design-Builder is responsible for the performance of the Design-Build Work safely and in conformance with Section 5.7 of Appendix 5.

6.7.2 Town Access.

The Town, its employees, agents, representatives and contractors shall be permitted access to all parts of the Design-Build Work, including plants where materials or equipment are manufactured or fabricated. The presence of the Town, its employees, agents, representatives and contractors shall not relieve the Design-Builder of the responsibility for the proper 495
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execution of the Design-Build Work in accordance with all requirements of the Contract Documents. No act or omission on the part of the Town, its employees, agents, representative and contractors (other than Town Fault) shall be construed as relieving the Design-Builder of this responsibility.

6.7.3 Materials Inspection.

All materials and articles furnished by the Design-Builder shall be subject to documented inspection, by qualified personnel, and no materials or articles shall be used in the DesignBuild Work until they have been inspected and accepted by the Construction QA/QC Manager or other designated representative. Any Design-Build Work covered in the absence of inspection shall be subject to uncovering as set forth in Section 6.15 of this Design-Build Contract.

6.8. TIME OF INSPECTION AND TESTS
Whenever the Design-Builder is ready to backfill, bury, cast in concrete or otherwise cover any Design-Build Work, the Town shall be notified before such covering and completion, and the Town shall notify the Design-Builder of a requested inspection of any such Design-Build Work as set forth in Section 6.15(G) of this Design-Build Contract. Failure of the Design-Builder to properly notify the Town, as required by Section 6.15(G) of this Design-Build Contract, in advance of any such covering or completion shall be reasonable cause for the Town to request the Design-Builder take apart or uncover for inspection or testing any previously covered or completed Design-Build Work in accordance with Section 6.15(G) of this Design-Build Contract. The costs of any uncovering, taking apart, remedial or corrective work required and all costs of such delays, including the impact on other portions of the Design-Build Work, shall be borne as set forth in Section 6.15(G) of this Design-Build Contract.

6.9. MATERIALS SAMPLING AND TESTING

6.9.1 Materials Testing and Removal.

All sampling and testing of materials shall be conducted in accordance with the methods prescribed in the current standards of the ASTM or otherwise required by the Contract Standards, as applicable to the class and nature of the article or materials considered. The Town reserves the right to require the Design-Builder to use any generally accepted system of inspection that, in the opinion of the Town, will provide sufficient evidence to the Town that the quality of the materials workmanship is in full accord with the Contract Documents. Results of such tests and analyses shall be considered along with the tests or analyses made by the Design-Builder to determine compliance with the applicable specifications for the materials so tested or analyzed. Wherever any material, as a result of such independent testing or investigation by the Town, fails to meet the requirements of the Contract Documents, all costs of such independent inspection and investigation and all costs of removal, correction, reconstruction, or repair of any such material shall be borne by the Design-Builder in accordance with Sections 6.15(G) and 6.16 of this Design-Build Contract.

6.9.2 Materials Rejection.

The Town shall have the right at all times and places to reject any articles or materials to be furnished hereunder which, in any respect, fail to meet the requirements of the Contract Documents, regardless of whether the defects in such articles or materials are detected at the point of manufacture or after completion of the Design-Build Work at the Project Sites. If the Town, through an oversight or otherwise, has accepted materials or work which are defective or in any way contrary to the Contract Documents, such materials, no matter in what stage or 496
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condition of manufacture, delivery, or erection, may be rejected. The Design-Builder, at its cost and expense and without any adjustment to the Scheduled Substantial Completion Date and the Scheduled Acceptance Date, shall promptly remove and replace rejected articles or materials from the Project Sites after notification of rejection.

6.10. MATERIALS TESTING SERVICES

6.10.1 Design-Builder’s Laboratories.

The Design-Builder shall perform all tests requiring the services of a laboratory, to determine compliance with the Contract Documents, using independent commercial materials testing firms acceptable to the Town. The materials testing firm’s laboratory shall be staffed with experienced technicians, properly equipped, and fully qualified to perform the tests in accordance with the specified standards. The Design-Builder shall obtain the Town’s acceptance of the testing firm before having testing services performed, and pay all costs for these testing services.

6.10.2 Interruptions For Testing and Sampling.

The Design-Builder shall furnish all sample materials and cooperate in the testing activities, including sampling, and shall interrupt the Design-Build Work when necessary to allow testing, including sampling, to be performed. The Design-Builder shall have no claim for an increase in the Design-Build Price or extension of the Scheduled Substantial Completion Date due to such interruption. When testing activities, including sampling, are performed in the field by the testing firm’s laboratory personnel, the Design-Builder shall furnish personnel and facilities to assist in the activities.

6.10.3 Test Reports.

Written reports of tests and engineering data regarding materials and equipment proposed to be used in the Design-Build Work shall be submitted by the Design-Builder for the Town’s review. The testing firm’s laboratory shall perform all laboratory tests within a reasonable time, consistent with the specified standards, and shall furnish a written report of each test.

The Town shall furnish one copy of each field and laboratory QA/QC test conducted by the Town to the Design-Builder. The testing firm retained by the Design-Builder for material testing shall furnish a written report for each test. A copy of each test report shall be transmitted directly to the Town and Design-Builder electronically, within five days after each test is completed. The Design-Builder shall consecutively number each report for each type of test.

6.10.4 Town’s Laboratories.

The Town shall have the right to inspect work performed by the Town-approved independent testing laboratory utilized by the Design-Builder, both at the Project Sites and at the laboratory. This may include inspection of the independent testing laboratory’s internal quality assurance records (quality assurance manual, equipment calibrations, proficiency sample performance, etc.). Testing services provided by the Town, if any, are for the sole benefit of the Town; however, test results shall be available to the Design-Builder. Testing necessary to satisfy the Design-Builder’s internal QA/QC procedures shall be the sole responsibility of the Design-Builder.
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6.10.5 Materials to be Tested.

The Design-Builder shall provide all testing services in connection with the following materials as required under Good Design-Build Practice, and deliver the test reports for review by the Town:
(1) Concrete materials and mix designs.
(2) Asphalt concrete materials and design mixtures.
(3) Embankment, fill, and backfill materials.
(4) QC testing of all precast concrete.
(5) Holiday testing of pipeline coatings.
(6) Air testing of field-welded joints for steel pipe and fabricated specials. (7) Hydrostatic testing of pipeline and structures.
(8) Concrete strength tests.
(9) Magnetic particle or dye penetrant testing of field welds for steel pipe and fabricated specials.
(10) Moisture-density and relative-density tests on embankment, fill, and backfill materials, pipe bedding, and road bedding.
(11) In-place field density test on embankments, fills, backfill, pipe bedding and road bedding.
(12) Other materials and equipment as specified herein. (13) All other tests and engineering data required for the Town’s review of materials and equipment proposed to be used in the Design-Build Work.

6.11. INSTALLATION

6.11.1 Inspection and Measurement.

The Design-Builder shall inspect materials or equipment upon the arrival at the jobsite and immediately prior to installation, and remove damaged and defective items from the jobsite.

The Town shall be provided the opportunity to observe any such Design-Builder inspections in accordance with Section 6.15 of this Design-Build Contract. The Design-Builder shall verify measurements and dimensions of the work as an integral step of starting each installation.

6.11.2 Manufacturer’s Instructions.

Where installations include manufactured products, the Design-Builder shall comply with manufacturer’s applicable instructions and recommendations for installation, to whatever extent these are more explicit or more stringent than the Contract Standards, so as not to violate manufacturers’ warranty conditions.
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6.12. PERSONNEL QUALIFICATIONS
The QMP shall include a QA/QC organization chart with named individuals performing QA/QC including their experience and qualifications. The QMP shall describe staffing levels required for QA/QC and qualifications and experiences requirements for persons performing QA/QC functions, including the following:
(a) Description of minimum qualifications and experiences that demonstrate quality management personnel have related experience and certifications. Typically, this indicates professional engineers and professional certified quality personnel who have a certain level of similar project experience, which may include:
(i) QA/QC Management/Supervisors should possess experience managing professional personnel in similar circumstances or on similar projects; demonstrate excellent communication skills; possess a working knowledge of QA/QC and quality management; possess certification as quality professionals by appropriate certifying bodies or have completed training courses in the quality discipline.
(ii) The Design Quality Assurance Manager must be a registered professional engineer in the State; may work directly for the Design-Builder or may be contracted from an independent firm or organization; must have at least five years’ experience in projects similar in scale or scope to the Project. (iii) The Construction Quality Assurance Manager may work directly for the Design-Builder or may be contracted from an independent firm or organization; must have at least five years of recent experience (within the past ten years) overseeing the inspection and materials testing of projects similar in scale or scope to the Project.
(iv) QA and QC reviewers, inspectors, and testing technicians for design and Construction must be qualified for the duties they must perform; must possess the appropriate education or experience commensurate with the job responsibilities; and must possess the necessary certifications required for assignments.
(b) Persons performing QC and/or QA functions shall be at an organizational level that reports directly to upper level management of the Design-Builder to assure independence from the influences of the Project production staff. (c) All key personnel performing QC and/or QA functions shall be identified. 499
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DESIGN-BUILD WORK REVIEW PROCEDURES
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APPENDIX 7

DESIGN-BUILD WORK REVIEW PROCEDURES

7.1. OVERVIEW

7.1.1 Purpose.

The purpose of this Appendix is to set forth the procedures for the Town’s review of each aspect of the Design-Build Work to verify that the Project has been designed and constructed in accordance with the Contract Documents.

7.2. DOCUMENTS TO BE SUBMITTED
At a minimum, the documents to be submitted during the Design-Build Period shall include the following:
(a) Monthly Design-Build Period Work Schedule updates
(b) Intermediate submittals for review sessions and workshops on various materials, facilities, systems, equipment, and disciplines (c) Final Design Documents (issued for Construction)
(d) Test reports
(e) Operations and Maintenance Manual, if applicable
(f) Applications and supporting documents required for any remaining Governmental Approvals
(g) Record drawings and specifications

7.2.2 Design-Construction Work Package Information.

Consistent with its Town-approved Design and Construction Phasing Plan, the Design-Builder shall have flexibility with how it organizes and performs design-Construction work packages so that it can proceed with ordering any necessary materials and equipment or commence with any Early Works Package(s) prior to the Final Design; provided, however, such Construction or ordering of materials and equipment prior to the Final Design shall not negatively affect the remaining Design-Build Period Work, the Design-Build Price or the Design-Build Period Work Schedule. The Design-Builder shall provide the following information in the appropriate design-construction work package(s):
(a) Specifications, Design Narratives and Lists:
(1) Project design criteria
(2) Specifications list
(3) Piping list
(4) Valve list, if applicable
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(5) Cathodic protection narrative, if applicable
(6) Construction sequencing and Dewatering Narrative
(7) Contaminated Media Management Plan
(8) Specifications (general requirements, civil, structural, specialties and mechanical sections)
(b) Drawings prepared and accepted for the GMP Submittal Design Level shall continue to be progressed to Final Design completion and shall be submitted, in both electronic and standard design formats:
(1) Cover sheet
(2) Drawing index
(3) List of abbreviations
(4) Legends
(5) Layouts of the Project Sites and Piping
(6) Construction Staging and Phasing Plans
(7) Access and Traffic Control Plans
(8) Landscape plans, surface restoration and irrigation plans and details (9) TESC plans and details
(10) Project Sites grading and utility plans, with sections as needed for Construction clarity or dimensioning
(11) Surface drainage plans and details
(12) Outfall structure and other structural foundation plans and sections (13) Outfall structure and other structural plans
(14) Outfall structure and other structural exterior elevations and sections, if applicable
(15) Sections through all major crossings and structures (16) Other systems plans, details and schedules, if applicable (17) Pipeline plan and profile sheets
(18) Pipeline sections and details
(19) Tunnel and access pit plans, sections and details
(20) Dewatering plans and details
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7.3. TOWN REVIEW DURING GOVERNMENTAL AND NON-GOVERNMENTAL APPROVAL

PROCESS
The Design-Builder’s responsibilities for obtaining and maintaining the Governmental and NonGovernmental Approvals required for Construction of the Project are described in Section 6.5 of this Design-Build Contract and Appendix 3. The Town shall have the right to review and comment on Design-Builder submittals as provided by Section 6.5 of this Design-Build Contract and this Appendix. Governmental Approval applications shall not include design specifications or drawings that the Town has not previously reviewed. For all Governmental Approval applications, the Design-Builder shall provide draft copies of the applications and supporting documents for Town review and comment. The Town’s review will not diminish the Design-Builder’s responsibility for timely submittals of complete applications for Governmental Approvals. The Town may attend Design-Builder meetings with permitting agencies and help arrange for agency reviews and meetings.

7.4. TOWN DOCUMENT REVIEW

7.4.1 Town Review Responsibilities.

The Town shall review design-construction work package documents included in the DesignBuilder’s Final Design Documents for compliance and consistency with the design at the GMP Amendment and for overall compliance with the requirements of the Contract Documents. The Town’s input during finalization of the design documents and preparation and finalization of design-construction work packages shall be solicited by the Design-Builder on a timely basis so as to provide adequate periods for review by the Town, revisions by the Design-Builder and final review by the Town without negatively impacting the Design-Build Period Work Schedule.

The Town shall make reasonable efforts to bring staff or representatives with review and decision-making authority to the work sessions as requested and scheduled by the DesignBuilder. The Design-Builder shall provide the Town with advance notice of the work sessions and agenda topics to facilitate the Town’s scheduling of the appropriate participants for the work sessions. The Design-Builder shall provide the Town with Final Design Documents before commencing any Construction activity, except as provided in Section 7.2.2 of this Appendix.

Construction activities shall not vary from the Final Design Documents submitted to the Town except where such variations are allowed, subject to the Town’s and applicable Governmental Body’s review and approval. Adherence to the Final Design Documents as well as to the Baseline Design Documents during work completion shall be a factor used by the Town in its review and approval of the Design-Builder’s Payment Requests during Construction.

7.4.2 Changes to Baseline Design Documents.

Any change requested by the Design-Builder to the Baseline Design Documents (regardless of prior oral discussion) must be clearly identified by the Design-Builder in its cover letter that transmits the submittal and must be fully documented with compelling justification of the Design-Builder’s request for a change to the Baseline Design Documents and the benefits to the Town for consenting to such a change. Any such change shall comply with the requirements set forth in Article 6 of this Design-Build Contract, as applicable. No change to the Baseline Design Documents shall be made except with the Town’s approval pursuant to Section 6.7 of this Design-Build Contract. The Design-Builder shall assume all risks associated with obtaining Town approval of any change to the Baseline Design Documents. 503
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7.4.3 Time for Town Review.

Town review time for Preliminary Services Period submittals is planned to be no longer than two weeks, unless otherwise agreed to by the Town and the Design-Builder. Town review time for Design-Build Period submittals will be established by the GMP amendment.

The Design-Builder and the Town shall periodically review key submittals and the target submittal dates, and develop a submittal review schedule for each submittal based on the content and criticality of each submittal. The Town shall complete its review of each submittal in a timely manner based on such target submittal dates in order to determine that the DesignBuild Work conforms to the Baseline Design Documents and other Contract Standards.

Nothing in this Section 7.4 shall prevent the Town from conducting a subsequent review raising a question as to whether the submittal was in compliance with the Contract Standards.

The review and comment rights of the Town under this Appendix are intended for the informational purposes of the Town and for the Town to determine whether the Design Documents comply with the Baseline Design Documents and other Contract Standards. The Town’s approval of any Design-Document shall not be required in order for the Design-Builder to proceed with the performance of the Design-Build Work.

7.4.4 Time for Design-Builder Response.

For each submittal, the Town shall provide written comments in a tabular summation describing any concerns, problems, or assertions of non-compliance with the applicable Contract Standards. The tabular summation shall be on a form created mutually by the Design-Builder and the Town, with provisions on the form for the Design-Builder’s responses.

The Design-Builder shall provide a written response to the Town’s comments within 15 days of receipt of the Town’s comments, primarily through use of the tabular summary form, including documentation of responses and agreed-upon action items.

7.4.5 Design-Build Progress Meetings.

For the purpose of facilitating a timely review process, the Design-Builder shall schedule design-build progress meetings with the Town on a routine basis and at least bi-weekly (unless both parties agree that more frequent meetings are required) throughout the design finalization and design-construction work package development period. Any outstanding review comments not satisfactorily resolved shall be transferred to an issues tracking form by the Design-Builder for subsequent follow-up. The primary purpose of these meetings shall be to discuss overall Design-Builder work progress, the conformance of the design and design-construction work packages to the Baseline Design Documents, and to address outstanding issues arising from the review and response process. The status and issues of related permitting and early Construction activities may also be included as agenda items for each design-build progress meeting. These meetings shall be held in the Town’s offices, or another location agreed to by the Town. Design-Builder representatives with responsibility for design and Construction shall participate in the meeting. Similarly, the Town shall be appropriately represented by individuals with knowledge and authority for decision making at the meeting.

7.4.6 Design Submittals During Construction.

It is anticipated that there could be some redesign or design clarifications needed during Construction. Additional design work by the Design-Builder shall be subject to the Town’s review for compliance and consistency with applicable Baseline Design Documents and Contract Standards. Design changes to a particular Design Document performed following the issuance of the Design Document for Construction shall be issued under a Design Change 504
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Notice (DCN) process that accurately tracks and documents changes to the design. No later than 30 days prior to initiation of Construction, the Design-Builder shall submit to the Town any DCNs. The Town shall be provided with copies of all DCNs in a timely manner to allow review, comment, and, where appropriate, approval in the same manner as set forth with respect to the initial design. Design clarifications shall be issued in a timely manner using a similar procedure. If a DCN requires a material change from what was reflected in the applications for Governmental Approvals, the DCN must be approved by the appropriate Governmental Body if required by Applicable Law.

7.4.7 Design Change Authority.

The Design-Builder shall be responsible for providing design changes to the Design Documents necessary to complete the Project in accordance with the Contract Documents. All such changes shall be implemented in accordance with the DCN process described above, and in accordance with this Appendix. No DCN shall operate to change the Baseline Design Documents unless approved by the Town in writing. Any DCN which requests a change to the Baseline Design Documents shall be subject to the Town’s rights under Section 7.4.2 of this Appendix.

7.5. TOWN CONSTRUCTION INSPECTION

7.5.1 Construction Review Intent.

The Town and its designated representatives, including the Owner Representative, shall have the right, as provided in this Appendix, to review and inspect Construction activities and participate in Construction progress meetings as needed to verify compliance with the Contract Standards. In addition, the Town shall have the right to monitor the progress of Construction work and verify all applications for payment covering all Construction work performed during the preceding calendar month in accordance with the procedures set forth in Article 9 and Appendix 8 of this Design-Build Contract. Notwithstanding the Town’s review of Construction activities, the Design-Builder shall be fully responsible for means, methods, techniques, sequences, and procedures of Construction, as well as safety precautions and programs in the performance of the Design-Build Work. The Town’s review and involvement in Construction activities is intended for the informational purposes of the Town and to monitor compliance with the Contract Documents. Such activities shall also be a part of the Town’s independent quality assurance process and shall not be viewed as an additional layer or integral part of the Quality Management Plan.

7.5.2 “Or Equals”.

Whenever an item of material or equipment is specified in the Baseline Design Documents by using the name of a proprietary item or the name of a particular supplier, and is followed by the words “or equal”, material or equipment of other suppliers may be considered. The Town shall determine, acting reasonably, the acceptability of proposed “or equal” items associated with the Design-Build Work. The Design-Builder shall reserve adequate time for the Town to review and approve all “or equal” items for the Design-Build Work. Any delays resulting from submittal of “or equal” items shall be the responsibility of the Design-Builder. The DesignBuilder’s design personnel shall be permitted to review proposed “or equal” suppliers for the balance of the Design-Build Work.
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7.5.3 Named Suppliers.

Whenever an item of material or equipment is specified in the Baseline Design Documents by using the name of a proprietary item or the name of a particular supplier, and is not followed by the words “or equal”, the Design-Builder shall provide the named material or equipment.

7.5.4 Functionally Equal.

If, in the Town’s reasonable discretion, an item of material or equipment proposed by the Design-Builder for the Design-Build Work is functionally equal to that named, it may be considered by the Town as an “or equal” item. A proposed item of material or equipment shall be considered functionally equal to an item so named if:
(a) The Town determines that:
(1) it is at least equal in quality, durability, appearance, strength, and design characteristics; and
(2) it shall reliably perform at least equally well the function imposed by the design concept of the completed Project as a functioning whole; and (b) the Design-Builder certifies that it shall conform substantially, even with deviations, to the detailed requirements of the item named in the Contract Documents.

7.5.5 Corrections and Changes.

The procedures to be followed for correction of non-conforming Design-Build Work and for instituting changes and additions to such work are set forth in Article 6 of this Design-Build Contract.

7.6. FINAL SURVEY AND RECORD DRAWINGS
At the completion of Construction, the Design-Builder shall (i) conduct a final survey of the alignment including all structures and (ii) prepare and submit to the Town two complete sets of record drawings for the Project as built. The record drawings shall be prepared in accordance with the Contract Standards. The Design-Builder shall obtain the Town’s approval of the record drawings as a condition of Final Completion. The Town’s approval of the record drawings shall not be unreasonably withheld.
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APPENDIX 8

DESIGN-BUILD PRICE
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APPENDIX 8

DESIGN-BUILD PRICE

8.1. PURPOSE
The purpose of this Appendix is to set forth the procedures and requirements for determining (1) the Design-Build Price, and (2) the Guaranteed Maximum Price.

8.2. DESIGN-BUILD PRICE

8.2.1 Payment.

The Town shall pay the Design-Builder the Design-Build Price for its performance of the Design-Build Period Work, subject to the Guaranteed Maximum Price established in accordance with Section 8.7 of this Appendix.

8.2.2 Design-Build Price Defined.

The Design-Build Price shall be an amount equal to the sum of:
(a) The Design-Build Period Costs;
(b) The General Conditions Fee; and
(c) The Design-Builder Fee,
all subject to the following:
(a) The Design-Build Price shall not include Unallowable Costs, all of which shall be borne by the Design-Builder without payment or reimbursement by the Town; (d) The only compensation payable for General Conditions Costs is the General Conditions Fee; and
(e) The Design-Build Price shall not exceed the Guaranteed Maximum Price.

8.2.3 Related Definitions.

As used in this Design-Build Contract, the following terms shall have the meanings set forth below:
(a) “Design-Build Period Costs” has the meaning specified in Section 8.3 of this Appendix.
(b) “Design-Build Price” has the meaning specified in Section 8.2.2 of this Appendix.
(c) “Design-Builder Contingency” has the meaning specified in Attachment 8D of this Appendix.
(d) “Design-Builder Fee” has the meaning specified in Section 8.6 of this Appendix. 508
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(e) “General Conditions Costs” has the meaning specified in Attachment 8A of this Appendix.
(f) “General Conditions Fee” has the meaning specified in Section 8.5 of this Appendix.
(g) “Guaranteed Maximum Price” has the meaning specified in Section 8.7 of this Appendix.
(h) “Specified Project Risk Contingency” has the meaning specified in Section 8.10.1 of this Appendix.
(i) “Specified Project Risks” has the meaning specified in Section 8.10.1 of this Appendix.
(j) “Town Allowance” has the meaning specified in Section 8.8.1 of this Appendix. (k) “Unallowable Costs” has the meaning specified in Section 8.4 of this Appendix. (l) “Uncontrollable Circumstance Costs” means, subject to Article 14, Section 17.8, and all other terms and conditions of this Design-Build Contract, any Design-Build Period Costs paid by the Design-Builder to the extent that such Design-Build Period Cost has been paid due to the occurrence of an Uncontrollable Circumstance.

8.2.4 Certification and Cost Substantiation.

Each Payment Request shall:
(a) Comply with and be submitted in accordance with the procedures and requirements of Article 9 of this Design-Build Contract. (b) Provide Cost Substantiation for the Design-Build Period Cost for which reimbursement is sought, including copies of all documentation reasonably necessary to demonstrate that the reimbursable Design-Build Period Cost has been paid or incurred.
(c) Be presented by element of the Design-Build Price.
(d) If Uncontrollable Circumstance Costs are being invoiced, present such Uncontrollable Circumstance Costs separately from other Design-Build Period Costs.
(e) If costs resulting from Subcontractor or Supplier delay or non-performance are being invoiced, present such costs separately from other Design-Build Period Costs.
(f) For Design-Build Period Costs payable on a lump sum basis, provide copies of all documentation reasonably necessary to demonstrate the value of the DesignBuild Period Work in place.

All such documentation shall be in a format and a level of detail reasonably acceptable to the Town.
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8.2.5 Relation to General Conditions Costs
Section 8.5 of this Appendix obligates the Town to pay a General Conditions Fee to the DesignBuilder. The General Conditions Fee is based upon a percentage of the Design-Build Period Costs incurred, is intended to compensate the Design-Builder for Design-Build Period Work General Conditions Costs, and is the only amount payable for General Conditions Cost whether the Design-Builder’s actual Design-Build Period Work General Conditions Costs are higher or lower than the amount of the General Conditions Fee. Accordingly, Design-Build Period Costs shall not include any costs constituting Design-Build Period Work General Conditions Costs unless otherwise expressly agreed to in writing by the parties.

8.2.6 Discounts, Rebates and Refunds.

All cash discounts, trade discounts, rebates, refunds and returns from the sale of surplus materials and equipment shall be reported and accrue to the benefit of the Town and serve to offset the Design-Build Period Costs.

8.3. DESIGN-BUILD PERIOD COSTS
“Design-Build Period Costs” means the reasonable and necessary costs paid or incurred by the Design-Builder in the proper performance of the Design-Build Period Work (including costs resulting from the occurrence of the risks assumed by the Design-Builder under this DesignBuild Contract) that (1) are described in and meet the requirements of this Section 8.3 (including all subsections) of this Appendix, and (2) are not Unallowable Costs.

As used in this Section 8.3, “reasonable and necessary costs paid or incurred by the DesignBuilder in the proper performance of the Design-Build Period Work” includes (1) costs of Design-Build Period Work necessitated by ordinary mistakes or inadvertence; (2) costs incurred in repairing or correcting defective, damaged or non-conforming Design-Build Period Work; (3) additional costs incurred due to Subcontractor delay or non-performance; (4) costs incurred in performing needed corrective action; and (5) Uncontrollable Circumstances Costs, in all cases except to the extent any such costs constitute Unallowable Costs. Such reasonable and necessary costs are further described in subsections 8.3.1 – 8.3.6. [Note: Include unit costs for contaminated soil disposal and contaminated groundwater treatment for Uncontrollable Circumstances in new Attachment 8E in the GMP Amendment, if applicable.]

8.3.1 Third-Party Professional Services Fees.
(a) Professional fees and expenses payable by the Design-Builder to design engineers for design engineering services under third party design Subcontracts.

Such fees for third-party design engineering services during the Design-Build Period or in connection with an Early Work Package shall be calculated based upon the rates set forth in Attachment 8B to this Appendix. (b) Fees and expenses payable by the Design-Builder for professional services under third-party professional services Subcontracts for other professional services, including accounting, planning, surveying, consulting and other professional services.

8.3.2 Construction Subcontractor and Materials Supplier Costs.

An amount equal to the amounts properly payable by the Design-Builder to Subcontractors for Construction Work performed under Construction Subcontracts, and Subcontracts for equipment and materials entered into in accordance with the procedures and requirements set 510
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forth in Section 7.4 of this Design-Build Contract. No Subcontract shall provide for payment of Unallowable Costs.

8.3.3 Design-Builder’s Own Direct Labor Costs.

Except to the extent that any of the following costs are supervisory and administrative personnel costs (excluding those personnel costs specifically approved by the Town as DesignBuild Period Costs), and, as such, constitute General Conditions Costs payable as part of the General Conditions Fee:
 Wages or salaries, employee benefits, premiums, taxes, insurance, contributions and assessments required by law, collective bargaining agreements and, for personnel not covered by such agreements, customary benefits such as sick leave, medical and health benefits, holidays, vacations and pensions paid by the Design-Builder, excluding bonuses, of direct employees of the Design-Builder (a) directly performing Design-Build Period Work (including Construction Work and design services) at the Project Sites or, with the written consent of the Town, at locations off of the Project Sites, or (b) providing services for the prosecution of the Design-Build Period Work as mechanics or fabricators in connection with materials, equipment, systems, and supplies incorporated, to be incorporated or reasonably used in completing the Design-Build Period Work. The costs for such employees of the Design-Builder performing DesignBuild Period Work during the Design-Build Period or in connection with an Early Work Package shall be calculated based on the “all in” rates set forth in Attachment 8C to this Appendix or, if such rates are not set forth in Attachment 8C, based on the prevailing market rates for labor performing similar services.

8.3.4 Costs of Materials, Equipment and Supplies.

Except to the extent any of the following constitute General Conditions Costs or costs paid or incurred under Subcontracts with Suppliers for equipment and materials:
(a) Costs, including transportation, inspection, testing, storage and handling, of materials, equipment, systems, and supplies incorporated, to be incorporated or reasonably used in completing the Design-Build Period Work. (b) Costs of materials, equipment and supplies, described in item (c) of this Section 8.3.4, in excess of those actually installed to allow for reasonable waste and spoilage. Unused excess materials, equipment and supplies, if any, shall become the Town’s property at the completion of the Design-Build Period Work or, at the Town’s option, shall be sold by the Design-Builder. Any amounts realized from such sales shall be credited to the Town as a deduction from the Design-Build Price.
(c) Costs, including transportation and storage, installation, maintenance, dismantling and removal of materials, supplies, temporary facilities, machinery, equipment and hand tools not customarily owned by the construction workers, that are provided by the Design-Builder at the Project Sites and fully consumed in the performance of the Design-Build Period Work; and costs (less salvage value) of such items if not fully consumed, whether sold to others or retained by the Design-Builder. The basis for the cost of items previously used by the Design-Builder shall be fair market value.
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(d) Rental charges and the costs of transportation, installation, minor repairs and replacements, dismantling and removal of temporary facilities, machinery, equipment and hand tools not customarily owned by the construction workers, which are provided by the Design-Builder at the Project Sites, whether rented from the Design-Builder or others, and incurred in the performance of the Design-Build Period Work. Rates and quantities of equipment rented shall be subject to the Town’s prior written approval.
(e) Costs of materials and equipment suitably stored off the Project Sites at a mutually acceptable location, if approved in advance in writing by the Town. (f) Any sales commissions related to the foregoing.

8.3.5 Other Costs.

Except to the extent any of the following constitute General Conditions Costs:
(a) Costs of conducting tests.
(b) Premiums for any Subcontractor Default Insurance.
(c) Increases in insurance premiums resulting from the Town request to modify lines of insurance coverage pursuant to Appendix 10.
(d) Costs of handing, removal and disposal of Hazardous Material and remediating Regulated Site Conditions (except as provided in Section 6.4(A) of this DesignBuild Contract). (e) Fuel and utility costs paid or incurred in the performance of the Design-Build Period Work.
(f) Sales, use or similar taxes, tariffs or duties imposed by a Governmental Body and incurred by the Design-Builder in the performance of the Design-Build Period Work for which the Design-Builder is not able to obtain an exemption under Applicable Law.
(g) Costs for obtaining and maintaining Governmental Approvals and NonGovernmental Approvals as set forth in Appendix 3. (h) Fees of laboratories for tests required by this Design-Build Contract. (i) Royalties and license fees paid for the use of a particular design, process or product required by this Design-Build Contract.
(j) Costs of travel, accommodations and meals for the Design-Builder’s personnel. (k) Premiums for Builder’s Risk and other Project specific insurance policies. (l) Premiums for the Performance Bonds and the Payment Bonds. 512
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8.3.6 Compensation for On-Going Design Costs During the Negotiation of the GMP Amendment.

Section 5.10(B) of this Design-Build Contract anticipates that, following the GMP Submittal, the parties will negotiate the GMP Amendment. The Design-Build Period Work Schedule anticipates a negotiating period of approximately four weeks. The Design-Builder may, but is not obligated to, continue the development of the Project design during the negotiating period in order to preserve the continuity of the design effort by the design engineers. Any costs and expenses by the Design-Builder during the negotiating period in furtherance of the Project, including the cost and expense of the design team, shall be incurred at the sole risk of the Design-Builder and shall not be subject to payment or reimbursement by the Town unless the Town specifically agrees to the payment of such costs and expenses in connection with the negotiation and execution of a GMP Amendment, in which case such costs and expenses shall constitute Design-Build Period Costs hereunder. Any such costs shall be payable in the same manner as Design-Build Period Costs are payable following the GMP Amendment Date or in any other manner agreed to by the parties in executing the GMP Amendment.

8.4. UNALLOWABLE COSTS

8.4.1 No Payment Obligation.

Notwithstanding any other provision of the Contract Documents, the Town shall have no obligation to pay the Design-Builder any Unallowable Costs.

8.4.2 Unallowable Costs Defined.
“Unallowable Costs” means:
(a) Premiums for Required Insurance other than Builder’s Risk and other Project specific insurance policies.
(b) In the event of damage to or destruction of any portion of the Project that is caused by Design-Builder Fault, cost of repair or reconstruction not covered by the Required Insurance policies on account of deductibles or exceedances under the policy’s stated coverage limitations, except for such costs of repair or reconstruction specifically included as Design-Build Period Costs in Section 8.3 of this Appendix.
(c) Costs for wages, salaries and professional services fees, to the extent they exceed wage and salary rates or fees customarily paid for similar services by comparably qualified workers and professionals in the Town or in excess of the rates set forth in the Attachments to this Appendix, except for such excess costs for wages, salaries and professional services fees that are expressly approved by the Town following written request from the Design-Builder for approval of such specific wages, salaries and professional services fees, including a specific explanation of the reasons therefor.
(d) Any costs incurred in handling disputes or litigation with Subcontractors or any other third party.
(e) Salaries and other compensation for the Design-Builder’s personnel stationed at the Design-Builder’s principal office or branch offices other than the Project Sites, except as provided in Section 8.3.3 of this Appendix. 513
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(f) Expenses of the Design-Builder’s principal office or branch offices other than the Project Sites, except as provided in Section 8.3.3 of this Appendix. (g) Overhead, office and general expenses at any location, except as provided for in Section 8.3.3 of this Appendix.
(h) [The cost of the capital (including interest on capital) used in the performance of the Design-Build Period Work or otherwise.] [Note: To be revisited once payment terms for Design-Build Work is finalized based upon input from Grant funding agency.]
(i) Rental costs of machinery and equipment, except as specifically provided in Section 8.3.4(d) of this Appendix.
(j) Costs incurred as a result of the negligence or willful misconduct of the DesignBuilder, any Affiliate, any Subcontractor or any other party performing any aspect of the Design-Build Period Work.
(k) Fines, penalties, sanctions or impositions assessed or imposed by any Governmental Body as a result of Design-Builder Fault, including violations of or non-compliance with any Governmental Approval.
(l) Any cost relating to the Design-Builder’s indemnification obligations hereunder. (m) Travel and subsistence expenses, except as specifically allowed pursuant to provided in Section 8.3.3(j).
(n) Legal costs incurred for any reason.
(o) The fees of independent experts hired to assist in connection with dispute resolution.
(p) Amounts required to be paid the Design-Builder or any Subcontractor for federal or State income, franchise or other business Taxes, other than state sales Taxes or tariffs on materials and equipment incorporated in the Project. (q) Any costs that would cause the Guaranteed Maximum Price to be exceeded.

8.5. GENERAL CONDITIONS FEE
The “General Conditions Fee” is an amount equal to [TBD]% of the Design-Build Period Costs (other than sales taxes or tariffs). The General Conditions Fee is an amount attributable to Design-Build Period Work General Conditions Costs, as described in Attachment 8A, all of which shall be paid by the Design-Builder without reimbursement hereunder and irrespective of the sufficiency of the General Conditions Fee. The General Conditions Fee includes consideration for all costs and expenses paid or incurred by the Design-Builder, as well as all profit, risk, mark-up and general and indirect overhead, in connection with the Design-Build Period Work General Conditions Costs. The General Conditions Fee shall be adjusted in the event the Scheduled Substantial Completion Date is extended as provided in Article 14 of this Design-Build Contract. [Note: General Conditions Fee to be agreed to on the GMP Amendment Date.]
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8.6. DESIGN-BUILDER FEE
The “Design-Builder Fee” is an amount equal to 12% of the Design-Build Period Costs (other than sales taxes or tariffs). The Design-Builder Fee is an amount attributable to profit, risk above and beyond the amounts associated with the Specified Project Risk Contingency and the Design-Builder Contingency, mark-up and general or indirect overhead with respect to the Design-Build Work, and includes an amount attributable to the cost of Required Insurance other than Builder’s Risk and other Project specific insurance policies.

8.7. GUARANTEED MAXIMUM PRICE

8.7.1 Guaranteed Maximum Price Generally.

The Town shall pay the Design-Builder the Design-Build Price for the Design-Build Period Work, subject to the Guaranteed Maximum Price calculated in accordance with this Section 8.7. The “Guaranteed Maximum Price” shall be the sum of (1) the Base Guaranteed Maximum Price, and (2) the Base Guaranteed Maximum Price Adjustments. The Guaranteed Maximum Price represents the absolute limit of the total of all amounts payable to the DesignBuilder by the Town for the performance of the Design-Build Period Work. In the event additional amounts are required to be expended over and above the Guaranteed Maximum Price to perform the Design-Build Period Work and achieve Substantial Completion and Final Completion, liability for and payment of such additional amounts shall be the sole responsibility of the Design-Builder. The Town shall not be liable for any such amounts, and the Design-Builder shall not pursue any claim for any such additional amounts against the Town. Notwithstanding any reference in this Design-Build Contract to the terms “mark-up” or “profit”, the Design-Builder acknowledges that (1) the Town is not guaranteeing the DesignBuilder any profit, a particular level of profit, or the avoidance of any loss in the overall performance of the Design-Build Period Work, and (2) the obligation of the Design-Builder to complete the Design-Build Period Work may result in a loss or in a mark-up and profit that is less than the mark-up and profit amounts anticipated by the Design-Builder in proposing its Design-Builder Fee, in making its GMP Submittal, and in entering into this Design-Build Contract.

8.7.2 Base Guaranteed Maximum Price.

The “Base Guaranteed Maximum Price” shall be specified in the GMP Amendment. Except as provided in Section 8.7.3 of this Appendix, the Base Guaranteed Maximum Price shall not be increased for any reason. [Note: The Base Guaranteed Maximum Price shall be the Guaranteed Maximum Price as of the GMP Amendment Date minus the Town Allowance.]

8.7.3 Base Guaranteed Maximum Price Adjustments.

The adjustments to the Base Guaranteed Maximum Price provided for in this Section 8.7.3 constitute the “Base Guaranteed Maximum Price Adjustments”, and each adjustment shall be reflected in a Contract Administration Memorandum. The Base Guaranteed Maximum Price shall be adjusted (increased or decreased) only to reflect adjustments required on account of:
(a) Uncontrollable Circumstances generally, as provided in Article 14 of this DesignBuild Contract); (b) Baseline Design Requirements Changes made under Section 6.8 of this DesignBuild Contract; or (c) Work Change Directives made under Section 6.10 of this Design-Build Contract. 515
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8.7.4 Value of Base Guaranteed Maximum Price Adjustments The value of a Base Guaranteed Maximum Price Adjustment shall be determined as follows:
(a) Where the Design-Build Work involved is covered by unit prices contained in the Contract Documents, by application of such unit prices to the quantities of the items involved; or
(b) To the extent unit prices are not applicable, by a mutually agreed amount.

Base Guaranteed Maximum Price Adjustment may provide for markup by a Subcontractor on work performed by a direct lower tier Subcontractor where Design-Build Period Work is performed through Subcontracts. Any such Construction Subcontractor mark-up shall not exceed 5% of the costs incurred by such Construction Subcontractor in respect of labor, materials, equipment, supplies and any lower-tier Construction Subcontract.

8.8. TOWN ALLOWANCE
The Town Allowance in the amount of $[TBD] may be used by the Town to address the occurrence of compensable Uncontrollable Circumstances. The Design-Builder has no right to the Town Allowance unless expressly approved by the Town. Any amount not expended against the Town Allowance shall be solely for the account of the Town and the Design-Builder shall not be entitled to share in any unexpended balance thereof. The Base Guaranteed Maximum Price does not include the Town Allowance. The [Town shall keep]/[Design-Builder shall keep and provide the Town with] an ongoing record of the original amount of the Town Allowance, all uses thereof under this Appendix, and the remaining balance of the Town Allowance. [Note: To be negotiated as part of the GMP Amendment.]

8.9. DESIGN-BUILDER CONTINGENCY
The Design-Builder Contingency in the amount of $[TBD] may be used by the Design-Builder for payment of Design-Build Costs only as provided in Attachment 8D to this Appendix. The Base Guaranteed Maximum Price includes the Design-Build Contingency as set forth in the Anticipated Design-Build Period Work Cost Schedule. [Note: To be negotiated as part of the GMP Amendment.]

8.10. SPECIFIED PROJECT RISK CONTINGENCY

8.10.1 Specified Project Risk Contingency Amount
The Specified Project Risk Contingency in the amount of $[TBD] may be used by the DesignBuilder to address the occurrence of certain of the risks assumed by the Design-Builder under this Design-Build Contract as specified below (each, a “Specified Project Risk”): [TBD]. [Note:

To be negotiated as part of the GMP Amendment.]
Any amount not expended against the Specified Project Risk Contingency shall be solely for the account of the Town and the Design-Builder shall not be entitled to share in any unexpended balance thereof. The Base Guaranteed Maximum Price includes the Specified Project Risk Contingency as set forth in the Anticipated Design-Build Period Work Cost Schedule. [Note: To be negotiated as part of the GMP Amendment.]
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8.10.2 Use of the Specified Project Risk Contingency
In the event the cost for completing Design-Build Period work arising in connection with a Specified Project Risk described in any particular Anticipated Design-Build Period Work Cost Schedule line item relating to such cost, exceeds the Anticipated Design-Build Period Work Cost Schedule dollar amount listed for such line item, and such exceedance is due to an occurrence of such Specified Project Risk, the Design-Builder shall have the right to request compensation for such excess amount from any remaining balance in the Specified Project Risk Contingency. The Town shall respond to any such request within 15 days of receipt of such request. If the Town approves such request, which approval shall not be unreasonably withheld, then the Design-Builder shall receive such excess amounts from any remaining balance in the Specified Project Risk Contingency; provided, however, that the Design-Builder shall not need prior written approval for amounts under $50,000. If and when the Specified Project Risk Contingency has been fully used in compensating the Design-Builder for such excess amounts, the Design-Builder shall not be entitled to any compensation for costs of Design-Build Work arising in connection with a Specified Project Risk exceeding the Anticipated Design-Build Period Work Cost Schedule line item relating to such cost, notwithstanding the fact that the Design-Builder has paid or incurred Design-Build Period Costs arising in connection with such Specified Project Risk in excess of such line item in the Anticipated Design-Build Period Work Cost Schedule; provided, however, that upon Final Completion the Design-Builder shall be entitled to request and to receive compensation for such excess Design-Build Period Costs arising in connection with such Specified Project Risk to the extent that payment of such costs does not cause the Design-Build Period Costs to exceed the Guaranteed Maximum Price.

The Design-Builder shall keep and provide the Town with an ongoing record of the original amount of the Specified Project Risk Contingency, all uses thereof under this Appendix, and the remaining balance of the Specified Project Risk Contingency at any time. The DesignBuilder shall provide the Town with notice of all anticipated charges against the Specified Project Risk Contingency, and shall provide the Town as part of the monthly status report all reasonably foreseeable potential uses of the Specified Project Risk Contingency in the upcoming three month period. Any use of the Specified Project Risk Contingency must be clearly identified in the associated Payment Request. Any dispute between the Town and the Design-Builder regarding the reallocation and use of the Design-Builder Contingency shall be resolved (with both parties using good faith efforts to accelerate the resolution of such dispute) in accordance with Article 11 of this Design-Build Contract.

8.11. SHARED SAVINGS AMOUNT
In the event that upon Final Completion, the Design-Build Price is less than an amount equal to: (1) the Guaranteed Maximum Price, minus (2) all amounts not expended against the Town Allowance or the Specified Project Risk Contingency, both of which shall be for the account of the Town, minus (3) the used Design-Builder Contingency, as each such amount is finally determined in accordance with this Appendix, the Town shall pay the Design-Builder an amount equal to [TBD]% of the difference between the Guaranteed Maximum Price (minus (a) all amounts not expended against the Town Allowance or the Specified Project Risk Contingency and (b) the used Design-Builder Contingency) and the Design-Build Price (the “Shared Savings Amount”). The Design-Builder shall not be entitled to share in any unexpended balance of the Town Allowance or the Specified Project Risk Contingency. The Shared Savings Amount shall be paid as part of the final payment to the Design-Builder in accordance with Section 9.5 (Payment Upon Final Completion) of this Design-Build Contract.

The Town’s determination of the Shared Savings Amount shall be final and binding upon the Design-Builder. [Note: Shared Savings to be determined and only if permitted by the Granting Agencies.]
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ATTACHMENT 8A

DESCRIPTION OF GENERAL CONDITIONS COSTS
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ATTACHMENT 8A

DESCRIPTION OF DESIGN-BUILD PERIOD WORK GENERAL CONDITIONS COSTS

GENERAL CONDITIONS COSTS
In connection with the Design-Build Period Work, the Design-Builder is responsible for the Design-Build Period Work General Conditions Costs, as well as the performance of the related obligations, identified in this Attachment 8A. The Design-Builder’s compensation for the Design-Build Period Work General Conditions Costs is limited to the General Conditions Fee.

Design-Build Period Costs shall not include any Design-Build Period Work General Conditions Costs. Design-Build Period Work General Conditions Costs consist solely and exclusively of costs incurred for the following items with respect to the Design-Build Period Work:
(1) Design-Builder Employee Supervisory and Administrative Personnel Costs (a) Hourly costs of wages or salaries of all Design-Builder’s supervisory and administrative personnel engaged in the performance of the Design-Build Period Work but only for that portion of their time required for the Design-Build Period Work, including but not limited to the Project Manager (Project Manager), Construction Manager, Superintendent(s), and those responsible for managing and implementing Design-Builder’s scheduling, cost control, billing, surveying, QA/QC and Health and Safety expenses. Only the Design-Builder’s craft labor shall be excluded from this category.
(b) Hourly costs of wages or salaries of the Design-Builder’s supervisory and administrative personnel engaged off of the Project Site at factories, workshops or on the road, to assist in the coordination, production or transportation of material or equipment necessary for the Design-Build Period Work, but only for that portion of their time required for the Design-Build Period Work. (c) Hourly costs of wages or salaries of the Design-Builder’s personnel stationed at the Design-Builder’s principal or branch offices and performing Design-Build Period Work.
(d) Costs reasonably paid or incurred by the Design-Builder for employee benefits, premiums, taxes, insurance, contributions and assessments for supervisory and administrative personnel required by law, collective bargaining agreements and, for supervisory and administrative personnel not covered by such agreements, customary benefits such as sick leave, medical and health benefits, holidays, vacations and pensions paid by the Design-Builder, excluding bonuses, to the extent such costs are based on wages and salaries paid to supervisory and administrative personnel of the Design-Builder included in the Design-Build Period Costs under item (1)(a-c) of this Attachment.
(e) The reasonable cost of travel, accommodations and meals for the DesignBuilder’s personnel necessarily and directly incurred in connection with the performance of the Design-Build Period Work.
(2) Field Office and Construction Supply Costs for Design-Builder Staff Only  Design-Builder field office mobilization and demobilization  Office trailer rental
 Office furniture and equipment
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 Office janitorial
 Document reproduction services (off-site or custom)
 Copy machines, fax machines, printers, scanners and paper shredders  Office computers, software and maintenance
 Office telephones, telephone and internet services, and all job site communication for the Project
 Accounting and data processing costs
 Jobsite radios/cellular phones
 Postage, courier, and express delivery
 Scheduling expenses
 Job travel, including fuel and vehicle
 Job meeting expenses
 Temporary parking and laydown areas
 Storage facilities, both on and off site
 Small tools, tool shed and consumables
 Surveying equipment and supplies
 Office supplies
 Partnering sessions (Design-Build Period Work only)
 Project redline drawings
 Record drawings and specifications
 Project specific signage
 Reference manuals
 Employee identification system
(3) Temporary Amenities (unless otherwise indicated, includes hookup costs, metering, and consumption costs)
 Incidental construction equipment, fuel, drayage, and parking (on and off-site)  Temporary toilets
 Temporary fire protection
 Site security
 Traffic control equipment rental
 Fencing, barricades, partitions, protected walkways, and other measures used for traffic control on-site
 Temporary water distribution and meters
 Temporary power generation
 Temporary and emergency lighting
 Temporary weather protection
 Site erosion control
 Street cleaning
 Drinking water
 Temporary construction facilities and services
 Temporary heat and ventilation
(4) Confined Space Entry
 Personnel and monitoring protective equipment
 Standby personnel
 All other costs
(5) Site Cleanup
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Description Of Design-Build Period Work General Conditions Costs 3840090.12 047018 CTR
 Daily site cleanup, dumpsters and garbage/recyclables disposal  Cleanup at Substantial Completion
(6) Design-Builder Construction Trade Training Program
(7) Health and Safety Program (Excluding Incentives)
 PPE for staff and visitors
 First aid
 Fall protection
 Safety program administration and training
 Safety incentives
 Drug testing
 Safety signage
(8) Project Information and Documentation
 Photographs to document pre-construction conditions
 Project progress photos
Any General Conditions Costs that is subcontracted shall be payable from the General Conditions Fee. The Design-Builder shall make such payments to the extent such Subcontractors are involved in Design-Builder’s affirmative action efforts. 521
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ATTACHMENT 8B

BILLING RATES FOR DESIGN-BUILD PERIOD WORK PROFESSIONAL SERVICES

PERSONNEL
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ATTACHMENT 8C

BILLING RATES FOR SELF-PERFORMED CONSTRUCTION WORK
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ATTACHMENT 8D

ANTICIPATED DESIGN-BUILD PERIOD WORK COST SCHEDULE AND DESIGN-BUILDER

CONTINGENCY
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ATTACHMENT 8D

ANTICIPATED DESIGN-BUILD PERIOD WORK COST SCHEDULE AND DESIGN-BUILDER

CONTINGENCY

GENERAL
The purpose of this Attachment is (1) to define the requirements for the Design-Builder’s preparation of the Anticipated Design-Build Period Work Cost Schedule and the Design-Builder Contingency, which will be used as the basis for payments of the Design-Build Price pursuant to Article 9 of this Design-Build Contract, and (2) to describe the manner in which payment of the Design-Build Price will be made based on the Anticipated Design-Build Period Work Cost Schedule and the Design-Builder Contingency.

EARLY DESIGN-BUILD WORK PACKAGES
As provided in Section 5.7(F) of this Design-Build Contract, the parties intend that each Early Design-Build Work Package Amendment will contain complete pricing for the Design-Build Work covered by the Early Design-Build Work Package, and that an estimated Design-Build Period Cost schedule and contingency will be established for such Early Design-Build Work Package separate and apart from the Anticipated Design-Build Period Work Cost Schedule and Design-Builder Contingency established on the GMP Amendment Date for the balance of the Design-Build Work.

TOTAL ANTICIPATED DESIGN-BUILD PERIOD WORK COST SCHEDULE AMOUNT The sum of all amounts comprising the line items in the initial Anticipated Design-Build Period Work Cost Schedule shall be equal to the total amount of the reasonably estimated direct costs of achieving Substantial Completion and Final Completion, as such total amount of reasonably estimated costs is negotiated by the parties pursuant to Section 5.8(C) of this Design-Build Contract. The total Anticipated Design-Build Period Work Cost Schedule amount, and the line items in the Anticipated Design-Build Period Work Cost Schedule, shall be adjusted appropriately by agreement of the parties to account for Base Guaranteed Maximum Price Adjustments.

DESIGN-BUILDER CONTINGENCY AMOUNT
The Design-Builder Contingency amount shall be a single stated dollar amount equal to the amount negotiated by the parties pursuant to Section 5.8(C)(2) of this Design-Build Contract.

SUM OF THE ANTICIPATED DESIGN-BUILD PERIOD WORK COST SCHEDULE AMOUNT,

THE DESIGN-BUILDER FEE AMOUNT, THE GENERAL CONDITIONS FEE AMOUNT AND

THE DESIGN-BUILDER CONTINGENCY AMOUNT
The sum of the total Anticipated Design-Build Period Work Cost Schedule amount, the associated Design-Builder Fee amount, the associated General Conditions Fee amount, the Design-Builder Contingency amount and the Specified Project Risk Contingency amount shall be equal to the Base Guaranteed Maximum Price.

PREPARATION OF THE ANTICIPATED DESIGN-BUILD PERIOD WORK COST SCHEDULE As part of the GMP Submittal, the Design-Builder shall prepare an Anticipated Design-Build Period Work Cost Schedule identifying, on a line item basis, costs of major items of Design525 Town of Paradise Sewer Project Appendix 8
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Build Work and other costs in accordance with this Attachment, and which shall include a Town Allowance, a Design-Builder Contingency and a Specified Project Risk Contingency, each separately stated as a block amount.

The Anticipated Design-Build Period Work Cost Schedule shall be consistent with the work scope and cost breakdown structure presented in the GMP Submittal, as negotiated and agreed to by the Town. The Anticipated Design-Build Period Work Cost Schedule shall assign prices to major elements of the Design-Build Work based on costs associated with scheduled activities for each such element.

The Anticipated Design-Build Period Work Cost Schedule shall:
(a) Be broken down by each major component of the Project, in accordance with the approved WBS, and show each specification division within each structure; and (a) Show the division of work between the Design-Builder and each of the Subcontractors.

The Design-Builder shall provide supporting data, including certified payrolls, as requested by the Town for any Anticipated Design-Build Period Work Cost Schedule item. The final Anticipated Design-Build Period Work Cost Schedule must be approved by the Town.

USE OF THE DESIGN-BUILDER CONTINGENCY
The Design-Builder Contingency shall be used for payment of Design-Build Period Costs only as provided in this Section. [Note: Use of line item savings and use of the Design-Builder Contingency will be subject to any conditions or limitations imposed by the Grants, and are TBD for the California State Water Resources Control Board grant.] In the event the cost for completing Design-Build Period Work described in any particular Anticipated Design-Build Period Work Cost Schedule line item exceeds the Anticipated DesignBuild Period Work Cost Schedule dollar amount listed for such line item, the Design-Builder shall have the right to request compensation for such excess amounts from any remaining balance in the Design-Builder Contingency. The Town shall respond to any such request within 15 days of receipt of such request. If the Town approves such request, which approval shall not be unreasonably withheld, then the Design-Builder shall receive such excess amounts from any line item savings and only after exhaustion of all line item savings amounts, from any remaining balance in the Design-Builder Contingency; provided, however, that the Design-Builder shall not need prior written approval for amounts under $50,000. If and when the Design-Builder Contingency has been fully used in compensating the Design-Builder for such excess amounts, the Design-Builder shall not be entitled to any compensation for costs of Design-Build Work exceeding the Anticipated Design-Build Period Work Cost Schedule line item relating to such cost (except as provided below in “Use of Line Item Savings”), notwithstanding the fact that the Design-Builder has paid or incurred Design-Build Period Costs in excess of such line item in the Anticipated Design-Build Period Work Cost Schedule; provided, however, that upon Final Completion the Design-Builder shall be entitled to request and to receive compensation for such excess Design-Build Period Costs to the extent that payment of such costs does not cause the Design-Build Period Costs to exceed the Guaranteed Maximum Price.

The Design-Builder shall keep and provide the Town with an ongoing record of the original amount of the Design-Builder Contingency, all uses thereof under this Appendix, and the remaining balance of the Design-Builder Contingency at any time. The Design-Builder shall 526
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provide the Town with notice of all anticipated charges against the Design-Builder Contingency, and shall provide the Town as part of the monthly status report all reasonably foreseeable potential uses of the Design-Builder Contingency in the upcoming three month period. Any use of the Design-Builder Contingency must be clearly identified in the associated Payment Request.

USE OF LINE ITEM SAVINGS
In administering payment of the Design-Build Price based on the Anticipated Design-Build Period Work Cost Schedule line items, the parties acknowledge that the Design-Build Period Costs associated with any particular line item may be less than the dollar amount provided for such line item in the Anticipated Design-Build Period Work Cost Schedule. If the Design-Build Period Costs associated with a particular Anticipated Design-Build Period Work Cost Schedule line item are less than the dollar amount provided for such line item in the Anticipated DesignBuild Period Work Cost Schedule, subject to the following sentence, the dollar value associated with the line item cost underage shall be available to be paid to the Design-Builder in the event the Design-Build Period Costs associated with another particular line item exceed the Anticipated Design-Build Period Work Cost Schedule dollar amount listed for such line item.

Such line item savings amounts shall be in addition to any Design-Builder Contingency amounts that may be available to pay such Anticipated Design-Build Period Work Cost Schedule line item excess costs; provided, however, that in any event line item savings shall be used prior to Design-Builder Contingency amounts.

DAMAGE TO THE PROJECT AND INSURANCE RECOVERIES
The costs of repairing any damage to the Project constitute Design-Build Period Costs, and (1) are payable to the Design-Builder as part of the Design-Build Period Costs, as provided in Section 8.3 of this Appendix, (2) shall result in an appropriate revision of the Anticipated Design-Build Period Work Cost Schedule, and (3) shall result in a Base Guaranteed Maximum Price Adjustment, as provided in Section 8.7.3 of this Appendix. All recoveries under policies of Required Insurance on account of any damage to the Project shall be applied to the payment of such repair costs, as provided in Section 6.17 and Article 13 of this Design-Build Contract.

SUBCONTRACTOR AND SURETY RECOVERIES
A substantial portion of the Construction of the Project is expected to be performed by Construction Subcontractors. The risks of delay and non-performance by Subcontractors are borne by the Design-Builder, and costs incurred by the Design-Builder that result from the occurrence of such risks constitute Design-Build Period Costs payable by the Town from the Design-Builder Contingency hereunder, subject to the Guaranteed Maximum Price. All payments from the Design-Builder Contingency for costs incurred as a result of the occurrence of the risk of Subcontractor delay or non-performance shall be separately identified and recorded. In the event the Design-Builder, in the exercise of its mitigation duties under this Design-Build Contract, receives any judgment or settlement awards or otherwise makes any financial recoveries from Subcontractors or their guarantors or sureties on account of any such delays or non-performance, the amounts so received (net of reasonable enforcement costs), whether before or after Final Completion, shall be paid by the Design-Builder first to the Town, up to the amount of any Design-Builder Contingency payments made due to the occurrence of such risks. Any remaining amounts then may be retained by the Design-Builder for its own account. The obligation of the Design-Builder to take such mitigation measures and to make such payments to the Town shall survive termination of this Design-Build Contract. 527
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APPENDIX 9

SUBSTANTIAL COMPLETION
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APPENDIX 9

SUBSTANTIAL COMPLETION

9.1. PURPOSE
The purpose of Substantial Completion is to demonstrate that the Project complies with all Contract Standards. This Appendix sets forth certain supplementary requirements for Substantial Completion.

9.2. RELATIONSHIP TO BASELINE DESIGN DOCUMENTS
The Baseline Design Documents applicable to the requirements of this Appendix are set forth in Appendix 4.

9.3. SUBSTANTIAL COMPLETION PROCEDURES

9.3.1 Substantial Completion Procedures Generally
The intent of the Substantial Completion Procedures (as defined below) are to demonstrate that the installed facilities, systems, and the Project as a whole are ready to perform in accordance with the requirements of the Contract Documents and the Contract Standards.

9.3.2 Construction Testing
To confirm compliance with the testing (including but not limited to air tests, Mandrel tests, and the testing of materials described in subsection 6.10.5 of Appendix 6) required by the Contract Documents, including but not limited to Appendix 4, the Design-Builder shall submit certified reports. The certified reports shall be from the appropriate certifying entity demonstrating that construction complies with the Contract Documents and has satisfactorily passed relevant testing. For general construction, the reports will be submitted by a professional engineer. For valves and any mechanical equipment, the certifications shall be factory certifications.

9.3.3 Observation of Substantial Completion Procedures
The Town reserves the right to observe and inspect the Project testing. The Design-Builder shall provide at least five days’ notice to the Town prior to commencement of any tests. The Design-Builder shall also ensure that each material manufacturer representative that is required to witness such test is present.
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APPENDIX 10

INSURANCE REQUIREMENTS
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APPENDIX 10

INSURANCE REQUIREMENTS

10.1. GENERAL REQUIREMENTS
(a) The Town of Paradise (the “Town”) reserves the right to approve or reject the insurance provided based upon the insurer (including financial condition), terms and coverage, the Certificate of Insurance (COI), and/or endorsements. The insurance must be provided by an insurer with a rating of (A-) VII or higher in the A.M. Best’s Key Rating Guide (http://www.ambest.com/home/default.aspx), and licensed to do business in the State of California. By requiring the insurance herein, the Town does not represent that the insurance coverages and limits will necessarily be adequate to protect the Design-Builder and such coverages and limits shall not be deemed as a limitation on the Design-Builder’s liability under the indemnities granted to the Town in this Design-Build Contract.
(b) The Design-Builder shall keep the Required Insurance in force during the entire Term and for thirty (30) calendar days after the expiration of the Term, unless otherwise provided herein.
(c) The liability insurance policies required by this section shall:
(1) For insurance policies other than for professional liability or workers’ compensation, contain a “severability of insureds,” “separation of interest,” or “cross liability” provision.
(2) Be primary and non-contributory insurance to any insurance coverage or self-insurance program the Town may maintain.
(3) For insurance policies other than for professional liability or workers’ compensation, contain a Waiver of Subrogation clause in favor of the Town.
(4) Other than professional liability, reflect coverage on an “occurrence”, not “claims-made” policy form.
(d) The Design-Builder shall provide the Town notice of any cancellation or nonrenewal of this required insurance within 30 calendar days. (e) The Design-Builder shall forward to the Town, full and original certificates of insurance with endorsements required by this Appendix.
(f) The Design-Builder shall not begin work under this Design-Build Contract until the required insurance has been obtained and approved by the Town. (g) Failure on the part of the Design-Builder to obtain and maintain the insurance as required by this section shall constitute a material breach of this DesignBuild Contract, upon which the Town may, after giving five business day notice to the Design-Builder to correct the breach, immediately terminate this DesignBuild Contract or, at its discretion, procure or renew such insurance and pay any and all premiums in connection therewith; with any sums so expended to be 531
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repaid to the Town by the Design-Builder upon demand, or at the sole discretion of the Town, offset against funds due the Design-Builder from the Town. (h) All costs for insurance shall be incidental to and included in the unit or lump sum prices of this Design-Build Contract and no additional payment will be made by the Town to the Design-Builder.
(i) For all liability insurance policies required by this Section, the Town, including its officers, elected officials, employees, agents, and volunteers, and any other entities as required by this Design-Build Contract, shall be named as additional insured(s) by amendatory endorsement, EXCEPT Professional Liability (if applicable), Workers Compensation, Owner’s and Design-Builder’s Protective Liability, and Railroad Protective Liability.
(j) Except for the builders’ risk insurance required pursuant to V(I) of this Appendix 10, the Design-Builder may provide the insurance coverages required pursuant to this Appendix 10 through the general corporate policies of the Design-Builder or its affiliates. In such case, the general corporate policies shall meet the applicable requirements of this appendix.

10.2. EVIDENCE OF INSURANCE
The Design-Builder shall deliver a COI and endorsements for each policy of insurance meeting the requirements set forth herein when the Design-Builder delivers the signed Design-Build Contract for the work to the Town. The certificate and endorsements must conform to the following requirements:
(a) An ACORD certificate or a form determined by the Town to be equivalent. (b) Copies of all endorsements showing the policy number and naming the Town as an additional insured.
(c) Except for insurance policies other than for professional liability or workers’ compensation, the endorsement is to state that the insurance is primary and non-contributory over any Town insurance or self-insurance. (d) For insurance policies for general liability, the endorsement is to extend “Products/Completed Operations” coverage to the Town as an additional insured.
(e) A statement of additional insured status on an ACORD COI shall not satisfy this requirement.
(f) Any other amendatory endorsements to show the coverage required herein.

10.3. CERTIFICATE REQUIREMENTS SPECIFIC REPRESENTATIONS The following must be indicated on the COI:
(a) The Town is named as an additional insured (“with respect to this Design-Build Contract” or “for any and all work performed with the Town” may be included in this statement) for insurance policies for General Liability and Automobile Liability.
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(b) “This insurance is primary and non-contributory over any insurance or selfinsurance the Town may carry” (“with respect to this Design-Build Contract” or “for any and all work performed with the Town” may be included in this statement) for insurance policies for General Liability and Automobile Liability. (c) A Waiver of Subrogation in favor of the Town for General Liability and Automobile Liability.
(d) Self-Insured Retention and applicable deductible limits must be disclosed on the COI and be consistent with good industry practice.
(e) Contract or Permit number and the Town Department.
(f) All coverage other than professional liability, Cyber/Privacy & Security, and Pollution Liability must be written on “occurrence” form and not “claims-made” form.
(g) Reflect the existence and form numbers of all required endorsements.

10.4. SUBCONTRACTORS
It is the Design-Builder's responsibility to cause each Subcontractor to obtain and maintain adequate liability insurance coverage. The Design-Builder shall provide evidence of such insurance upon the Town’s request.

10.5. CERTIFICATE REQUIREMENTS FOR COVERAGES AND LIMITS The insurance shall provide the minimum coverages and limits set forth below. Providing coverage in these stated minimum limits shall not be construed to relieve the Design-Builder from liability in excess of such limits. None of the policies or coverage required by this section shall be subject to a deductible or self-insured retained limit of more than $10,000 unless first approved in writing by the Town Contracting Department, which self-insured retention may be satisfied by either the named insured or the Town.

A. General Liability Insurance
(1) Commercial General Liability (CGL) Insurance
The CGL insurance policy must provide limits not less than $1,000,000 each occurrence and $2,000,000 annual aggregate. A deductible of $25,000 for Commercial General Liability Insurance is approved by the Town.

The CGL policy shall be written on an "occurrence", not "claims-made", basis and shall include the following coverage:
a) Must use (Insurance Services Office (ISO) form CG0001(04-13) or its equivalent).
b) Products Hazard/Completed Operations.
c) Personal/Advertising Injury.
d) Contractual Liability.
e) Explosion, Collapse, or Underground Property Damage. 533
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g) Blasting (only required when the Design-Builder's work under this Design-Build Contract includes exposures to which this specified coverage responds).
h) If Design-Builder is performing work within 50 feet of a railroad right of way, the General Liability policy shall be endorsed to eliminate the Contractual Liability exclusion pertaining to work within 50 feet of a railroad right of way using ISO form CG2417(10-01) or equivalent.
i) Include the Town as additional insured and:

1. Use ISO forms CG2010(04-13) and CG2037(04-13) or
equivalent for Design-Builders performing work on behalf of the Town and name the Town as an additional insured for ongoing and completed operations.

2. Use ISO form CG2012(04-13) or equivalent for Permits and name the Town as an additional insured.

3. Use ISO form CG2026(04-13) or equivalent for Facility Use Agreements and name the Town as an additional insured.

4. Blanket additional insured provisions within a policy form will be accepted in lieu of the specific additional insured
endorsement forms specified herein. However, a blanket
additional insured endorsement shall provide the equivalent coverage provided by specific additional insured endorsements specified herein.
(2) Marine General Liability (MGL) Insurance (only applicable in the event Design-Builder will utilize rented or owned vessels on a waterway to perform Design-Build Work.)
The MGL policy must provide limits no less than $1,000,000 each occurrence and $2,000,000 annual aggregate. The MGL policy shall be provided before the commencement of Design-Build Period Work.

MGL insurance must have no exclusions for non-owned watercraft. A policy of MGL Insurance shall be written on an "occurrence", not "claims-made", basis and shall include the following coverage:
a) A per project aggregate policy limit.
b) Products Hazard/Completed Operations- for a period of one year following final acceptance of the work.
c) Personal/Advertising Injury.
d) Contractual Liability.

If Design-Builder is performing work within 50 feet of a railroad right of way, the General Liability policy shall be endorsed to eliminate the Contractual Liability exclusion pertaining to work within 50 feet of a railroad right of way using ISO form CG2417(10-01) or equivalent.
e) Include the Town as an additional insured for this Design-Build Contract and contracts both ongoing and for completed
operations.
(3) Protection and Indemnity (P&I) Insurance
The Design-Builder shall procure and maintain P&I insurance. This insurance must cover all claims with respect to injuries or damages to persons or property, arising out of the use, operation or ownership of 534
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boats, ships, or vessels with limits of liability not less than One Million Dollars ($1,000,000) each occurrence. If required, the Design-Builder shall procure and maintain commercial umbrella liability insurance covering claims for these risks. The P&I policy shall be provided before the commencement of the Design-Build Period Work.

B. Commercial Automobile Liability (CAL) Insurance
The Design-Builder shall obtain and keep in force during the term of the Contract, a policy of CAL insurance coverage, providing bodily injury coverage and property damage coverage for owned (if any), non-owned, hired, and leased vehicles.

The Design-Builder must also maintain an MCS 90 endorsement or equivalent and a CA 9948 endorsement or equivalent if “Pollutants” are to be transported. CAL policies must provide limits not less than $1,000,000 each accident for bodily injury and property damage.

Must use ISO form CA 0001 or equivalent.

C. Workers' Compensation
(1) State of California Workers’ Compensation
The Design-Builder shall comply with Workers' Compensation coverage as required by California Labor Code Section 3700.

D. Employers’ Liability (EL) (Stop-Gap) Insurance
The Design-Builder shall maintain EL coverage with limits not less than $1,000,000 each employee, $1,000,000 each accident, and $1,000,000 policy limit.

E. Professional Liability Insurance (PLI)
The Design-Builder and/or its Subcontractors shall provide evidence of PLI covering professional errors and omissions. Such policy must provide minimum limits of $2,000,000 per claim and $4,000,000 aggregate. If the scope of such design-related professional services includes work related to pollution conditions, the PLI policy shall include Pollution Liability coverage. If provided on a “claims-made” basis, such coverage shall be maintained by policy renewals or an extended reporting period endorsement for not less than five years following the end of the Contract.

F. Excess or Umbrella Liability (UL) Insurance
The Design-Builder shall provide Excess or UL coverage at limits of not less than $5,000,000 per occurrence and $10,000,000 in the aggregate.

This Excess or UL coverage shall apply, at a minimum, to the CGL, EL and Automobile Liability forms required herein.
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G. Pollution Liability (PL) Insurance
The Design-Builder shall procure and maintain a PL or Environmental Liability policy providing coverage, including investigation and defense costs, for bodily injury and property damage, including loss of use of damaged property or of property that has been physically damaged or destroyed. Such coverage shall provide both on-site and off-site cleanup costs and cover gradual and sudden pollution, and include in its scope of coverage the Town damage claims for loss arising out of the DesignBuilder’s work with limits not less than $1,000,000 each occurrence and $2,000,000 aggregate. This policy shall include Environmental Resource Damage coverage. A deductible of $25,000 for Pollution Liability Insurance is approved by the Town.

Such insurance may be provided on an “occurrence” or “claims-made” basis. If such coverage is provided on a “claims-made” basis, the following additional conditions must be met:
(1) The policy shall not exclude coverage for Hazardous Substance Removal. (2) The policy must contain no retroactive date, or the retroactive date must precede the commencement date of this contract.
(3) If provided on a “claims-made” basis and the insurer providing coverage changes during the term of the contract, the prior acts date must remain on or before the commencement date of this contract.
(4) The extended reporting period (tail) must be purchased to cover a minimum of six years beyond completion of work.

H. Commercial Property (CP) Insurance
The Design-Builder shall provide CP for loss or damage to any and all equipment owned by the Town while in the care, custody or control of the Design-Builder, its Subcontractors, or their agents. The coverage shall be provided on an ISO special form Causes of Loss form or equivalent and shall provide full replacement cost coverage. The Design-Builder shall be liable for the payment of the deductible.

I. Builder's Risk (BR) Insurance
Prior to the commencement of Design-Build Period Work, the DesignBuilder shall purchase and maintain throughout the remainder of the term of the Contract, a policy of BR insurance providing coverage for allrisk of physical injury to all structures to be constructed according to the Contract. The Town shall be named as an additional insured to the extent of its insurable interests, and a loss payee under the policy. BR insurance shall:
(1) Be on an ISO special form Causes of Loss form or equivalent and shall insure against the perils flood, earthquake, theft, vandalism, malicious mischief, and collapse.
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(2) Include coverage for temporary buildings, debris removal, and damage to materials in transit or stored off-site.
(3) Be written in the amount of the completed value of the structures, with no coinsurance provisions exposure on the part of the Design-Builder or the Town.
(4) Have a deductible consistent with good industry practice for each occurrence, the payment of which will be the responsibility of the DesignBuilder. Any increased deductibles accepted by the Town will remain the responsibility of the Design-Builder.
(5) Be maintained until Final Completion of the work.

The Design-Builder and the Town waive all rights against each other, their respective subcontractors, agents and representatives for damages caused by fire or other perils to the extent covered by BR insurance or other property insurance applicable to the work. The policies shall provide such waivers by endorsement or otherwise.

J. Owners and Design-Builders Protective Liability (OCPL) Insurance The Design-Builder shall obtain and keep in force during the performance of any and all work required by this Design-Build Contract, an ISO form OCPL policy, on which the Town shall be a named insured.

Said policy shall provide coverage for bodily injury and property damage arising from the work to be performed under the Contract, and shall have policy limits of no less than Three Million Dollars $3,000,000 combined single limit of liability with a dedicated aggregate limit of no less than Six Million Dollars $6,000,000.

K. Other Insurance
Other insurance as may be deemed appropriate to cover the specified risk and exposure arising from the scope of work or changes to the scope of work required by the Town. The costs of such necessary and appropriate insurance coverage shall be borne by the Design-Builder.

The Design-Builder will also be responsible to comply with all specific insurance requirements of the Union Pacific Railroad (UPRR) and California State Department of Transportation (Caltrans) associated with the highway and rail crossings.
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APPENDIX 11

KEY PERSONNEL AND APPROVED SUBCONTRACTORS
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APPENDIX 11

KEY PERSONNEL AND APPROVED SUBCONTRACTORS

11.1. PURPOSE
The purpose of this Appendix is to identify (1) the Key Personnel proposed to be used by the Design-Builder in performing the Contract Obligations and (2) those Subcontractors that the Town has approved for use by the Design-Builder in performing the Contract Obligations.

11.2. KEY PERSONNEL

11.2.1 Key Personnel Generally.

As referenced in Section 7.1 of this Design-Build Contract, certain Key Personnel were proposed by the Design-Builder and shall be used by the Design-Builder in connection with the performance of the Contract Obligations (the “Key Personnel”). Any change in the Key Personnel shall be subject to review and approval of the Town in accordance with Section 7.1 of this Design-Build Contract.

11.2.2 Key Personnel.

At a minimum, the Key Personnel shall include the following:

Design-Builder Party Role Name

1. Mountain Cascade, Inc. Project Management Randy Buckman

2. Carollo Engineers, Inc. Outreach Beverly Hann

3. Carollo Engineers, Inc. BODR Development Tim Taylor

4. Carollo Engineers, Inc. Collection System Darren Baune

5. Mountain Cascade, Inc. Project Controls Gary Silveira

6. Mountain Cascade, Inc. Testing, Commissioning, and Start-Up Howard Reiss

7. Carollo Engineers, Inc. Export Pipeline/Chico Connection Jon Marshall

8. Mountain Cascade, Inc. Cost Model Don Crivello

9. Mountain Cascade, Inc. Construction Phasing Randy Buckman

10. Mountain Cascade, Inc. Safety Rickey Arslanian

11. Carollo Engineers, Inc. Quality Andrew Frost

11.3. APPROVED SUBCONTRACTORS
As of the Contract Date, Approved Subcontractors are identified in the following table.

Additional potential Subcontractors shall be proposed by the Design-Builder and approved by the Town for any Early Work Packages and for the balance of the Design-Build Work in accordance with Sections 5.7 and 7.4 of this Design-Build Contract and Attachment 11A to this Appendix. Approved Subcontractors proposed by the Design-Builder and approved by the Town after the GMP Amendment Date shall be reflected in a Contract Administration Memorandum.
[Note: The names and roles of all additional Approved Subcontractors as of the GMP Amendment Date shall be added to the table below as part of the GMP Amendment.] 539
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Subcontractor Role

1. Carollo Engineers, Inc. Engineer-of-Record

2. Rolls, Anderson & Rolls Surveying

3. Fugro Hazardous Materials Survey

4. Montrose Environmental Environmental

5. Pacific Boring, Inc. Tunneling and Auger Boring

6. San Joaquin Electric, Inc. Electrical Contractor

7. 11.4. SUBCONTRACTING PLAN
A preliminary Subcontracting Plan is included as Attachment 11A. The final Subcontracting Plan will be set forth in the GMP Amendment.
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ATTACHMENT 11A

SUBCONTRACTING PLAN
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APPENDIX 12

CERTAIN STATE AND FEDERAL GRANT REQUIREMENTS AND GUIDELINES 542
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APPENDIX 12

CERTAIN STATE AND FEDERAL GRANT REQUIREMENTS AND GUIDELINES The Town intends to utilize Grants for the entirety of its financing structure. The utilization of the Grants is predicated on complying with all applicable requirements of the Grants, including, as applicable, complying with all applicable provisions identified in this Appendix.

As of the Contract Date, the written requirements of any California State Water Resources Control Board grants have not yet been established and therefore are not yet reflected in this Appendix. The parties intend to update this Appendix by Contract Amendment once such written requirements have been established.

This Appendix is a summary only of such requirements, and is not intended to be an exhaustive list of all of the Grant Requirements. Reference is made to the Grant documentation for the full terms and provisions of the written requirements of the Grants.

In order to satisfy the requirements of the Community Development Block Grant – Disaster Recovery grant funding, as well as additional procurement requirements of the Town, this Design-Build Contract and all Subcontracts must incorporate the following basic requirements:
[INTENTIONALLY LEFT BLANK]
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Table A12-1
Federal Statutes, Regulations and Other Requirements
Reference Subject

1. 2 C.F.R. parts 200.339, 200.342, 200.343 Remedies for Noncompliance

2. 2 C.F.R. parts 200.340 and 200.341 Termination

3. 2 C.F.R. 200.334 Five-Year Retention Requirement

4. 2 C.F.R. 200 Subpart F Audit Requirements

5. 2 C.F.R. 200.208 Authority to Impose Additional Special Conditions

6. 2 C.F.R. 200.318 General procurement standards

7. 2 C.F.R. 200.319 Competition

8. 2 C.F.R. 200.320 Methods of procurement to be followed

9. 2 C.F.R. 200.322 Domestic Preferences for Procurements

10. 2 C.F.R. 200.324 Contract cost and price

11. 2 C.F.R. 200.325 Federal awarding agency or pass-through entity review

12. 2 C.F.R. 200.326 Bonding Requirements

13. 40 U.S.C. 3702 Contract Work Hours and Safety Standards Act

14. 40 U.S.C. 3702, Sections 103 and 107 Contract Work Hours and Safety Standards Act

15. 24 C.F.R. 570.489(h) Conflicts of Interest

16. 15 U.S.C. Sec. 15 (Section 4) Clayton Act

17. 37 C.F.R. 401 Rights To Inventions Made By Nonprofit Organizations And Small Business Firms Under
Government Grants, Contracts, And Cooperative
Agreements

18. 41 U.S.C. 51-58 Anti-Kickback Act of 1986

19. 40 U.S.C. 3141-3148;
42 U.S.C. 3212
29 C.F.R. Subtitle A, Parts 1, 3, and 5
Davis Bacon and Related Acts (DBRA)

20. 2 C.F.R. Part 200.214 Suspension and Debarment
544
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21. 2 C.F.R. 1400 Nonprocurement Debarment and Suspension

22. Executive Order No. 12,549, 1986 Debarment and suspension prohibitions relating to violations of the Clean Water Act and Clean Air
Act with respect to federal contracts, grants or
loans

23. 31 U.S.C. 1352 Byrd Anti-Lobbying Amendment

24. 43 C.F.R. 18 New Restrictions on Lobbying

25. Pub. L. No. 117-58, §§ 70901-52 Build America, Buy America Act (BABA

26. 33 U.S.C. 3914 American Iron and Steel (AIS) Requirement

27. 31 U.S.C. 1352 Limitations on the Payment of Funds to Influence Federal Transactions

28. 42 U.S.C. 2000d et seq. Title VI of the Civil Rights Act of 1964

29. 42 U.S.C. 3601 Title VII of the Civil Rights Act of 1968 (The Fair Housing Act)

30. Public Law 100–259; 102 Stat. 28 Civil Rights Restoration Act of 1987

31. 42 U.S.C. 5309, Section 109 of Title 1 Housing and Community Development Act of 1974

32. 42 U.S.C. 3604 Fair Housing Amendment Act of 1988

33. 42 U.S.C. 6101 and DOI implementing
regulations published at 43 C.F.R. 17.300-

17.339
The Age Discrimination Act of 1975

34. Section 504 of the Rehabilitation Act of
1973, as amended 29 U.S.C. 794, and DOI
implementing regulations published at 43
C.F.R. 17 subpart B
Rehabilitation Act of 1973

35. 42 U.S.C. 12101 The Americans with Disabilities Act of 1990 (ADA)

36. Executive Order 11063, 1962 Prohibiting discrimination in the sale, leasing, rental, or other disposition of properties and
facilities owned or operated by the federal
government or provided with federal funds

37. 42 U.S.C. 2000e Equal Employment Opportunity Act

38. 29 C.F.R. 1607 Uniform Guidelines on Employee Selection Procedures adopted by the EEOC in 1978
545
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39. 38 U.S.C. 4212 Vietnam Era Veteran’s Readjustment Act of 1974 (revised Jobs for Veterans Act of 2002)

40. Executive Order 11246, 1965 Prohibiting federal contractors and federally assisted construction contractors and
subcontractors, who do business with the federal
government from discriminating in employment
decisions

41. 2 C.F.R. 200.321 Small, Minority and Women’s Business Enterprises and Labor Surplus Area Firms

42. Executive Order No. 12,432, 1983 Minority Business Enterprise Development

43. 41 U.S.C. 8101
2 C.F.R. Parts 182 and 1401
Drug-Free Workplace Act of 1988

44. Executive Order No. 11,246, 1965 Prohibiting discrimination on the basis of race, color, sex, religion and national origin to enhance
hiring training, and promotion opportunities for
minorities and women in construction programs
financed, in part, by federal dollars

45. 12 U.S.C. 1701u
24 C.F.R. 75
Section 3 of the Housing and Urban Development
Act of 1968

46. 24 C.F.R. 50
24 C.F.R. 58
40 C.F.R. 1500-1508
The National Environmental Policy Act (NEPA)

47. 40 C.F.R. Parts 15 and 50 Environmental Protection Agency (EPA) Regulations

48. 24 C.F.R. 58 Environmental Review Procedures

49. 42 U.S.C. 7401-7671q Clean Air Act

50. 33 U.S.C. 1251-1387 Federal Water Pollution Control Act

51. 33 U.S.C. 1251 Clean Water Act

52. 45 C.F.R. 75.331
2 C.F.R. 200.323
Procurement of Recovered Materials

53. Pub. L. 94-163, 89 Stat. 871 The Energy Policy and Conservation Act

54. 42 U.S.C. 4001 Flood Disaster Protection Act

55. 42 U.S.C. 4151-4157 Architectural Barriers Act

56. https://www.epa.gov/greeningepa/federalsustainability-requirements-and-guidelinesSustainability Requirements, such as those provided by the EPA and Department of Energy
546
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57. 83 F.R. 5850, 83 F.R. 5861 National Floodplain Elevation Standards

58. Title X Residential Lead-Based Paint Hazard Reduction Act

59. 42 U.S.C. 63, Section 401(b) Lead-Based Paint Poisoning Prevention Act of 1971

60. 54 U.S.C. 300101
16 U.S.C. 470
The National Historic Preservation Act of 1966

61. Pub. L. 93-291 Archaeological and Historical Preservation Act of 1974

62. 36 C.F.R. 800 Advisory Council on Historic Preservation Procedures for Protection of Historic Properties

63. Executive Order 11593 Protection and Enhancement of the Cultural Environment

64. 42 U.S.C. Chapter 51 The Architectural Barriers Act of 1968

65. 2 C.F.R. Subtitle A, Chapter II, Part 200,
et. seq., adopted by HUD at 2 C.F.R. 2400
Uniform Administrative Requirements, Cost
Principles, and Audit Requirements for Federal
Awards

66. 42 U.S.C. 4601, and implementing
regulations issued at 24 C.F.R. 42 and 49
C.F.R. 24
Uniform Relocation Assistance and Real Property
Acquisition Policies Act of 1970

67. 42 U.S.C. 69 (Housing and Community
Development Act of 1974), Section 104(d)
Residential Antidisplacement and Relocation
Assistance Plan; Certification of Adherence;
Contents

68. Title 29, C.F.R., Subtitle A Parts 1, 3, and
5 Federal Labor Standards

69. 24 C.F.R. 570 HUD regulations concerning Community
Development Block Grants

70. 24 C.F.R. 570 HUD regulations concerning Community
Development Block Grants

71. 24 C.F.R. 85.40 HUD Reporting Requirements

72. Chapter XIII, Bureau of Labor Standards,
Department of Labor, Part 1518
Safety Standards for General Industry and
Construction

73. Federal Register, Volume 36, No. 75. Title
29 Safety and Health Regulations for Construction
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Table A12-2
State Statutes, Regulations and Other Requirements
Reference Subject

1. Government Code 12900,
et. seq.

Cal. Code Regs., Title 2
Section 11000, et. seq.

California Fair Employment and Housing Act

2. Government Code 11135
– 11139.5
California Discrimination

3. Public Contract Code
Section 10115, et seq.

Minority and Women Business Participation Goals for State Contracts

4. 2 Cal. Code Regs.
1896.60, et seq.

Disabled Veteran Business Enterprise (DVBE) program

5. Public Contract Code
10353
Priority Hiring Considerations

6. Public Contract Code
Sections 12205 and
12156(e)
Recycled Content Certification

7. Pub. Res. Code 21000, et
seq.

California Environmental Quality Act (CEQA)

8. California Green
Buildings Standards Code
Title 24, Part 11
California Green Buildings Standards Code (CAL Green)

9. Wildland-Urban Interface
Building Code Title 24,
Chapter 7a
Wildland-Urban Interface Building Code (WUI Code)

10. Pub. L. 94-163, 89 Stat.
871
California Energy Conservation Plan, developed in accordance with the federal Energy Policy and Conservation Act

11. Cal. Code Regs. Title 25
Section 7122
Audit Requirements

12. Government Code 8546.7 Audits

13. Public Contract Code
7110
Family Code Chapter 8
Part 5 of Division 9
Child Support Compliance Act

14. Cal. Code of Regs. Title 25 Grant Administration
548
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15. Public Contract Code
10344(e)
Requirement for Loss Leader Provision

16. Labor Code Section 1720-
1743
Labor Code 1770-1784
State Prevailing Wages

17. State Contract Manual
Requirements Section

3.11, for Federally
Funded Contracts
State Contract Manual Requirements

18. Business and Professions
Code Chapter 2 of Part 2
of Division 7
Cartwright Act

19. Government Code 4550 –
4554 Chapter 11
Antitrust Claims
549
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Davis-Bacon Act Wage Determinations
A12-1
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ATTACHMENT 12A

DAVIS BACON ACT WAGE DETERMINATIONS
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APPENDIX 13

CERTAIN PROVISIONS OF THE CALIFORNIA PUBLIC CONTRACT CODE California Public Contract Code Sections 20104 to 20104.6 Public Contract Code - PCC
DIVISION 2. GENERAL PROVISIONS [1100 - 22355] ( Division 2 enacted by Stats. 1981, Ch. 306. )
PART 3. CONTRACTING BY LOCAL AGENCIES [20100 - 22178] ( Part 3 added by Stats. 1982, Ch. 465, Sec. 11. )
CHAPTER 1. Local Agency Public Construction Act [20100 - 20929] ( Chapter 1 added by Stats. 1982, Ch. 465, Sec. 11. )
ARTICLE 1.5. Resolution of Construction Claims [20104 - 20104.6] ( Article 1.5 added by Stats. 1994, Ch. 726, Sec. 22. )
20104. (a) (1) This article applies to all public works claims of three hundred seventy-five thousand dollars ($375,000) or less which arise between a contractor and a local agency. (2) This article shall not apply to any claims resulting from a contract between a contractor and a public agency when the public agency has elected to resolve any disputes pursuant to Article 7.1 (commencing with Section 10240) of Chapter 1 of Part 2. (b) (1) “Public work” means “public works contract” as defined in Section 1101 but does not include any work or improvement contracted for by the state or the Regents of the University of California.
(2) “Claim” means a separate demand by the contractor for (A) a time extension, (B) payment of money or damages arising from work done by, or on behalf of, the contractor pursuant to the contract for a public work and payment of which is not otherwise expressly provided for or the claimant is not otherwise entitled to, or (C) an amount the payment of which is disputed by the local agency.
(c) The provisions of this article or a summary thereof shall be set forth in the plans or specifications for any work which may give rise to a claim under this article. (d) This article applies only to contracts entered into on or after January 1, 1991. (Amended by Stats. 2010, Ch. 697, Sec. 47. (SB 189) Effective January 1, 2011. Operative July 1, 2012, by Sec. 105 of Ch. 697.)
20104.2. For any claim subject to this article, the following requirements apply:
(a) The claim shall be in writing and include the documents necessary to substantiate the claim. Claims must be filed on or before the date of final payment. Nothing in this subdivision is intended to extend the time limit or supersede notice requirements otherwise provided by contract for the filing of claims.
(b) (1) For claims of less than fifty thousand dollars ($50,000), the local agency shall respond in writing to any written claim within 45 days of receipt of the claim, or may request, in writing, within 30 days of receipt of the claim, any additional documentation supporting the claim or relating to defenses to the claim the local agency may have against the claimant. 551
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(2) If additional information is thereafter required, it shall be requested and provided pursuant to this subdivision, upon mutual agreement of the local agency and the claimant. (3) The local agency’s written response to the claim, as further documented, shall be submitted to the claimant within 15 days after receipt of the further documentation or within a period of time no greater than that taken by the claimant in producing the additional information, whichever is greater.
(c) (1) For claims of over fifty thousand dollars ($50,000) and less than or equal to three hundred seventy-five thousand dollars ($375,000), the local agency shall respond in writing to all written claims within 60 days of receipt of the claim, or may request, in writing, within 30 days of receipt of the claim, any additional documentation supporting the claim or relating to defenses to the claim the local agency may have against the claimant. (2) If additional information is thereafter required, it shall be requested and provided pursuant to this subdivision, upon mutual agreement of the local agency and the claimant. (3) The local agency’s written response to the claim, as further documented, shall be submitted to the claimant within 30 days after receipt of the further documentation, or within a period of time no greater than that taken by the claimant in producing the additional information or requested documentation, whichever is greater. (d) If the claimant disputes the local agency’s written response, or the local agency fails to respond within the time prescribed, the claimant may so notify the local agency, in writing, either within 15 days of receipt of the local agency’s response or within 15 days of the local agency’s failure to respond within the time prescribed, respectively, and demand an informal conference to meet and confer for settlement of the issues in dispute. Upon a demand, the local agency shall schedule a meet and confer conference within 30 days for settlement of the dispute.
(e) Following the meet and confer conference, if the claim or any portion remains in dispute, the claimant may file a claim as provided in Chapter 1 (commencing with Section 900) and Chapter 2 (commencing with Section 910) of Part 3 of Division 3.6 of Title 1 of the Government Code.

For purposes of those provisions, the running of the period of time within which a claim must be filed shall be tolled from the time the claimant submits his or her written claim pursuant to subdivision (a) until the time that claim is denied as a result of the meet and confer process, including any period of time utilized by the meet and confer process. (f) This article does not apply to tort claims and nothing in this article is intended nor shall be construed to change the time periods for filing tort claims or actions specified by Chapter 1 (commencing with Section 900) and Chapter 2 (commencing with Section 910) of Part 3 of Division 3.6 of Title 1 of the Government Code.
(Added by Stats. 1994, Ch. 726, Sec. 22. Effective September 22, 1994.) 20104.4. The following procedures are established for all civil actions filed to resolve claims subject to this article:
(a) Within 60 days, but no earlier than 30 days, following the filing or responsive pleadings, the court shall submit the matter to nonbinding mediation unless waived by mutual stipulation of both parties. The mediation process shall provide for the selection within 15 days by both parties of a disinterested third person as mediator, shall be commenced within 30 days of the submittal, and shall be concluded within 15 days from the commencement of the mediation unless a time requirement is extended upon a good cause showing to the court or by 552
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stipulation of both parties. If the parties fail to select a mediator within the 15-day period, any party may petition the court to appoint the mediator.
(b) (1) If the matter remains in dispute, the case shall be submitted to judicial arbitration pursuant to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, notwithstanding Section 1141.11 of that code. The Civil Discovery Act (Title 4 (commencing with Section 2016.010) of Part 4 of the Code of Civil Procedure) shall apply to any proceeding brought under this subdivision consistent with the rules pertaining to judicial arbitration.
(2) Notwithstanding any other provision of law, upon stipulation of the parties, arbitrators appointed for purposes of this article shall be experienced in construction law, and, upon stipulation of the parties, mediators and arbitrators shall be paid necessary and reasonable hourly rates of pay not to exceed their customary rate, and such fees and expenses shall be paid equally by the parties, except in the case of arbitration where the arbitrator, for good cause, determines a different division. In no event shall these fees or expenses be paid by state or county funds.
(3) In addition to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, any party who after receiving an arbitration award requests a trial de novo but does not obtain a more favorable judgment shall, in addition to payment of costs and fees under that chapter, pay the attorney’s fees of the other party arising out of the trial de novo.
(c) The court may, upon request by any party, order any witnesses to participate in the mediation or arbitration process.
(Amended by Stats. 2004, Ch. 182, Sec. 54. Effective January 1, 2005. Operative July 1, 2005, by Sec. 64 of Ch. 182.)
20104.6. (a) No local agency shall fail to pay money as to any portion of a claim which is undisputed except as otherwise provided in the contract. (b) In any suit filed under Section 20104.4, the local agency shall pay interest at the legal rate on any arbitration award or judgment. The interest shall begin to accrue on the date the suit is filed in a court of law.
(Added by Stats. 1994, Ch. 726, Sec. 22. Effective September 22, 1994.) 553
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California Public Contract Code Sections 9201 to 9204
Public Contract Code - PCC
DIVISION 2. GENERAL PROVISIONS [1100 - 22355] ( Division 2 enacted by Stats. 1981, Ch. 306. )
PART 1. ADMINISTRATIVE PROVISIONS [1100 - 9204] ( Heading of Part 1 added by Stats. 1982, Ch. 1120, Sec. 2. )
CHAPTER 9. Claims and Disputes [9201 - 9204] ( Chapter 9 added by Stats. 1982, Ch. 1120, Sec. 5. )
9201. (a) A public entity shall have full authority to compromise or otherwise settle any claim relating to a contract at any time.
(b) The public entity shall include provisions in a public works contract for timely notification of the contractor of the receipt of any third-party claim, relating to the contract. (c) The public entity shall be entitled to recover its reasonable costs incurred in providing the notification required by subdivision (b).
(Amended by Stats. 2002, Ch. 315, Sec. 1. Effective January 1, 2003.) 9203. (a) Payment on any contract with a local agency for the creation, construction, alteration, repair, or improvement of any public structure, building, road, or other improvement, of any kind which will exceed in cost a total of five thousand dollars ($5,000), shall be made as the legislative body prescribes upon estimates approved by the legislative body, but progress payments shall not be made in excess of 95 percent of the percentage of actual work completed plus a like percentage of the value of material delivered on the ground or stored subject to, or under the control of, the local agency, and unused. The local agency shall withhold not less than 5 percent of the contract price until final completion and acceptance of the project. However, at any time after 50 percent of the work has been completed, if the legislative body finds that satisfactory progress is being made, it may make any of the remaining progress payments in full for actual work completed. (b) Notwithstanding the dollar limit specified in subdivision (a), a county water authority shall be subject to a twenty-five thousand dollar ($25,000) limit for purposes of subdivision (a). (Amended by Stats. 2000, Ch. 126, Sec. 1. Effective January 1, 2001.) 9204. (a) The Legislature finds and declares that it is in the best interests of the state and its citizens to ensure that all construction business performed on a public works project in the state that is complete and not in dispute is paid in full and in a timely manner. (b) Notwithstanding any other law, including, but not limited to, Article 7.1 (commencing with Section 10240) of Chapter 1 of Part 2, Chapter 10 (commencing with Section 19100) of Part 2, and Article 1.5 (commencing with Section 20104) of Chapter 1 of Part 3, this section shall apply to any claim by a contractor in connection with a public works project. (c) For purposes of this section:
(1) “Claim” means a separate demand by a contractor sent by registered mail or certified mail with return receipt requested, for one or more of the following:
(A) A time extension, including, without limitation, for relief from damages or penalties for delay assessed by a public entity under a contract for a public works project. 554
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(B) Payment by the public entity of money or damages arising from work done by, or on behalf of, the contractor pursuant to the contract for a public works project and payment for which is not otherwise expressly provided or to which the claimant is not otherwise entitled.
(C) Payment of an amount that is disputed by the public entity. (2) “Contractor” means any type of contractor within the meaning of Chapter 9 (commencing with Section 7000) of Division 3 of the Business and Professions Code who has entered into a direct contract with a public entity for a public works project. (3) (A) “Public entity” means, without limitation, except as provided in subparagraph (B), a state agency, department, office, division, bureau, board, or commission, the California State University, the University of California, a city, including a charter city, county, including a charter county, city and county, including a charter city and county, district, special district, public authority, political subdivision, public corporation, or nonprofit transit corporation wholly owned by a public agency and formed to carry out the purposes of the public agency. (B) “Public entity” shall not include the following:
(i) The Department of Water Resources as to any project under the jurisdiction of that department.
(ii) The Department of Transportation as to any project under the jurisdiction of that department.
(iii) The Department of Parks and Recreation as to any project under the jurisdiction of that department.
(iv) The Department of Corrections and Rehabilitation with respect to any project under its jurisdiction pursuant to Chapter 11 (commencing with Section 7000) of Title 7 of Part 3 of the Penal Code.
(v) The Military Department as to any project under the jurisdiction of that department. (vi) The Department of General Services as to all other projects. (vii) The High-Speed Rail Authority.
(4) “Public works project” means the erection, construction, alteration, repair, or improvement of any public structure, building, road, or other public improvement of any kind.
(5) “Subcontractor” means any type of contractor within the meaning of Chapter 9 (commencing with Section 7000) of Division 3 of the Business and Professions Code who either is in direct contract with a contractor or is a lower tier subcontractor. (d) (1) (A) Upon receipt of a claim pursuant to this section, the public entity to which the claim applies shall conduct a reasonable review of the claim and, within a period not to exceed 45 days, shall provide the claimant a written statement identifying what portion of the claim is disputed and what portion is undisputed. Upon receipt of a claim, a public entity and a contractor may, by mutual agreement, extend the time period provided in this subdivision. (B) The claimant shall furnish reasonable documentation to support the claim. 555
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(C) If the public entity needs approval from its governing body to provide the claimant a written statement identifying the disputed portion and the undisputed portion of the claim, and the governing body does not meet within the 45 days or within the mutually agreed to extension of time following receipt of a claim sent by registered mail or certified mail, return receipt requested, the public entity shall have up to three days following the next duly publicly noticed meeting of the governing body after the 45-day period, or extension, expires to provide the claimant a written statement identifying the disputed portion and the undisputed portion.
(D) Any payment due on an undisputed portion of the claim shall be processed and made within 60 days after the public entity issues its written statement. If the public entity fails to issue a written statement, paragraph (3) shall apply. (2) (A) If the claimant disputes the public entity’s written response, or if the public entity fails to respond to a claim issued pursuant to this section within the time prescribed, the claimant may demand in writing an informal conference to meet and confer for settlement of the issues in dispute. Upon receipt of a demand in writing sent by registered mail or certified mail, return receipt requested, the public entity shall schedule a meet and confer conference within 30 days for settlement of the dispute.
(B) Within 10 business days following the conclusion of the meet and confer conference, if the claim or any portion of the claim remains in dispute, the public entity shall provide the claimant a written statement identifying the portion of the claim that remains in dispute and the portion that is undisputed. Any payment due on an undisputed portion of the claim shall be processed and made within 60 days after the public entity issues its written statement. Any disputed portion of the claim, as identified by the contractor in writing, shall be submitted to nonbinding mediation, with the public entity and the claimant sharing the associated costs equally. The public entity and claimant shall mutually agree to a mediator within 10 business days after the disputed portion of the claim has been identified in writing. If the parties cannot agree upon a mediator, each party shall select a mediator and those mediators shall select a qualified neutral third party to mediate with regard to the disputed portion of the claim. Each party shall bear the fees and costs charged by its respective mediator in connection with the selection of the neutral mediator.

If mediation is unsuccessful, the parts of the claim remaining in dispute shall be subject to applicable procedures outside this section.
(C) For purposes of this section, mediation includes any nonbinding process, including, but not limited to, neutral evaluation or a dispute review board, in which an independent third party or board assists the parties in dispute resolution through negotiation or by issuance of an evaluation. Any mediation utilized shall conform to the timeframes in this section. (D) Unless otherwise agreed to by the public entity and the contractor in writing, the mediation conducted pursuant to this section shall excuse any further obligation under Section 20104.4 to mediate after litigation has been commenced. (E) This section does not preclude a public entity from requiring arbitration of disputes under private arbitration or the Public Works Contract Arbitration Program, if mediation under this section does not resolve the parties’ dispute. (3) Failure by the public entity to respond to a claim from a contractor within the time periods described in this subdivision or to otherwise meet the time requirements of this section shall result in the claim being deemed rejected in its entirety. A claim that is denied by reason of the public entity’s failure to have responded to a claim, or its failure to otherwise 556
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meet the time requirements of this section, shall not constitute an adverse finding with regard to the merits of the claim or the responsibility or qualifications of the claimant. (4) Amounts not paid in a timely manner as required by this section shall bear interest at 7 percent per annum.
(5) If a subcontractor or a lower tier subcontractor lacks legal standing to assert a claim against a public entity because privity of contract does not exist, the contractor may present to the public entity a claim on behalf of a subcontractor or lower tier subcontractor. A subcontractor may request in writing, either on their own behalf or on behalf of a lower tier subcontractor, that the contractor present a claim for work which was performed by the subcontractor or by a lower tier subcontractor on behalf of the subcontractor. The subcontractor requesting that the claim be presented to the public entity shall furnish reasonable documentation to support the claim. Within 45 days of receipt of this written request, the contractor shall notify the subcontractor in writing as to whether the contractor presented the claim to the public entity and, if the original contractor did not present the claim, provide the subcontractor with a statement of the reasons for not having done so. (e) The text of this section or a summary of it shall be set forth in the plans or specifications for any public works project that may give rise to a claim under this section. (f) A waiver of the rights granted by this section is void and contrary to public policy, provided, however, that (1) upon receipt of a claim, the parties may mutually agree to waive, in writing, mediation and proceed directly to the commencement of a civil action or binding arbitration, as applicable; and (2) a public entity may prescribe reasonable change order, claim, and dispute resolution procedures and requirements in addition to the provisions of this section, so long as the contractual provisions do not conflict with or otherwise impair the timeframes and procedures set forth in this section.
(g) This section applies to contracts entered into on or after January 1, 2017. (h) Nothing in this section shall impose liability upon a public entity that makes loans or grants available through a competitive application process, for the failure of an awardee to meet its contractual obligations.
(i) This section shall remain in effect only until January 1, 2027, and as of that date is repealed, unless a later enacted statute that is enacted before January 1, 2027, deletes or extends that date.
(Amended by Stats. 2019, Ch. 489, Sec. 1. (AB 456) Effective January 1, 2020. Repealed as of January 1, 2027, by its own provisions.)
557
Town of Paradise
Council Agenda Summary
Date: March 12, 2024
Agenda Item: 6(b)
ORIGINATED BY: Colette Curtis, Recovery and Economic
Development Director
REVIEWED BY: Jim Goodwin, Town Manager
SUBJECT: Chico Regional Airport Investment Opportunity

LONG TERM
RECOVERY PLAN:

Yes
COUNCIL ACTION REQUESTED:

1. Consider directing staff to enter into an agreement with the City of Chico to provide an investment of $75,000 to the Chico Airport Revenue Guarantee Fund; and,

2. Direct staff to enter into an agreement with Adventist Health Feather River Foundation to accept $75,000 in matching funds, contingent upon approval by Adventist Health Feather River Foundation; and

3. Direct Staff to transmit a total investment of $150,000, contingent on matching funds approval, to the City of Chico Airport Revenue Guarantee Fund; or,

4. Provide alternate direction. (ROLL CALL VOTE)
Background:

At the February Council meeting, Town Council heard a presentation from the Chico Airport Manager offering an investment opportunity for the Chico Airport Revenue Guarantee Fund. As part of the renewed effort to restore air service to the region, the Chico Airport requires a Revenue Guarantee Fund of $1.5 Million to begin negotiations with airlines in earnest.

The Airport Manager reports they are anticipating the airport will provide 2 flights per day to LAX, will offer plane sizes between 50-160 seats, and have a goal of active flight service by Fall of 2025. Once operational, it is expected the airport will see 700 or more passengers per day, bringing 15,000 new visitors to the region each year in addition to the daily travel of local residents.

A conservative estimate of the financial impact to the region is estimated at $10 Million in regional benefit per year.

Reestablishing air service in the region provides a benefit to Paradise residents and businesses.

The availability of a nearby airport is a factor in the decision to relocate to Paradise, and during recovery Paradise is interested in supporting these types of services for residents. The investment opportunity presented at the February Council meeting also includes marketing space in the Chico Airport.
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Analysis:

An investment into the Revenue Guarantee Fund would benefit the Town of Paradise and our residents in two ways.

1. The ultimate restoration of commercial air service, which cannot be accomplished without the Revenue Guarantee Fund, is an important factor in the attraction of residents and businesses to Paradise. When families are making the decision of where to relocate, access to air travel is a factor that influences that decision.

According to the recent Paradise Ridge Chamber of Commerce marketing study, residents of the Sacramento area, Bay Area, and southern California area are all interested in Paradise as an affordable place to raise a family. Residents from those areas are used to the ability to access air travel within a short distance, and having air service in nearby Chico would make Paradise a viable option.

Additionally, businesses in our region need the Chico airport for their operations and to attract employees to the area. Paradise has long served as workforce housing for the region, and now has the opportunity to regain those households as businesses recruit from outside the area, with the benefits Paradise provides for families, including small town feel, affordable housing, great schools, and a beautiful location.

2. An investment into the Revenue Guarantee Fund also provides the Town of Paradise marketing real estate within the Chico Airport which could be used to target local residents and visitors to move to Paradise. The majority of residents moving to Paradise come from other areas of Butte County, with Chico providing the most residents. Town advertising in the Chico Airport would target local residents traveling out of and back home to the Chico Airport, offering Paradise as a great local alternative for those looking to relocate. The investment into the Revenue Guarantee Fund would ensure advertising real estate in the airport for an indefinite period, meaning the value of that investment is high overtime.

The Chico Airport Manager estimates restored air travel will see 700 travelers per day through the Chico Airport. Assuming this is true, over the course of the next five years, Town advertising would be seen by over 1.2 million people.

Staff Recommendation:

Given the significant benefits to the Town of Paradise for repopulation efforts after the fire to sustain the Town’s tax base and provide the highest quality of life possible for our residents, staff recommends Council invest $75,000 into the Revenue Guarantee Fund.

Staff has requested matching funds for this investment from Adventist Health Feather River Health Foundation to bring the total investment into the fund to $150,000. Adventist Health Feather River Health Foundation is considering this this request and if approved, will provide the funds to the Town of Paradise to match the Town’s $75,000 investment bringing the total contribution to $150,000.

Financial Impact:

This investment of $75,000 would impact the Town’s General Fund. Contingent on approval, the $75,000 matching funds from Adventist Health Feather River Foundation would be received by the Town and transmitted to the Chico Airport Revenue Guarantee Fund. 559
The investment opportunity has been presented as a one-time investment towards the Revenue Guarantee Fund, however any content for the advertising space, and the periodic updating of that content would be an additional cost.

The Chico airport has asked for a 25% deposit upon approval of the investment, with the remainder of the investment paid upon execution of an agreement with an airline. It is expected the negotiation and agreement process with the airline will take 6-12 months to complete. 560

Town of Paradise
Council Agenda Summary
Date: March 12, 2024
Agenda Item: 6(c)
ORIGINATED BY: Colin Nelson, Capital Projects Manager
REVIEWED BY: Jim Goodwin, Town Manager
SUBJECT: CDBG-DR PID Subrecipient Agreement

LONG TERM
RECOVERY PLAN:

Yes
COUNCIL ACTION REQUESTED:

1. Discuss and consider concurring with staff recommendation to approve the Intergovernmental Subrecipient Agreement for the Town of Paradise to assist Paradise Irrigation District in utilizing CDBG-DR funds; and,

2. Adopt Resolution No. 2024-__, A Resolution of the Town Council of the Town of Paradise authorizing the Town Manager, or his designee, to sign the Intergovernmental Subrecipient Agreement to allow the Town of Paradise to administer and support in the utilization of CDBG-DR funds allocated to PID by HCD via the CDBG-DR program. (ROLL CALL VOTE)
Background:

The Town of Paradise received and accepted an allocation from HCD which included Community Development Block Grant Infrastructure Funds. PID also received an allocation from HCD. PID has expertise in providing Water Utility service and managing a water treatment facility and the Town of Paradise will assist PID in utilizing HCD funds.

Analysis:

To properly assist PID in their management of HCD funds the Town of Paradise and PID are executing an Intergovernmental Subrecipient Agreement. This agreement serves as a contract between the Town of Paradise and the Paradise Irrigation District, binding each to certain responsibilities in accordance with requirements imposed by federal statues, regulations, and the terms and conditions of the Town of Paradise’s federal award and MSA. In addition, the Town of Paradise is required to adopt a resolution identifying and designating an official authorized to execute the Intergovernmental Subrecipient Agreement.

Financial Impact:

The Subrecipient Allocation is $199,592,735.75 while the Subaward, Amount of Federal Award obligated to the Subrecipient is $3,518,100.

Provisions of the agreement will require PID to invoice the Town of Paradise for eligible costs.

The Town of Paradise will request reimbursement to HCD on PID’s behalf. The Town of Paradise will then pay PID for their incurred expenses when HCD remits reimbursement funds – ensuring the Town of Paradise will not cashflow PID projects.
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TOWN OF PARADISE
RESOLUTION NO. 2024-____

A REOLUTION OF THE TOWN COUNCIL OF THE TOWN OF PARADISE AUTHORIZING THE TOWN MANAGER; OR HIS DESIGNEE, TO SIGN THE INTERGOVERNMENTAL

SUBRECIPIENT AGREEMENT TO ALLOW THE TOWN OF PARADISE TO ADMINISTER

AND SUPPORT IN THE UTILIZATION OF CDBG-DR FUNDS ALLOCATED TO PID BY HCD

VIA THE CDBG-DR PROGRAM - PID SUBRECIPIENT AGREEMENT
WHEREAS, the Town of Paradise and Paradise Irrigation District received and accepted an allocation from HCD which includes CDBG-DR funds; and; WHEREAS, the Town of Paradise will assist Paradise Irrigation District in utilizing HCD funds; and;
WHEREAS, an Intergovernmental Subrecipient Agreement will be executed between the Town of Paradise and Paradise Irrigation District; and; WHEREAS, the Town of Paradise and Paradise Irrigation District are held to certain responsibilities in accordance with requirements imposed by federal statues, regulations, and the terms and conditions of the Town of Paradise’s federal award and MSA; and; WHEREAS, the Town Council of the Town of Paradise has approved and agreed to this Intergovernmental Subrecipient Agreement.

NOW, THEREFORE, BE IT RESOLVED by the Town Council of the Town of Paradise:

Section 1. The above recitals are true and correct and are incorporated as if fully set forth herein.

Section 2. The Town Manager of the Town of Paradise, or their designee, is hereby authorized to enter into an Intergovernmental Subrecipient Agreement with the Paradise Irrigation District attached as Exhibit “A”.

PASSED AND ADOPTED by the Town Council of the Town of Paradise on this 12th day of March 2024, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Ronald Lassonde, Mayor
ATTEST:

Dina Volenski, CMC, Town Clerk
APPROVED AS TO FORM:
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Scott E. Huber, Town Attorney
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INTERGOVERNMENTAL SUBRECIPIENT AGREEMENT

BETWEEN THE TOWN OF PARADISE AND THE PARADISE IRRIGATION DISTRICT FOR GRANT

ADMINISTRATION AND PROJECT SET-UP SERVICES
THIS AGREEMENT, is entered into as of _______________________, 2023, between the Town of Paradise, referred to as GRANTEE, and the Paradise Irrigation District (PID), referred to as SUBRECIPIENT, with reference to the following:

WHEREAS, GRANTEE has received and accepted an allocation from California Department of Housing and Community Development (Department) (HCD), attached as Exhibit A. Community Development Block Grant Infrastructure Funds were granted by the Department of Housing to HCD. The Town of Paradise, in Resolution No. 2022-72 accepting the funding and established project funding priorities, attached as Exhibit B.

WHEREAS, SUBRECIPIENT has expertise providing Water Utility service and managing a water treatment facility; and
WHEREAS, GRANTEE wishes to engage the Subrecipient to assist the Grantee in utilizing such funds;
WHEREAS, the CDBG-DR funds made available for use by Subrecipient under the Agreement constitute a subaward of The Town’s Federal Award (“Subaward”), the use of which must be in accordance with requirements imposed by federal statutes, regulations, and the terms and conditions of the Town of Paradise’s Federal Award and MSA; and NOW, THEREFORE, the parties mutually agree to the terms described in the Agreement.

Town of Paradise Subrecipient
Jim Goodwin Tom Lando
Town Manager District Manager
Town of Paradise Paradise Irrigation District
5555 Skyway 6332 Clark Road
Paradise CA 95969 Paradise, CA 95969
Federal Award Identification Number: 18-DRINFRA-18006
Federal Award Date: 6/8/2023
Federal Awarding Agency: Department of Housing and Urban Development

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Catalog of Federal Domestic Assistance (CFDA) Number and Name: 14.228; Community Development Block Grants/State's program and Non-Entitlement Grants in Hawaii The Subaward, Amount of Federal Award obligated to Subrecipient: $3,518,100 The Subaward may not be used for Research and Development.

The amount obligated by the Agreement represents all federal funds obligated to Subrecipient by The Town of Paradise, under this Federal Award and any other federal award.

Subrecipient shall comply with all terms of the MSA, attached hereto as Appendix A, and as amended from time to time.

1. SCOPE OF SERVICE
a. Activities
The Subrecipient will be responsible for administering a CDBG-DR Infrastructure Grant. Such program will include the eligible activities under the CDBG program as detailed in 2018 Community Development Block Grant –Disaster Recovery Infrastructure Program Policies and Procedures Version

3.0. (Exhibit C). Per the resolution signed by the Town of Paradise in Exhibit B.

The purpose of this Subrecipient Agreement is to identify specific grant administration tasks associated with this project(s) throughout the life of the grant, expiring on December 30, 2025, and the five (5) years beyond. The grant administration tasks required of the Subrecipient under this Agreement include but are not limited to developing procedures and policies to ensure compliance with CDBG DR policies as outlined in Exhibit E, monthly activity and financial reporting, Labor Reports and monitoring, adherence to CDBG DR procurement policies and procedures, CDBG DR regulatory requirements and other reports as required by the CDBG DR as described in the documents noted in Exhibit E.

Scope of Work
The Scope of Work (“SOW”) shall be provided in Exhibit F, Notice to Proceed (“NTP”), of the MSA, when same is provided to The Town of Paradise by HCD.

Subrecipient will provide program management and general administrative services to support the Program as described above. Administrative support includes, but is not limited to, the following: data collection and analysis, preparation and submission of quarterly, year-end, and close-out reports, budget preparation and submission of demands for reimbursement, and any other function that will ensure compliance with the Agreement and applicable

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federal regulations as expressed herein. Expenses incurred for General Administration are not reimbursable under the Agreement. Subrecipient can request reimbursements under the following categories: Preliminary Engineering, Final Design, Environmental Docs/ Engineering, Environmental Mitigation, Project Administration, Project Construction. b. National Objectives/Eligibility Compliance
The Subrecipient certifies that the activities carried out will meet the National Objective of benefit to low/moderate income persons, as is detailed in Exhibit C. Subrecipient agrees to maintain documentation that demonstrates that the activities carried out with funds provided under the Agreement meet the CDBG-DR Program’s national objective of benefit to low- and moderate- income persons (“LMI”).

The community served by the Program is in an area that qualifies under “area benefit” (LMA) as defined by HUD. Area benefit activities are activities, the benefits of which are available to all the residents in a particular area, where at least 51 percent of the residents are low-and moderate-income persons.
c. Levels of Accomplishment – Goals and Performance Measures The Subrecipient agrees to provide the levels of program services as detailed in Exhibit D. In addition to the normal administrative services required as part of the Agreement, Subrecipient agrees to operate the Program throughout the term of the Agreement. Subrecipient is responsible for employing a trained and qualified staff needed to carry out the Program.

d. Staffing
Staffing will be determined by the Subrecipient after consultation with the Grantee. The Grantee shall not unreasonably withhold its concurrence to any proposed staffing and/or subcontracting plan. Subrecipient shall inform The Town of Paradise in writing, within ten (10) working days, of any changes in staff that occur during the term of the Agreement.
e. Performance Monitoring
The Grantee will monitor the performance of the Subrecipient against goals and performance standards stated above. Substandard performance as determined by the Grantee will constitute non-compliance with this Agreement. If action to correct such substandard performance is not taken by the Subrecipient within ninety (90) days after being notified by the

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Grantee, contract suspension or termination procedures may be initiated.

2. TIME OF PERFORMANCE
This Agreement shall become effective upon execution and shall expire on December 30, 2030, five years beyond the closeout date of the project, or thereto unless otherwise terminated as provided in this Agreement. With the exception of the grant closeout procedures set forth in the MSA, Subrecipient shall complete all Program activities on or before December 1, 2025, or unless terminated by either party for cause or convenience. All grant funds must be expended by December 1, 2025, unless expressly extended by The Town of Paradise and Department in writing. The term of the Agreement and the provisions herein shall be extended to cover any additional time period during which Subrecipient remains in control of CDBG-DR funds or other CDBGDR assets, including Program Income.

Any indirect costs charged must be consistent with the conditions of Paragraph 7 (e) (iii) of this Agreement. Any amendments to the budget must be approved in writing by both the Grantee and the Subrecipient and HCD.

3. DUPLICATION OF BENEFIT
Grantee is required to complete a duplication of benefits analysis to demonstrate that no financial assistance has been received or is available to pay costs charged to a CDBGDR grant per the mandatory duplication of benefits requirements described in Federal Register notice published November 16, 2011 (76 FR 2018 CDBG-DR Infrastructure Program Policies and Procedures 14 71066) and Federal Register notice published June 20, 2019.

Grantee shall work with Subrecipient on the following in order to address any potential duplication of benefit:

1. Prior to implementation of activity to be performed by Subrecipient per Subrecipient Agreement, Subrecipient shall provide Grantee a report detailing any assistance received from other sources for the same or similar activity.

2. If Grantee determines that there is any potentially duplicative assistance, Grantee may request additional information from the Subrecipient, including:
a. Dates funds were received.
b. Specific uses of funds received, including receipts and dates as appropriate.

3. Based on a review of this information, Grantee may:
a. Determine that there is no duplication and allow Subrecipient to proceed with activity for the full budget amount as detailed in Subrecipient Agreement.
b. Determine that there is a partial duplication and allow Subrecipient to proceed with activity for a budgeted amount that is reduced by the duplication of benefit amount.

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c. Determine that there is a complete duplication and revoke the approval of the Subrecipient Agreement for the provision of activity services.

All documents shall be retained in compliance with HUD’s record retention requirements.

4. PAYMENT
It is expressly agreed and understood that the total to be paid by the Grantee to Subrecipient under this contract shall not exceed $3,518,100. Drawdowns for the payment of eligible expenses shall be made against the line item budgets specified in Paragraph 3 and in accordance with performance. Expenses for general administration shall also be paid against the line item budgets specified herein and in accordance with performance.

To the extent practicable, the Subaward shall be used before other funds provided to the Program. Requests for reimbursement of eligible expenses shall be based upon information submitted by Subrecipient consistent with the approved Program Budget per the NTP and with The Town of Paradise /Department payment policy as follows:
- Subrecipient shall submit an Expenditure Summary and Payment Request (ESPR) by the 5th day of each month.
- ESPRs may be submitted no more often than once a month and no less frequently than once every three (3) months for projects incurring expenses, unless otherwise agreed to by The Town of Paradise.
- Reimbursement is contingent upon the timely submission of any required reports and/or documents.
- Reimbursement shall be in accordance with Exhibit B of the MSA. - The Grantee will not issue reimbursement to the Subrecipient until funding for the reimbursement has been provided by HCD.

Payments may be contingent upon Grantee certification of the Subrecipient's financial management system in accordance with the standards specified in 24 CFR

84.21. 5. NOTICES
Communication and details concerning this contract shall be directed to the following contract representatives:

6. GENERAL CONDITIONS
a. General Compliance
Subrecipient agrees to comply with the requirements of Title 24 of the Code of Federal Regulations, Part 570, the U.S. Housing and Urban Development regulations concerning Community Development Block Grants (”CDBG”) including subparts J and K of these regulations, except (1) Subrecipient does not assume The Town of Paradise’s

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environmental responsibilities described in 24 CFR 570.604 and (2) Subrecipient does not assume The Town of Paradise’s responsibility for initiating the review process under the provisions of 24 CFR Part 52.

1. The subrecipient is responsible for preparing the appropriate Environmental Review (“ER”) per 24 CFR Part 58; the ER shall be submitted to The Town of Paradise for approval and certification prior to The Town of Paradise’s issuing a NTP. The ER shall be completed by a qualified person or consultant, and may be entered directly into the HUD Environmental Review Online System (“HEROS”) for The Town to review.

2. Subpart J (24 CFR 570.500–570.513) addresses general responsibilities for grant administration, including the applicability of uniform administrative requirements, provisions of subrecipient agreements, program income, use of real property, record keeping and reporting, and closeout procedures.

3. Subpart K (24 C.F.R. 570.600–570.614) covers other program requirements of the CDBG-DR program, including civil rights; labor standards; environmental standards; flood insurance; relocation; displacement; acquisition; employment and contracting opportunities; lead-based paint; use of debarred, suspended, or ineligible contractors; uniform administrative requirements and cost principles; and conflicts of interest.

Subrecipient shall comply with the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, Final Guidance, adopted by HUD at 2 CFR 2400, and any and all federal regulations, guidelines, rules, and policies issued pursuant to the foregoing. The Subrecipient further agrees to utilize funds available under this Agreement to supplement rather than supplant funds otherwise available.

Subrecipient must maintain compliance with the Housing Element requirements detailed in Health and Safety Code (HSC) sections 50829 and 50830 for the duration of this Agreement, if applicable.
b. "Independent Contractor''
Nothing contained in this Agreement is intended to, or shall be construed in any manner, as creating or establishing the relationship of employer/employee between the parties. The Subrecipient shall at all times remain an "independent contractor" with respect to the services to be performed under this Agreement.

The Grantee shall be exempt from payment of all Unemployment Compensation, FICA, retirement, life and/or medical insurance and Workers' Compensation Insurance, as the Subrecipient is an independent contractor. c. Hold Harmless
The Subrecipient shall hold harmless, defend and indemnify the Grantee from any and all claims, actions, suits, charges and judgments whatsoever that arise out of the Subrecipient's performance or nonperformance of the services or

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subject matter called for in this Agreement.

Subrecipient shall be responsible for any costs incurred which are disallowed in reimbursement eligibility review by HCD.

Subrecipient shall be responsible for any costs, including staff and consultant costs borne by the Town of Paradise for addressing any potential audits of the Subrecipient’s use of the subaward, including potential findings of the audit and corrective actions.
d. Worker's Compensation
The Subrecipient shall provide Workers' Compensation Insurance coverage for all of its employees involved in the performance of this Agreement. e. Insurance & Bonding
The Subrecipient shall carry sufficient insurance coverage to protect contract assets from loss due to theft, fraud and/or undue physical damage, and as a minimum shall purchase a blanket fidelity bond covering all employees in an amount equal to cash advances from the Grantee. Detailed insurance requirements listed in Exhibit “G”.

The Subrecipient shall comply with the bonding and insurance requirements of 24 CFR 84.31 and 84.48.
f. Grantor Recognition
The Subrecipient shall insure recognition of the role of the Grantee in providing services through this Agreement. All activities, facilities and items utilized pursuant to this Agreement shall be prominently labeled as to funding source.

In addition, the Subrecipient will include reference to the support provided herein in all publications made possible with funds made available under this agreement.
g. Amendments
The Grantee and Subrecipient may amend this Agreement at any time provided that such amendments make specific reference to this Agreement, and are executed in writing, signed by a duly authorized representative of both organizations, and approved by the Grantee's governing body. Such amendments shall not invalidate this Agreement, nor relieve or release the Grantee or Subrecipient from its obligations under this Agreement.

The Grantee may, in its discretion, amend this Agreement to conform with Federal, state or local governmental guidelines, or policies and available funding amounts.. If such amendments result in a change in the funding, the scope of services, or schedule of the activities to be undertaken as part of this

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Agreement, such modifications will be incorporated only by written amendment signed by both Grantee and Subrecipient.
h. Suspension or Termination
Either party may terminate this contract at any time by giving written notice to the other party of such termination and specifying the effective date thereof at least 30 days before the effective date of such termination. Partial termination of the Scope of Service in Exhibit D may only be undertaken with the prior approval of the Grantee. In the event of any termination for convenience, all finished or unfinished documents, data, studies, surveys, maps, models, photographs, reports or other material prepared by the Subrecipient or assets generated under this Agreement shall, at the option of the Grantee, become the property of the Grantee, and the Subrecipient shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents, materials, or assets prior to the termination. The Subrecipient shall submit a settlement proposal to Grantee supported by appropriate cost and scheduling information within ten (10) working days from notice of termination for convenience. The Grantee shall negotiate settlement with the Subrecipient and enter into a settlement agreement within twenty (20) working days following notice of termination.

The Grantee may also suspend or terminate this Agreement, in whole or in part, if the Subrecipient materially fails to comply with any term of this Agreement, or with any of the rules, regulations or provisions referred to herein; and Grantee may declare the Subrecipient ineligible for any further participation in the Grantee's contract, in addition to other remedies as provided by law. In the event there is probable cause to believe the Subrecipient is in noncompliance with any applicable rule or regulations, the Grantee may withhold up to fifteen (15) percent of payments until such time as the Subrecipient is found to be in compliance by the Grantee, or is otherwise adjudicated to be in compliance.

Prior to Grantee terminating the Agreement, they will provide Subrecipient written notice of the alleged material failure to comply and afford Subrecipient thirty (30) days to remedy the breach.

7. ADMINISTRATIVE REQUIREMENTS
a. The Subrecipient agrees to comply with all CDBG DR Policies and Procedures as set forth in Exhibits C and E.
b. The Subrecipient agrees to comply with all regulatory requirements as set forth in Exhibits C, E and F.
c. Financial Management

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i. Accounting Standards
The Subrecipient agrees to comply with 24 CFR 84.21-28 and agrees to adhere to the accounting principles and procedures required therein, utilize adequate internal controls, and maintain necessary source documentation for all costs incurred.
ii. Cost Principles
The Subrecipient shall administer its program in conformance with 0MB Circular A-122, "Cost Principles for Non-Profit Organizations" or A-21 “Cost Principles for Educational Institutions, both mentioned here by reference only, as applicable. These principles shall be applied for all costs incurred whether charged on a direct or indirect basis.
d. Documentation and Record-Keeping
i. Records to be Maintained
The Subrecipient shall maintain all records required by the Federal regulations specified in 24 CFR Part 570.506 that are pertinent to the activities to be funded under this Agreement. Such records shall include but not be limited to:

1. Records providing a full description of each activity undertaken;

2. Records demonstrating that each activity undertaken meets one of the National Objectives of the CDBG-DR program;

3. Records required to determine the eligibility of activities;

4. Records required to document the acquisition, improvement, use or disposition of real property acquired or improved with CDBG assistance;

5. Records documenting compliance with the fair housing and equal opportunity components of the CDBG-DR program;

6. Financial records as required by 24 CFR Part 570.502, and 24 CFR

84.21-28; and

7. Other records necessary to document compliance with Subpart K of 24 CFR 570.
ii. Retention
The Subrecipient shall retain all financial records, supporting documents, statistical records, and all records pertinent to this Agreement for a period of four (4) years after the termination of all activities funded under this Agreement. The retention period begins on the date of the submission of the Grantee’s annual performance and evaluation report which the activities assisted under the Agreement are reported for the final time. Records for nonTOP-PID SUBRECIPIENT AGREEMENT

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expendable property acquired with funds under this contract shall be retained forfour (4) years after final disposition of such property.

Records for any displaced person must be kept for four (4) years after he/she has received final payment. Notwithstanding the above, if there is litigation, claims, audits, negotiations or other actions that involve any of the records cited and that have started before the expiration of the four-year period, then such records must be retained until completion of the actions and resolutions of all issues, or the expiration of the four-year period, whichever occurs later. iii. Client Data
The Subrecipient shall maintain client data demonstrating client eligibility for services provided. Such data shall include, but not be limited to, client name, address, income level or other basis for determining eligibility, and description of service provided. Such information shall be made available to Grantee monitors or their designees for review upon request.
iv. Disclosure
The Subrecipient understands that client information collected under this contract is private and the use or disclosure of such information, when not directly connected with the administration of the Grantee's or Subrecipient's responsibilities with respect to services provided under this contract, is prohibited unless written consent is obtained from such person receiving service and, in the case of a minor, that of a responsible parent/guardian.
v. Close-Outs
The Subrecipient's obligation totheGrantee shall not end until all closeoutrequirements arecompleted. Activitiesduringthisclose­ out period shall include, but are not limited to: making final payments,disposing ofprogramassetsincluding the returnofall unused materials, equipment, unspent cash advances, program income balances, and accounts receivable to the grantee), and determining the custodian ship ofrecords.
vi. Audits & Inspections
All Subrecipient records with respect to any matters covered by this Agreement shall be made available to the Grantee, granter agency, their designees or the Federal Government at any time during normal business hours, as often as the Grantee or granter agency deems necessary, to audit, examine, and make excerpts or transcripts of all relevant data. Any deficiencies noted in audit reports must be fully cleared by the Subrecipient within 30 days after receipt by the Subrecipient. Failure of

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the Subrecipient to comply with the above audit requirements will constitute a violation of this contract and may result in the withholding of future payments. The Subrecipient hereby agrees to have an annual agency audit conducted in accordance with current Grantee policy concerning Subrecipient audits and, as applicable, 0MB Circular A-133. e. Reporting and Payment Procedures
i. Reporting Procedures
The Subrecipient shall submit Monthly Activity and Monthly Financial reports directly to HCD as described in Exhibit C and E. ii. Indirect Costs
If indirect costs are charged, the Subrecipient will develop an indirect cost allocation plan for determining the appropriate Subrecipient's share of administrative costs and shall submit such plan to the Grantee for approval, in a form specified by the Grantee. iii. Payment Procedures
The Grantee will pay to the Subrecipient funds available under this Agreement based upon information submitted by the Subrecipient and consistent with any approved budget and Grantee policy concerning payments. In addition, the Grantee reserves the right to liquidate funds available under this contract for costs incurred by the Grantee on behalf of the Subrecipient.
f. Monitoring
The Grantee, in addition to specific activity monitoring specified in Section 1.e., shall monitor Subrecipient administrative performance at least annually either through a desk review of program documents or an on-site review. At a minimum, Grantee shall ensure Subrecipient complies with all regulations and requirements governing their administrative, financial, and programmatic operations as well as ensuring that the Subrecipient achieves their performance objectives within schedule and budget and for taking appropriate actions when performance problems arise. This will continue for 5 years after the closeout of the project.
g. Procurement
i. Compliance
The Subrecipient shall comply with current Grantee policy concerning the purchase of equipment and shall maintain inventory records of all non­expendable personal property as defined by such policy as may be procured with funds provided herein. All program assets

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(unexpended program income, property equipment, etc.) shall revert to the Grantee upon termination of this contract.
ii. 0MB Standards
Unless specified otherwise within this agreement, the Subrecipient shall procure all materials, property, or services in accordance with requirements of 24 CFR 84.40-48.
iii. Travel
The Subrecipient shall obtain written approval from the Grantee for any travel outside the metropolitan area with funds provided under this agreement unless otherwise specified in the Budget.

8. RELOCATION. REAL PROPERTY ACQUISITION ANDONE-FOR-ONE HOUSING ELEMENT The Subrecipient agrees to comply with (a) the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended (URA), and implementing regulations at 49 CFR Part 24 and 24 CFR 570.606(b); (b) the requirement of 24 CFR 570.606(c) governing the Residential Anti-displacement and Relocation Assistance Plan under section 104(d) of the HCD Act; and (c) the requirements in 570.606(d) governing optional relocation policies. The Subrecipient shall provide relocation assistance to persons defined by 24 CFR 570.606(b) (2) that are displaced as a direct result of acquisition, rehabilitation, demolition or conversion for a CDBG-assisted project. The Subrecipient also agrees to comply with applicable Grantee ordinances, resolutions and policies concerning the displacement of persons from their residences.

9. PERSONAL & PARTICIPANT CONDITIONS
a. Civil Rights
i. Compliance
The Subrecipient agrees to comply with Title VI ofthe Civil Rights Act of 1964 as amended, Title VIII of the Civil Rights Act of 1968 as amended, Section 104(b) and Section 109 of Title I of the Housing and Community Development Act of 1974 as amended, Section 504 of the Rehabilitation Act of 1973, the Americans with Disabilities Act of 1990, the Age Discrimination Act of 1975, Executive Order 11063, and with Executive Order 11246 as amended by Executive Orders 11375, 11478, and 12086.
ii. Nondiscrimination
The Subrecipient will not discriminate against any employee or applicant for employment because of race, color, creed, religion, sex, sexual orientation, gender identity, national origin, disability or other

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handicap, age, marital/familial status, or status with regard to public assistance. The Subrecipient will take affirmative action to insure that all employment practices are free from such discrimination. Such employment practices include but are not limited to the following:
hiring, upgrading, demotion, transfer, recruitment advertising layoff, termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The Subrecipient agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting agency setting forth the provisions of this nondiscrimination clause.

The Subrecipient agrees to comply with the non-discrimination in employment and contracting opportunities laws, regulations, and executive orders referenced in 41 CFR §60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 CFR §1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 CFR §60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.”
iii. Land Covenants
This contract is subject to the requirements of Title VI of the Civil Rights Act of 1964 (P.L. 88-352) and 24 CFR 570.601 and 602. In regard to the sale, lease, or other transfer of land acquired, cleared or improved with assistance provided under this contract, the Subrecipient shall cause or require a covenant running with the land to be inserted in the deed or lease for such transfer, prohibiting discrimination as herein defined, in the sale, lease or rental, or in the use or occupancy of such land, or in any improvements erected or to be erected thereon, providing that the Grantee and the United States are beneficiaries of and entitled to enforce such covenants. The Subrecipient, in undertaking its obligation to carry out the program assisted hereunder, agrees to take such measures as are necessary to enforce such covenant, and will not itself sodiscriminate. iv. Section 504
The Subrecipient agrees to comply with any Federal regulations issued pursuant to compliance with Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794), which prohibits discrimination against the handicapped in any Federally assisted program. The Grantee shall provide the Subrecipient with any guidelines necessary for compliance with that portion of the regulations in force during the term of this contract.

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b. Affirmative Action
i. Approved Plan
The Subrecipient agrees that it shall be committed to carry out pursuant to the Grantee's specifications an Affirmative Action Program in keeping with the principles as provided in President's Executive Order 11246 of September 24, 1966. The Grantee shall provide Affirmative Action guidelines to the Subrecipient to assist in the formulation of such program.
ii. Women and Minority-Owned Businesses (W/MBE)
The Subrecipient will use its best efforts to afford small businesses, minority businesses and - women-owned business enterprises the maximum practicable opportunity to participate in the performance of this contract. As used in this contract, the term “small business” means a business that meets the criteria set forth in Section 3(a) of the Small Business Act, as amended (15 U.S.C. 632) and "minority and women’s business enterprise" means a business at least fifty-one (51) percent owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are AfroAmericans, Spanish speaking, Spanish surnamed or Spanish-heritage Americans, Asian-Americans, and American Indians. The Subrecipient may rely on written representations by businesses regarding their status as minority and female business enterprises in lieu of an independent investigation.
iii. Access to Records
The Subrecipient shall furnish and cause each of its own Subrecipients or subcontractors to furnish all information and reports required hereunder and will permit access to its books, records and accounts by the Grantee, HUD or its agent, or other authorized Federal officials for purposes of investigation to ascertain compliance with the rules, regulations and provisions stated herein.
iv. Equal Employment Opportunity and Affirmative Action (EEO/AA) Statement TheSubrecipient will,inallsolicitationsoradvertisementsforemployees placed by or on behalf of the Subrecipient; state that it is an Equal Opportunity or Affirmative Action employer.
v. Subcontract Provisions
The Subrecipient will include the provisions of Paragraphs 10.A., Civil Rights and B, Affirmative Action, in every subcontract or purchase order, specifically or by reference, so that such provisions will be binding

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upon each of its own Subrecipients or subcontractors.
c. Employment Restrictions
i. Prohibited Activity
The Subrecipient is prohibited from using funds provided herein or personnel employed in the administration of the program for: political activities; sectarian or religious activities; lobbying, political patronage, and nepotism activities.
ii. Labor Standards
The Subrecipient agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act as amended and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this contract. The Subrecipient shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the Grantee for review upon request.
iii. "Section 3" Clause

1. Compliance
Compliance with the provisions of Section 3 of the Housing and Urban Development Act of 1968, the regulations set forth in 24 CFR 135, and all applicable rules and orders issued hereunder prior to the execution of this contract, shall be a condition of the Federal financial assistance provided under this contract and binding upon the Grantee, the Subrecipient and any of the Subrecipient's subrecipients or subcontractors. Failure to fulfill these requirements shall subject the Grantee, the Subrecipient and any of the Subrecipient's subrecipients or subcontractors, their successors and assigns, to those sanctions specified by the Agreement through which Federal assistance is provided.

The Subrecipient certifies and agrees that no contractual or other disability exists which would prevent compliance with these requirements.

The Subrecipient further agrees to comply with these "Section 3" requirements and to include the following language in all subcontractor agreements executed under this Agreement:
"The work to be performed under this Agreement is a
project assisted under a program providing direct

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Federal financial assistance from HUD and is subject to the requirements of Section 3 of the Housing and Urban
Development Act of 1968, as amended, 12 U.S.C.1701.

Section 3 requires that to the greatest extent feasible opportunities for training and employment be given to
low-and very low-income residents of the project area
and contracts for work in connection with the project
be awarded to business concerns that provide
economic opportunities forlow-and very low-income
persons residing in the metropolitan area in which the
project is located."
The Subrecipient further agrees to ensure that opportunities for training and employment arising in connection with a housing rehabilitation (including reduction and abatement of lead-based paint hazards), housing construction, or other public construction project are given to low-and very lowincome persons residing within the metropolitan area in which the CDBG-funded project is located; where feasible, priority should be given to low-and very low-income persons within the service area of the project or the neighborhood in which the project is located, and to low-and very low-income
participants in other HUD programs; and award contracts for work undertaken in connection with a housing rehabilitation (including reduction and abatement of lead based paint
hazards), housing construction, or other public construction project are given to business concerns that provide economic opportunities for low- and very low-income persons residing within the metropolitan area in which the CDBG-funded
project is located; where feasible, priority should be given to business concerns which provide economic opportunities to low- and very low-income residents within the service area or the neighborhood in which the project is located, and to lowand very low-income participants in other HUD programs. The Subrecipient certifies and agrees that no contractual or other legal incapacity exists which would prevent compliance with these requirements.

2. Notifications
The Subrecipient agrees to send to each labor organization or representative of workers with which Subrecipient has a collective bargaining agreement or other contract or
understanding, if any, a notice advising said labor organization or worker's representativeof its commitments under this

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Section 3 clause and shall post copies of the notice in conspicuous places available to employees and applicants for employment or training.

3. Subcontracts
The Subrecipient will include this Section 3 clause in every subcontract and will take appropriate action pursuant to the subcontract upon a finding that the subcontractor is in violation of regulations issued by the granter agency. The Subrecipient will not subcontract with any entity where it has notice or knowledge that the latter has been found in violation of regulations under 24 CFR 135 and will not let any
subcontract unless the entity has first provided it with a preliminary statement of ability to comply with the
requirements of these regulations.
d. Conduct
i. Assignability
The Subrecipient shall not assign or transfer any interest in this contract without the prior written consent of the Grantee thereto; provided, however, that claims for money due or to become due to the Subrecipient from the Grantee under this contract may be assigned to a bank, trust company, or other financial institution without such approval. Notice of any such assignment or transfer shall be furnished promptly to the Grantee.
ii. Subcontracts

1. Approvals
The Subrecipient shall not enter into any subcontracts with any agency or individual in the performance of this contract without the written consent of the Grantee prior to the execution of such agreement.

2. Monitoring
The Subrecipient will monitor all subcontracted services on a regular basis to assure contract compliance. Results of monitoring efforts shall be summarized in written reports and supported with documented evidence of follow-up actions taken to correct areas of noncompliance.

3. Content
The Subrecipient shall cause all of the provisions of this contract

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in its entirety to be included in and made part of any subcontract executed in the performance of this Agreement.
iii. Hatch Act
The Subrecipient agrees that no funds provided, nor personnel employed under this contract, shall be in any way or to any extent engaged in the conduct of political activities in violation of Chapter 15 of Title V United States Code.
iv. Conflict of Interest
The Subrecipient agrees to abide by the provisions of 24 CFR 84.42 and 24 CFR 570.611 with respect to conflicts of interest, and covenants that it presently has no financial interest and shall not acquire any financial interest, direct or indirect, which would conflict in any manner or degree with the performance of services required under this Agreement. v. Lobbying
The Subrecipient hereby certifies that:

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

2. If any funds other than Federal appropriated funds have been paid or will be paid to any persons for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, it will complete and submit Standard FormLLL, "Disclosure Form to Report Lobbying," in accordance with its instructions; and

3. It will require that the language of paragraph (4) of this certification be included in the award documents for all sub-awards at all tiers (including subcontracts, sub-grants, and contracts under grants, loans, and cooperative agreements) and that all Subrecipients shall certify and disclose accordingly;

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4. Lobbying Certification
This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission ofthis certification is a prerequisite for making or entering intothistransaction imposed bySection 152, title 31, U.S.C. Anyperson who failstofiletherequired certification shallbe subjectto a civil penalty of notlessthan $10,000 and not more than $100,000 for each such failure.
e. Copyright
If this contract results in any copyrightable material or inventions, the Grantee and/or granter agency reserves the right to royalty-free, nonexclusive and irrevocable license to reproduce, publish or otherwise use and to authorize others to use, the work or materials for government purposes. f. Religious Organization
Faith-based organizations are eligible for CDBG funding. The Grantee and Subrecipient may not discriminate against faith-based organizations so long as the activities funded are not inherently religious activities. The Subrecipient agrees that funds provided under this contract will not be utilized for inherently religious activities, to promote religious interests, or for the benefit of a religious organization in accordance with the Federal regulations specified in 24 CFR 570.200(j).

10. ENVIRONMENTAL
a. Air and Water
The Subrecipient agrees to comply with the following requirements insofar as they apply to the performance of this contract:
i. Clean Air Act, 42 U.S.C., 7401, etseq.
ii. Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251, et seq., as amended, 1318 relating to inspection, monitoring, entry, reports, and information, as well as other requirements specified in said Section 114 and Section 308, and all regulations and guidelines issued thereunder. iii. Environmental Protection Agency (EPA) regulations pursuant to 40 C.F.R., Part 50, as amended.
b. Flood Disaster Protection
In accordance with the requirement of the Flood Disaster Protection Act of 1973 (42 USC 4001), the Subrecipient shall assure that for activities located in an area identified by the Federal Emergency Management Agency (FEMA) as having special flood hazards, flood insurance under the National Flood Insurance Program is obtained and maintained as a condition of financial

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assistance for acquisition or construction purposes (including rehabilitation). c. Lead-Based Paint
The Subrecipient agrees that any construction or rehabilitation of residential structures with assistance provided under this contract shall be subject to HUD Lead-Based Paint Regulations at 24 CFR 570.608, and 24 CFR Part 35 Subpart B. Such regulations pertain to all CDBG-assisted housing and require that all owners, prospective owners, and tenants of properties constructed prior to 1978 be properly notified that such properties may include leadbased paint. Such notification shall point out the hazards of lead-based paint and explain the symptoms, treatment and precautions that should be taken when dealing with. lead-based paint poisoning and advisability and availability of blood level screening for children under seven. The notice should also point out that if lead­ based paint is found on the property, abatement measures may be undertaken. The regulations further require that, depending on the amount of Federal funds applied to a property, paint testing, risk assessment, treatment and/or abatement may be conducted. d. Historic Preservation
The Subrecipient agrees to comply with the Historic Preservation requirements set forth in the National Historic Preservation Act of 1966, as amended (16 U.S.C. 470) and the procedures set forth in 36 CFR, Part 800, Advisory Council on Historic Preservation Procedures for Protection of Historic Properties, insofar as they apply to the performance of this Agreement.

In general, this requires concurrence from the StateHistoric Preservation Officer for all rehabilitation and demolition of historic properties that are fifty years old or older or that are included on a Federal, state, or local historic property list.

11. SEVERABILITY
If any provision of this Agreement is held invalid, the remainder of the Agreement shall not be affected thereby and all other parts of this Agreement shall nevertheless be in full force and effect.

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584
EXHIBIT “A” – 2018 CDBG-DR-INFRASTRUCTURE- MSA AND EXHIBITS 585

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EXHIBIT A
586
Synthia Rhinehart
6/8/2023

TOP-PID SUBRECIPIENT AGREEMENT

EXHIBIT A
587
Town of Paradise
18-DRINFRA-18006

EXHIBIT A
18-DRINFRA-18006
NOI Date: 02/01/2022
Approved Date: 10/04/2022
Prep. Date: 10/17/2022

AUTHORITY, PURPOSE AND SCOPE OF WORK

1. Authority & Purpose
The California Department of Housing and Community Development (hereinafter “Department”) is the lead and responsible entity for administering the Community Development Block Grant – Disaster Recovery (hereinafter “CDBG-DR”) program funds appropriated under Public Laws 115-254 and 116-20, which cover DR-4382 and DR4407, and allocated to the State of California by the Department of Housing and Urban Development (hereinafter “HUD”). CDBG-DR supports the State of California’s recovery needs related to the Federal Emergency Management Agency’s Major Disaster Declaration DR-4382 in August 2018 and DR-4407 in November 2018. CDBG-DR Infrastructure Program (hereinafter "DR-Infrastructure ") projects are funded to meet the unmet infrastructure needs of eligible California units of local government.

2. Scope of Agreement
A. Grant Funds
Subject to the terms and conditions of this Master Standard Agreement (hereinafter “Agreement”), the Department has allocated and agrees to provide Grant Funds in the maximum amount to Town of Paradise (hereinafter “Subrecipient”) for all Subrecipient Work (defined below) and Project Work (defined below) identified in this Agreement (hereinafter “Subrecipient Allocation”). All payments made to the Subrecipient will adhere to the provisions described in Exhibit B, Section 3 (Method of Payment) herein. In no instance shall the Department be liable for any costs in excess of this amount, nor for any unauthorized or ineligible costs or expenses. The Subrecipient Allocation is and shall not exceed $199,592,735.75.

This Agreement governs the Subrecipient Allocation and each individual project (“Project”) thereafter proposed by the Subrecipient and approved by the Department (“Approved Project”), the budget for each of which is to constitute some portion of the Subrecipient Allocation. The cumulative total amount of all Approved Projects shall not exceed the total amount of the Subrecipient Allocation.

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EXHIBIT A
588
Town of Paradise
18-DRINFRA-18006

EXHIBIT A
18-DRINFRA-18006
NOI Date: 02/01/2022
Approved Date: 10/04/2022
Prep. Date: 10/17/2022
The Department, in conjunction with its internal DR-Infrastructure Review Board, shall make individual Project application approval determinations pursuant to the 2018 DR-Infrastructure Policies and Procedures , HUD guidelines and regulations, subject to the DR-Infrastructure program requirements to spend 80% of grant-wide DR-Infrastructure program funds in the HUD Identified Most Impacted and Distressed areas (MID) and 70% of grant-wide funds for Low- to Moderate Income (LMI) benefit. Applications may be approved, conditioned, or denied in the sole discretion of the Department. If the Subrecipient disagrees with the Department’s decision with respect to its application, the Subrecipient may elect to file an appeal of that decision in accordance with the Project selection appeals process described in the 2018 DR-Infrastructure Policies and Procedures.

B. Implementation of Agreement
By entering into this Agreement and thereby accepting the Subrecipient Allocation of Grant Funds, the Subrecipient agrees to comply with and implement this Agreement in a manner satisfactory to the Department and HUD and consistent with all applicable guidelines and standards that may be required as a condition of the Department providing the Grant Funds, including but not limited to, all applicable CDBG-DR administration and compliance requirements set forth by this Agreement, and in accordance with the due diligence documentation previously provided by the Subrecipient and made a part hereof. The Department’s providing of Grant Funds under this Agreement is specifically conditioned on Subrecipient’s compliance with this provision and all other terms and conditions of this Agreement, the Notice to Proceed (defined below), the most recently published version of the Department’s CDBG-DR Action Plan for 2018 disasters and any amendments thereto, related Federal Register notices, and the requirements of the authorities cited above, as all of the same may be amended from time to time.

This Agreement is subject to written modification and termination as necessary by the Department in accordance with requirements contained in any future state or federal legislation and/or state or federal regulations. All other modifications must be in written form and approved by both parties.

3. Subrecipient Scope of Work

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EXHIBIT A
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Town of Paradise
18-DRINFRA-18006

EXHIBIT A
18-DRINFRA-18006
NOI Date: 02/01/2022
Approved Date: 10/04/2022
Prep. Date: 10/17/2022
The Subrecipient scope of work (hereinafter “Subrecipient Work”) for this Agreement shall consist of the Subrecipient submitting individual Project applications to the Department and managing Approved Projects through the lifecycle of the grant, as outlined in the exhibits of this Agreement and the 2018 DR-Infrastructure Policies and Procedures. The obligations undertaken by the Subrecipient include, but are not limited to, the obligation to comply with all local, state, and federal laws, regulations, and grant requirements.

A. Subrecipient shall collect data and submit reports to the Department in accordance with the reporting requirements detailed in section 23 of Exhibit D herein.

B. Subrecipient shall meet all Project milestones, project-specific special conditions, budgetary and otherwise, and other requirements, as may be set forth in the Notice to Proceed (hereinafter “NTP”) of Exhibit F for each Approved Project.

C. Subrecipient shall comply with all Project closeout procedures, timely and accurately, including responding to the Department’s requests for additional information in support of Project closeout in reasonable timeframe.

D. Subrecipient shall submit requests for reimbursement (Financial Reports) to the Department no less frequently than quarterly and no more frequently than monthly with end-of-quarter reimbursement requests being due to the Department by the 10th calendar day of the month following the end of the preceding quarter. The Department may require monthly requests for reimbursement. For purposes of this provision, the first full month following the effective date of this Agreement shall constitute the first month of the first quarter.

Subrecipient shall submit Financial Reports consistent with the other provisions outlined in this Agreement such as Exhibit B.

4. Other Funding Sources
A. Other Funding Sources: All other sources of funding required to complete the Approved Project must be identified, committed, and documented prior to, and as a condition of, the Department’s issuance of the NTP. If at any time, those identified and secured sources change, the Subrecipient must notify the Department within 10 days of the Subrecipient’s knowledge that funding sources are changing. The terms and conditions of all financing shall be subject to the

TOP-PID SUBRECIPIENT AGREEMENT

EXHIBIT A
590
Town of Paradise
18-DRINFRA-18006

EXHIBIT A
18-DRINFRA-18006
NOI Date: 02/01/2022
Approved Date: 10/04/2022
Prep. Date: 10/17/2022
Department’s review and approval. The Department reserves the right to rereview a Project application at any time in the event there is a change in the amount of, or the material terms and conditions of, any third-party funding for the Project.

5. Effective Date and Commencement of Work
A. This Agreement is effective upon approval by the Department representative’s signature on page one of the fully executed Standard Agreement, STD 213 (the “Effective Date”).

B. Subrecipient agrees that no choice-limiting actions toward the implementation of the submitted Project(s) shall commence, nor shall any costs be paid with CDBG-DR funds incurred or obligated by any party, without prior authorization from the Department via a NTP and prior to the execution of this Agreement by the Department. Additionally, for public facility-related activities, proof of the recorded DR-Infrastructure Regulatory Agreement must be submitted to and accepted by the Department prior to the start of construction on an Approved Project. Details on the Regulatory Agreement will be included in the NTP.

Notwithstanding the foregoing, there are two circumstances when costs may be incurred prior to the execution of this Agreement. First, with Program Manager or Section Chief written approval, Activity Delivery expenses for environmental compliance work for intended Project Applications may be incurred prior to the execution of this Agreement provided that such expenses are eligible and are supported by documentation satisfactory to the Department. Second, with Program Manager or Section Chief written approval, other costs may also be incurred prior to the execution of this Agreement, such as the cost of procuring consultants and architectural, engineering and other professional services required to prepare plans, drawings, specifications, or work write ups that are incurred not more than 24 months prior to the Approved Project being set up in DRGR, provided these procurements are conducted in a manner consistent with 2 CFR 200.317 – 200.326, “Procurement Standards”.

6. Term of Agreement and Performance Milestones
A. Term of Agreement: With the exception of the grant closeout procedures set forth in Exhibit B, Section 6, the Subrecipient shall complete all Approved Project activities on or before the Expenditure Deadline identified in Exhibit F of this

TOP-PID SUBRECIPIENT AGREEMENT

EXHIBIT A
591
Town of Paradise
18-DRINFRA-18006

EXHIBIT A
18-DRINFRA-18006
NOI Date: 02/01/2022
Approved Date: 10/04/2022
Prep. Date: 10/17/2022
Agreement. Time is of the essence in order to ensure complete and compliant Projects before grant closeout. Failure by Subrecipient to complete all such activities before the expenditure deadline may result in the Department recapturing some or all of the Subrecipient Allocation from Subrecipient.

All Project applications must be submitted to and received by the Department by the deadline identified in the then applicable 2018 DR-Infrastructure Policies and Procedures. Upon review and approval or rejection of all Project applications, the Department reserves the right to reallocate unobligated Grant Funds within the DR-Infrastructure program, in its sole and absolute discretion.

Expenditure Deadline: All Activity funds must be expended by: December 1, 2025.

This Agreement will expire as set forth in Section 2 of the STD 213.

B. Performance Milestones: Subrecipient shall adhere to the performance milestones below. Time is of the essence with respect to all such milestones. 1) Subrecipient shall submit all Project applications to the Department by the application deadline identified in the then applicable 2018 DRInfrastructure Policies and Procedures. 2) No later than October 31, 2024, Subrecipient shall satisfy all conditions required for the Department to issue a Notice to Proceed for all Approved Projects.
3) No later than March 1, 2025, Subrecipient shall provide evidence of construction, reconstruction, acquisition, or rehabilitation on all Approved Projects.
4) No later than March 1, 2026, Subrecipient shall provide all required closeout documentation as detailed in Exhibit B, Section 5 herein, for all Approved Projects.
5) Subrecipient must expend 50% of the Subrecipient Allocation at least 12 months prior to the agreement expiration date as set forth in Section 2 of the STD 213.

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EXHIBIT A
592
Town of Paradise
18-DRINFRA-18006

EXHIBIT A
18-DRINFRA-18006
NOI Date: 02/01/2022
Approved Date: 10/04/2022
Prep. Date: 10/17/2022
6) Subrecipient must submit project applications for their entire allocation of DR-Infrastructure funds by the application deadline. If Subrecipient fails to do so, the Department reserves the right to deobligate, recapture, and/or reallocate the Subrecipient’s allocation amount in this Agreement by the amount not applied for.

Failure to meet performance milestones:

If any performance milestones listed above are not timely met by Subrecipient as required, the Department reserves the right to withhold further payments (including, but not limited to, activity delivery fees) on one or more projects to Subrecipient until such time as satisfactory progress is made toward meeting the performance measures. Subrecipient shall diligently work with DR-Infrastructure staff to submit: (a) a written mitigation plan specifying the reason for the delay; (b) the actions to be taken to complete the task that is the subject of the missed measure deadline; and (c) the date by which the completion of said task will occur.

The Department, in its sole and absolute discretion, reserves the right to reallocate unobligated Grant Funds within the DR-Infrastructure program if the Department determines the Subrecipient is unable to meet the performance milestones in a timely manner following a failure of Subrecipient to meet any milestone(s). The Department reserves all rights and remedies available to it in case of a default by Subrecipient of its responsibilities and obligations under the terms of this Agreement. All remedies available to the Department are cumulative and not exclusive.

C. The Subrecipient and its Contractors, as applicable, shall adhere to all performance and Project milestones as established above and in each Approved Project NTP.

Upon review and approval of a Project application, the Department will issue a NTP using the template provided for on Exhibit F of this Agreement to obligate activity funds to an Approved Project. The NTP will include the Project description and Project-specific scope of work (hereinafter “Project Work”), time of performance, Project budget, Project-specific special conditions, and Project performance measures, and shall be implemented through this Agreement and

TOP-PID SUBRECIPIENT AGREEMENT

EXHIBIT A
593
Town of Paradise
18-DRINFRA-18006

EXHIBIT A
18-DRINFRA-18006
NOI Date: 02/01/2022
Approved Date: 10/04/2022
Prep. Date: 10/17/2022
subject to the terms and conditions thereof. For each Approved Project, that Project’s application, supporting materials and the NTP are thereafter automatically incorporated into this Agreement as its own separate addendum hereto, uniquely identified for ease of monitoring and compliance purposes.

The Department reserves the right to monitor and approve all Subrecipient Work and Project Work in relation to this Agreement and the NTP(s). Any revisions to the Subrecipient Work and/or Project Work which the Department believes are substantial in nature may require a re-review of the affected Approved Project by the DR-Infrastructure Review Board and its subsequent approval thereof.

Requests for substantial revisions to the Subrecipient Work and/or Project Work must be submitted in writing for review and approval by the Department in its discretion. Any approval shall not be presumed unless such approval is made by the Department in writing.

7. Notice to Proceed Revisions
A. Adjustments to the Subrecipient Work and/or Project Work that do not require an increase or reduction of Project scope or a change in the type and/or number of beneficiaries assisted may be completed as a Notice to Proceed revision (“NTP Revision”). NTP Revisions may include, but are not limited to:
1) Adjustments that itemize the Subrecipient Work and/or Project Work, revise milestone deadlines, change the Subrecipient Work and/or Project Work in a manner that does not change the overall budget, National Objective, expenditures in the MID, and type and count of estimated beneficiaries.
2) Adjustments that increase the estimated number of beneficiaries without increasing or decreasing the scope of work and without changing the overall budget.

B. NTP Revisions must be approved by the Department in writing prior to implementation by Subrecipient. Approval shall be provided either through Grants Network, or in writing, as determined by the Department. The Department reserves the right to monitor and approve all Subrecipient Work and/or Project Work in relation to this Agreement and the NTP, as modified by any NTP Revisions. NTP Revisions shall be automatically incorporated into this

TOP-PID SUBRECIPIENT AGREEMENT

EXHIBIT A
594
Town of Paradise
18-DRINFRA-18006

EXHIBIT A
18-DRINFRA-18006
NOI Date: 02/01/2022
Approved Date: 10/04/2022
Prep. Date: 10/17/2022
Agreement.

8. DR-Infrastructure Program Contract Management
A. Department Contract Manager: The Department Contract Manager for this Agreement is the 2018 DR-Infrastructure program or its designee. Written communication regarding this Agreement shall be directed to the Department Contract Manager at the following address:

CA Department of Housing and Community Development
Division of Federal Financial Assistance – 2018 DR-Infrastructure Program P.O. Box 952054
Sacramento, CA 94252-2054
B. Contract Management: Day-to-day administration of this Agreement shall take place via Grants Network, including but not limited to:

1) Financial Reports (Funds Requests)
2) Activity Reports
3) Risk Assessment (aka Due Diligence) documents
4) Other Reports, as required
5) Submittal of any and all requested supporting documentation 6) NTP Issuance and Revisions
7) Master Standard Agreement Issuance and Amendments
C. Subrecipient Contract Administrator: The Subrecipient Contract Administrator (must be a Subrecipient employee) is identified in Exhibit G, Profile. Unless otherwise directed by the Department, any notice, report, or other communication required by this Agreement shall be directed via Grants Network or written to the Subrecipient’s Contract Administrator at the contact information identified in Exhibit G, Profile.

TOP-PID SUBRECIPIENT AGREEMENT

EXHIBIT A
595
Town of Paradise
18-DRINFRA-18006

EXHIBIT B
18-DRINFRA-18006
NOI Date: 02/01/2022
Approved Date: 10/04/2022
Prep Date: 10/18/2022

BUDGET DETAILS AND PAYMENT PROVISIONS

1. Availability of Funds
The Department’s provision of funding to Subrecipient pursuant to this Agreement is contingent on the availability of CDBG-DR funds and continued federal and state authorization for CDBG-DR activities and is subject to amendment or termination due to lack of funds or authorization. Availability of CDBG-DR funds is subject to the HUD requirement to spend 80% of grant-wide DR program funds in the MID and 70% of grant-wide DR funds for LMI benefit, unless HUD issues waivers and/or alternative requirements (along with any required and approved Action Plan Amendments), in which case the Department will enter into an amendment with the Subrecipient to provide as such.

The Department shall be relieved of any obligation for making payments to the Subrecipient if funds allocated to the State of California by HUD cease to be available for any reason or there is any limitation on, or withdrawal of, the Department’s authority to administer the CDBG-DR program or any portion thereof.

2. Expenditure of Funds
A. No Activity costs may be incurred, funds reimbursed, or choice-limiting actions taken until and unless Subrecipient provides documented compliance with the National Environmental Protection Act (NEPA) requirements established in 24 CFR 50, 24 CFR 58, and 42 USC 4321, et seq. and California Environmental Quality Act (CEQA); California Code of Regulations, Title 14, Division 6, Chapter 3, Sections 15000 – 15387.

Activity Delivery costs may be incurred prior to documented NEPA and CEQA compliance. See Section 3(A)(3) below for reimbursement requirements of Activity Delivery costs.

B. Priority of Use of Funds
The Subrecipient must utilize funds available under this Agreement to supplement rather than supplant funds otherwise available. To the extent available, the Subrecipient must disburse funds available to the Approved Project from, among other sources, Subrecipient funding, third-party loans or grants, contract settlements, audit recoveries, insurance and condemnation proceeds and interest earned on such funds before requesting or receiving Grant Funds.

C. Withholding Funds

TOP-PID SUBRECIPIENT AGREEMENT

EXHIBIT A
596
Town of Paradise
18-DRINFRA-18006

EXHIBIT B
18-DRINFRA-18006
NOI Date: 02/01/2022
Approved Date: 10/04/2022
Prep Date: 10/18/2022
The Department reserves the right to withhold payments pending timely delivery of program and project reports or documents as may be required under this Agreement, and for defaults by the Subrecipient, as noted in Exhibit D.

D. Deobligation of Funds
The Subrecipient agrees that Grant Funds determined by the Department to be surplus upon completion of an Approved Project(s) will be subject to deobligation (i.e., removed from the Subrecipient Allocation amount in this Agreement) and/or reallocation by the Department. Subrecipient also agrees that if funds are not obligated to Approved Projects by milestones outlined in Exhibit F, the remaining funds will be subject to deobligation and/or reallocation by the Department.

E. Indirect Costs
The Department will only consider reimbursement of indirect cost expenditures from Subrecipients that have an approved Indirect Cost Rate Proposal from the Department, HUD or other cognizant federal agency. If Subrecipient does not have an approved Indirect Cost Rate Proposal, Subrecipient shall develop a proposal for determining the appropriate CDBG-DR share of indirect costs and shall submit it to the Department for approval prior to submission of Financial Reports for reimbursement of indirect cost expenditures.

F. Compliance with the OMB Uniform Guidance Audit Requirements Grant Funds will not be disbursed to any Subrecipients identified by the State Controller's Office (SCO) as non-compliant with the Federal Single Audit Act, as described in the OMB Uniform Guidance and 2 CFR Part 200 Sub-Part F. No funds may be disbursed until compliance with the Uniform Guidance is demonstrated to the satisfaction of the Department.

G. Grant Administration
The Subrecipient agrees to administer this Agreement in accordance with the provisions of Section 7097 through and including Section 7126 of Title 25 of the California Code of Regulations.

3. Method of Payment
Payments will be made directly to Subrecipients as reimbursements based on the documented and satisfactory completion of agreed upon milestones detailed in

TOP-PID SUBRECIPIENT AGREEMENT

EXHIBIT A
597
Town of Paradise
18-DRINFRA-18006

EXHIBIT B
18-DRINFRA-18006
NOI Date: 02/01/2022
Approved Date: 10/04/2022
Prep Date: 10/18/2022
Subrecipient Work and/or Project Work, identified in Exhibit A, and detailed in each Approved Project NTP incorporated in Exhibit F, and confirmation of Subrecipient’s compliance with the terms of this Agreement. No advance payments will be allowed to Subrecipients.

Financial Reports shall be submitted by Subrecipient electronically through Grants Network. The Department shall not authorize payments or reimbursements unless it has determined the activities indicated in the Financial Report have been performed in compliance with the terms of this Agreement and any other agreements executed by the parties in connection herewith, as well as all applicable Program requirements.

Financial Reports must be for a minimum of $1,000, except for the final Financial Report, which must be marked “Final”. The Department will specify the frequency (monthly, quarterly, etc.) of Financial Reports, which shall be submitted by the Subrecipient to the Department no less frequently than quarterly and no more frequently than monthly.

A. Reimbursements for Costs Incurred
1) The Subrecipient may use Grant Funds for reimbursement by the Department of Eligible Expenses as defined herein, applied to Projects approved by the Department through the application and NTP processes described in Exhibit A and the 2018 DR-Infrastructure Policies and Procedures. Eligible Expenses include, but are not limited to, costs associated with Subrecipient program implementation including staff time and environmental reviews for Approved Projects, architectural and engineering design, permitting fees, and Approved Project costs for Eligible Infrastructure Activities as determined by the DR-Infrastructure Policies and Procedures.
2) The Subrecipient shall withhold as retainage ten percent (10%) of all DRInfrastructure funded Contractor payments. No retainage payments shall be released to the Contractor or reimbursed to the Subrecipient until receipt and approval by the Department as provided in the 2018 DRInfrastructure Policies and Procedures. 3) Approved Project Financial Reports for construction shall be made on the actual expenses of eligible DR-Infrastructure activities as determined by the DR-Infrastructure Policies and Procedures, respectively. 4) Activity Delivery Financial Reports shall be paid only after such costs are expended for Subrecipient Work and/or Project Work completed, provided the Department determines that the Program Performance Milestones in

TOP-PID SUBRECIPIENT AGREEMENT

EXHIBIT A
598
Town of Paradise
18-DRINFRA-18006