Agenda — Richmond City Council, November 19, 2024 (part 3 of 7)

CARB approval is based on the system description, design, and operational procedures outlined in STAX’s Test Plan A (Version 5). No changes or modifications are permitted to the STAXBox.A-1 system, including the capture system design and operation, without prior CARB approval. In order to modify EO G-23-294 to reflect the requested changes outlined in the Test Plan, STAX will need to complete all testing outlined in their Test Plan A (Version 5) and provide all reports generated from these tests.

The application requirements that STAX must meet to submit test results are outlined in section 93130.5 of the 2020 At Berth Regulation. Per section 93130.5(i) of the 2020 At Berth Regulation, if testing deviates from the approved Test Plan without prior CARB approval, the Executive Officer may deem the application incomplete or disapprove the application. An example of deviating from the Test Plan includes conducting testing on additional vessel visits beyond those approved in the Test Plan and claiming such visits qualify for the research exception set forth in section 93130.8(d) or 93130.10(e) of the 2020 At Berth Regulation. CARB reserves the right to request the results of any testing conducted beyond the testing described in the approved Test Plan.

Vessel visits that coincide with the tests specified in the approved test plan may count as a compliant visit under the research exceptions in section 93130.8(d) or 93130.10(e) of the 2020 At Berth Regulation; however, these sections only apply for testing identified in Test Plan A (Version 5) and conducted after the date of this letter when Test Plan A (Version 5) was approved. All testing must adhere to the system description, design, and operational procedures outlined in the approved Test Plan. To complete the testing outlined in Test Plan A (Version 5), a total of 12 vessel visits are approved to utilize the research exception to compliance with the 2020 At Berth Regulation set forth in section 93130.8(d) or 93130.10(e).

STAX is responsible for tracking the usage of the 12 approved vessel visits that may utilize the research exception, and STAX must provide a copy of the approved Test Plan to each vessel participating in the research. STAX is also responsible for communicating with the vessel operator to ensure the operator knows what tests are being performed during the visit, and which number out of the 12 approved visits the vessel is participating in. As noted above, any tests completed in excess of those approved in the Test Plan would not be eligible for the research exception to compliance with the 2020 At Berth Regulation set forth in section 93130.8(d) or 93130.10(e). If more than 12 vessel visits are needed to complete all the testing outlined in the approved Test Plan, STAX must seek additional approval from CARB.

Testing for a new purification train to be added to the XCRAFT-1 barge (XBOX-1S) and a new system (XCRAFT-2 + XBOX-2P) will be addressed in future Test Plan(s). 627
Michael Walker, CEO
January 12, 2024

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If you have any questions, please contact Angela Csondes, Manager, Marine Strategies Section, at [email protected].

Sincerely,
Bonnie Soriano, Chief, Freight Activity Branch, Transportation and Toxics Division Enclosure: STAX CARB Expanded EO XCAP research test plan.005 cc: Angela Csondes, Section Manager, Marine Strategies Section 628
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arb.ca.gov 1001 I Street • P.O. Box 2815 • Sacramento, California 95812 [email protected] February 16, 2024
Michael Walker, CEO
STAX Engineering, Inc.
65 Pine Avenue, Suite 943
Long Beach, California 90802
[email protected]
Dear Michael Walker:

California Air Resources Board (CARB) staff have reviewed the amended Test Plan B for the two barge-based STAXbox.A-1 systems (XCRAFT-1 + XBOX1-2; XCRAFT-2 + XBOX2-1) to treat emissions from container vessel auxiliary engines.

STAX Test Plan Submission History
On October 31, 2023, STAX Engineering, Inc. (STAX) submitted “Research Test Plan to Expand Containership CAECS and Test XCap Connector” (Expanded Test Plan) to CARB while Executive Order (EO) approval for the STAXbox.A-1 system, under STAX’s original test plan for container vessels, was still pending. The STAXbox.A-1 was granted EO G-23-294 on December 4, 2023.

CARB staff reviewed the Expanded Test Plan and provided comments to STAX on December 15, 2023. At CARB staff’s suggestion, STAX subdivided the testing identified in the Expanded Test Plan into Test Plans A and B.
• Test Plan A was approved separately in a letter to STAX dated January 12, 2024, and includes testing for the purposes of expanding the operating conditions for the STAXbox.A-1 system and evaluating the XCAP connector. Upon successful completion of the testing and performance demonstration described in Test Plan A, EO G-23-294 will be amended to include the expanded operating conditions and the XCAP connector.
• STAX submitted Test Plan B on December 23, 2023, which includes testing for the purposes of demonstrating equivalency of two additional STAXbox.A-1 purification trains (XBOX1-2 and XBOX2-1) to the train approved under Test Plan A so the two additional trains can be used for compliance with the 2020 At Berth Regulation.

CARB staff reviewed Test Plan B and provided comments to STAX on January 19, 2024. To address CARB staff’s comments, STAX revised and resubmitted Test Plan B on January 21, 2024 (though this document is dated January 22, 2024). CARB staff met with STAX on February 8, 2024 to discuss Test Plan B and the process for approving duplicate systems, and provided comments following the meeting. To address CARB staff’s comments, STAX revised and resubmitted Test Plan B on February 8, 2024 (though this document is dated February 9, 2024).
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Michael Walker
February 16, 2024

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Stipulations for CARB Approval of Test Plan B
Based on CARB staff’s review, and pursuant to Health and Safety Code section 93130.5(f) of the 2020 At Berth Regulation, STAX’s Test Plan B (submitted February 8, 2024, attached) is hereby approved in accordance with testing requirements under the 2020 At Berth Regulation and the CARB Recommended Emissions Testing Guidelines for Ocean-Going Vessels. To complete the testing outlined in Test Plan B (submitted February 8, 2024), a total of 20 vessel visits (10 visits per train) are approved to utilize the research exception to compliance with the 2020 At Berth Regulation set forth in section 93130.8(d) or 93130.10(e).

The two additional trains (XBOX1-2 and XBOX2-1) are duplicates of the modified XBOX1-1 train approved under Test Plan A. Since there are modifications to the XBOX1-1 train that are pending approval under Test Plan A, the testing described in Test Plan A must be completed by STAX and reviewed and approved by CARB before STAX’s two additional trains (XBOX1-2 and XBOX2-1) can be granted Executive Order approval for compliance with the 2020 At Berth Regulation.

CARB approval is based on the system description, design, and operational procedures outlined in STAX’s Test Plan B (submitted February 8, 2024). No changes or modifications are permitted to the STAXBox.A-1 system, including the capture system design and operation, without prior CARB approval. CARB approval for the STAXBox.A-1 system remains limited to containership auxiliary engines and one engine/exhaust stream only.

Although the XCRAFT-1 barge is equipped with XBOX1-1 and XBOX1-2, STAX is only approved to operate one XBOX at a time. No simultaneous control of two auxiliary engines shall be performed. STAX will need to complete all testing outlined in their Test Plan B (submitted February 8, 2024) and provide all reports generated from these tests.

Vessel visits that coincide with the tests specified in the approved test plan may count as a compliant visit under the research exceptions in section 93130.8(d) or 93130.10(e) of the 2020 At Berth Regulation; however, these sections only apply for testing identified in Test Plan B (submitted February 8, 2024) and conducted after the date of this letter when Test Plan B was approved. All testing must adhere to the system description, design, and operational procedures outlined in the approved Test Plan B. 632
Michael Walker
February 16, 2024

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STAX is responsible for tracking the usage of the 20 approved vessel visits that may utilize the research exception, and STAX must provide a copy of the approved Test Plan B to each vessel participating in the research. STAX is also responsible for communicating with the vessel operator to ensure the operator knows what tests are being performed during the visit, and which number out of the 20 approved visits the vessel is participating in. As noted above, any tests completed in excess of those approved in the Test Plan B would not be eligible for the research exception to compliance with the 2020 At Berth Regulation set forth in section 93130.8(d) or 93130.10(e). If more than 20 vessel visits are needed to complete all the testing outlined in the approved Test Plan, STAX must seek additional approval from CARB.

If you have any questions, please contact Angela Csondes, Manager, Marine Strategies Section, at [email protected].

Sincerely,
Bonnie Soriano, Chief, Freight Activity Branch, Transportation and Toxics Division Attachment: [STAX CARB Expanded EO XCAP research test plan new systems .003.docx] cc: Angela Csondes, Section Manager, Marine Strategies Section 633

STAX ENGINEERING, LLC

MICHAEL WALKER
+1 (805) 708-2275
[email protected]

RANDALL PASEK
+1 (949) 201-5778
[email protected]
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City of Richmond
Attn: Charles Gerard, Port Director
1322 Canal Blvd.

Richmond, CA 94804
Re: Point Potrero Marine Terminal Ocean-Going Vessel At Berth Regulation RFP Response Dear Mr. Gerard,
Having examined the Bidding Documents including Instructions to Bidder, Conditions of Contract, Employers Requirements, Scheduled to Bid, Pricing and any additional Agenda or Amendments, we provide our interest/intent to bid on the above-named RFP.

Contact: Kevin Nicolello
Executive Vice President
4G Management, Inc
2018 Pacific Coast Hwy. #203
Lomita, CA 90717
Ph: 562-810-0069
[email protected]
4G Management, Inc. is an SBE-certified business with headquarters in Los Angeles, CA. We are the pioneer in Maritime Emission Capture and Control Systems (MECCS) and specialize in developing and deploying emissions control technology that captures and treats harmful emissions from ships and locomotives utilizing the cleanest methods available. We provide cost-effective, CARB-approved barge and dock mounted systems for use on ocean-going vessels to support the at berth regulations. 4G Management, Inc. currently operates MECCS-1 barge powered by renewable natural gas (RNG) with a Negative Carbon Index at the Port of Oakland with plans to build multiple MECCS barges in the Bay Area.

We have reviewed the City of Richmond Standard Contract and provide the following comment. 4G Management currently holds all the required Insurance policies including Professional Liability.

We interpret Technology Liability and Cyber Liability language as not required by 4G Management.

We appreciate the opportunity to service the City of Richmond’s maritime customers in this RFP. 635
4G Management Qualifications and Experience
4G Management, Inc. is the pioneer in Maritime Emission Capture and Control Systems (MECCS).

Headquartered in Los Angeles, CA, we specialize in developing and deploying emissions control technology that captures and treats harmful emissions. The 4G Management team has been working on emission reduction technologies since 2006 and for over a decade with major shipping customers, Ports, CARB and SCAQMD regarding emission capture and control technology. The 4G team and its technology offers a solution for ship owners, terminals and ports seeking to comply with the CA At Berth Regulation. Using 4G’s technology to mitigate its emissions at the source.

Currently under the regulation are containers, reefers and cruise vessels. In January 2025 the Ro-Ro’s and Liquid Bulk (Tankers) will be added to the At Berth Regulations and 2027 for the remainder of California.

Our experience working with Industry, CARB, SCAQMD, BAAQMD and EPA is unparalleled. This expertise will be necessary to support our technical team’s design efforts in response to CARB current and future regulations. We have built cost-effective, proven technology that does not require any installation or modification of shipboard or shoreside infrastructure.

Our MECCS treats emissions using an exhaust capture system and an emission treatment system. The MECCS captures and removes airborne emissions that are left unmitigated causing a health risk to neighboring communities. Now that CARB has targeted ports and terminals, the requirements for the use of MECCS technology is growing.

Vessel responsibilities consist of assisting with the securing of the barge and logging electrical load on an hourly basis. All other recordkeeping is conducted by MECCS personnel who provide the shipping lines with the information needed to conduct compliance reporting. All emissions reductions captured during operations are verified in real time by a continuous emissions monitoring system (CEMS), approved under the company’s CARB Executive Order.

Current Projects and Experience in Emissions Treatment:
4G Management currently operates a renewable natural gas powered MECCS barge that treats emissions at the Port of Oakland. MECCS barges capture 90+% of PM, NOx, and ROGs emissions that would otherwise be a health risk for the communities that surround the port, while themselves creating near zero emissions of any kind in the process. Our barge is being designed for use with Container vessels but will allow for a quick connection piece for use with auto-carrier vessels.

The MECCS captures and removes airborne emissions from auxiliary engines and boilers of ocean-going vessels at berth. No modification of the vessel required and there is no impact on loading or offloading operations. The untreated emissions from the vessel are drawn into the MECCS system where the PM is captured in the regenerative Diesel Particulate Filters (DPFs). The exhaust then enters the heat exchanger 636
system which utilizes waste heat from the exhaust. The heat is then controlled to the desired temperature in the electric duct heater section where it then enters the SCR at its optimal temperature for NOx/ROGs reduction. The exhaust is finally routed back through the heat exchanger, prior to entering the atmosphere.

Our system will reduce 100+ tons of NOx, ROGS, GHG and PM annually at 85% utilization. 4G’s Home Port is the Port of Oakland, Berth 34 adjacent to the Everport Terminal. If awarded this RFP, 4G will continue to use Berth 34 as our home port. Our space needs would be limited to overnight berthing should we experience back-to-back vessels.

Statement of Service
4G Management has the ability to perform MECCS vessel service pursuant to the City of Richmond Ocean Going Vessel at Berth Regulations. MECCS service schedule is as follows: Estimated 60 vessels annually, with a port stay of 24 hours or more. MECCS has the ability to stay along side for 6+ days.

Proposed Cost
4G Management cost is based on a port-to-port rate structure. Based on a two-year agreement, 4G’s rate will be $1, 050.00 per hour first year 2025 ~ 2026. Second year will be $1,050.00 plus CPI 2026 ~ 2027.

Please see below customer service agreement for your reference.

Sample Service Agreement
Please see attached Sample Service Agreement.
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This Emissions Control Agreement ("Agreement") is made by and entered into by (Company) on behalf of 9 company) hereinafter referred to as the ("Customer") and 4G Management, Inc. ("Operator.") The Customer and Operator are sometimes referred to herein, individually as a "Party" and collectively, as the "Parties."
OPERATOR 4G Management, Inc. ("4G,") its affiliates or assigns located at 2018 Pacific Coast Hwy, #203 Lomita, CA 90717
CUSTOMER (Customer and Address)
TERMS The term of this Agreement is from January 1, 2025 through January 1, 2027. If either Party breaches a material term of this Agreement and fails to cure such breach as promptly as practicable, but in any event no later than three (3) calendar days of notice of such breach, then the non-breaching Party is entitled to terminate this Agreement at any reasonable time thereafter with immediate effect and without any penalty. liability or further obligation.

LOCATIONS Services and terms offered herein are for the emission capture and control, treatment of Customer's vessels at berth Point Potrero Marine Terminal.

SYSTEM The system (“System”) is comprised of the MECCS-1 barge mounted emissions control system.

OPERATOR

COMMITMENT
Operator guarantees that the System shall reduce Customer vessel emissions from its auxiliary engines while in the ports in compliance with the California Air Resource Board ("CARB") "At-Berth Regulation” as described in the California Code of Regulations,section 93118.3, title 17, chapter 1, subchapter 7.5 and all applicable requirements approved by the Ports and CARB.

CUSTOMER

COMMITMENT
Customer contracts for use of the System and agrees to use the System on a non-exclusive basis as a means of compliance under CARB rules on a non-exclusive basis.

SERVICE REQUEST Customer will notify Operator of a service requirement within 5 days prior to arrival. Customer understands that Operatorservices vessels on a first-come, first-served basis and that late notice may result in Operator completing service prior to servicing a second vessel at PPMT.

OPERATOR DATA

AND RECORDS
Operator shall monitor and record all operating data and information and shall provide Customer all necessary information needed for complying with the reporting requirements of CARB's At-Berth Regulation within five (5) business days after the service has been completed.

HOURLY CHARGE $1,050.00 USD per hour for the first year. 4G will use CPI average for second year. The Hourly Charge is for MECCS system inclusive of all tug 638
services and/or other 3rd party services required for mobilizing, demobilizing and positioning System toCustomer's vessel.

Notwithstanding the above, all chargesfor any "Spacer Barges," "Fenders" and/orsupplemental 3rd party crew boats are not included in the Hourly Charge and will be passed on to the Customer at the actual cost to Operator + plus a 15% surcharge. Additional charges may only be added upon written authorization by the Customer. In the event Terminal may require a Spacer Barge between the MECCS Barge and Vessel, Operator will invoice the Spacer Barge asseparate line item.

EMISSIONS CONTROL

SERVICE CHARGES
Service hours will be charged from the beginning of MECCS mobilization port to the end of MECCS demobilization return to port. Customer understands that Operator has a minimum charge of twenty-four (24) hours per vessel call.

CANCELLATION FEE Cancellation fee of twenty-four (24) hours will apply if customer does not notify Operator within forty-eight (48) hours of cancellation.

HOLIDAY RATES The Holiday Rate of an additional 30% beyond the normal Hourly Charge shall be applied for the following Holidays: New Year's Day, Martin Luther King Day (third Monday in January),
President's Day (third Monday in February), Memorial Day (last Monday of May), Independence Day, Labor Day (first Monday of September), Columbus Day (second Monday of October),
Veteran's Day (November 11), Thanksgiving Day (fourth
Thursday of November), Christmas Eve and Christmas Day. If a job starts or ends within the 24- hour period of the holiday date, then the Holiday Rate will apply for the hour(s) of the service call that falls within the holiday date.

EMISSION CONTROL

SERVICE CHARGES
Service hours will be charged from the beginning of MECCS mobilization from port to the end of MECCS demobilization to port. Customer understands that Operator has a minimum charge of twenty-four (24) hours per vessel call.

CANCELLATION FEE Cancellation fee of twenty-four (24) hours will apply if customer does not notify Operator within forty-eight (48) hours of cancellation.

PAYMENT TERMS Net 15 days from the date of billing. All late amounts will be charged at an interest rate of 10%. Customer may dispute an invoice prior to the due date of such invoice, whereupon the time to 639
pay the disputed portion of the invoice shall be extended until the dispute is resolve
LABOR PROVISION At all times during the Term of this Agreement, Operator shall be in compliance with all applicable federal, state, and local labor laws regulations and/or agreements.

OPERATOR

COVERAGE
At all times during the Term, Operator shall maintain and keep in full force and effect, insurance meeting the coverage shown and with limits and coverage provisions not less than the limits set for below:

Commercial General Liability insurance with a minimum limit of $1,000,000 per occurrence for bodily injury, personal injury and property damage and excess/umbrella liability insurance in the amount of $10,000,000.

Commercial Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $5,000,000 per occurrence covering all vehicles owned or used by the Operator.

Workers' Compensation inaccordance with the laws of the jurisdictions where Work isto be performed. Ifthe Work is performed on or adjacent to navigable waterways, then the policy must include U.S. Longshore and Harbor Workers' Compensation coverage and Maritime coverage, as applicable.

Employers' Liability insurance with limits of $1,000,000 for each employee, $1,000,000 policy limit by disease and $10,000,000 for each accident.

Professional Liability Insurance with an aggregate limit ofliability not less than $1,000,000. Such insurance shall cover all errors, omissions or negligent acts in the delivery or performance of products, services and/or licensed programs under this agreement. The Professional Liability Insurance retroactive coverage date shall be no later than the effective date of this agreement. Suppler/Vendor shall continuously maintain such insurance or purchase an extended reporting period providing that claims first made and reported to the insurance company within two (2) years after termination of the agreement will be deemed to have been made during the policy period.

Protection &Indemnity ("P&I") orits equivalent with respect to any vessel used by the Operator, in connection to Services provided under this Agreement. Such insurance shall be evidenced through a full entry with an international P&IClub, including collision liability, injury to crew, tower's liability and liability for pollution containment and clean-up, with extensions for marine contractual liability, removal of wreck, etc.subject to a minimum limit ofliability of $20,000,000 any one accident or occurrence.

Alternatively, if a full entry in an international P&I Club is not available or applicable, maritime liability coverage should be evidenced on a SP-23 form or equivalent including collision liability, tower's liability and third-party statutory liability for seepage, pollution, containment and cleanup, with extensions for marine contractual liability, wreck/debrisremoval,subject to a minimum limit ofliability of $20,000,000.
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Vessel Pollution Insurance (if not already provided under Protection & Indemnity above) insuring (i) costs of cleanup in the event of a spill or leakage (with a minimum limit sufficient tomeet any minimum amount required by law) and (ii) liability for third party claimsin the event of a spill or leakage in an amount of $10,000,000. Vessel Pollution Insurance shall contain terms acceptable to the Customer and no more restrictive than provided under WQIS policy forms or equivalent.

Hull & Machinery insurance including collision liability with sistership clause unamended, with limits of liability at least equal to the full value of all vessels used in connection with performance ofthe transportation under this Agreement, and with navigational limitations adequate for Operator to perform the specified services.

Other insurance policies or increased insurance limits may be prescribed by the Customer from time to time based on the materials ordered or work to be performed. All policies excluding workers' compensation and professional liability shall be endorsed to name Customer, its parent, subsidiaries, or affiliated companies and their shareholders, officers, directors, agents and employees as Additional Insured and shall be primary and non-contributory with any other insurance carried byCustomer. The Hull & Machinery policy shall include a Waiver of Subrogation inCustomers’ favor.

Umbrella or excessinsurance may be used to satisfy the above limit requirements. Be sure to state on the certificate the coverage(s) to which such umbrella or excess policies apply.

All insurance must be placed with insurance companies rated at least B+ by Best's Key Rating Guide. Carrier shall provide a certificate of insurance to evidence above insurance coverage. All insurance policies shall provide that the Customer will be notified thirty (30) days prior to the termination or cancellation, or material change of any policy.

The certificate of insurance shall be sent to the following address:

ENTER ADDRESS

ACCESS OF CLIENT

FACILITIES
Customer shall provide Operator with the use of and reasonable access to Customer's facilities and personnel to the extent required for purposes of facilitating Operator's performance of the Services. This specifically includes access to vessels to be serviced as soon asis possible after the vessel is docked and for the longest duration possible during each vessel call. This also specifically includes securing permission from terminal operators when necessary.

NOTICE OF DAMAGE
CLAIM
Should there be any damage orInjury suffered by or caused to a vessel to which Operator has provided services rendered hereunder, notice must be given to Operator within 24 hours of discovery of damage orinjury, as well as providing a reasonable opportunity to inspect and survey any such damages before repairs are begun.

FORCE MAJURE Acts of God, fires, floods, weather, epidemics, war,strike or other cause(s) ineach case that are beyond the reasonable control of a Party, not reasonably foreseeable, not caused by acts or omissions of the Party affected and that could not have been avoided through a work-around plan, which prevent the Operator from providing or procuring the 641
service, Customer from receiving or using service or any resulting work product or either Party from performing under this Agreement ("Force Majeure Event") willsuspend the affected Party'srespective obligations under this Agreement during the period required to remove such Force Majeure Event. The affected Party will promptly notify the other Party of the Force Majeure Event and its cause. If the affected Party is Operator and the period of the Force Majeure Event lasts longer than fifteen (15) calendar days, then Customer is entitled at any time thereafter, while such Force Majeure Event continues, to terminate this Agreement without any penalty, liability or further obligation therefore immediately upon notice to the Operator.

INDEMNIFICATION Each party (the "Indemnifying Party") will defend, indemnify and hold harmlessthe other Party and all of its officers, directors, employees, agents,successors and assigns (the "Indemnified Party") from and against any and all third party claims, demands, actions, suits, losses, liabilities, damages (including taxes), and allrelated costs and expenses, including without limitation reasonable attorneys' fees (collectively "Loss") due to, arising from or relating to (a) the Indemnifying Party's breach of one ofits obligations, representations, warranties or covenants set forth in this Agreement;(b) any actual or alleged infringement, violation or misappropriation of the intellectual property rights of any third party; (c) the negligent, willful or reckless act or omission of the Indemnifying Party; or (d) death, personal injury, bodily injury or property damage caused by the Indemnifying Party. The Indemnifying Party's obligation to indemnify hereunder is predicated upon the Indemnified Party (i) giving prompt written notice of any Loss, (ii) giving the Indemnifying Party the opportunity to assume sole control over the defense and settlement, if applicable, of the Loss and (iii) providing, at the Indemnifying Party'ssole expense, all reasonably requested and relevant information, assistance and authority to enable the Indemnifying Party to perform its obligations hereunder. The Indemnifying Party agrees not to settle any Loss without the Indemnified Party's written consent, which shall not be unreasonably withheld.

SURVIVAL The Parties further agree that the waivers and disclaimers of liability, indemnities, releases from liability, and limitations on liability expressed in this Agreement shall survive
termination or expiration of this Agreement.

CONFIDENTIALITY Confidential Information is defined herein as any technical, process, operating or economic information which is designated by a Party to be confidential or proprietary, or of such a nature as to be generally known or considered to be confidential or proprietary, including information concerning methods of manufacture or manufacturing, mechanical processes orsystems, drawings for equipment, machinery or other devices, technical data, operating data and records, specifications, business plans and financial information, including cost information and the like. Parties 642
agree to hold in confidence any Confidential Information supplied to them by the other Party or other persons acting on their behalf.

Partiesfurther agree, to the extent requested by the supplier of such information, to require its subcontractors, vendors, suppliers, employees or other parties who may lawfully request the information, to enter into appropriate nondisclosure agreements relative to such Confidential Information, prior to the receipt thereof. This obligation shall continue for a period of one (1) year after this Agreement expires oris
terminated.

NO ASSIGNMENT OF

CONTRACTS/SERVICES
Services and terms are offered solely to the Customer listed above and its owned, managed or chartered vessel. Any third-party use of emissions control services contemplated under this agreement by the Customer is prohibited without the prior written consent ofthe Operator COUNTERPARTS The parties may execute this Agreement in counterparts, which shall, in the aggregate, when signed by both parties constitute one instrument.

Thereafter, each counterpart shall be deemed an original instrument as against any party who has signed it.

GOVERNING LAW This Agreement and the rights and obligations of the parties hereunder, shall be governed by United States federal maritime law.

To the extent United States federal maritime law does not cover an element of this Agreement or a dispute arising herein, the laws of the State ofCalifornia shall govern.

CODE OF CONDUCT Operator agrees to comply with the Code of Conduct for Contractors of HMM America Shipping Agency and Its Subsidiaries, hereby incorporated by reference.

Emission Control Agreement AGREED TO BY:
4G Management, Inc. Customer
Name: Name:

Title: Title:

Signature: Signature:

Date: Date:
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CARB Approved Emissions Control Solution
Submission Date September 27, 2024
Summary Prepared by: Charles Gerard
Evaluatiors: Charles Gerard, Lizeht Zepeda, Kyle Lam
Element
Total Points
Available STAX 4G
Ability to meet the Port's schedule 40 37 27
Offers the best value to the Port of Richmond's public
and private terminal operators. 60 50 42
Total: 100 87 68
Two year contract cost $500,000 $650,000
Proposal Contacts
STAX Engineering Michael Walker CEO [email protected] 4G Management Inc. Kevin Nicolello Exec VP [email protected] Scoring (average of each rating)
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November 19, 2024
Economic Development
Port Division
DATE: November 19, 2024
TO: Mayor Martinez and Members of the City Council
FROM: Nannette Beacham, Economic Development Director
Charles Gerard, Port Director
Lizeht Zepeda, Senior Business Assistance Officer
Subject: Authorization to Apply for Rebuilding American Infrastructure with Sustainability and Equity (RAISE)
Grant
FINANCIAL IMPACT: If grant funds are awarded, it would positively affect the Port Fund. There is no fiscal impact related to the
adoption of the Resolution.

PREVIOUS COUNCIL
ACTION:

N/A

STATEMENT OF THE
ISSUE:

The Port is seeking City Council authorization to submit grant applications to the United States Department of
Transportation (DOT) – for any and all grants for which the Port of Richmond is eligible through Fiscal Year
2029-2030.

RECOMMENDED ACTION: ADOPT a resolution authorizing the city manager or their designee to submit grant applications for any and all
United States Department of Transportation (DOT)
Rebuilding American Infrastructure with Sustainability
and Equity (RAISE) Grants for which the Port of
Richmond is eligible through Fiscal Year 2029-2030;
EXECUTE all necessary and related agreements –
Economic Development Department (Charles Gerard
510-620-6792/Nannette Beacham 510 621-1306/Lizeht
Zepeda/510-620- 6653).

AGENDA
REPORT
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November 19, 2024
DISCUSSION:

The United States Department of Transportation (DOT) under the Biden-Harris Administration provided a funding opportunity of $1.8 billion in infrastructure grants from the Rebuilding American Infrastructure with Sustainability and Equity (RAISE) discretionary grant program.

On June 26, 2024, DOT announced the competitive RAISE program, which authorized $1.8 billion in funding. The RAISE program is one of several competitive grant programs providing funding under the Bipartisan Infrastructure Law that supports diverse communities with projects of local and regional focus. A large percentage of grants support regions defined as historically disadvantaged or areas of persistent poverty.

The eligibility requirements of RAISE allow project sponsors, including state and local governments, counties, Tribal governments, transit agencies, and port authorities, like the Port of Richmond to pursue multi-modal and multi-jurisdictional projects that are more difficult to fund through other grant programs.

Brookfield, the Port’s tenant at Terminal 3, will directly fund the grant writing and application cost for this current Fiscal Year (FY) of 2024-2025 in collaboration with the Port. Any funding received from this current FY grant opportunity would be used to fund wharf rehabilitation of the Terminal 3 and for undergrounding of electrical power lines on Harbour Way South from the Terminal 3 facility to the end of Harbour Way South next to the Ferry parking lot.

The RAISE notice of funding opportunity (NOFO) was released date is October 15, 2024, with deadline of January 13, 2025. DOT anticipates notifying selectees by late 2025.

RAISE has an emphasis on safety and having port facilities in a state of good repair, as well as a strong direct air capture (DAC) and climate resilience component. Brookfield has identified a consultant, GNA (a TRC Company), who is a clean transportation and energy consultant to assist in identifying, applying, and producing the materials needed to submit a fully completed grant package to DOT at no cost to the Port of Richmond.

Authorizing the Port to apply for the RAISE grant will benefit Terminal 3, its surrounding areas, and the Port. The Port will have the opportunity to apply to future DOT grants with the authorizations in effect for City of Richmond Fiscal Years’ 2024-2025 through 2029-2030.

SYNERGISTIC POLICIES:

City Council Goals and Priorities in alignment with Economic Development and Port of Richmond including but not limited to:
 2.1 Create new opportunities for workforce development in Richmond  2.3 Create and or re-envision infrastructure to attract new business and retail, 646

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November 19, 2024
manufacturing infill developments, and new customers for existing Richmond businesses
 2.5 Revitalization of Port
 3.2 Create new infrastructure
 4.4 Add and improve emergency preparedness
 6.2 Reduce local hazards
DOCUMENTS ATTACHED:

Attachment 1 – RAISE Resolution to Apply for Grants
Attachment 2 - Notice of Funding Opportunity for Fiscal Year (FY) 2024 647

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RESOLUTION NO. ______

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RICHMOND,

CALIFORNIA, AUTHORIZING SUBMITTAL OF APPLICATION(S) FOR ANY

AND ALL DEPARTMENT OF TRANSPORTATION (DOT) REBUILDING

AMERICAN INFRASTRUCTURE WITH SUSTAINABILITY AND EQUITY
(RAISE) GRANTS FOR WHICH THE PORT OF RICHMOND IS ELIGIBLE THROUGH FISCAL YEAR 2029-30 AND AUTHORIZING THECITY MANAGER

EXECUTION OF ALL NECESSARY AGREEMENTS AND DOCUMENTS

RELATED TO ANY RAISE GRANT FUNDING AWARDED
___________________________________________________________________________ WHEREAS, the United States Department of Transportation (DOT) under the BidenHarris Administration provided a funding opportunity of $1.8 billion in infrastructure grants from the Rebuilding American Infrastructure with Sustainability and Equity (RAISE); and WHEREAS, DOT announced the competitive RAISE program, which was authorized $1.5 billion. The RAISE program is one of several competitive grant programs providing funding under the Bipartisan Infrastructure Law that supports diverse communities with projects of local and regional focus.; and
WHEREAS, A large percentage of grants support regions defined as historically disadvantaged or areas of persistent poverty. The eligibility requirements of RAISE allow project sponsors, including state and local governments, counties, Tribal governments, transit agencies, and port authorities, like the Port of Richmond to pursue multi-modal and multijurisdictional projects that are more difficult to fund through other grant programs.; and WHEREAS, the Notice of Funding Opportunity (NOFO) will be released on October 15, 2024, until the application deadline at 11:59 PM on January 13, 2024. DOT anticipates notifying selectees by mid 2025mid-2025 and awarding the grants by late 2025.; and WHEREAS, the City of Richmond (“City”) has a Grant Management Policy for Fiscal Year 2024-2025 established by the Finance Department (the “Policy”); and WHEREAS, pursuant to Section 4(c) of the Policy, some grants may require City Council approval before the grant application is submitted; and WHEREAS, the Port is interested in applying for RAISE in partnership with Brookfield Corporation (Brookfield), who is the Terminal 3 master tenant, at no cost to the City.; and WHEREAS, Port staff is in the process of consideration of, and preparationconsidering and preparing for , a grant application(s) to DOT for the RAISE competitive grant. If awarded, the money could The purpose will fund needed wharf remediation at Terminal 3 at the Port of Richmond and the undergrounding of electric power lines on Harbour Way South. 648

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NOW, THEREFORE, BE IT RESOLVED that the Council of the City of Richmond authorizes the submittal of application(s) to DOT for all grants for which the Port of Richmond is eligible; and
BE IT FURTHER RESOLVED that the City Manager, or their designee is hereby authorized as Ssignature Aauthority and empowered to execute in the name of the City of Richmond all grant documents, including but not limited to, applications, agreements, amendments, and requests for payment, necessary to secure grant funds, implement the approved grant project and close-out the grant(s); and
BE IT FURTHER RESOLVED if awarded the grant it can be accepted and appropriated accordingly into the City’s Port budget; and BE IT FURTHER RESOLVED that these authorizations are effective for City of Richmond Fiscal Years’ 2024-2025 through 2029-2030.
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I certify that the foregoing resolution was passed and adopted by the City Council of the City of Richmond at a regular meeting thereof held October 15w, 2024, by the following vote:

AYES:

NOES:

ABSTENTIONS:

ABSENT:
________________________________________
Clerk of the City of Richmond
(SEAL)
Approved:
_______________________________
Mayor
Approved as to form:
____________________________
City Attorney
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1 DEPARTMENT OF TRANSPORTATION
Office of the Secretary
Notice of Funding Opportunity for Fiscal Year (FY) 2024 Rebuilding American Infrastructure with Sustainability and Equity (RAISE) Grant Program, Amendment No. 1
AGENCY: Office of the Secretary (OST), US Department of Transportation (DOT) ACTION: Notice of Funding Opportunity (NOFO)
SUMMARY OVERVIEW OF KEY INFORMATION: RAISE Grant Opportunity Issuing Agency Office of the Secretary, US Department of Transportation Program Overview RAISE grants will be awarded on a competitive basis, per statute, for planning or constructing surface transportation infrastructure projects that will improve safety; environmental sustainability; quality of life; mobility and community connectivity; economic competitiveness and opportunity including tourism; state of good repair; partnership and collaboration; and innovation.

Objective • Invest in surface transportation that will have a significant local or regional impact; and
• Support projects that are consistent with the Department’s strategic goals: improve safety, economic strength and global competitiveness, equity, and climate and sustainability.

Amendment No. 1 • This notice is amended on February 23, 2024 to reflect the Department may consider, on a case-by-case basis, recipient requests for advance payment, as described in 2 CFR
200.305(b), and to make clerical corrections.

Eligible Applicants • States
• District of Columbia
• any territory or possession of the United States
• a unit of local government
• a public agency or publicly chartered authority established by one or more States
• a special purpose district or public authority with a transportation function, including a port authority
• a Federally recognized Indian Tribe or a consortium of such Indian Tribes
• a transit agency
• a multi-State or multijurisdictional group of entities that are separately eligible
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2 Eligible Project Types • highway or bridge projects eligible under title 23, United States Code
• public transportation projects eligible under chapter 53 of title 49, United States Code
• passenger and freight rail transportation projects eligible under title 49
• port infrastructure investments (including inland port infrastructure and land ports of entry)
• the surface transportation components of an airport project eligible for assistance under part B of subtitle VII of title 49, United States Code
• intermodal projects whose components are otherwise an eligible project type
• projects to replace or rehabilitate a culvert or prevent stormwater runoff for the purpose of improving habitat for aquatic species while advancing the goals of the RAISE
program
• projects investing in surface transportation facilities that are located on Tribal land and for which title or maintenance responsibility is vested in the Federal Government
• any other surface transportation infrastructure project that the Secretary considers to be necessary to advance the goals of the program
Funding Infrastructure Investment and Jobs Act (Pub. L. 117-58, November 15, 2021, “Bipartisan Infrastructure Law,” or “BIL”) provides $1.5 billion annually for FY 2022 – 2026
Deadline • FY 2024 Deadline: February 28, 2024 at 11:59 pm Eastern • FY 2025 Deadline: January 13, 2025 at 11:59 pm Eastern • FY 2026 Deadline: January 13, 2026 at 11:59 pm Eastern This notice describes the application requirements, selection and evaluation criteria, and applicable program and Federal requirements.

ASSISTANCE LISTING NUMBER: 20.933 National Infrastructure Investments DATES: Applications must be submitted by 11:59 PM Eastern on February 28, 2024 WEBINAR: OST plans to conduct outreach regarding the FY 2024 RAISE NOFO in the form of webinars. The webinar schedule will be posted when available on the RAISE outreach webpage.
1 ADDRESSES: Applications must be submitted through Grants.gov FOR FURTHER INFORMATION CONTACT: DOT will not review applications in advance of their submission but RAISE program staff are available for questions. For further information concerning this notice, please contact the RAISE grant program staff via e-mail at 1 https://www.transportation.gov/RAISEgrants/outreach
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3 [email protected] or call Andrea Jacobson at 202-366-9603. A TDD is available for individuals who are deaf or hard of hearing at 202-366-3993. In addition, DOT will regularly post answers to questions and requests for clarifications on the FAQ website2 as well as information about webinars for further guidance on the RAISE program website. 3 SUPPLEMENTARY INFORMATION: The organization of this notice is based on an outline set forth in Appendix I to Title 2 of the Code of Federal Regulations (CFR), Part 200, to ensure consistency across Federal financial assistance programs. Each section of this notice contains information and instructions relevant to the application process for these RAISE grants, and all applicants should read this notice in its entirety so that they have the information they need to submit eligible and competitive applications.

Table of Contents
A. Program Description

1. Overview

2. Program Goals and Objectives

3. Changes from the FY 2023 NOFO
B. Federal Award Information

1. Amount Available

2. Award Size

3. Restrictions on Funding

4. Availability of Funds

5. Previous RAISE/BUILD/TIGER
C. Eligibility Information

1. Eligible Applicants

2. Federal Cost Share

3. Eligible Projects

4. Definition of Rural and Urban Areas

5. Areas of Persistent Poverty and Historically Disadvantaged Communities

6. Project Components

7. Application Limit
D. Application and Submission Information

1. Address to Request Application Package

2. Content and Form of Application Submission
a. Project Description
b. Project Location
c. Project Budget
d. Merit Criteria
e. Project Readiness
f. Benefit-Cost Analysis
2 https://www.transportation.gov/RAISEgrants/raise-application-faqs 3 https://www.transportation.gov/RAISEgrants/outreach. 653
4 3. Unique Entity Identifier and System for Award Management

4. Submission Dates and Timelines

5. Funding Restrictions

6. Other Submission Requirements
E. Application Review Information

1. Criteria
a. Merit Criteria
b. Project Readiness
c. Benefit-Cost Analysis

2. Review and Selection Process

3. Additional Information
F. Federal Award Administration Information

1. Federal Award Notices

2. Administrative and National Policy Requirements

3. Reporting
G. Federal Awarding Agency Contacts
H. Other Information

1. Protection of Confidential Business Information

2. Publication and Sharing of Application Information
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5 A. Program Description

1. Overview
The Infrastructure Investment and Jobs Act (Pub. L. 117-58, November 15, 2021, “Bipartisan Infrastructure Law,” or “BIL”) authorized and appropriated $1.5 billion annually to be awarded by the Department of Transportation (“DOT”) 2022 – FY 2026 for Local and Regional Project Assistance Program Grants under National Infrastructure Investments. The program is codified at 49 U.S.C. 6702.

The BIL requires the DOT to publish a Notice of Funding Opportunity (NOFO) no later than 60 days after funds are made available for the program, which for FY 2024 is November 30, 2023.

In order to comply with this requirement, this NOFO solicits applications for projects to be funded under the Local and Regional Project Assistance Program, known as the RAISE Grants program.

If the FY 2024 Appropriations Act, or other subsequent Acts, provide additional funding or significantly alter requirements for the RAISE Grant program, the Department will amend this Notice with guidance on additional requirements.

The FY 2024 – 2026 rounds of RAISE will be implemented, as appropriate and consistent with law, in alignment with the priorities in Executive Order 14052, Implementation of the Infrastructure Investments and Jobs Act (86 FR 64355), which are to invest efficiently and equitably, promote the competitiveness of the U.S. economy, improve job opportunities by focusing on high labor standards, strengthen infrastructure resilience to all hazards including climate change, and to effectively coordinate with State, local, Tribal, and territorial government partners.

2. Program Goals and Objectives
The goal of the RAISE program is to fund eligible surface transportation projects that will have a significant local or regional impact that advance the Departmental priorities of safety, equity, climate and sustainability, and workforce development, job quality, and wealth creation, consistent with law, and as described in the Department’s Strategic Plan4 and in executive orders.

The Department seeks to fund projects under the RAISE program that reduce greenhouse gas emissions in the transportation sector; incorporate evidence-based climate resilience measures and features; avoid adverse environmental impacts to air or water quality, wetlands, and endangered species; and address the disproportionate negative environmental impacts of transportation on disadvantaged communities, consistent with Executive Order 14008, Tackling the Climate Crisis at Home and Abroad (86 FR 7619).

In addition, the Department seeks to award projects under the RAISE program that proactively evaluate whether a project will create proportional impacts to all populations in a project area 4 See U.S. Department of Transportation Strategic Plan FY 2022–2026 at https://www.transportation.gov/dotstrategic-plan. 655
6 and increase equitable access to project benefits, consistent with Executive Order 13985, Advancing Racial Equity and Support for Underserved Communities Through the Federal Government (86 FR 7009).

The Department also seeks to award projects that address environmental justice, particularly for communities that have experienced decades of underinvestment and are most impacted by climate change, pollution, and environmental hazards, consistent with Executive Order 14008, Tackling the Climate Crisis at Home and Abroad (86 FR 7619). The RAISE program advances President Biden’s Justice40 Initiative which set the goal that 40 percent of the overall benefits of certain climate, clean energy, and other covered Federal investments flow to disadvantaged communities.

In addition, the Department intends to use the RAISE program to support the creation of goodpaying jobs with the free and fair choice to join a union and the incorporation of strong labor standards and training and placement programs, especially registered apprenticeships, in project planning stages, consistent with Executive Order 14025, Worker Organizing and Empowerment (86 FR 22829), and Executive Order 14052, Implementation of the Infrastructure Investment and Jobs Act (86 FR 64335). The Department also intends to use the RAISE program to support wealth creation, consistent with the Department's Equity Action Plan, through the inclusion of local inclusive economic development and entrepreneurship such as the utilization of Disadvantaged Business Enterprises or 8(a) firms.

The BIL included provisions for Metropolitan Planning Organizations to consider integrating transportation planning, housing, employment opportunities, and economic development strategies. 5 The Department strongly encourages applicants to utilize these new planning coordination opportunities in their proposed projects and describe them in their applications.

Note, the RAISE program can only fund the surface transportation infrastructure elements of a project that may also include housing, employment opportunities, and economic development strategies.

Section E of this NOFO, which outlines FY 2024 RAISE Grant merit criteria, describes the process for selecting projects that further these goals. Section F.3 describes progress and performance reporting requirements for selected projects, including the relationship between that reporting and the program’s selection criteria.

The FY 2024 RAISE NOFO includes a Reconnecting Communities and Neighborhoods (RCN) Program Extra element. Applications for the FY 2024 RAISE grant program that have identical project scope to applications that were submitted and evaluated under the FY 2023 Reconnecting Communities Neighborhoods Program competition and received the designation of “RCN Program Extra,” will automatically advance for second-tier analysis if they receive an overall merit rating of “Recommended” and have at least one “High” rating in a priority criterion. See Section E.2. The Department expects projects that rated well under the FY 2023 RCN Program criteria will do well under the FY 2024 RAISE program criteria. Applicants should note in the 5 See BIL div. A § 11201., Transportation Planning, which amends 23 U.S.C. 134. 656
7 FY 2024 RAISE Project Information Form whether their FY 2024 RAISE application was also submitted under the FY 2023 RCN competition and received a RCN Program Extra designation.

3. Changes from the FY 2023 NOFO
This FY 2024 RAISE NOFO makes changes from the FY 2023 RAISE NOFO to:
• Simplify the NOFO with the use of plain language and tables to organize information. • Refine the merit criteria rating rubric. For example, this NOFO provides more examples of project elements that align with a “High” rating under Safety, Environmental Sustainability, and Innovation. Please see the merit criteria rating rubric in Section E for more details.
• Clarify what applicants should provide in the Project Budget document for the Financial Completeness Review.
• Update data used to determine Urban, Rural, and Areas of Persistent Poverty designations, and uses the Climate & Economic Justice Screening Tool (CEJST), created by the White House Council on Environmental Quality (CEQ), to identify Historically Disadvantaged Communities.

In addition to providing the application, obligation, and expenditure deadlines for FY 2024 funding, the Department outlines the application, obligation, and expenditure deadlines for FY 2025 and 2026 funding for awareness. The Department intends to publish subsequent NOFOs for FY 2025 and 2026, which may incorporate additional changes as necessary and appropriate.

Additionally, FY 2024 Projects of Merit, which are Highly Rated applications not selected for award, will automatically be carried forward for consideration under FY 2025 RAISE funding.

However, if there are any changes to the FY 2024 project being considered in the FY 2025 round, including but not limited to scope, schedule, and budget, an applicant must submit an amendment to the application by the FY 2025 application deadline in order to be considered.

Applicants are encouraged to submit a summary of all changes with the updated application. The applicant is also responsible for updating an application should the FY 2025 RAISE NOFO include program or policy changes from this FY 2024 NOFO.

Applicants who are planning to re-apply for the RAISE program using materials prepared for prior competitions should ensure that their prior application fully addresses the criteria and considerations described in this Notice and that all relevant information is up to date and submitted in the proper format outlined in Section D.
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8 B. Federal Award Information

1. Amount Available
The BIL authorized and appropriated $1.5 billion to be awarded by the Secretary for RAISE grants under the Local and Regional Project Assistance Program for FY 2024.

2. Award Size
For capital grants, the minimum RAISE grant award is $5 million in urban areas and $1 million in rural areas. There is no minimum award amount for planning grants. The maximum grant award for capital and planning grants is $25 million.

If selected for award, the Department may decrease the RAISE funding request amount if some elements of the project are ineligible or to comply with statutory set asides such as awarding funding evenly between projects located in rural and urban areas.

3. Restrictions on Funding
No more than 15 percent (or $225 million) made available for RAISE grants may be awarded to projects in a single State. DOT must award at least 5 percent (or $75 million) to planning projects and at least one percent (or $15 million) to projects located in historically disadvantaged communities or areas of persistent poverty. Not more than 50 percent of the funds provided for RAISE grants (or $750 million) shall be awarded to rural projects (as defined in section C.4) and not more than 50 percent of the funds provided for RAISE grants (or $750 million) shall be awarded to urban projects (as defined in section C.4). The Department may retain up to $30 million for oversight and administration of grants.

The Department may use up to 20 percent of available funds (or $300 million) to pay the subsidy and administrative costs of a project receiving credit assistance under the Transportation Infrastructure Finance and Innovation Act of 1998 (TIFIA) or Railroad Rehabilitation and Improvement Financing (RRIF) programs, particularly transit and transit-oriented development (TOD) projects. Note, applicants must apply to both the RAISE program and TIFIA or RRIF loan to be eligible for the Department to pay for subsidy and administrative costs associated with credit assistance. In October 2022, the Secretary approved the “TIFIA 49 Initiative,” which authorizes transit and transit-oriented development (TOD) projects to borrow up to 49 percent of eligible project costs for projects that meet eligibility requirements. TIFIA loans have historically been capped at 33 percent of eligible project costs.

4. Availability of Funds
FY 2024 RAISE grant funds are available for obligation through September 30, 2028. Obligation occurs when a selected applicant and the Department enter into a written grant agreement after the applicant has satisfied applicable administrative requirements, such as transportation planning and environmental review requirements for capital construction projects. Note, some grant recipients enter into phased obligations with the Department. 658
9 Unless authorized by the Department in writing after announcement of FY 2024 RAISE awards, any costs incurred prior to the Department’s obligation of funds for a project (“pre-award costs”) are ineligible for reimbursement.6
In general, RAISE Program funds are administered on a reimbursement basis. Grant recipients will generally be required to pay project costs upfront using their own funds, and then request reimbursement for those costs. If a recipient cannot complete a project on reimbursement basis, DOT will—on a case-by-case basis—consider recipient requests to use alternate payment methods as described in 2 CFR 200.305(b), including advance payments.

FY 2024 RAISE funds must be expended (the grant obligation must be liquidated or paid out to the grant recipient) by September 30, 2033. After this date, unexpended funds are no longer available to the project.

In the table below, the Department outlines the different application deadlines as well as the obligation and expenditure deadlines for each year of funding.

BIL Fiscal Year
Funding
BIL Funding
Obligation Deadline
BIL Funding
Expenditure Deadline
FY 2024 September 30, 2028 September 30, 2033
FY 2025 September 30, 2029 September 30, 2034
FY 2026 September 30, 2030 September 30, 2035

5. Previous RAISE/BUILD/TIGER
Recipients of RAISE (formerly named Better Utilizing Investments to Leverage Development (BUILD) and Transportation Investment Generating Economic Recovery (TIGER)) grants may apply for funding to support additional phases of a project previously awarded funds in the RAISE/BUILD/TIGER program. However, to be competitive, the applicant should demonstrate the extent to which the previously funded project phase has met estimated project schedules and budget, as well as the ability to realize the benefits expected for the project. A previous RAISE/BUILD/TIGER award, or application, does not affect competitiveness under the FY 2024 RAISE competition.

C. Eligibility Information

1. Eligible Applicants
Eligible applicants for RAISE grants are: States and the District of Columbia; any territory or possession of the United States; a unit of local government; a public agency or publicly chartered authority established by one or more States; a special purpose district or public authority with a transportation function, including a port authority; a Federally recognized Indian Tribe or a consortium of such Indian Tribes; a transit agency; and a multi-State or multijurisdictional group 6 Pre-award costs are costs incurred after award announcement, but directly pursuant to the negotiation of a grant agreement where such costs are necessary for efficient and timely performance of the scope of work, as determined by DOT. Costs incurred under an advance construction (23 U.S.C. 115) authorization before the DOT announces that a project is selected for a FY 2024 RAISE award cannot be charged to FY 2024 RAISE funds. Likewise, costs incurred under an FTA Letter of No Prejudice under Chapter 53 of title 49 U.S.C. before the DOT announces that a project is selected for a FY 2024 RAISE award, cannot be charged to FY 2024 RAISE funds. 659
10 of entities that are separately eligible. Federal agencies are not eligible applicants for the FY 2024 RAISE program.

Multiple States or jurisdictions may submit a joint application and should identify a lead applicant as the primary point of contact and also identify the primary recipient of the award.

Joint applications should include a description of the roles and responsibilities of each applicant.

DOT expects that the eligible applicant submitting the application will administer and deliver the project. If the applicant seeks a transfer of the award to another agency, that intention should be made clear in the application and a letter of support from the otherwise eligible, designated entity should be included in the application.

2. Federal Cost Share
The Federal share of the costs of an eligible project carried out using a grant provided under the RAISE grant program shall not exceed 80 percent unless the project is located in a rural area, a historically disadvantaged community (HDC), or an area of persistent poverty (APP). Urban area and rural area are defined in Section C.4 of this notice. HDCs and APPs are defined in Section C.5.

Applicants should use the following equation when determining the cost share for their project:
(𝑹𝑹𝑹𝑹𝑹𝑹𝑹𝑹𝑹𝑹 𝑮𝑮𝑮𝑮𝑮𝑮𝑮𝑮𝑮𝑮 𝑹𝑹𝑹𝑹𝑹𝑹𝑹𝑹𝑹𝑹𝑹𝑹 + 𝑶𝑶 𝑶𝑶 𝑭𝑭 𝑭𝑭 𝑭𝑭 𝑭𝑭 𝑭𝑭 ) 𝑻𝑻𝑻𝑻 𝑷𝑷 𝑷𝑷 𝑷𝑷 𝑪𝑪 = 𝑭𝑭 𝑭𝑭 𝑭𝑭 𝑪𝑪
Federal cost share may not exceed 80 percent for urban projects that are not located in an APP or HDC.

For the RAISE Program, Total Project Cost means the sum of future eligible Federal and NonFederal costs that have not yet been incurred. Total Project Cost cannot include any previously incurred costs.

The Department does not use an applicant’s cost share when evaluating applications on merit.

The Department considers an applicant’s cost share during the evaluation and selection process only to confirm eligibility for urban projects that are not located in an APP or HDC.

Non-Federal sources include State funds originating from programs funded by State revenue, local funds originating from State or local revenue-funded programs, or private funds. The BIL also allows for the following Federal funds to be considered “non-Federal” for the purpose of the RAISE program: (A) tribal transportation program funds under section 202 of title 23; (B) Federal lands transportation program funds under section 203 of title 23; (C) TIFIA program funds (as defined in section 601(a) of title 23); and (D) Railroad Rehabilitation and Improvement Financing Program under chapter 224. Toll credits under 23 U.S.C. 120(i) are considered a Federal source under the RAISE program and, therefore, cannot be used to satisfy the statutory cost sharing requirement of a RAISE award. Unless otherwise authorized by statute, funds used 660
11 to satisfy the non-Federal cost-share requirements of a different Federal program may not be counted as the non-Federal cost-share for both the RAISE grant and another Federal grant program. DOT will not consider previously incurred costs or previously expended or encumbered funds towards the non-Federal cost-share requirement for any project. Non-Federal cost-share funds are subject to the same Federal requirements described in Section F.2. as awarded funds. If repaid from non-Federal sources, Federal credit assistance is considered nonFederal share.

See Section D.2 for information about documenting cost sharing in the application.

For each project that receives a RAISE grant award, the terms of the award will require the recipient to complete the project using at least the level of non-Federal funding that was specified in the application. If the actual costs of the project are greater than the costs estimated in the application, the recipient will be responsible for addressing the funding shortfall and maintaining the level of non-Federal funding stated in the application. If the actual costs of the project are less than the costs estimated in the application, the Department will generally reduce the Federal contribution to ensure federal cost share requirements are met.

3. Eligible Projects
Capital Projects
Eligible projects for RAISE grants are surface transportation capital projects within the United States7 or any territory or possession of the United States that are: (1) highway or bridge projects eligible under title 23, United States Code; (2) public transportation projects eligible under chapter 53 of title 49, United States Code; (3) passenger and freight rail transportation projects; (4) port infrastructure investments (including inland port infrastructure and land ports of entry); (5) the surface transportation components of an airport project eligible for assistance under part B of subtitle VII of title 49, United States Code;8 (6) intermodal projects whose component parts are otherwise an eligible project type; (7) projects to replace or rehabilitate a culvert or prevent stormwater runoff for the purpose of improving habitat for aquatic species while advancing the goals of the RAISE program; (8) projects investing in surface transportation facilities that are located on Tribal land and for which title or maintenance responsibility is vested in the Federal Government; and (9) any other surface transportation infrastructure project that the Secretary considers to be necessary to advance the goals of the program.9 7 In addition to projects located in the United States, eligible projects for RAISE grants include projects that are necessary for reconstruction of the Alaska Highway from the Alaskan border at Beaver Creek, Yukon Territory, to Haines Junction in Canada and the Haines Cutoff Highway from Haines Junction in Canada to Haines, Alaska, as provided in 23 U.S.C. 218.
8 Eligible surface transportation components of eligible airport projects are those projects listed in “Appendix P:

Road and Surface Transportation Projects” of the Airport Improvement Program (AIP) handbook, available at https://www.faa.gov/airports/aip/aip_handbook/?Chapter=Appendix#PP00. For more details on airport project eligibility, please see the Frequently Asked Questions at https://www.transportation.gov/RAISEgrants/raiseapplication-faqs. 9 DOT may award a RAISE grant to pay for the surface transportation components of a broader project that has nonsurface transportation components, and applicants are encouraged to apply for RAISE grants to pay for the surface transportation components of these projects. However, costs for non-surface transportation components are not eligible to count as matching funds for the RAISE grant. 661
12 The Secretary considers the following projects necessary to advance the goals of the program, and therefore eligible: public road and non-motorized projects that are not otherwise eligible under title 23, United States Code; surface transportation components of transit-oriented development projects; and surface transportation components of mobility on-demand projects that expand access and reduce transportation cost burden.

If an application includes right-of-way acquisition, the project will be considered a capital project. Projects that include right-of-way acquisition should include a timeline for construction.

The following projects are not considered necessary to advance the goals of the program, and, therefore, they are ineligible: school bus electrification and broadband deployment as a standalone project. Furthermore, improvements to Federally owned facilities are ineligible under the FY 2024 RAISE program, unless they are projects investing in surface transportation facilities that are located on Tribal land and for which title or maintenance responsibility is vested in the Federal Government. If a project type is not described as explicitly eligible or ineligible above, then applicants should explain in their application why the project is necessary to advance the goals of the program, and the Department will determine eligibility on a case-bycase basis.

Research, demonstration, or pilot projects are eligible only if they will result in long-term, permanent surface transportation infrastructure that has independent utility as defined in Section C.6.

Planning Projects
Activities eligible for funding under RAISE planning grants are related to the planning, preparation, or design— for example environmental analysis, equity analysis, community engagement, feasibility studies, benefit-cost analysis, and other pre-construction activities—of eligible surface transportation capital projects described in Section C.3 that will not result in construction with RAISE FY 2024 funding.

In addition, activities eligible for RAISE planning grants include those related to multidisciplinary projects or regional planning, such as: (1) development of master plans, comprehensive plans, transportation corridor plans, and integrated economic development, land use, housing, and transportation plans; (2) zero emissions plan for transit fleet; (3) planning activities related to the development of a multimodal freight corridor, including those that seek to reduce conflicts with residential areas and with passenger and non-motorized traffic; (4) planning activities related to zero emissions goods movement; (5) development of port and regional port planning, including State-wide or multi-port planning within a single jurisdiction or region; and (6) risk assessments and planning to identify vulnerabilities and address the transportation system’s ability to withstand probable occurrence or recurrence of an emergency or major disaster.

As stated above, projects that include right-of-way acquisition are capital projects and, therefore, not eligible for RAISE planning grants.
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13 4. Definition of Rural and Urban Areas
Rural and urban definitions are different in other DOT programs. For the RAISE program:

Urban - A project is designated as urban if it is located within (or on the boundary of) a Census-designated urban area10 that had a population greater than 200,000 in the 2020 Census.11
Rural - A project is designated as rural if it is located outside a Census-designated urban area that had a population greater than 200,000 in the 2020 Census.

The Department will have an interactive map on the RAISE website to show Census-designated urban areas with populations greater than 200,000 in the 2020 Census.

A project located in both an urban and a rural area will be designated as urban if the majority of the project’s costs will be spent in urban areas. Conversely, a project located in both an urban area and a rural area will be designated as rural if the majority of the project’s costs will be spent in rural areas. For RAISE planning grants, the location of the project being planned, prepared, or designed will be used for the urban or rural designation.

This definition affects four aspects of the program: (1) not more than 50 percent (or $750 million) of the funds provided for RAISE grants are to be used for projects in rural areas; (2) not more than 50 percent (or $750 million) of the funds provided for RAISE grants are to be used for projects in urban areas; (3) for a capital project in a rural area, the minimum award is $1 million, while the minimum capital award for urban areas is $5 million; and (4) the Secretary may increase the Federal share above 80 percent to pay for the eligible costs of a project in a rural area.

5. Areas of Persistent Poverty and Historically Disadvantaged Communities The definition for Areas of Persistent Poverty is found in the RAISE statute:

Areas of Persistent Poverty (APP) – (1) any county that has consistently had greater than or equal to 20 percent of the population living in poverty during the 30-year period preceding November 15, 2021, as measured by the 1990 and 200012 decennial census and the most recent annual Small Area Income Poverty Estimates as estimated by the Bureau of the census; (2) any census tract with a poverty rate of at least 20 percent as measured by the 2014-2018 5-year data series available from the American Community Survey of the Bureau of the Census;13 or (3) any territory or possession of the United States. A 10 Lists of 2020 UAs as defined by the Census Bureau are available on the Census Bureau website at https://www.census.gov/geographies/reference-maps/2020/geo/2020-census-urban-areas.html. 11 For the purpose of this NOFO, the definition of urban and rural is based on the 2020 Census-designated urbanized areas. The Department is required by the BIL to use the most recent decennial census information. See https://www.transportation.gov/RAISEgrants/urbanized-areas for a list of 2020 Census-designated UAs. 12 See https://www.census.gov/data/tables/time-series/dec/census-poverty.html for county dataset. 13 See https://data.census.gov/cedsci/table?q=ACSST1Y2018.S1701&tid=ACSST5Y2018.S1701&hidePreview=false for 2014-2018 five year data series from the American Community Survey 663
14 county satisfies this definition only if 20 percent of its population was living in poverty in all three of the listed datasets: (a) the 1990 decennial census; (b) the 2000 decennial census; and (c) the 2021 Small Area Income Poverty Estimates.14 DOT will list all counties and census tracts that meet this definition for Areas of Persistent Poverty RAISE website as well as provide an interactive map on the RAISE website. 15 The definition of historically disadvantaged communities follows the Justice40 Interim Guidance Addendum, issued by the White House Office of Management and Budget (OMB), White House Council on Environmental Quality (CEQ), and Climate Policy Office (CPO):16 Historically Disadvantaged Communities (HDC) – (1) any census tract or tracts identified as disadvantaged in the Climate & Economic Justice Screening Tool (geoplatform.gov) (CEJST),17 created by CEQ, which identifies such communities that have been marginalized by underinvestment and overburdened by pollution.; (2) any Federally Recognized Tribe or Tribal entity, whether or not they have land. DOT will list all census tracts that meet this definition for Historically Disadvantaged Communities as well as provide an interactive map on the RAISE website.

6. Project Components
An application may describe a project that contains more than one component and may describe components that may be carried out by parties other than the applicant. The Department expects, and will impose requirements on recipients to ensure, that all components included in an application will be delivered as part of the RAISE project, regardless of whether a component includes Federal funding.

The status of each component should be clearly described (for example, in the project schedule).

The Department may award funds for a component, instead of the larger project, if that component: (1) independently meets minimum award amounts described in Section B and all eligibility requirements described in Section C; (2) independently aligns well with the selection criteria specified in Section E.1; and (3) meets National Environmental Policy Act (NEPA) requirements with respect to independent utility. Independent utility means that the component will represent a transportation improvement that is usable and represents a reasonable expenditure of DOT funds even if no other improvements are made in the area and will be ready for intended use upon completion of that component's construction. All project components that 14 On December 15, 2022, the 2021 Small Area Income Poverty Estimates (SAIPE) Dataset was published at https://www.census.gov/data/datasets/2021/demo/saipe/2021-state-and-county.html. 15 www.transportation.gov/RAISEgrants/raise-app-hdc 16 M-23-09 (Jan. 2023), https://www.whitehouse.gov/wp-content/uploads/2023/01/M-23- 09_Signed_CEQ_CPO.pdf. 17 https://screeningtool.geoplatform.gov/en/ 664
15 are presented together in a single application must demonstrate a relationship or connection between them. See Section D.2 for Required Approvals.

Applicants should be aware that, depending upon the relationship between project components and applicable Federal law, DOT funding of only some project components may make other project components subject to Federal requirements as described in Section F.2.

DOT strongly encourages applicants to identify in their applications the project components that have independent utility and separately detail costs and requested RAISE grant funding for those components. If the application identifies one or more independent project components, the application should clearly identify how each independent component addresses selection criteria and produces benefits on its own, in addition to describing how the full proposal, of which the independent component is a part, addresses selection criteria.

7. Application Limit
Each lead applicant may submit no more than three applications. Unrelated project components should not be bundled in a single application for the purpose of adhering to the limit. If a lead applicant submits more than three applications as the lead applicant, only the first three received will be considered.

D. Application and Submission Information

1. Address to Request Application Package
All application materials may be found on Grants.gov at www.grants.gov. Instructions for submitting applications can be found on the RAISE program website18 along with forms and attachments required for submission.

2. Content and Form of Application Submission
All applications must be submitted electronically through Grants.gov at www.grants.gov. The Department expects the application to include these files in the following order, using the following file names:

Information File Name NOFO Section Page Limit
SF-424 SF-424 D.2 N/A
Project Information Form
(Excel file)
FY 2024 RAISE Project
Information Form D.2 N/A
Project Description Project Description D.2 5 pages
Project Location File Project Location File D.2 N/A
Project Budget Project Budget D.2 5 pages
Funding Commitment
Documentation Funding Commitments D.2 N/A
Merit Criteria Merit Criteria Narrative D.2 and E.1 15 pages Project Readiness Project Readiness D.2 and E.1 5 pages 18 https://www.transportation.gov/RAISEgrants/apply
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16 Benefit-Cost Analysis Narrative
(capital projects only) BCA Narrative D.2 and E.1 N/A
Benefit-Cost Analysis
Calculations (capital projects
only, unlocked Excel file)
BCA Calculations D.2 and E.1 N/A
Letters of Support (Optional) Letters Of Support D2 and E.1 N/A The Department expects the application files be prepared with standard formatting preferences (a single-spaced document, using a standard 12-point font such as Times New Roman, with 1-inch margins), and documents should be submitted in PDF, unless otherwise specified (i.e., project information form should be in Excel, project location map files can be Shapefiles, GeoJSON, KML or KMZ, and the BCA calculations should be submitted in Excel).

The application files should collectively include all information necessary for the Department to determine that the project satisfies project requirements described in Sections B and C and to assess the selection criteria specified in Section E.1. The Department expects applications to be complete upon submission.

The Department may ask any applicant to supplement data in its application, but an applicant is not required to do so. Unsupported claims related to the selection criteria (merits, project readiness, economic benefits, etc.) will negatively affect competitiveness of the application, as described throughout Section E.2.

Supporting documents may be attached in addition to the listed files, but merit criteria evaluators are not required to review supporting documents attached to the application or provided on websites as part of the merit criteria review described in Section E.

The Department expects application files to include the following detailed information:

Standard Form 424
The SF-424 Application for Federal Assistance must be completed. Applicants may leave the following fields on the form blank: 3, 4, 5a, 5b, 6, 7, 11, 13, and 14. A number of separate files must be attached in Item 15 to provide required project information that is not included in the body of the SF-424.

FY 2024 RAISE Project Information Form
The project information form can be downloaded from Grants.gov or from the RAISE program website at https://www.transportation.gov/RAISEgrants/apply. The FY 2024 RAISE Project Information Form on will be used to determine applicant and project eligibility for the program as described in part C of this notice.

Information such as applicant name, RAISE amount requested, other Federal funding, nonFederal funding, etc. may be requested in varying degrees of detail on both the SF-424 and the FY 2024 RAISE Project Information Form. Applicants must fill in all fields unless stated otherwise on the forms.
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17 a. Project Description
This file must provide a description of the project that is to be planned or constructed and should include a detailed statement of work that focuses on the technical and engineering aspects of the project, the current design status of the project, the transportation challenges that the project is intended to address, and how the project is expected address those challenges. This file may also discuss the project’s history, including a description of any previously completed components.

The applicant may use this file to place the project into a broader context of other transportation infrastructure investments being pursued by the applicant.

This file should also describe the project location in a narrative fashion, including a detailed geographic description of the proposed project and map(s) of the project’s location, to supplement the geographic project map provided in the project location file. The project location description should narratively identify:
• Area of Persistent Poverty - Indicate whether the project is located in an Area of Persistent Poverty, including the relevant County and/or census tract(s); • Historically Disadvantaged Community – Indicate whether the project is located in a Historically Disadvantaged Community based on the Climate & Economic Justice Screening Tool (CEJST); and
• Urban areas – Indicate the Census-designated urban area in which the project is located.
b. Project Location
Applicants should submit one of the following file types for project location identification. This will be used to verify the urban/rural designation and the APP/HDC designations described in the Project Description file. These location designations, together with budget information, could affect eligibility under the FY 2024 RAISE grants program, as described in NOFO Section C.

Therefore, accuracy in the location file is important. Acceptable file types are: Shapefile (compressed to a .zip file containing at least the .shp, .shx, .dbf, and. prj components of the Shapefile), GeoJSON, KML, or KMZ. Applicants may use Google Earth, a publicly available online mapping tool, to prepare a KML file. These spatial files should include only the direct physical location of the project, and not a broad service area or area of impact. c. Project Budget
This file should describe the budget for the RAISE project using tables as well as include a narrative section. The RAISE project budget should show future eligible project costs and should not include any previously incurred expenses.

The RAISE project budget table should show the total project cost broken into different funding sources by major project activity or cost classification and present those amounts in dollars and percentages. Funding sources should be grouped into three categories: (1) RAISE funding request; (2) other Federal funds; and (3) non-Federal Funds. Identify the specific funding amount, type (grant, loan, bond, etc.), and source of all funds. If multiple non-federal and otherfederal funding are being utilized, identify each specific source by name and the amount that 667
18 source will contribute to the project’s budget. The RAISE project budget table should also show that the project satisfies the statutory cost share or non-federal funds matching requirements described in Section C.2 if applicable.

If needed, the Department may request additional budget information to clarify an application.

The Department encourages applicants to submit the most relevant and complete information they can provide.

If the project contains components,
19 the budget should separate the costs of each project component.

Table 1:
[Component 1] [Component 2] Total Funding
Funding Source Funding
Amount
Funding
Amount
RAISE Funds: [$XXX] [$XXX] [$XXX]
Other Federal Funds: [$XXX] [$XXX] [$XXX]
Non-Federal Funds: [$XXX] [$XXX] [$XXX]
Total Project Cost: [$XXX] [$XXX] [$XXX]
If there is only a single component, remove “Component 2” column. If there are more than 2 components, add columns.

Applicants should complete and include the following tables in their project budget file. The Department will use these tables to determine where the majority of project costs occur for the purposes of making APP, HDC, and Urban designations. The total project cost listed in Tables 2a, 2b, and 2c should match the total project cost listed on the SF 424 and the FY 2024 RAISE Project Information Form. Applicants should refer to the Grant Project Location Verification mapping tool to identify census tracts and urban designations. 19 “Project components” means separate projects activities are scheduled to be completed at the same time. 668
19 Table 2a:

Note: Please refer to the Census Tracts (2020 Census) layer in the Grant Project Location Verification mapping tool to identify 2020 Census tracts. 2020 Census Tract(s) Project Costs per Census Tract
[XX.XX] $
[XX.XX] $
[XX.XX] $
[XX.XX] $
[XX.XX] $
[XX.XX] $
[XX.XX] $
[XX.XX] $
[XX.XX] $
Total Project Cost: $
Add more rows for additional census tracts, if needed.

Table 2b:

Note: Please refer to the Census Tracts (2010 Census) layer in the Grant Project Location Verification mapping tool to identify 2010 Census tracts. 2010 Census Tract(s) Project Costs per Census Tract
[XX.XX] $
[XX.XX] $
[XX.XX] $
[XX.XX] $
[XX.XX] $
[XX.XX] $
[XX.XX] $
[XX.XX] $
[XX.XX] $
Total Project Cost: $
Add more rows for additional census tracts, if needed.
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20 Table 2c:

Note: Please refer to the Census Designated Urban Areas with Population Greater Than 200,000 (2020 Census) layer in the Grant Project Location Verification mapping tool to identify urban areas.

Urban/Rural Project Costs
Urban (2020 Census-designated urban area with
a population greater than 200,000)
$
Rural (Located outside of a 2020 Censusdesignated urban area with a population greater than 200,000)
$
Total Project Cost: $
The project budget narrative should include:
• Sources, Uses, and Availability – Provide complete information on how all capital or planning project funds may be used, their availability, and documented funding commitments. For example, if a source of funds is available only after a condition is satisfied, the application should identify that condition and describe the applicant’s control over whether it is satisfied. Similarly, if a source of funds is available for expenditure only during a fixed period, the application should describe that restriction.

Examples of documentation include, but are not limited to, a letter signed by a governing official or chief financial officer confirming the amount and source of funding, a page or pages from the STIP or TIP (please do not include a link to the entire STIP/TIP), a signed city ordinance, or a county administrator committing previously approved general obligation bonds.
• Contingency Amount – Indicate the specific contingency amount included in the budget to demonstrate there is sufficient funding to cover unanticipated cost increases and describe a plan to address potential cost overruns. Planning projects are not required to include a contingency amount but must describe a plan to address potential cost overruns. • Level of Design – Indicate the degree of design completion (e.g., no design, 30, 60, 90 percent design) for which the cost was estimated in the case of a capital project; • Cost Estimates – Indicate how, when, and by whom project costs were estimated. Cost estimates should be no older than a year from February 28, 2024. If older, please apply an inflation factor.
• Cost Share or Non-Federal Funding Match – Explain how the project budget satisfies the statutory cost share or non-federal funds matching requirements shown in the project budget table, if applicable.

The budget should clearly identify any expenses expected to be incurred between time of award and obligation because these expenses are not eligible for reimbursement, as described in Section B.4. Similarly, non-Federal funds incurred prior to obligation are not eligible to count as matching funds nor eligible to count towards meeting the level of non-Federal that is being committed in the application, as described in Section C.2. Unless authorized by the Department in writing after the Secretary’s announcement of FY 2024 RAISE awards, any costs that a 670
21 recipient incurs before DOT executes a grant agreement for that recipient’s project are ineligible for reimbursement and are ineligible match for cost share requirements. d. Merit Criteria
The merit criteria narrative file should demonstrate how the project aligns with each of the 8 statutory merit criteria described in Section E of this notice. The narrative should explain how and why the proposed transportation infrastructure project will address the surface transportation problem and achieve benefits under each criterion. To do this, applicants should:
• organize merit criteria in the order in which they are described in the Section E of the NOFO;
• address each criterion separately;
• identify the elements of the proposed project that align with items listed under each criterion under the merit rating rubric; and
• support estimated benefit claims with data, details, and/or qualitative descriptions Applicants are encouraged to use the Department’s Equitable Transportation Community (ETC) Explorer (arcgis.com) as a resource to describe how their project area is experiencing transportation related disadvantage as it relates to safety, affordable transportation options, pollution, access to good-paying jobs, climate change, and/or improving quality of life.

Insufficient information to assess any criterion will negatively impact the project rating.

Applicants should note that merit reviewers will focus on this file and will not be required to reference links or the other files in the application package; therefore, all relevant information to demonstrate alignment with the merit criteria, as described in Section E, should be included in this file.

Guidance describing how the Department will evaluate projects against the Selection Criteria listed in Section E of this notice. Applicants should review that section before preparing their application.
e. Project Readiness
Project readiness describes an applicant’s preparedness to move a proposed project forward once it receives a RAISE grant. The Project Readiness file should include information that, when considered with the project budget information, is sufficient for the Department to evaluate whether the project is reasonably expected to begin the capital or planning project in a timely manner and meet both the obligation and expenditure deadlines. Applicants can see a Project Readiness checklist on the DOT Navigator website.
20 The Project Readiness file should include
the following sections:

Project Schedule (capital and planning projects)
The Project Readiness file should include a detailed project schedule that identifies all major project activities and milestones. For capital projects, examples of such milestones include State and local planning approvals; start and completion of NEPA and other Federal environmental 20 https://www.transportation.gov/dot-navigator
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22 reviews and approvals, including permitting, design completion, right-of-way acquisition, approval of plans, specifications, and estimates; procurement; State and local approvals; project partnership and implementation agreements including agreements with railroads; and construction start and end. For planning projects, examples of milestones may include start dates, schedule for public engagement and completion dates. The schedule should be sufficiently detailed to demonstrate that:
• all necessary activities will be complete at least six months in advance of the obligation deadline21 to allow sufficient time for unexpected delays and not put the funds at risk of expiring before they are obligated;
22 • the capital project can begin construction upon obligation of grant funds and that those funds will be spent expeditiously once construction starts, with all funds expended by September 30, 2033;
• all real property and right-of-way acquisition will be completed in a timely manner in accordance with 49 CFR part 24, 23 CFR part 710, and other applicable legal requirements or a statement that no right-of-way acquisition is necessary; and the applicant will or has meaningfully sought community input through public involvement, particularly disadvantaged communities or other communities with environmental justice concerns that may be affected by the project where applicable.

Environmental Risk Assessment (capital projects only)
This section of the application should include sufficient information for the Department to evaluate whether the project is reasonably expected to begin construction in a timely manner consistent with all applicable local, State, and Federal requirements. To assist the Department’s environmental risk review, the applicant should provide the information requested on project schedule, required approvals and permits, NEPA class of action and status, public involvement, right-of-way acquisition plans, risk and mitigation strategies.

Required Approvals
This section should provide:
• Information about the NEPA status of the project. If the NEPA process is complete, an applicant should indicate the date of completion, and provide a website link or other reference to the final Categorical Exclusion, Finding of No Significant Impact, Record of Decision, and any other NEPA documents prepared. If the NEPA process is underway, but not complete, the application should detail the type of NEPA review underway, where the project is in the process, and indicate the anticipated date of completion of all milestones and of the final NEPA determination.

If the final agency action with respect to NEPA occurred more than 3 years before the 21 The statutory obligation deadline is September 30, 2028. The Department assesses risk against an earlier deadline of June 30, 2028 to allow time to complete administrative processing and address challenges before the statutory deadline.
22 Obligation occurs when a selected applicant and DOT enter into a written grant agreement after the applicant has satisfied applicable administrative requirements, including transportation planning and environmental review requirements.
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23 application date, the applicant should describe a proposed approach for updating this material in accordance with applicable NEPA reconsideration requirements. • Information on reviews, approvals, and permits by other Federal and State agencies. An application should indicate whether the proposed project requires reviews or approval actions by other agencies,23 indicate the status of such actions, provide detailed information about the status of those reviews or approvals and should demonstrate compliance with any other applicable Federal, State, or local requirements, and when such approvals are expected. Applicants should provide a link or other reference to copies of any reviews, approvals, and permits prepared. • Environmental studies or other documents, through a link, that describe in detail known project impacts, and possible mitigation for those impacts. • A description of discussions with the appropriate DOT operating administration field or headquarters office regarding the project’s compliance with NEPA and other applicable Federal environmental reviews and approvals. • If applicable, right-of-way acquisition plans, with detailed schedule and compensation plan.
• A description of public engagement about the project that has occurred, including details on the degree to which public comments and commitments have been integrated into project development and design including the consideration of ensuring proportional impacts to all populations.

State and Local Approvals
This section should provide:
• Receipt (or the schedule for anticipated receipt) of Tribal government, State, and local approvals on which the project depends, such as State and local environmental and planning approvals, and Statewide Transportation Improvement Program (STIP) or transportation improvement program (TIP) funding. Additional support from relevant State and local officials is not required; however, an applicant should demonstrate that the project has broad public support, including support from impacted communities.

Federal Transportation Requirements Affecting State and Local Planning. The planning requirements applicable to the relevant operating administration apply to all RAISE grant projects, including projects located at airport facilities. Applicants should demonstrate that a project that is required to be included in the relevant State, metropolitan, and local planning documents has been or will be included in such documents. If the project is not included in a relevant planning document at the time the application is submitted, the applicant should submit a statement from the 23 Projects that may impact protected resources such as wetlands, species habitat, cultural or historic resources require review and approval by Federal and State agencies with jurisdiction over those resources. 673
24 appropriate planning agency that actions are underway to include the project in the relevant planning document. To the extent possible, freight projects should be included in a State Freight Plan and supported by a State Freight Advisory Committee (49 U.S.C. 70201, 70202), if these exist. Applicants should provide links or other documentation supporting this consideration such as letters of support from the State DOT if the project is intended to be included in the State Freight Plan, or results from application of the FHWA Freight Mobility Trends Tool.
24 Assessment of Project Risks and Mitigation Strategies Project risks, such as procurement delays, environmental uncertainties, increases in real estate acquisition costs, uncommitted local match (non-federal funding), lack of support from stakeholders or impacted communities, or lack of legislative approval, affect the likelihood of successful project start and completion. The applicant should identify all material risks and harms to the project and the strategies that the lead applicant and any project partners have undertaken or will undertake to mitigate those risks. The applicant should assess the greatest risks to the project and identify how the project parties will mitigate those risks.

Project risks can also include the unavailability of vehicles that either comply with Federal Motor Vehicle Safety Standards or are exempt from Federal Motor Vehicle Safety Standards in a manner that allows for their legal acquisition and deployment, unavailability of domestically manufactured equipment.

If an applicant anticipates pursuing a waiver for relevant domestic preference laws, the applicant should describe steps that have been or will be taken to maximize the use of domestic goods, products, and materials in constructing its project. To the extent the applicant is unfamiliar with the Federal program, the applicant should contact the appropriate DOT operating administration field or headquarters offices, as found in contact information on the RAISE program website, for information on the pre-requisite steps to obligate Federal funds in order to ensure that their project schedule is reasonable and that there are no risks of delays in satisfying Federal requirements.

Technical Capacity Assessment (capital and planning projects) All applications should include a section in the Project Readiness file that demonstrates their technical capacity to successfully deliver the project in compliance with applicable Federal requirements including, but not limited to, compliance with Title VI/Civil Rights requirements and Buy America provisions, described in Section E.1 of this NOFO. The applicant should address the following in the technical capacity section of the Project Readiness file:
• Federal Funding – Experience implementing federally funded transportation projects. • Federal Regulations – Understanding of federal contract and procurement requirements, Buy America, Americans with Disabilities Act, Uniform Relocation Assistance and Real Property Acquisition Act, Davis Bacon Act, etc.
24 https://fpcb.ops.fhwa.dot.gov/mobility_trends_tool.aspx 674
25 • Project Planning – Practice incorporating projects into long-range development plans or adding projects to the TIP/STIP through the MPO planning process. • Project Delivery – Examples of successfully delivered projects of similar size, scope, and complexity.
f. Benefit-Cost Analysis (capital projects only)
The purpose of the Benefit-Cost Analysis (BCA) is to enable the Department to evaluate the cost-effectiveness of the proposed project by comparing its expected benefits to its expected costs relative to the current problem often referred to as the “baseline” or “no-build alternative.” The baseline defines the world without the proposed project.

Any benefits claimed for the proposed project, both quantified and unquantified, should be clearly tied to the expected outcomes of the proposed project. While benefits should be quantified wherever possible, applicants may also describe other categories of benefits in the BCA that are more difficult to quantify and/or value in economic terms.

There should be two BCA files included in the application: (1) a narrative description of the BCA; and (2) an unlocked spreadsheet revealing the underlying calculations. • Narrative Description of Analysis - The BCA narrative should describe the current baseline, the sources of data used to estimate the benefits of the project, document any assumptions, and the values of key input parameters. Applicants may also provide a table similar to the one shown below summarizing the impacts of the project and how those impacts would translate into expected benefits. This is shown as an example only:

Baseline / Current
Status and
Problem to be
Addressed
Change to Baseline /
Proposed Project to
Address Problem
Example Impacts
A freeway divides
two neighborhoods
A new street will be
constructed to connect
neighborhoods on each side
of the freeway
Reduced travel time for
pedestrians and cyclists by
X miles per day due to a
more direct route, as well as
reduced emissions, vehicle
operating costs, and travel
time for vehicle occupants
by lowering VMT by Y
miles per year
A roadway with a
high number of
pedestrian fatalities
has no sidewalks or
marked crosswalks
Sidewalks, high visibility
crosswalks, and upgraded
lighting will be added to the
roadway
Reduced pedestrian fatalities
and injuries by X and Y per
year, respectively, as well as
amenity benefits of wider
675
26 sidewalks for Z daily
pedestrian trips
• Spreadsheet Revealing Underlying Calculations - The BCA spreadsheet file should present the calculations in sufficient detail and transparency to allow the analysis to be reproduced by Department evaluators. While DOT does not have a prescribed format for the BCA spreadsheet submitted by the applicant beyond ensuring that it is unlocked, to allow review, the Department is also developing a new BCA spreadsheet template that will be available to assist applicants in structuring their analysis.

Applicants should review the Department’s detailed guidance on how to conduct a BCA. Both the guidance document and spreadsheet template will be available on the RAISE program website.
25 3. Unique Entity Identifier (UEI) and System for Award Management (SAM) Each applicant must obtain a UEI and register with SAM.gov. Each applicant is required to: (i) be registered in SAM before submitting an application; (ii) provide a valid unique entity identifier in the application; and (iii) continue to maintain an active SAM registration with current information at all times during which they have an active Federal award or an application or plan under consideration by a Federal awarding agency The Department may not make a RAISE grant to an applicant until the applicant has complied with all applicable UEI and SAM requirements and, if an applicant has not fully complied with the requirements by the time DOT is ready to make a RAISE grant, DOT may determine that the applicant is not qualified to receive a RAISE grant and use that determination as a basis for making a RAISE grant to another applicant.

4. Submission Dates and Times
Applications must be submitted through Grants.gov by 11:59 PM Eastern on February 28, 2024 for FY 2024 RAISE. Grants.gov attaches a time stamp to each application at the time that submission is complete. Applications with a time stamp after the deadline will not be considered.

The Department does not accept applications via mailed paper, fax machine, email, or other means. In addition to the FY 2024 NOFO dates, tentative future NOFO publication dates and application deadlines for FYs 2025 and 2026 are listed in the table below.

BIL Fiscal Year
Funding

RAISE NOFO
Publication Date Application Deadline
FY 2024 November 30, 2023 February 28, 2024
FY 2025 October 15, 2024 January 13, 2025
FY 2026 October 15, 2025 January 13, 2026
25 www.transportation.gov/RAISEgrants/additional-guidance 676
27 To submit an application through Grants.gov, applicants must:
• Obtain a UEI number;26
• Register with the SAM at www.SAM.gov;
• Create a Grants.gov username and password; and
• The E-Business Point of Contact (POC) at the applicant’s organization must respond to the registration email from Grants.gov and login at Grants.gov to authorize the applicant as the Authorized Organization Representative (AOR). Please note that there can be more than one AOR for an organization.

Please note that the SAM registration process takes a minimum of 2 weeks to complete if not longer. Failure to register for SAM or comply with Grants.gov applicant requirements in a timely manner will not be considered for exceptions to the submission requirements and deadline. The Department is not able to assist with technical issues related to Grants.gov or SAM registration. For information and instruction on each of these processes, please see instructions at grants.gov/applicants/applicant-faqshttp://www.grants.gov/web/grants/applicants/applicantfaqs.html. If applicants experience difficulties at any point during the registration or application process, please call the Grants.gov Customer Service Support Hotline at 1-800-518-4726.

5. Funding Restrictions
Recipients of RAISE Grant awards will not receive lump-sum cash disbursements at the time of award announcement or obligation of funds. Instead, RAISE funds will reimburse recipients only after a grant agreement has been executed, allowable expenses are incurred, and valid requests for reimbursement are submitted.

Unless authorized by the Department in writing after the Secretary’s announcement of FY 2024 RAISE awards, any costs that a recipient incurs before DOT executes a grant agreement for that recipient’s project are ineligible for reimbursement and are ineligible match for cost share requirements.

Federal funds awarded under this program may not be used to support or oppose union organizing, whether directly or as an offset for other funds.

6. Other Submission Requirements
Submission Location
Applications must be submitted to Grants.gov. The Department does not accept applications via mailed paper, fax machine, email, or other means.

Consideration of Applications
Only applicants who comply with all submission deadlines described in this notice and electronically submit valid, on-time applications through Grants.gov will be eligible for award. 26 On April 4, 2022 the Federal government stopped using the Data Universal Numbering System (DUNS) number to uniquely identify entities. Entities doing business with the Federal government must use a Unique Entity Identifier (UEI) created in SAM.gov. If your entity is currently registered in SAM.gov, your UEI has already been assigned and is viewable in SAM.gov. This includes inactive registrations. 677
28 Late Applications
Any applications that Grants.gov time stamps after 11:59 PM on February 28, 2024 will not be accepted. Applicants are strongly encouraged to make submissions days, if not weeks, in advance of the deadline. Applicants facing technical issues are advised to contact the Grants.gov helpdesk well in advance of the deadline.

Compliance with Section 508 of the Rehabilitation Act of 1973 The Department encourages applicants to submit documents that are compliant with Section 508 of the Rehabilitation Act of 1973. Section 508 guidelines are available at https://www.accessboard.gov/ict/.

E. Application Review Information

1. Criteria
This section specifies the criteria the Department will use to evaluate applications.

TIER 1
All Eligible Applications
Merit Criteria Review
TIER 2
All applications rated “Highly Recommended” under the merit criteria review automatically advance for second tier analysis. The Senior Review Team (SRT) can advance applications rated “Recommended” for second tier analysis.

Project Readiness Review
Environmental Risk Assessment Capital Projects
Technical Capacity Assessment Capital and Planning Projects Financial Completeness Assessment Capital and Planning Projects Benefit-Cost Analysis Capital Projects
The Department will review merit criteria for all applications. Highly Recommended capital applications will automatically advance to receive second-tier analysis consisting of three Project Readiness reviews: (1) Environmental Risk Assessment; (2) Technical Capacity Assessment; and (3) Financial Completeness Assessment, as well as a Benefit-Cost Analysis (BCA). Highly Recommended planning applications will automatically advance to receive second-tier analysis consisting of two Project Readiness areas: (1) Technical Capacity Assessment; and Financial Completeness Review. Environmental Risk Assessment and BCA will not be reviewed for planning applications. The SRT can advance select Recommended capital and planning applications for second-tier analysis under the circumstances described in Section E.2.

The Department does not consider the amount of non-Federal contribution as a selection criterion or a competitiveness factor. However, general budget information may be evaluated as part of the financial completeness in the readiness review or under the Innovation criteria in the merit review. See Sections E.1.a and E.1.b for more details. 678
29 a. Merit Criteria
For each merit criterion, the Department will evaluate whether the application uses data-driven and evidence-based methods to demonstrate that the project will provide the anticipated benefits, which will result in a rating of “high, “medium,” “low,” or “non-responsive” as described in the rubric below.

Individual Merit Criteria Ratings
High The criterion must be addressed as a primary project purpose (not an ancillary or incidental consideration, except for the Partnership and Collaboration and Innovation criteria), must include clear, direct, datadriven (capital projects only), and significant benefits, and must align with at least one of the benefits described in the high column of the merit criteria rubric.

Medium The criterion may not be a primary project purpose, or the project benefits do not meet at least one of the requirements for a ‘high’ rating, as described in the merit criteria rubric.

Low The application contains insufficient information to assess that criterion’s benefits.

Non-Responsive The proposed project negatively affects the criterion, or the application does not address the criterion.

Planning grant applications will be evaluated against the same merit criteria as capital grants.

Planning grant applications should include data on the problem intended to be addressed, but information does not need to be as driven by data as a capital project when estimating benefits of the implemented project since data is often an outcome of the project to be planned. The Department will consider how the plan, once implemented, will ultimately further the merit criteria.

The combination of individual criterion ratings will inform one overall Merit Rating: Highly Recommended, Recommended, Acceptable, or Unacceptable, as shown below.

Overall Merit Rating
Highly Recommended • six or more of the eight merit criteria ratings are “high”
• none of the merit criteria ratings are “nonresponsive” Recommended • one to five of the merit criteria ratings are “high” • no more than three of the merit criteria ratings are
“low”
• none are “non-responsive”
Acceptable • a combination of “high,” “medium,” “low,” or “non-responsive” ratings that do not fit within the
definitions of Highly Recommended,
Recommended, or Unacceptable
Unacceptable • three or more “non-responsive” ratings
679
30 Merit Criteria: Non-Responsive Low Medium High
Safety Application did not
address the Safety
criterion
OR
Project negatively affects
safety
Application contains
insufficient information
to assess safety benefit
The project has one or more of the
following safety benefits, but safety may
not be a primary project purpose or does
not meet the description(s) of a ‘high’
rating:
• Protect non-motorized or motorized
travelers from safety risks; or
• Reduce any number of fatalities
and/or serious injuries
Safety is a primary project purpose AND the project has clear, direct, data-driven (for capital projects only), and significant benefits that targets a known, documented safety problem, by doing one or more of the following:
• Protect non-motorized travelers from safety risks; or • Reduce fatalities and/or serious injuries in underserved communities to bring them below the state-wide average; or
• Incorporate and cite specific actions and activities
identified in the Department’s National Roadway Safety
Strategy plan or Improving Safety for Pedestrians and
Bicyclists Accessing Transit report, or FTA’s Safety
Advisory 23-1: Bus-to-Person Collisions; or
• Incorporate specific safety improvements that are part of a documented risk reduction mitigation strategy and that
have, for example, port-wide or transit system impact.

Environmental
Sustainability
Application did not
address the Environmental
Sustainability criterion
OR
Project negatively affects
environmental
sustainability
Application contains
insufficient information
to assess environmental
sustainability benefits
Project has one or more of the following
environmental sustainability benefits, but
environmental sustainability may not be a
primary project purpose or does not meet
the description(s) of a ‘high’ rating:
• Reduce transportation-related air
pollution and greenhouse gas
emissions; or
• Reduce vehicle miles traveled; or
• Incorporate lower-carbon
pavement/construction materials; or
• Redevelop brownfield sites; or
• Improve resilience of infrastructure
to current and future weather and
climate risks; or
• Make basic stormwater
improvements
Environmental sustainability is a primary project purpose AND the project has clear, direct, data-driven (for capital projects only), and significant benefits that explicitly considers climate change and environmental justice, by doing one or more of the following:
• Reduce transportation-related air pollution and greenhouse gas emissions in disadvantages communities; or
• Address the disproportionately negative environmental impacts of transportation on disadvantaged communities
such as by reducing exposure to elevated levels of air, water, and noise pollution; or
• Align with the applicant’s State Carbon Reduction
Strategy, State Electric Vehicle Infrastructure Deployment Plan, or other State, local, or tribal greenhouse gas
reduction plan; or
• Align with the U.S. National Blueprint for Transportation Decarbonization; or
• Implement transportation-efficient land use and design, such as drawing on the features of historic towns and
villages that had a mix of land uses, compact and walkable development patterns, accessible green space, and
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31 Merit Criteria: Non-Responsive Low Medium High
neighborhood centers that make it convenient to take
fewer or shorter trips; or
• Reduce vehicle miles traveled specifically through modal shift to transit, rail, or active transportation; or
• Reduce emissions specifically by shifting freight to lowercarbon travel modes; or • Incorporate energy efficient investments, such as
electrification or zero emission vehicle infrastructure; or • Improve the resilience of at-risk infrastructure to be resilient to extreme weather events and natural disasters caused by climate change, such as by using best-available climate data sets, information resources, and decisionsupport tools; or • Incorporate nature-based solutions or natural infrastructure with the use of native plants; or
• Referenced in a Resilience Improvement Plan or similar plan; or
• Remove, replace, or restore culverts for the purpose of improving habitat for aquatic species; or
• Avoid adverse environmental impacts to air or water
quality, wetlands, and endangered species
Quality of Life Application did not
address the Quality of Life
criterion
OR
Project negatively affects
quality of life
Application contains
insufficient information
to assess quality of life
benefits
Project has one or more of the following
quality of life benefits but quality of life
may not be a primary project purpose or
does not meet the description(s) of a
‘high’ rating:
• Increase affordability for travelers; or
• Reduces vehicle dependence
Quality of life is a primary project purpose AND the project has clear, direct, data-driven (for capital projects only) and significant benefits, by doing one or more of the following:
• Increase affordable transportation choices by improving and expanding active transportation usage or significantly reducing vehicle dependence, particularly in underserved communities; or
• Reduce transportation and housing cost burdens by
integrating mixed-use development and a diversity of
housing types, including affordable housing, with
multimodal transportation infrastructure; or
• Coordinate and integrate land use, affordable housing, and transportation planning in order to create more livable communities and expand travel choices; or
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32 Merit Criteria: Non-Responsive Low Medium High
• Improve access to daily destinations like jobs, healthcare, grocery stores, schools, places of worship, recreation, or parks through transit and active transportation; or
• Implement transit-oriented development that benefits
existing residents and businesses, low-income and
disadvantaged communities, and minimizes displacement;
or
• Improve public health by adding new facilities that
promote walking, biking, and other forms of active
transportation; or
• Mitigate urban heat islands to protect the health of at-risk residents, outdoor workers, and others; or
• Proactively addresses equity.

Mobility and
Community
Connectivity
Application did not
address the Mobility and
Community Connectivity
criterion
OR
Project negatively affects
mobility and community
connectivity
Application contains
insufficient information
to assess mobility and
community connectivity
benefits
Project has one or more of the following
mobility and community connectivity
benefits, but mobility and community
connectivity may not be a primary project
purpose or does not meet the
description(s) of a ‘high’ rating:
• Increase accessible
transportation choices; or
• Include ADA improvements
Mobility and community connectivity is a primary project purpose AND the project has clear, direct, data-driven (for capital projects only) and significant benefits, by doing one or more of the following:
• Improve system-wide connectivity with access to transit, micro-mobility, and mobility on-demand; or
• Implement plans, based on community participation and data, that addresses gaps identified in the existing network; or
• Remove physical barriers for individuals by reconnecting communities to direct, affordable transportation options; or
• Include transportation features that increase the
accessibility for non-motorized travelers in underserved communities; or
• Incorporate Universal Design including details of how the improvements go beyond ADA requirements by designing
environments to be usable by all people, to the greatest extent possible, without the need for adaption or
specialized design such as a Complete Streets approach; or • Directly increasing intermodal and multimodal freight movement; or
• Consider last-mile freight plans in a Complete Streets and multimodal approach
682
33 Merit Criteria: Non-Responsive Low Medium High
Economic
Competitiveness
and Opportunity
Application did not
address the Economic
Competitiveness and
Opportunity criterion
OR
Project negatively affects
economic competitiveness
and opportunity
Application contains
insufficient information
to assess economic
competitiveness and
opportunity benefits
Project has one or more of the following
economic competitiveness and
opportunity benefits, but economic
competitiveness and opportunity may not
be a primary project purpose or does not
meet the description(s) of a ‘high’ rating:
• Improve travel time reliability; or
• Improve movement of goods; or
• Create jobs related to the project’s
delivery and on-going operations
Economic competitiveness is a primary project purpose AND the project has clear, direct, data-driven (for capital projects only), and significant benefits, by doing one or more of the following:
• Improve intermodal and/or multimodal freight mobility, especially for supply chain bottlenecks; or
• Facilitate tourism opportunities; or
• Promote local inclusive economic development and
entrepreneurship such as the utilization of Disadvantaged Business Enterprises or 8(a) firms; or
• Promote wealth building; or
• Promote long-term economic growth and other broader
economic and fiscal benefits; or
• Create good-paying jobs with free and fair choice to join a union including through the use of a project labor
agreement; or
• Adopt local and economic hiring preferences for the
project workforce or include other changes to hiring
policies and workplace cultures to promote the entry and retention of underrepresented populations; or
• Promote greater public and private investments in land-use productivity, including rural main street revitalization or locally driven density decisions that support equitable commercial and mixed-income residential development
State of Good
Repair
Application did not
address the State of Good
Repair criterion
OR
Project negatively affects
state of good repair
Application contains
insufficient information
to assess state of good
repair benefits
Project has one or more of the following
state of good repair benefits but state of
good repair may not be a primary project
purpose or does not meet the
description(s) of a ‘high’ rating:
• Routine or deferred maintenance; or
• Create new infrastructure (not in a
remote community) that will be
maintained in a state of good repair;
or
• Identify the party responsible for
maintenance and describe how the
new or improved asset(s) will be
State of good repair is a primary project purpose AND the project has clear, direct, data-driven (for capital projects only) and significant benefits, by doing one or more of the following:
• Restore and modernize (such as through road diets and complete streets approaches) the existing core
infrastructure assets that have met their useful life; or • Reduce construction and maintenance burdens through
efficient and well-integrated design; or
• Create new infrastructure in remote communities that will be maintained in a state of good repair; or
• Address current or projected transportation system
vulnerabilities for underserved communities; or
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34 Merit Criteria: Non-Responsive Low Medium High
maintained in a state of good repair;
or
• Resolve the current or projected
transportation system vulnerabilities
• Prioritize improvement of the condition and safety of existing transportation infrastructure within the existing footprint
Partnership and
Collaboration
Application did not
address the Partnership
and Collaboration criterion
OR
Project negatively affects
partners or community
members (e.g. negative
impacts from ROW
acquisition, lack of
support for the project,
etc.)
Application contains
insufficient information
to assess the partnership
and collaboration
benefits
Project has one or more of the following
partnership and collaboration benefits but
partnership and collaboration may not be
a primary project purpose or does not
meet the description(s) of a ‘high’ rating:
• Collaborate with public and/or
private entities; or
• Document support from local,
regional, or national levels
Project has, or demonstrates plans to, support and engage diverse people and communities by doing one or more of the following:
• Engage residents and community-based organizations to ensure equity considerations for underserved communities are meaningfully integrated throughout the lifecycle of the project, for example, by citing and describing how the
project aligns with the Department’s Promising Practices for Meaningful Public Involvement in Transportation
Decision-Making Guide; or
• Coordinate with other types of projects such as economic development, commercial or residential development near public transportation, power/electric infrastructure
projects, or broadband deployment; or
• Partner with Disadvantaged Business Enterprises or 8(a) firms; or
• Partner with high-quality workforce development
programs with supportive services to help train, place, and retain people in good-paying jobs or registered
apprenticeships. These programs should have a focus on
expanding access for women, people of color, and others that are underrepresented in infrastructure jobs (people with disabilities, people with convictions, etc.); or
• Partner and engage with unions and/or worker
organizations in the development of the project and the 684
35 Merit Criteria: Non-Responsive Low Medium High
lifecycle of the project, including the maintenance or
operation of the completed project; or
• Partner with communities or community groups
representative of historically underrepresented groups to develop workforce strategies; or
• Establish formal public-private partnerships or joint ventures to expand or create new infrastructure or
economic development capacity; or
• Participate in the Thriving Communities Network
Innovation Application did not
address the Innovation
criterion.

OR
Includes non-innovative
practices or components
Application contains
insufficient information
to assess innovation
benefits
Project has one or more of the following
innovation benefits but does not meet the
description(s) of a ‘high’ rating:
• Deploy technologies, project
delivery, or financing methods that
are new or innovative to the applicant
or community
Project has, or demonstrates plans for, one or more of the following innovative benefits.
• Innovative Technologies
o Enhance the environment for electric, connected,
or automated vehicles to improve the detection
and mitigation of safety risks; or
o Improve safety using Advanced Driver
Assistance Systems on public transit vehicles,
including functions such as precision docking;
lane keeping or lane centering; or
o Use sensors or small unmanned aerial vehicles to
enhance infrastructure inspection and asset
management processes; or
o Use sensors to monitor real-time conditions of
pavement quality, signage, crosswalks, transit
headways, or other public infrastructure; or
o Use low-carbon or other innovative materials; or
o Use caps, land bridges, or underdecks; or
o Use active grade crossing detection systems to
enable responsive traffic management; or
o Use detection systems on railroads to target and
deter trespassing; or
o Digitalize curb management to optimize use
across purposes and modes, including freight,
pick-up drop-off, and transit usage
• Innovative Project Delivery
o Use practices that facilitate accelerated project
delivery such as single contractor design-build
arrangements, Advanced Digital Construction
Management, Accelerated Bridge Construction,
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36 Merit Criteria: Non-Responsive Low Medium High
Digital as-builts, or an up-to-date programmatic
agreement between an environmental resource
agency and a state DOT, or other NEPA lead
agency, that establishes a streamlined process for
environmental consultations and permits for
commonly encountered project types.
• Innovative Financing
o Secure TIFIA, RRIF, or private activity bond
financing; or
o Use congestion pricing or other demand
management strategies
686
37 Safety
The Department will assess how the project targets a known safety problem and seeks to protect motorized or non-motorized travelers from safety risks on roadways, transit, rail, or ports.

Applicants are highly encouraged to include data-driven information when addressing the safety criterion such as the current and projected number or rate of crashes, fatalities and/or serious injuries among transportation users and how those compare to the statewide average; details about the transportation user that will reap the safety benefits such as whether the project addresses vulnerable roadway users27 or whether the project addresses inequities in crash victims. If applicable, applicants should describe how the project incorporates specific actions and activities identified in the Department’s National Roadway Safety Strategy, 28 or Improving
Safety for Pedestrians and Bicyclists Accessing Transit report, or FTA’s Safety Advisory 23-1:

Bus-to-Person Collisions.

Environmental Sustainability
The Department will consider the extent to which the project incorporates considerations of climate change and environmental justice in the project planning or project delivery stage.

Environmental justice means the just treatment and meaningful involvement of all people, regardless of income, race, color, national origin, Tribal affiliation, or disability, in agency decision-making and other Federal activities that affect human health and the environment so that people: (i) are fully protected from disproportionate and adverse human health and environmental effects (including risks) and hazards, including those related to climate change, the cumulative impacts of environmental and other burdens, and the legacy of racism or other structural or systemic barriers; and (ii) have equitable access to a healthy, sustainable, and resilient environment in which to live, play, work, learn, grow, worship, and engage in cultural and subsistence practices.

The Department will evaluate whether and how the project demonstrates environmental sustainability benefits. For this assessment, the Department will consider, for example, how the project will significantly reduce transportation-related pollution like air pollution and greenhouse gas emissions; aligns with the applicant’s State, regional, county or city carbon-reduction plan or the U.S. National Blueprint for Transportation Decarbonization; address the disproportionate negative environmental impacts of transportation such as exposure to elevated levels of air, water, and noise pollution; or implement transportation-efficient land use and design, such as drawing on the features of historic towns and villages that had a mix of land uses, compact and walkable development patterns, accessible green space, and neighborhood centers that make it convenient to take fewer or shorter trips.

The Department will assess whether and how the project is expected to reduce emissions, such as shifts to lower emissions vehicles, transit, or active transportation; shift freight to lower-carbon travel modes to reduce emissions; improve the resiliency of at-risk infrastructure29 to withstand 27 As defined by FHWA’s Vulnerable Road User Safety Assessment Guidance, a vulnerable road user is a nonmotorist and may include people walking, biking, or rolling as well as highway workers on foot in a work zone. 28 www.transportation.gov/NRSS 29 For the RAISE program, at-risk infrastructure is defined as infrastructure that is subject to, or faces increased long-term future risks of, a weather event, a natural disaster, or changing conditions, such as coastal flooding, coastal erosion, wave action, storm surge, or sea level rise, in order to improve transportation and public safety and to reduce costs by avoiding larger future maintenance or rebuilding costs. 687
38 extreme weather events and natural disasters caused by climate change such as by using bestavailable climate data sets, information resources, and decision-support tools, and incorporating nature-based solutions or natural infrastructure; or incorporates lower-carbon pavement or construction materials as described in the Environmental Protection Agency’s interim guidance on low-carbon materials30 or the U.S. National Blueprint for Transportation Decarbonization.

The Department will also consider whether and how the project will incorporate energy efficient investments such as electrification or zero emission vehicle infrastructure; redevelop brownfield sites; remove, replace or restore culverts to improve passage of aquatic species; or avoid adverse impacts to air or water quality, wetlands, and endangered species. If applicable, applicants are encouraged to make floodplain upgrades consistent with the Federal Flood Risk Management Standard, to the extent consistent with current law, in Executive Order 14030, Climate-Related Financial Risk (86 FR 27967) and 13690, Establishing a Federal Flood Risk Management Standard and a Process for Further Soliciting and Considering Stakeholder Input (80 FR 6425.) Quality of Life
The Department will consider whether and how the project will improve quality of life, such as by increasing affordable transportation choices and expanding active transportation usage or significantly reducing vehicle dependence; reduce transportation and housing cost burdens by integrating mixed use development and a diversity of housing types (including affordable housing) with multimodal transportation infrastructure; coordinate and integrate land use, affordable housing, and transportation planning in order to create more livable communities and expand travel choices; reduce vehicle dependence and improve access to daily destinations such as jobs, healthcare, grocery store, schools, places of worship, recreation, or parks such as by adding new facilities that promote walking, biking; implement transit-oriented development that benefits existing residents and businesses; mitigate urban heat islands to protect the health of atrisk residents, outdoor workers, and others; or proactively address racial equity.31 Mobility and Community Connectivity
The Department will assess whether and how the applicant will improve mobility and community connectivity. For this assessment, DOT will consider, for example, how the project will address system-wide connectivity with access to transit, micro-mobility, and mobility ondemand; implement plans, based on community participation and data, that identifies and addresses gaps in the existing network; remove physical barriers for individuals by reconnecting communities to direct, affordable transportation options; include transportation features that increase accessibility for non-motorized travelers, such as through a Complete Streets approach; incorporate Americans with Disabilities Act (ADA) or Universal Design32 improvements; directly increase intermodal and multimodal freight movement; or considers last-mile freight plans in a Complete Streets and multimodal approach.
30 https://www.epa.gov/system/files/documents/2023-
01/2022.12.22%20Interim%20Determination%20on%20Low%20Carbon%20Materials%20under%20IRA%206050 3%20and%2060506_508.pdf
31 Definitions for “racial equity” and “underserved communities” are found in Executive Order 13985, Advancing Racial Equity and Support for Underserved Communities Through the Federal Government, Sections 2 (a) and (b).
32 Definition for “Universal Design” found on the General Services Administration’s Section508.gov website and states, “Universal design is a concept in which products and environments are designed to be usable by all people, to the greatest extent possible, without the need for adaption or specialized design.” 688
39 Economic Competitiveness and Opportunity
The Department will assess whether and how the project will improve economic competitiveness and opportunity. For this assessment, DOT will consider, for example, how the project will improve intermodal or multimodal freight mobility, especially for supply chain bottle necks; facilitate tourism; promote local inclusive economic development and entrepreneurship such as the utilization of Disadvantaged Business Enterprises or 8(a) firms; wealth building; long-term economic growth and other broader economic and fiscal benefits; create good-paying jobs with free and fair choice to join a union including through the use of a project labor agreement; or adopt local and economic hiring preferences for the project workforce or include other changes to hiring policies and workplace cultures to promote the entry and retention of underrepresented populations. DOT will evaluate the extent to which the project will promote greater public and private investments in land-use productivity, including rural main street revitalization or locally driven density decisions that support equitable commercial and mixed-income residential development.

State of Good Repair
The Department will assess whether and to what extent the project improves state of good repair.

For this assessment, DOT will consider, for example, how the project will mitigate current or projected system vulnerabilities; restore and modernize (such as through road diets and Complete Streets approaches) the existing core infrastructure assets that have met their useful life; reduce construction and maintenance burdens through efficient and well-integrated design; create new infrastructure in remote communities that will be maintained in a state of good repair; prioritize improvement of the condition and safety of existing transportation infrastructure within the existing footprint; conduct routine or deferred maintenance; create new infrastructure (not in a remote community) that will be maintained in a state of good repair; or identify the party responsible for maintenance and how the new or improved asset(s) will be maintained in a state of good repair.

The Department encourages applicants to improve the condition and safety of existing state and locally owned transportation infrastructure within the right-of-way before proposing projects that add new general purpose travel lanes serving single occupancy vehicles.

Partnership and Collaboration
The Department will consider the extent to which the project has or will support and engage diverse people and communities. For this assessment, DOT will consider, for example, how the project has or will collaborate with public and/or private entities; documents support from local, regional, and/or national levels; engage residents and community-based organizations to ensure equity considerations for underserved communities are meaningfully integrated throughout the project. Applicants should describe how the project incorporates specific actions and activities identified in the Department’s Promising Practices for Meaningful Public Involvement in Transportation Decision-Making Guide;
33 coordinate with other types of projects such as
economic development, commercial or residential development near public transportation, power/electric infrastructure projects, or broadband deployment; partner with Disadvantaged Business Enterprises or 8(a) firms; partner with high-quality workforce development programs 33 https://www.transportation.gov/priorities/equity/promising-practices-meaningful-public-involvementtransportation-decision-making 689
40 with supportive services34 to help train, place, and retain underrepresented communities in goodpaying jobs or registered apprenticeships including through the use of local and economic hiring preferences, linkage agreements with workforce programs that serve underrepresented groups, and proactive plans to prevent harassment; partner and engage with local unions or other workerbased organizations in the development and lifecycle of the project, including through evidence of project labor agreements and/or community benefit agreements; or partners with communities, or community groups representative of historically underrepresented groups, to develop workforce strategies; or establish formal public-private partnerships or joint ventures to expand or create new infrastructure or economic development capacity. DOT will assess the level of detail and description provided about the partnerships listed above. Applications that provide more details and descriptions about the project partnership will be rated higher than those that do not, in alignment with the merit rating rubric.

The Department will consider whether the applicant is participating in the Thriving Communities Network.
35 Applications that include right-of-way acquisition plans that minimally disrupts communities and maintains community cohesion will be more competitive than right-of-way acquisition plans that disrupt communities. For projects involving other Federal agencies, or requiring action from other Federal agencies, DOT will consider the level of involvement and commitment from those agencies. For example, relevant port projects should demonstrate alignment with U.S. Army Corps of Engineers investment strategies.

Innovation
The Department will assess the extent to which the applicant uses innovative: (1) technologies; (2) project delivery; or (3) financing. If this project is the first time the applicant or community will deploy specific innovations, the Department will consider them innovative, to the extent applicants provide enough detail to determine whether the innovations being deployed are new or innovative to the applicant or community regardless of whether other applicants or communities have implemented these innovations.

Innovative Technologies - The Department will consider how the project enhances the environment for connected, electric, or automated vehicles to improve the detection, mitigation, and documentation of safety risks. Examples include the use of Advanced Driver Assistance Systems on public transit vehicles and detection systems on railroads to target and deter trespassing. The Department will assess the extent to which the project uses innovative technology that significantly enhances the operational performance and maintenance of the surface transportation system including sensors to inspect infrastructure and manage assets or to monitor real-time conditions of pavement quality, signage, crosswalks, or transit headways; active grade crossing detection systems to enable responsive traffic management; or digitalized curb management to optimize use across purposes and modes, including freight, pick-up drop-off, and transit usage. The 34 Supportive services are critical to help women and people facing systemic barriers to employment be able to participate and thrive in training and employment. Recommended supportive services include childcare, tools, work clothing, application fees and other costs of apprenticeship or required pre-employment training, transportation and travel to training and work sites, and services aimed at helping to retain underrepresented groups like mentoring, support groups, and peer networking.
35 https://www.transportation.gov/federal-interagency-thriving-communities-network 690
41 use of low-carbon materials as well as the use of caps, land bridges, or underdecks are also considered innovative.

Please note that all innovative technology must be in compliance with 2 CFR § 200.216.36 If an applicant is proposing to deploy autonomous vehicles or other innovative motor vehicle technology, the Department will consider whether and how the applicant demonstrates that all vehicles will comply with applicable safety requirements, including those administered by the National Highway Traffic Safety Administration (NHTSA) and Federal Motor Carrier Safety Administration (FMCSA). Specifically, the Department will consider whether the vehicles acquired for the proposed project will comply with applicable Federal Motor Vehicle Safety Standards (FMVSS) and Federal Motor Carrier Safety Regulations (FMCSR). If the vehicles may not comply, the Department will consider applications that do one of the following more competitive than applications that do not: either (1) show that the vehicles and their proposed operations are within the scope of an exemption or waiver that has already been granted by NHTSA, FMCSA, or both agencies or (2) directly address whether the project will require exemptions or waivers from the FMVSS, FMCSR, or any other regulation and, if the project will require exemptions or waivers, present a plan for obtaining them.

Innovative Project Delivery - The Department will consider the extent to which the project utilizes innovative practices in contracting (such as public-private partnerships and single contractor design-build arrangements), single contractor design-build arrangements, project bundling, Advanced Digital Construction Management, Accelerated Bridge Construction, Digital as-builts, or an up-to-date programmatic agreement between an environmental resource agency and a state DOT, or other NEPA lead agency, establishing a streamlined process for environmental consultations and permits for commonly encountered project types.

Innovative Financing - The Department will assess the extent to which the project incorporates innovations in transportation funding and finance, for example through private sector funding or financing, using congestion pricing or other demand management strategies to address congestion, securing a TIFIA or RRIF loan, or receiving an allocation for private activity bonds through DOT’s Build America Bureau. b. Project Readiness
Capital project applications that receive second-tier analysis37 will be reviewed for Project Readiness and assigned three evaluation ratings: Environmental Risk Assessment, Technical Capacity Assessment, and Financial Completeness Assessment.

Planning project applications that receive second-tier analysis will be reviewed for Project Readiness and assigned two evaluation ratings: Technical Capacity Assessment and Financial 36 https://ecfr.federalregister.gov/current/title-2/subtitle-A/chapter-II/part-200/subpart-C/section-200.216 37 The process for determining which applications receive second-tier analysis is described in Section E.2 of this notice.
691
42 Completeness Assessment. (Environmental Risk Assessment will not be performed for planning applications).

Low ratings in any of these readiness areas do not disqualify projects from award, but competitive applications clearly and directly describe achievable risk mitigation strategies. A project with mitigated risks or with a risk mitigation plan is more competitive than a comparable project with unaddressed risks.

Environmental Risk
The Environmental Risk Assessment analyzes the project’s environmental approvals and likelihood of the necessary approval affecting project obligation funds will be spent expeditiously once construction starts as described in Section D of the NOFO, and results in a rating of “high risk,” “moderate risk,” or “low risk.”
Technical Capacity
The Technical Capacity Assessment will assess the applicant’s capacity to successfully deliver the project in compliance with applicable Federal requirements as well as the recipient’s experience working with Federal funds, civil rights compliance, and previous experience delivering infrastructure projects. This review is partially based on information submitted with the application and partially based on DOT Operating Administration knowledge of the applicant’s performance. Technical Capacity ratings will be one of the following: “certain,” “somewhat certain,” or “uncertain.”
DOT will assign the highest rating of “certain,” if the application demonstrates that: the applicant has extensive experience with Federal funds; the applicant has extensive experience completing projects with similar scope; the applicant has the resources to deliver the project; and the project will comply with all applicable Federal requirements including, but not limited to, Buy America provisions, ADA regulations, Civil Rights requirements, Federal Motor Vehicle Safety Standards, and/or the Federal Motor Carrier Safety Regulations.

If an applicant is proposing to adopt innovative technology or other innovative practices, DOT will assess whether the applicant’s capacity to implement those innovations, the applicant’s understanding of applicable Federal requirements and whether the innovations may require extraordinary permitting, approvals, exemptions, waivers, or other procedural actions, and the effects of those innovations on the project delivery timeline.

Financial Completeness
The Financial Completeness Assessment reviews the project budget to confirm the availability of funding for the project and whether the applicant presented a complete funding package based on reasonable cost estimates. Financial Completeness ratings are: “complete,” “partially complete,” or “incomplete.”
DOT will assign the highest rating of “complete,” if the application identifies all funding sources for the project budget, documents all funding is available and committed to the project, includes contingency amount in the project budget and describes a plan to address potential cost overruns, and cost estimates are no more than a year old or include an inflation factor. Planning grants are 692
43 not required to include a contingency amount but must discuss a plan to address potential cost overruns.

Projects with funding estimates that are based on early stages of design (e.g., less than 30 percent design) or outdated cost estimates without specified budget contingencies will receive a lower rating. All applicants, including those requesting 100 percent grant funding, should describe a plan to address potential cost overruns.
c. Benefit-Cost Analysis
For capital projects that receive second-tier analysis, the Department will consider the costs and benefits of projects seeking RAISE grant funding in determining whether a project is cost effective. To the extent possible, the Department will rely on quantitative, evidenced-based and data-supported analysis to assess how well a project addresses this criterion, including an assessment of the project’s estimated benefit-cost ratio (BCR) based on the applicant-supplied BCA described in Section D.2.f.

To evaluate the costs and benefits of a proposed project, the Department will assign the project as either negative net benefits (costs exceed benefits) or positive net benefits (benefits exceed costs.) Projects with negative net benefit ratings will not be selected for an award, unless the project demonstrates exceptional benefits for underserved or disadvantaged communities, as identified by the Senior Review Team.38

2. Review and Selection Process
This section explicitly addresses the BIL requirement to describe the methodology for evaluation in the NOFO. The RAISE grant program review and selection process consists of Merit Criteria Review; Project Readiness Review (consisting of Technical Capacity Assessment, Environmental Risk Assessment, and Financial Completeness Assessment); Benefit-Cost Analysis; and Senior Review. The Secretary makes final project selections.

Teams comprising Department and contractor staff review all eligible applications received by the deadline for a Merit Review and assign ratings as described in Section E. Using the Merit Review rubric described in section E, the combination of eight merit criteria ratings will result in one overall Merit Rating: Highly Recommended, Recommended, Acceptable, or Unacceptable. “Highly Recommended” projects automatically advance for second-tier analysis.

The Senior Review Team (SRT) reviews all “Recommended” projects to determine if the benefits of a particular criterion are so significant that the project merits advancing for secondtier analysis. The SRT can advance a “Recommended” project only if:

1. the project received a “high” in one or more of the priority criteria of safety, environmental sustainability, mobility and community connectivity, or quality of life, and the benefits in that criterion are exceptional; or
38 The Senior Review Team, and its role in the application evaluation and selection process, is described in section E.2 of this notice.
693
44 2. if the SRT provides additional information to demonstrate that a criterion has benefits that are aligned with a “high” rating for one or more of the priority merit criteria listed above (whether or not the Merit Review Team assigned a “high” rating) and the benefits in that criterion would be exceptional.

Senior Operating Administration staff and OST staff may make recommendations to the SRT for which projects should advance based on exceptional benefits of a particular priority criterion. “Recommended” projects designated a “RCN Program Extra” project under the FY 2023 Reconnecting Communities and Neighborhoods (RCN) Program competition that receive at least one “High” in a priority criterion during the FY 2024 RAISE application evaluation process will automatically advance for second-tier analysis.

Second-tier analysis consists of:
• Capital Projects - Cost-Benefit Analysis and Project Readiness: (1) Environmental Risk Assessment; (2) Financial Completeness Assessment; and (3) Technical Capacity Assessment.
• Planning Projects – Project Readiness: (1) Financial Completeness Assessment; and (2) Technical Capacity Assessment.

Following completion of second-tier analysis, the SRT determines which projects are designated as Highly Rated.

Using the discretionary authority provided in statute, the Secretary selects projects from the Highly Rated List for award, consistent with the selection criteria and statutory requirements for geographic and modal diversity. The Secretary may, depending on the pool of qualified applications, seek to award at least one project per state or territory.

Projects for which an FY 2024 RAISE application is advanced by the Senior Review Team to the Highly Rated List, but that are not awarded, are automatically designated as “Projects of Merit.” Projects with this designation will be carried over into FY 2025 RAISE and considered by the SRT for advancement to the Highly Rated List, along with other FY 2025 applications eligible for advancement to the Highly Rated List.

The BIL mandates that RAISE grant award selections be announced by June 27, 2024.

Consistent with past practice and statute, the Department offers debriefs to applicants not selected for award to receive information about the RAISE project’s evaluation. Due to overwhelming demand, the Department is unable to provide a RAISE award to every competitive project that applies.
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45 3. Additional Information
Prior to award, each selected applicant will be subject to a risk assessment as required by 2 CFR § 200.206. The Department must review and consider any information about the applicant that is in the Federal Awardee Performance and Integrity Information System (FAPIIS), the designated integrity and performance system accessible through SAM. An applicant may review information in FAPIIS and comment on any information about itself that a Federal awarding agency previously entered. DOT will consider comments by the applicant, in addition to the other information in FAPIIS, in making a judgment about the applicant's integrity, business ethics, and record of performance under Federal awards when completing the review of risk posed by applicants.

F. Federal Award Administration Information

1. Federal Award Notices
Following the evaluation outlined in Section E, the Secretary will announce awarded projects by posting a list of selected projects on the RAISE program website. 39 Recipients will be notified by
email. Notice of selection is not authorization to begin performance or to incur costs for the proposed project. Following that announcement, the RAISE program Office and relevant operating administration will contact the point of contact listed in the SF-424 to initiate negotiation of the grant agreement for authorization.

Recipients of RAISE Grant awards will not receive lump-sum cash disbursements at the time of award announcement or obligation of funds. Instead, RAISE funds will reimburse recipients only after a grant agreement has been executed, allowable expenses are incurred, and valid requests for reimbursement are submitted.

2. Administrative and National Policy Requirements
a. Administrative Requirements
Please visit the RAISE program website40 for the General Terms and Conditions for FY 2023 RAISE awards. The FY 2024 RAISE Terms and Conditions will be similar to the FY 2023 RAISE Terms and Conditions, but it will include relevant updates consistent with this notice.

All awards will be administered pursuant to the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards found in 2 C.F.R part 200, as adopted by DOT at 2 C.F.R part 1201. Federal wage rate requirements included in subchapter IV of chapter 31 of title 40, U.S.C., apply to all projects receiving funds under this program, and apply to all 39 www.transportation.gov/RAISEgrants
40 https://www.transportation.gov/policy-initiatives/raise/raise-grant-agreements 695
46 parts of the project, whether funded with RAISE Grant funds, other Federal funds, or nonFederal funds.

In connection with any program or activity conducted with or benefiting from funds awarded under this notice, recipients of funds must comply with all applicable requirements of Federal law, including, without limitation, the Constitution of the United States; the conditions of performance, non-discrimination requirements, and other assurances made applicable to the award of funds in accordance with regulations of the Department of Transportation; and applicable Federal financial assistance and contracting principles promulgated by the Office of Management and Budget. In complying with these requirements, recipients, in particular, must ensure that no concession agreements are denied or other contracting decisions made on the basis of speech or other activities protected by the First Amendment. If DOT determines that a recipient has failed to comply with applicable Federal requirements, DOT may terminate the award of funds and disallow previously incurred costs, requiring the recipient to reimburse any expended award funds.

Additionally, applicable Federal laws, rules and regulations of the relevant operating administration administering the project will apply to the projects that receive RAISE grant awards, including planning requirements, Service Outcome Agreements, Stakeholder Agreements, Buy America compliance, and other requirements under DOT’s other highway, transit, rail, and port grant programs. For projects that are eligible under RAISE but are not eligible under DOT’s other programs or projects that are eligible under multiple DOT programs, the RAISE program will determine the appropriate requirements to ensure the project is delivered consistent with program and Department goals. In particular, Executive Order 14005 directs the Executive Branch Departments and agencies to maximize the use of goods, products, and materials produced in, and services offered in, the United States through the terms and conditions of Federal financial assistance awards. If selected for an award, grant recipients must be prepared to demonstrate how they will maximize the use of domestic goods, products, and materials in constructing their project. RAISE grant projects involving vehicle acquisition must involve only vehicles that comply with applicable Federal Motor Vehicle Safety Standards and Federal Motor Carriers Safety Regulations, or vehicles that are exempt from Federal Motor Vehicle Safety Standards or Federal Motor Carrier Safety Regulations in a manner that allows for the legal acquisition and deployment of the vehicle or vehicles.

For projects administered by FHWA, applicable Federal laws, rules, and regulations set forth in Title 23 U.S.C. and Title 23 C.F.R generally apply, including the 23 U.S.C. 129 restrictions on the use of toll revenues, and Section 4(f) preservation of parklands and historic properties requirements under 23 U.S.C. 138. For an illustrative list of the other applicable laws, rules, regulations, executive orders, polices, guidelines, and requirements as they relate to a RAISE grant project administered by the FHWA, please see the RAISE program website. 41 For RAISE projects administered by the Federal Transit Administration and partially funded with Federal transit assistance, all relevant requirements under chapter 53 of title 49 U.S.C. 41 https://www.transportation.gov/grants/raise/raise-fy2023-fhwa-exhibits-june-23-2023 696
47 apply. For transit projects funded exclusively with RAISE grant funds, some requirements of chapter 53 of title 49 U.S.C. and chapter VI of title 49 CFR apply.

For projects administered by the Federal Railroad Administration, FRA requirements described in 49 U.S.C. Subtitle V, Part C apply.
b. Program Requirements
Climate Change and Environmental Justice Impact Consideration Each applicant selected for RAISE grant funding must demonstrate effort to consider climate change and environmental justice impacts as described in Section E, consistent with Executive Order 14008, Tackling the Climate Crisis at Home and Abroad (86 FR 7619). In the grant agreement, applicants will be required to memorialize commitments they have made in their applications in one or more of the activities in Section E.1.

Racial Equity and Barriers to Opportunity
Each applicant selected for RAISE grant funding must demonstrate effort to improve racial equity and reduce barriers to opportunity as described in Section E, consistent with Executive Order 13985, Advancing Racial Equity and Support for Underserved Communities Through the Federal Government (86 FR 7009). In the grant agreement, applicants will be required to memorialize commitments they have made in their applications in one or more of the activities listed in Section E.1.

Labor and Workforce
Each applicant selected for RAISE grant funding must demonstrate, to the full extent possible consistent with the law, an effort to create good-paying jobs with the free and fair choice to join a union and incorporation of strong labor standards as described in Section E, consistent with Executive Order 14025, Worker Organizing and Empowerment (86 FR 22829), and Executive Order 14052, Implementation of the Infrastructure Investment and Jobs Act (86 FR 64335). In the grant agreement, applicants will be required to memorialize commitments they have made in their applications in one or more of the activities listed in Section E.1.

Critical Infrastructure Security, Cybersecurity, and Resilience It is the policy of the United States to strengthen the security and resilience of its critical infrastructure against all hazards, including both physical and cyber threats, consistent with Presidential Policy Directive 21 - Critical Infrastructure Security and Resilience and the National Security Memorandum on Improving Cybersecurity for Critical Infrastructure Control Systems.

Each applicant selected for Federal funding under this notice must demonstrate, prior to the signing of the grant agreement, effort to consider and address physical and cyber security risks relevant to the transportation mode and type and scale of the project. Projects that have not appropriately considered and addressed physical and cyber security and resilience in their planning, design, and project oversight, as determined by the Department of Homeland Security, will be required to do so before receiving funds.
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48 Domestic Preference Requirements
As expressed in Executive Order 14005, ‘Ensuring the Future Is Made in All of America by All of America’s Workers’ (86 FR 7475), the executive branch should maximize, consistent with law, the use of goods, products, and materials produced in, and services offered in, the United States. Funds made available under this notice are subject to domestic preference requirements based on the Operating Administration that administers the project, including 23 U.S.C. 313 (FHWA projects); 49 U.S.C. 5323(j) (FTA projects); 49 U.S.C. 22905(a) (FRA projects); and section 70914(a) of the Build America, Buy America Act (all projects). The Department expects all applicants to comply without needing a project-specific waiver for domestic preference requirements.

Civil Rights and Title VI
As a condition of a grant award, grant recipients should demonstrate that the recipient has a plan for compliance with civil rights obligations and nondiscrimination laws, including Title VI of the Civil Rights Act of 1964 and implementing regulations (49 CFR § 21), the Americans with Disabilities Act of 1990 (ADA), and Section 504 of the Rehabilitation Act, all other civil rights requirements, and accompanying regulations. This should include a current Title VI plan, completed Community Participation Plan, and a plan to address any legacy infrastructure or facilities that are not compliant with ADA standards. DOT’s and the applicable Operating Administrations’ Office of Civil Rights may work with awarded grant recipients to ensure full compliance with Federal civil rights requirements.

Federal Contract Compliance
As a condition of grant award all Federally assisted contractors are required to make good faith efforts to meet the goals of EO 11246, Equal Employment Opportunity (30 FR 12319, and as amended). Under Section 503 of the Rehabilitation Act and its implementing regulations, affirmative action obligations for certain contractors include an aspirational employment goal of 7 percent workers with disabilities.

The U.S. Department of Labor’s Office of Federal Contract Compliance Programs (OFCCP) is charged with enforcing Executive Order 11246, Section 503 of the Rehabilitation Act of 1973, and the Vietnam Era Veterans’ Readjustment Assistance Act of 1974. OFCCP has a Mega Construction Project Program through which it engages with project sponsors as early as the design phase to help promote compliance with non-discrimination and affirmative action obligations. OFCCP will identify projects that receive an award under this notice and are required to participate in OFCCP’s Mega Construction Project Program from a wide range of Federally assisted projects over which OFCCP has jurisdiction and that have a project cost above $35 million. DOT will require project sponsors with costs above $35 million that receive awards under this funding opportunity to partner with OFCCP, if selected by OFCCP, as a condition of their DOT award.

Project Signage and Public Acknowledgements
Recipients are encouraged for construction and non-construction projects to post project signage and to include public acknowledgments in published and other collateral materials (e.g., press releases, marketing materials, website, etc.) satisfactory in form and substance to DOT, that 698
49 identifies the nature of the project and indicates that “the project is funded by the Infrastructure Investment and Jobs Act.” In addition, recipients employing project signage are required to use the official Investing in America emblem in accordance with the Official Investing in America Emblem Style Guide. Costs associated with signage and public acknowledgments must be reasonable and limited. Signs or public acknowledgments should not be produced, displayed, or published if doing so results in unreasonable cost, expense, or recipient burden. The Recipient is encouraged to use recycled or recovered materials when procuring signs.

3. Reporting
Progress Reporting on Grant Activities
Each applicant selected for RAISE grant funding must submit quarterly progress reports and Federal Financial Reports (SF-425) to monitor project progress and ensure accountability and financial transparency in the RAISE grant program.

Performance Reporting
Each applicant selected for RAISE grant funding must collect and report to the DOT information on the project’s performance based on performance indicators DOT identifies related to program goals (e.g., travel time savings, greenhouse gas emissions, passenger counts, level of service, etc.) and other information as requested by DOT. Performance indicators should include measurable goals or targets that DOT will use internally to determine whether the project meets program goals, and grant funds achieve the intended long-term outcomes of the RAISE Grant Program. To the extent possible, performance indicators used in the reporting should align with the measures included in the application and should relate to at least one of the selection criteria defined in Section E.1. Performance reporting continues for several years after project construction is completed, and DOT does not provide RAISE grant funding specifically for performance reporting. RAISE grant performance measures are posted on the RAISE website. 42 Program Evaluation
As a condition of grant award, RAISE grant recipients may be required to participate in an evaluation undertaken by DOT, or another agency or partner. The evaluation may take different forms such as an implementation assessment across grant recipients, an impact and/or outcomes analysis of all or selected sites within or across grant recipients, or a benefit/cost analysis or assessment of return on investment. The Department may require applicants to collect data elements to aid the evaluation. As a part of the evaluation, as a condition of award, grant recipients must agree to: (1) make records available to the evaluation contractor; (2) provide access to program records, and any other relevant documents to calculate costs and benefits; (3) in the case of an impact analysis, facilitate the access to relevant information as requested; and (4) follow evaluation procedures as specified by the evaluation contractor or DOT staff.

Recipients and sub-recipients are also encouraged to incorporate program evaluation including associated data collection activities from the outset of their program design and implementation to meaningfully document and measure the effectiveness of their projects and strategies. Title I of the Foundations for Evidence-Based Policymaking Act of 2018 (Evidence Act), Pub. L. No. 115–435 (2019) urges Federal awarding agencies and Federal assistance recipients and 42 https://www.transportation.gov/grants/raise/raise-performance-measures-update-2023 699
50 subrecipients to use program evaluation as a critical tool to learn, to improve equitable delivery, and to elevate program service and delivery across the program lifecycle. Evaluation means “an assessment using systematic data collection and analysis of one or more programs, policies, and organizations intended to assess their effectiveness and efficiency” (codified at 5 U.S.C. § 311).

For grant recipients, evaluation expenses are allowable costs (either as direct or indirect), unless prohibited by statute or regulation, and such expenses may include the personnel and equipment needed for data infrastructure and expertise in data analysis, performance, and evaluation (2 CFR § 200). Credible program evaluation activities are implemented with relevance and utility, rigor, independence and objectivity, transparency, and ethics (OMB Circular A-11, Part 6 Section 290).

Reporting of Matters Related to Recipient Integrity and Performance If the total value of a selected applicant’s currently active grants, cooperative agreements, and procurement contracts from all Federal awarding agencies exceeds $10,000,000 for any period of time during the period of performance of this Federal award, then the applicant during that period of time must maintain the currency of information reported to the SAM that is made available in FAPIIS about civil, criminal, or administrative proceedings described in paragraph 2 of this award term and condition. This is a statutory requirement under section 872 of Public Law 110-417, as amended (41 U.S.C. 2313). As required by section 3010 of Public Law 111- 212, all information posted in the designated integrity and performance system on or after April 15, 2011, except past performance reviews required for Federal procurement contracts, will be publicly available.

G. Federal Awarding Agency Contacts
For further information concerning this notice please contact the RAISE grant program staff via e-mail at [email protected], or call Andrea Jacobson at 202-366-9603. A TDD is available for individuals who are deaf or hard of hearing at 202-366-3993. In addition, DOT will post answers to questions and requests for clarifications on the RAISE website at www.transportation.gov/RAISEgrants. To ensure applicants receive accurate information about eligibility or the program, the applicant is encouraged to contact DOT directly, rather than through intermediaries or third parties, with questions. DOT staff may also conduct briefings on the RAISE grant selection and award process upon request.

H. Other Information

1. Protection of Confidential Business Information
All information submitted as part of or in support of any application shall use publicly available data or data that can be made public and methodologies that are accepted by industry practice and standards, to the extent possible. If the applicant submits information that the applicant considers to be a trade secret or confidential commercial or financial information, the applicant must provide that information in a separate document, which the applicant may cross-reference from the application narrative or other portions of the application. For the separate document containing confidential information, the applicant must do the following: (1) state on the cover of that document that it “Contains Confidential Business Information (CBI);” (2) mark each page that contains confidential information with “CBI;” (3) highlight or otherwise denote the confidential content on each page; and (4) at the end of the document, explain how disclosure of the confidential information would cause substantial competitive harm. DOT will protect confidential information complying with these requirements to the extent required under 700
51 applicable law. If DOT receives a Freedom of Information Act (FOIA) request for the information that the applicant has marked in accordance with this section, DOT will follow the procedures described in its FOIA regulations at 49 CFR § 7.29. Only information that is in the separate document, marked in accordance with this section, and ultimately determined to be confidential under § 7.29 will be exempt from disclosure under FOIA.

2. Publication and Sharing of Application Information
Following the completion of the selection process and announcement of awards, the Department intends to publish a list of all applications received along with the names of the applicant organizations and funding amounts requested. Except for the information properly marked as described in Section H.1, The Department may make application narratives publicly available or share application information within the Department or with other Federal agencies if the Department determines that sharing is relevant to the respective program’s objectives.

Pete Buttigieg
Issued in Washington D.C. on November 30, 2023
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November 19, 2024
Economic Development
DATE: November 19, 2024
TO: Mayor Martinez and Members of the City Council
FROM: Nannette J. Beacham, Economic Development Director Bisa French, Police Chief
Dave Aleshire, City Attorney
SUBJECT: Lease Extension with Dicon Fiberoptics, Inc., for Police Department Facility at 1689 Regatta Boulevard
FINANCIAL IMPACT: The Lease will be extended for 5 years to December 31, 2029. The first year estimated expenditure of $2,198,723 (base rent, operating expenses and utilities) is included in the Fiscal Year 2024/25 adopted operating budget
(01191021-400303) for the Police Department. The
remaining 4 years will be included in Fiscal Year 2025- 26, Fiscal Year 2026-27, Fiscal Year 2027-28, Fiscal
Year 2028-29 and Fiscal Year 2029-30 operating
budgets.

PREVIOUS COUNCIL
ACTION:

October 7, 2014

STATEMENT OF THE
ISSUE:

Since 2006, the Richmond Police Department (RPD) has
leased a portion of the building located at 1689 Regatta Boulevard (“RPD Facility”) from DiCon Fiberoptics, Inc. for police department operations. The existing lease term expires on December 31, 2024, and RPD is requesting
approval of a five-year lease extension with five (5) oneyear renewal options.

RECOMMENDED ACTION: APPROVE the second lease amendment to provide a five (5) year lease extension with DiCon Fiberoptics, Inc. for the RPD Facility commencing January 1, 2025, and
ending on December 31, 2029, with an annual base rent
of $1,690,440 (monthly cost fixed rate of $140,870) and operating expenses and utilities of $508,283 (estimated monthly cost $42,356.91, which may increase annually),
AGENDA
REPORT
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Page 2 of 3 ends

November 19, 2024
with five (5) one-year renewal options - Police
Department/Economic Development - Real Estate (Chief
Bisa French/Nannette J. Beacham 510-621-1306).

DISCUSSION:

In 2006, the Richmond Police Department (RPD) relocated to 1689 Regatta Boulevard after it was determined that the Hall of Justice, located at 401 27th Street, was uninhabitable due to mold and a mandatory need for an earthquake retrofit.

In 2006, the City and DiCon Fiberoptics, Inc. (“Landlord”) entered into that certain Office Lease dated December 20, 2006 (“Original Lease”). The Original Lease was amended by that certain First Amendment to Office Lease dated October 17, 2014 (“First Lease Amendment”). The Original Lease as amended by the First Lease Amendment is hereinafter referred to as the “Lease.”
The current term of the Lease expires on December 31, 2024.

The current base rent is $1,690,490 ($32 per sq ft) with current annual operating expenses of $508,283.

The Second Amendment includes the following terms:
 Lease Term: Lease term is extended to December 31, 2029 (“Extended Term”).  Base Rent: During the Extended Term, the annual base rent is fixed at $1,690,440 (monthly cost $140,870 with no annual increases) (“Base Rent”).  Operating Expenses. Operating Expenses which are currently $508,283 (monthly cost $42,356.91), will most likely increase annually.
 Options to Extend: RPD has 5 options to extend the lease term each for 1 year but with Base Rent increasing by Consumer Price Index with minimum increase of 3% and maximum increase of 5% of existing annual base rent.  Additional Uses Confirmed:
 RPD can reserve and use the auditorium in the other portion of the building for training programs and special events.
 RPD can use the elevator in the other portion of the building.  Additional RPD Improvements: Landlord confirmed that Landlord will not unreasonably withhold consent for RPD to make improvements to the premises (at RPD’s cost) including electric charging stations and locker rooms. 703

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November 19, 2024
Summary:

This Lease Amendment will ensure that police services for the City of Richmond are uninterrupted.

ATTACHMENTS:

Attachment 1 - DiCon Fiberoptics – Second Lease Amendment Attachment 2 - DiCon Fiberoptics – Original Lease with First Lease Amendment 704
01337.0020/1024645.2 1

SECOND AMENDMENT TO OFFICE LEASE
THIS SECOND AMENDMENT TO OFFICE LEASE ("Amendment") is made this ______ day of November 2024 (“Amendment Date”), between DICON FlBEROPTICS, INC., a California corporation ("Landlord") and the CITY OF RICHMOND, CALIFORNIA, a California municipal corporation and charter city ("Tenant").

RECITALS:

A. Landlord and Tenant entered into that certain Office Lease Agreement dated December 20, 2006 ("Original Lease") for the premises consisting of certain portions of the building located at 1689 Regatta Boulevard, Richmond, California ("Building"), as shown on in the Original Lease.

B. The Original Lease was amended by that certain First Amendment to Office Lease Agreement dated October 17, 2014. The Original Lease as amended by the First Amendment is hereinafter referred to as the “Lease.”
C. The Lease currently terminates on December 31, 2024.

D Landlord and Tenant desire to amend the Lease on the terms and conditions set forth in this first Amendment.

NOW, THEREFORE, for valuable consideration the sufficiency of which is hereby acknowledged the parties agree as follows:

AGREEMENT

1. EFFECTIVE DATE. This Amendment shall be effective on the date executed by both parties have executed this Amendment (“Effective Date”).

2. RECITALS. The foregoing recitals are incorporated herein.

3. DEFINITIONS. All defined terms in this Amendment shall have the same meaning as in the Original Lease except as otherwise specifically defined in this Amendment.

4. AMENDMENTS/MODIFICATIONS. As of the Effective Date, the Lease is amended/modified as follows:

4.1. PREMISES. Article 1 is amended as to add the following paragraph:
“Tenant shall have access to the auditorium (which is not located in the Lease Premises) by contacting Landlord’s receptionist and, assuming it is not already reserved, make a reservation at least two (2) days prior to the intended use. As the Lease Premises are twostory but without an elevator, Landlord agrees to continue to allow Tenant to use the elevator as reasonably needed to move documents via push carts, for contractors and similar uses in coordination with Landlord. Landlord may from time to time impose reasonable requirements for such continued use.”
705
01337.0020/1024645.2 2

4.2 TERM. Article 2 Lease Term is amended as follows:
(i) Section 2.1 Lease Term is amended to extend the Lease Term for five (5) years to December 31, 2029 (“Extended Term”).
(ii) Section 2.2 Lease Renewal Option is amended to provided Tenant with five (5) successive options each of one (1) year to extend the Extended Term. An option to extend shall be exercised as specified in Section 2.2.

4.3 BASE RENT. Article 3 Base Rent is amended as follows:
(i) During the Extended Term, Tenant shall pay as Base Rent the sum of One Million Six Hundred Ninety Thousand Four Hundred Forty Dollars ($1,690,440) for each Lease year which shall be payable equal monthly installments equal to One Hundred Forty Thousand Eight Hundred Seventy Dollars ($140,870).
(ii) Base Rent for each extension period exercised under Section 2.2 shall be calculated as set forth in Section 3 increasing the then existing Base Rent with the minimum CPI increase being 3% and the maximum CPI increase being 5%.

4.4 ADDITIONS AND ALTERATIONS. Article 8 is amended to add the following paragraph to the end of Section 8.1.1 (stet):
“Tenant needs to modify the existing improvements to (i) replace the existing temporary locker rooms; and (ii) add electric charging stations for its police and service cars.

Although Tenant has not formally presented the details of the proposed improvements to Landlord for formal consent, Landlord agrees it will not unreasonably withhold consent to the proposed improvements but with the understanding that all such improvements shall be constructed (i) at Tenant’s sole cost and expense; and (ii) in accordance with the requirements set forth above.”

5. FULL FORCE AND EFFECT. Except as modified by this Amendment, the Lease shall remain in full force and effect. This Amendment terminates and supersedes all prior understandings, discussions or agreements on the subject matter in this Amendment.

6. QUALIFICATION; AUTHORITY. Each individual executing this Agreement on behalf of Landlord , represents, warrants and covenants to Tenant that (a) Landlord is duly formed and authorized to do business in the state of California, (b) such person is duly authorized to execute and deliver this Amendment on behalf of Landlord in accordance with authority granted under the organizational documents of Landlord, and (c) Landlord is bound under the terms of this Amendment.

7. BROKERS. Tenant hereby represents and warrants to Landlord that Tenant has not entered into any agreement which might result in any obligation on the part of Landlord to pay any brokerage commission, finder’s fee or other compensation with respect to this Amendment, and Tenant agrees to indemnify and hold Landlord harmless from and against any losses, damages, costs or expenses, (including, without limitation, attorneys’ fees) incurred by Landlord by reason of any breach or inaccuracy of such representation or warranty.

8. COUNTERPART EXECUTION. This Amendment may be executed in any number of counterparts, each of which shall be deemed to be an original instrument and all of which together shall constitute a single agreement.
706
01337.0020/1024645.2 3

9. ELECTRONIC EXECUTION. This Amendment may be electronically executed by the parties using systems which comply with ESIGN and UETA such as DocuSign and AdobeSign.

IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to Lease Agreement as of the Amendment Date.

TENANT: LANDLORD:

CITY OF RICHMOND, CALIFORNIA,
a municipal corporation and charter city
By: __________________________
Eduardo Martinez, Mayor

ATTEST:
_____________________
Pamela Christian, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
By: _____________________
David J. Aleshire,
City Attorney
DICON FlBEROPTICS, INC., a California
corporation
By: __________________________
Ho-Shang Lee,
Chief Executive Officer
By: ________________________________
Joanne Sung Secretary
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Page 1 of 2 ends

November 19, 2024
Finance Department
DATE: November 19, 2024
TO: Mayor Martinez and Members of the City Council
FROM: Andrea Miller, Director of Finance
Mubeen Qader, Deputy Director of Finance
Jerry Gurule, Accounting Manager
Subject: Approving an Additional Three Percent Annual Cost of Living Increase for Recipients of the General Pension
Fund Participants for 2025
FINANCIAL IMPACT: The requested five percent cost of living increase is three percent greater than the minimum required adjustment of two percent. The incremental expense during the
calendar year 2025 of the additional three percent would be $7,609.64. Funding is available within the General
Pension Fund for this increase.

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

Participating members of the General Pension Fund have
requested that the City Council adopt a resolution
approving a three percent annual cost of living increase, in addition to the two percent minimum cost of living
increase, for the pensioners in the program. Adoption of the resolution will authorize a total annual cost of living increase of five percent for these recipients.

RECOMMENDED ACTION: ADOPT a resolution approving a three percent annual cost of living increase, in addition to the two percent minimum cost of living increase, for the recipients of the General Pension Fund, for a total annual cost of living increase of five percent for these recipients – Finance Department (Andrea Miller 510-620-6790)
AGENDA
REPORT
761

Page 2 of 2 ends

November 19, 2024
DISCUSSION:

The City of Richmond General Pension Fund (the “Fund”) was established for the pension payments of all regular, non-safety retirees of the City of Richmond, who were employed before July 1, 1953. The Fund is now “closed,” meaning all members are now retired and receiving pensions. These retirees do not receive a pension from the California Public Employees’ Retirement System (CalPERS) and do not receive post-employment medical insurance reimbursements from the City. The first pensions were calculated as 50 percent of their annual salary at the time they retired.

There are currently three (3) retirees receiving pensions, with an average age of 105, and an average monthly pension of $7,045.97.

On November 6, 1984, the voters of the City of Richmond approved Charter Amendments “K” and “L” providing a two percent minimum cost of living increase for the recipients of the General Pension Fund, commencing January 1, 1985, and authorizing the City Council to increase the recipients’ annual pensions by an additional three percent commencing January 1, 2000. Since January 1, 2000, the City Council has annually approved the recipients’ request for the additional three percent increases for a total of five percent annually.

Participating members of the General Pension Fund have requested that the City Council adopt a resolution approving a three percent annual cost of living increase, in addition to the two percent minimum cost of living increase, for pensioners in the program for 2025. Adoption of the resolution will authorize a total annual cost of living increase of five percent for these recipients as requested.

DOCUMENTS ATTACHED:

Attachment 1 - Resolution Approving 2025 Annual Cost of Living Increase 762
Reso No.____

Page 1 of 2 ends

RESOLUTION NO. ____

A RESOLUTION OF THE COUNCIL OF THE CITY OF RICHMOND,

CALIFORNIA, AUTHORIZING THE ADDITIONAL ANNUAL COST OF LIVING INCREASE FOR RECIPIENTS OF THE GENERAL PENSION FUND FOR 2025 WHEREAS, on November 6, 1984, the voters of the City of Richmond approved Charter Amendments “K” and “L” providing (1) a minimum pension amount of Five Hundred Dollars per month to retired employees or to their eligible dependents; (2) an annual increase of two percent (2%) in their benefits commencing January 1, 1985; and (3) authorization for the City Council to annually increase said benefits by an additional amount of up to three percent (3%) commencing January 1, 2000; and
WHEREAS, the participating members of the General Pension Fund have requested the cost of living increase for 2025 by an additional three percent (3%) over the minimum annual increase of two percent (2%) for a total of five percent (5%).

NOW, THEREFORE, BE IT RESOLVED, by the Council of the City of Richmond that the additional annual increase for the year 2025 of three percent (3%) for recipients of the General Pension Fund which brings the total cost of living increase to five percent (5%) is hereby approved.
* * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * 763
Reso No.____

Page 2 of 2 ends

I certify that the foregoing resolution was passed and adopted by the Council of the City of Richmond at a regular meeting thereof held _______________, by the following vote:

AYES:

NOES:

ABSTENTIONS:

ABSENT:

CLERK OF THE CITY OF RICHMOND
(SEAL)
Approved:

Mayor
Approved as to form:

City Attorney
State of California }
County of Contra Costa : ss.

City of Richmond }
I certify that the foregoing is a true copy of Resolution No._____, finally passed and adopted by the City Council of the City of Richmond at a regular meeting held on ____________. 764

Page 1 of 3 ends

November 19, 2024
Finance Department
DATE: November 19, 2024
TO: Mayor Martinez and Members of the City Council
FROM: Andrea Miller, Director of Finance
Mubeen Qader, Deputy Director of Finance
Jerry Chak, Accounting Manager
Subject: Badawi & Associates Contract Amendment #3
FINANCIAL IMPACT: The total cost of this amendment is not to exceed $1,005,783. This includes $318,930 for fiscal year 2024- 25, $328,499 for fiscal year 2025-26, $338,354 for fiscal year 2026-27, and $20,000 for Richmond Housing
Authority Capital Grant Audits covering fiscal years 2013- 14 through 2020-21.

The cost for fiscal year 2024-25 audit service will be
budgeted in fiscal year 2025-26 budget for Finance
Department. Subsequent payments will be budgeted
annually in the subsequent fiscal year budgets.
(01172015-400215)
The cost of $20,000 for Richmond Housing Authority
Capital Grant Audits will be budgeted in future year
budgets as required. (42141191-400828)

PREVIOUS COUNCIL
ACTION:

March 17, 2020 – initial contract approved.

July 11, 2023 – first contract amendment approved.

September 12, 2023 – second contract amendment
approved.

AGENDA
REPORT
765

Page 2 of 3 ends

November 19, 2024

STATEMENT OF THE
ISSUE:

City staff is seeking approval to amend its contract with Badawi & Associates to provide auditing services for the City’s financial statements for three more fiscal years and to perform capital grant audits for the Richmond Housing Authority covering eight fiscal years.

RECOMMENDED ACTION: APPROVE the third amendment to the sole-source contract with Badawi and Associates for auditing services to the City and its related entities for three more fiscal years and adding an additional scope of work for capital grant audits for the Richmond Housing Authority
($20,000) covering eight fiscal years, for an amount not to exceed $1,005,783 – Finance Department (Andrea
Miller 510-620-6790/Mubeen Qader 510-412-2077).

DISCUSSION:

City staff is requesting a sole source contract amendment with Badawi & Associates. As the City’s external auditor for the past five years, Badawi & Associates has consistently delivered high-quality service, leveraging their deep understanding of the City’s financial operations to effectively conduct audits. They have been diligent in identifying material concerns within the City’s internal control structure and overall financial position.

Transitioning to a new auditor at this time would introduce significant risks, especially given the existing backlog of financial audits for the Richmond Housing Authority caused by poor transition in prior years. A new auditor would require considerable time to become familiar with the City’s financial processes, potentially adding further delays.

Additionally, the current auditor might reallocate resources away from the City. This is particularly impactful for critical functions like auditing, where full engagement is essential to maintaining high standards of accuracy and accountability. Badawi & Associates is best positioned to commit the necessary resources to clear all backlogs and complete our audits by the end of the contract June 30, 2028, thereby ensuring continuity, maintaining performance standards, and minimizing risks to the City’s financial accountability.

In summary, City staff is seeking a contract amendment for Badawi and Associates extending for three more fiscal years (Fiscal Years 2024-25, 2025-26, 2026-27). The amendment extends the contract period through June 30, 2028, and increases the contract amount by $1,005,783 from $1,530,370 to $2,536,153. The increase includes additional scope of work in the amount of $20,000 for capital grant audits for eight fiscal years for the Richmond Housing Authority. The Department of Housing and Urban Development recently informed the City that these capital grant audits are required to close out the grants.
766

Page 3 of 3 ends

November 19, 2024
DOCUMENTS ATTACHED:

Attachment 1 – Badawi & Associates’ Proposal
Attachment 2 – Contract Amendment #3
Attachment 3 – Contract Amendment #2
Attachment 4 – Contract Amendment #1
Attachment 5 – Original Contract
Attachment 6 – Sole Source Justification
767
City of
Richmond

TECHNICAL PROPOSAL
For Professional Auditing Services for
the City of Richmond
For fiscal years ending June 30, 2025 through 2027.

August 26, 2024
Contact Person:

Ahmed Badawi, CPA
Badawi & Associates
Certified Public Accountants
2855 Telegraph Avenue, Suite 312
Berkeley, CA 94705
Phone: (510) 768-8244
Fax: (510) 768-8249
E-mail: [email protected]

768

769
City of Richmond
Table of Contents
Page
Letter of Transmittal ................................................................................................................................................... 1 Firm Qualifications and Experience .......................................................................................................................... 3 Independence ........................................................................................................................................................... 3 Insurance .................................................................................................................................................................. 3 License to Practice in California................................................................................................................................ 3 Conflict of Interest ..................................................................................................................................................... 3 Firm Qualifications .................................................................................................................................................... 3 Technical Approach .................................................................................................................................................. 4 Firm Experience ........................................................................................................................................................ 5 Additional Activities ................................................................................................................................................... 5 Client Training Seminar ............................................................................................................................................ 6 GASB 68 Firm Developed Tools and Assistance ..................................................................................................... 6 Flowcharting Documentation .................................................................................................................................... 6 Quality Control Review ............................................................................................................................................. 6 Federal or State Desk Reviews ................................................................................................................................ 9 Disciplinary Action ..................................................................................................................................................... 9 Litigations .................................................................................................................................................................. 9 Partner, Supervisory, and Staff Qualifications and Experiences ........................................................................ 10 Similar Engagements with Other Governmental Entities ..................................................................................... 18 Understanding of Services to be Provided ............................................................................................................ 23 Specific Audit Approach .......................................................................................................................................... 24 Objectives of Our Services ..................................................................................................................................... 24 Audit Approach ....................................................................................................................................................... 24 Technical Approach ................................................................................................................................................ 25 Use of Technology in the Audit ............................................................................................................................... 28 Audit Schedule .......................................................................................................................................................... 30 Discussion of Relevant Accounting Issues ........................................................................................................... 33 Conclusion ................................................................................................................................................................. 33 Appendix .................................................................................................................................................................... 34 References .............................................................................................................................................................. 34 770
771
August 26, 2024
Letter of Transmittal
Ms. Andrea Miller
Director of Finance
City of Richmond
450 Civic Center Plaza
Richmond, CA 94804
Dear Ms. Miller:

Badawi & Associates (B&A), Certified Public Accountants (the “Firm”) is pleased to have the opportunity to respond to your request for a proposal to provide external audit services and to submit its qualifications to perform an independent audit of the financial statements of the City of Richmond (the “City”) for the fiscal years ending June 30, 2025 through 2027. The objective of our audits is to issue opinions regarding the fairness of presentation of the financial position of the City in accordance with generally accepted accounting principles. These audits are to be performed in accordance with generally accepted auditing standards, the standards set forth for financial audits in the Government Accountability Office’s (GAO) Government Auditing Standards, the provisions of the federal Single Audit Act of 1984, as amended in 1996, and the Uniform Guidance, Audits of States, Local Governments and NonProfit Organizations, Uniform Administrative Requirements, as well as any other applicable federal, state, local or programmatic audit requirements.

We will also perform the following as part of our engagement:
- Single Audit Act Report (8 programs)
- Joint Powers Financing Authority Report.
- Transportation Development Act Programs (1 program)
- State Controller Reports
- RHA Housing Authority Report
- RHA Properties, RHA Housing Corporation, RHA RAD LLC Reports - GANN Limit Reports
- RHA Capital Grant Audit
We will also apply limited audit procedures to Management’s Discussion and Analysis (MD&A) and required supplementary information. In addition, we will prepare the management letter containing comments and recommendations regarding our review and evaluation of the systems of internal control and accounting procedures.

This proposal will highlight the background of the partners and staff assigned to the engagement, summarize our experience in the governmental area, and describe our approach to auditing the City.

This proposal demonstrates our ability to render the quality examination and to perform the necessary accounting and auditing services requested by the City on a timely basis.

As a partner of the Firm, I will be the primary contact for negotiation of the contract. Additionally, I have been authorized to legally bind the Firm. You may contact me at the following address and phone number:

Ahmed Badawi, CPA
Badawi & Associates
Certified Public Accountants
2855 Telegraph Avenue, Suite 312
Berkeley, CA 94705
Telephone: (510)768-8244
E-mail: [email protected]
772
Ms. Andrea Miller
Director of Finance
City of Richmond

Page 2 ends

2 We are committed to performing the required work, completing the audit, and issuing the necessary auditors’ reports.

We believe we are the best qualified to perform the audit because our audit staff includes individuals well versed in municipal auditing and reporting requirements. We have performed auditing and consulting engagements for numerous cities throughout California. We will be responsive to the needs of the City, we understand the City’s operational environment, and pledge to you our complete commitment to providing a quality product that meets the City’s requirements.

The approach to the audit has been designed to meet the audit requirements of the City with the least disruption to the City’s office operations. The foundation of the audit approach is based on communication coupled with a strong knowledge of City operations and detailed planning at the initial stages of the audit. Open communication lines with all parties of the Engagement Team and City Management and staff throughout the engagement eliminate “surprises”.

Initial planning and proper assignment of duties to experienced personnel provide for an effective and efficient audit process. Consequently, inefficiencies and disruptions are kept to a minimum. In addition, we perform almost half of the audit tasks during the interim phase to minimize any unforeseen delays during the year-end phase and to ensure a smooth and timely audit process.

The Firm maintains liability insurance coverage for professional liability, Workers’ Compensation, Comprehensive General Liability and Auto as part of our comprehensive insurance policy.

The Firm is an Equal Opportunity employer and complies with all Federal and State hiring requirements. The Firm also supports Affirmative Action philosophies and works hard to provide disadvantaged groups with opportunities for self enhancement.

This proposal is a firm and irrevocable offer for 180 days.

We are confident that you will find our organization offers the required expertise, technical knowledge, and business understanding to perform an audit of the City. Our past experience provides us with a thorough understanding of the needs and requirements of the City, as well as the technical knowledge to perform such services in accordance with the accounting and auditing guidelines as published by the various authoritative entities.

We welcome your inquiries and look forward to further discussions with you.

Sincerely,
Ahmed Badawi
Partner
Badawi & Associates
Certified Public Accountants

773
City of Richmond Technical Proposal
3 Independence
The Firm is independent of the City of Richmond as defined by the GAO’s Standards for Audit of Governmental Organizations, Programs, Activities and Functions, and the AICPA and California State Society of Certified Public Accountants as promulgated in various auditing and professional standards.

Insurance
The Firm maintains professional liability insurance and other coverage as part of our comprehensive insurance policy. Upon selection as the City’s independent auditor, the Firm and our insurance provider will provide a certificate of insurance to the City which shows the minimum requirements identified by City have been met.

License to Practice in California
The Firm and all key professional staff assigned to the City’s audit are properly licensed to practice as Certified Public Accountants in the State of California and comply with GAO Government Auditing Standards.

The Firm is registered with the California State Board of Accountancy. Its State number is COR6823.

The Firm has met all required State and local laws, rules, and regulations.

Conflict of Interest
The Firm has no conflicts of interest in connection with providing the services described in this proposal. The Firm does not have any financial, business, or other professional relationships with the City or any member of City staff.

Firm Qualifications
Badawi & Associates was founded by Mr. Ahmed Badawi. Mr. Badawi has over 25 years of experience working with state and local government with a special focus on cities. Prior to founding B&A, Mr. Badawi was a partner with several local and national firms, where he headed their government practice in Northern California. Mr. Badawi founded Badawi & Associates to serve the fast-paced needs of California's local governments. The goal is to build a proactive, client-focused culture from the ground up and to eliminate the entrenched bureaucratic culture and intrinsic limitations of the big audit firms.

Located in Berkeley, CA, the Firm serves a variety of cities and towns throughout California as well as conducting financial related services for numerous special districts and authorities.

Names and phone numbers of several of our current and past clients and other references are provided for your inquiries. We encourage you to contact these individuals to obtain information on the quality of the audit and the ability of the audit staff.

Our Berkeley office will be the Engagement Office assigned to the City.

In addition to specific City financial statements, the Firm members have also audited numerous redevelopment agencies, public financing authorities, hospitals, housing authorities, transportation authorities, special districts, water districts, OCJP grants, self-insurance pools, joint power authorities and has also performed numerous compliance audits in accordance with the Single Audit Act, childcare regulations, TOT regulations, AQMD regulations, franchise requirements.

The Engagement Partner assigned to the City will be Mr. Ahmed Badawi. Mr. Badawi has over 25 years of government audit experience. He is a member of various governmental committees, has actively participated in the development of accounting and audit guidelines for the governmental sector, and is an instructor for the California Society of Municipal Finance Officers.

Firm
Qualifications
and
Experience
774
City of Richmond Technical Proposal
4 The professional staffs assigned to the Engagement are qualified and experienced. Each individual of the Engagement Team has several years of experience and has conducted or participated in numerous municipal audits of various sizes. Their understanding of governmental operations and the various authoritative guidelines will provide the where-with-all to perform the audit in an efficient and effective manner with minimal disruption to the City’s finance department.

Technical Approach
The approach to the audit has been designed to meet the audit requirements of the various authorities with the least disruption to the City’s operations. The foundation of the audit approach is based on communication coupled with a strong knowledge of City operations and detailed planning at the initial stages of the audit. Open communication lines with all parties of the Engagement Team and City Management and staff throughout the engagement eliminate “surprises”. Initial planning and proper assignment of duties to experienced personnel provide for an effective and efficient audit process. Consequently, inefficiencies, disruptions, and lack of understanding are kept to a minimum.

The audit approach will consist of four phases:
1) Initial Planning Meeting:

The Engagement Partner and Manager will meet with City Management to discuss the audit approach, identify specific needs of City Management, and familiarize themselves with City policies and practices.
2) Interim:

The Engagement Team members including the Engagement Team Partner will perform the internal control reviews, test transactions, evaluate compliance with Single Audit Act requirements, identify potential audit issues that need to be addressed, perform limited confirmation procedures, and develop a clear understanding between the Engagement Team and City Management of the year-end audit responsibilities and assignments. In addition, we strive to complete many of the year-end audit tasks during the interim phase to ensure a smoother audit process. We will work with the City on providing a list of those tasks that we will target to complete during interim and work with the City on how to complete them to minimize the amount of effort and time needed at yearend which in turn will assist the City in meeting its goal of issuing the Annual Comprehensive Financial Report.
3) Year-end:

The Engagement Team members including the Engagement Team Partner will conduct validation procedures on general ledger account balances, complete confirmation procedures, perform analytical procedures on revenue and expenditures, perform search for unrecorded liabilities, complete compliance work on Federal Assistance, and wrap up audit field work.
4) Reporting:

Auditor’s reports for all City reporting entities and compliance requirements will be finalized along with Single Audit Reports and Management Letter comments. The Partner and Manager will be available to make presentations to the City Council and/or designated bodies.
775
City of Richmond Technical Proposal
5 Firm Experience
The Firm is located in Berkeley and provides a full range of accounting services to governmental agencies throughout California, including audit, tax and accounting. The Firm’s professional staff members provide the financial background and specific experience to meet the City’s operational needs. Additionally, this situation provides the City with an auditing firm that has depth in capabilities to address any financial issue the City may need assistance with, and the quality audit approach that you expect.

Our Berkeley office will be the Engagement Office assigned to the City.

Firm policy requires that the Engagement Partner, during the first year of the engagement, be actively involved in the daily fieldwork. This means to the City that Mr. Badawi will actually be on-site during the audit coordinating the audit process, supervising the audit staff, gaining a hands-on understanding of City processes, and benefiting the City with his broad municipal experience. We have found that this effort benefits the City and the Firm through developing a thorough knowledge of the City’s practices and issues and establishing a close working relationship with the City’s Management. Additionally, continuity of audit personnel is assured because of the hands on involvement of the Partner.

We are committed to providing appropriate and related experience, personal involvement, and a broad business perspective to produce a quality end product within the time frames required.

The Firm provides financial and compliance auditing services to governmental agencies throughout California. We are a governmental agency auditing firm and our professional staff members have been performing these services for many years. As a result, we have performed financial and compliance audits on most, if not all, types of governmental agencies and operations including:
 Cities
 Redevelopment
Agencies
 Financing
Authorities
 Housing Authorities
 Special Districts
 Water Districts
 Waste Management
Authorities and
Operations
 Pension Plans
 Child Care
Operations
 Joint Power
Authorities
 Investment Activities
 Landfills
 Enterprise Funds
 Airports
 Transportation
Operations
 Federal and State
Grants
Additional Activities
We offer a full range of accounting and finance services to the governmental sector. These services include:
 Financial audits
 Compliance audits
 Tax advice
 Development of financial and
accounting policies and procedures
 Investment review and compliance
evaluation
 Operational reviews
 Technical guidance on existing and
upcoming accounting issues
 Training seminars
 Pension/profit-sharing plans
 Performance audits
 Business consulting
Consequently, Firm personnel are well qualified to perform the services expected by the City. 776
City of Richmond Technical Proposal
6 Client Training Seminar
The Firm hosts an annual update on recent technical accounting and finance issues affecting the governmental area. This all day session reviews new and anticipated pronouncements from GASB, discusses future issues under consideration by GASB, reviews accounting treatment of various transactions where issues may arise, and provides a general overview of state and federal compliance issues. All of our clients are invited to attend, free of charge. The one day session qualifies for CPE under the rules of the State Board of Accountancy and is held in the Bay Area.

GASB 68 Firm Developed Tools and Assistance
The Firm has developed tools to assist our clients with preparation of GASB 68 journal entries for the CalPERS’ Cost Sharing Plans (for which individualized actuarial valuations are no longer prepared) and the CalPERS’ Agent Multiple Employer Plans. In addition to providing our clients with these tools and instructions on how to use them, we are available to answer any questions on how to prepare and complete the GASB 68 journal entries.

Flowcharting Documentation
As part of our risk assessment procedures, we prepare flowcharts for documenting our understanding of the City’s significant accounting and financial processes. Flowcharts are updated annually for any changes in the City’s processes and copies can be provided upon request for the City’s internal use. Flowcharted processes may include:
 Financial Reporting, Closing, and Manual Journal Entries  Cash Receipts, Billing, and Accounts Receivable/Revenues  Cash Disbursements, Purchasing, and Accounts Payable/Expenditures  Payroll and Human Resources
Quality Control Review
According to Government Auditing Standards, firms who perform audits under the Yellow Book are required to have a peer review once every three years. We received a report with a rating of pass with no deficiencies which we attached for your review. 777
City of Richmond Technical Proposal
7 778
City of Richmond Technical Proposal
8 779
City of Richmond Technical Proposal
9 The Firm has policies and procedures to ensure it hires only qualified people, that it properly supervises them and provides professional training, that it advances them to responsibilities they are capable of handling, and that it provides them with necessary technical resources. All members of the Firm are very familiar with the stringent quality control standards established by the AICPA.

The Firm is a member of the AICPA Government Audit Quality Center.

The Firm is a member of the AICPA Private Companies Practice Section.

Federal or State Desk Reviews
The Firm has had no negative federal or state reviews in the past three (3) years.

Disciplinary Action
There has not been any state or federal disciplinary actions taken or pending against the Firm nor any findings to report.

Litigations
The Firm has not experienced any lawsuits or legal actions that have been resolved or are currently pending in the prior five years.
780
City of Richmond Technical Proposal
10 The Engagement Team will normally consist of eight individuals who provide a broad business perspective and significant experience in governmental auditing. This team will provide access to a wide range of technical capabilities which will provide the City with not only the technical support necessary to perform the audit, but also the broad business background to interpret findings and observations to offer effective solutions to issues, and the personal involvement of the Engagement and Compliance Partners of the Firm.

The Engagement Team will be led by Ahmed Badawi, CPA. Mr. Badawi’s background includes over twenty-five years of municipal auditing experience with a special focus on cities. He is the instructor of the CSMFO “Introduction to Governmental Accounting” training classes. Mr.

Badawi is a member of the Government Accounting and Auditing Committee of the California Society of Certified Public Accountants. He has participated in the audits of numerous City, county and special district governments, as well as non-profit entities. His diversified background offers the technical qualities required of the governmental and non-profit areas and the necessary wherewithal to properly evaluate the entire accounting process, develop opportunities to improve the accounting process, and to offer practical business recommendations.

The second member of the Engagement Team will be Wenwei Zhao, CPA. Ms. Zhao’s background includes eight years of accounting and auditing experience. She has participated in the audits of numerous governmental entities and assisted in their efforts to publish their financial statements in compliance with various regulations, and is a volunteer member of the GFOA Special Review Committee. Ms. Zhao will be the Audit Manager of this engagement.

The third member of the Engagement Team will be Samantha “Samo” Michel. CPA. Ms.

Michel’s background includes six years of accounting and auditing experience. She has participated in the audits of numerous governmental entities and assisted in their efforts to publish their financial statements in compliance with various regulations. Ms. Michel will be the Audit Senior of this engagement.

Engagement Partner
Ahmed Badawi
CPA
Audit Manager
Wenwei Zhao
CPA
Engagement Quality
Reviewer
Mitesh Desai
CPA
Audit Senior
Samantha “Samo”
Michel, CPA
Professional
Audit Staff
Professional
Audit Staff
Professional
Audit Staff
IT Specialist
Omar Rahman,

CPA, CISA
Partner,
Supervisory,
and Staff
Qualifications
and
Experiences
781
City of Richmond Technical Proposal
11 The fourth member of the Engagement Team will be Omar Rahman, CPA, CISA. Mr. Rahman has over 10 years of experience in the field of Information Technology (IT) audit and risk management at the senior and executive management level. He has worked extensively with government agencies, private organizations, and public companies, providing external and internal audit services in support of financial statement audits. Mr. Rahman will serve as the I.T.

Specialist of this engagement.

The fifth member of the Engagement Team will be Mitesh Desai, CPA. Mr. Desai’s background includes seventeen years of experience in municipal auditing. Mr. Desai has participated in the audits of numerous governmental agencies, assisted in their efforts to publish their Annual Comprehensive Financial Reports in compliance with GASB 34, and a volunteer member of the GFOA Special Review Committee. Mr. Desai is responsible for conducting in-house trainings for staff auditors and is credentialed with the Advanced Single Audit Certificate offered by the AICPA. He will serve as the Engagement Quality Reviewer.

Each member of the Engagement Team participates in continuing education programs offered by the AICPA and California State Society of Certified Public Accountants, and each has met the continuing education requirements for municipalities. In addition, the firm offers at least 60 hours of in-house CPE annually focused mainly on municipal audits.

Professional Development:

The Firm maintains a comprehensive training program targeted at appropriate professional staff levels. It utilizes in-house developed educational programs, AICPA and California CPA Foundation educational programs, and on-the-job training.

The Firm’s annual training schedule which officially begins in April for all professional staff and administrative staff includes comprehensive in-house training sessions on such topics as:
 Review of principles of accounting and financial reporting for state and local governments  Review of governmental fund types and account groups
 Review of newly issued generally accepted auditing standards and GAO auditing standards
 Review of Internal Control evaluation approaches including COSO principles  Updates on recent governmental accounting and reporting guidelines  Review of Single Audit requirements and approaches
 Review of financial audit approaches
 Overview of audit and internal control work paper techniques  Review of GASB reporting requirements
 Review of current issues facing the governmental community During the year, professional staff members are sent to various educational sessions sponsored by the AICPA and California State Society of CPAs, as considered appropriate for the level and need of the individual. These classes include, among others:
 Governmental Financial Reporting Standards and Practices  Yellow Book: Government Auditing Standards
 Financial Accounting Standards: Comprehensive Review
 Single Audit
 Governmental Auditing & Accounting Update
 Governmental Accounting Principles
 Comprehensive Review of Generally Accepted Auditing Standards The result of the Firm’s training program is the production of a highly educated and competent municipal audit group capable of performing an efficient and effective audit for the City.

The Engagement Team members will continue their professional development efforts. 782
City of Richmond Technical Proposal
12 Staff Retention and Continuity:

The Firm's policy on providing service to our clients includes a commitment to maintaining continuity of audit personnel. We cannot guarantee that our staff will remain with the Firm.

However, to encourage our staff to remain with us, we pay competitive wage rates; offer promotional opportunities; provide state-of-the-art equipment and excellent working conditions; and offer various benefits, such as retirement plans, medical plans, profit sharing programs, educational benefits, and other such benefits. We can also guarantee that the partner will be involved in future years. Continuity of audit staff is of prime concern to us and because of the hands-on involvement of the partner; we can assure you that future years’ audits will be conducted in an efficient and effective manner with qualified and experienced professionals.

Resumes of each member of the Engagement Team follow.
783
City of Richmond Technical Proposal
13 Ahmed Badawi, Certified Public Accountant – Engagement Partner Length of Career
 Over twenty-five years of experience in municipal auditing and accounting with a special focus on cities
 Certified Public Accountant for the State of California Professional Experience
 Partial listing of clients served:
 Has performed numerous financial audits, Single Audits, Transportation Development Act audits, housing audits, electrical utility audits, RDA audits, PFA audits, and Trust Fund audits, and has prepared numerous Annual Comprehensive Financial Reports Education
 BS Degree in Accounting from the University of Alexandria, Egypt Professional Activities
 Instructor, CSMFO’s “Introduction to Governmental Accounting” training class  Member, CALCPA Government Accounting and Auditing Committee  Member, American Institute of Certified Public Accountants  Member, California Society of Certified Public Accountants  Member, Government Finance Officers Association
 Member, California Society of Municipal Finance Officers Continuing Education
 Has met the current CPE educational requirements to perform audits on governmental agencies Services Provided
Financial
Audit
Single
Audit
RDA
Audit
PFA
Audit
Enterprise
Fund Other
Cities/Towns:

Berkeley x x x x x
Dublin x x x
Union City x x x x x
Antioch x x x x x x
Lafayette x x x x
Richmond x x x x x
Atwater x x x x
Azusa x x x x x
Chino x x x x
Cotati x x x
Crescent City x x x x x
Dinuba x x x x x
Folsom x x x x x
Foster City x x x x x
Glendora x x x x x
Guadalupe x x x x x
Healdsburg x x x x x
La Verne x x x x
Larkspur x x x x
Lathrop x x x x
Lemon Grove x x x x
Millbrae x x x x x
Oakdale x x x x x
Ontario x x x x x
Petaluma x x x x x
Counties:

Santa Cruz County x x x x x x
Contra Costa County x x x x x x
Special Districts and Other:

County of Contra Costa Community
Services Bureau Child Development
Program
xx
Sacramento Employment and Training
Agency
xx
784
City of Richmond Technical Proposal
14 Wenwei Zhao, Certified Public Accountant – Professional Audit Manager Length of Career
 Eight years of experience in auditing
 Certified Public Accountant for the State of California Professional Experience
 Has performed numerous financial audits, Single Audits, RDA audits, PFA audits, Transportation Development Act audits, and housing audits
Education
 Master of Accounting from University of Pittsburgh, PA Professional Activities
 Volunteer Member, GFOA Special Review Committee
Continuing Education
 Various municipal accounting courses offered by the California Society of CPAs and local universities including:
- Governmental Financial Reporting Standards and Practices - Yellow Book: Government Auditing Standards
- Municipal Accounting
- Single Audit
 Has met the current CPE educational requirements to perform audits on governmental agencies Services Provided
Financial
Audit
Single
Audit
RDA
Audit
PFA
Audit
Enterprise
Fund Other
Cities/Towns:

Berkeley x x x x x
Union City x x x x x
Antioch x x x x x x
Lafayette x x x x
Richmond x x x x x
Crescent City x x x x x
Folsom x x x x x
Larkspur x x x x
Millbrae x x x x x
Oakdale x x x x x
Pomona x x x x x
San Luis Obispo x x x
Waterford x x x x
Yuba City x x x x x
Albany x
East Palo Alto x x x x
El Cerrito x x x x
Los Gatos x
Menlo Park x x x x x
Newark x x x x
Redwood City x
San Mateo x x x x x
Susanville x
Yountville x x x
Special Districts:

Cosumnes Community Services District x x
County of Contra Costa Community
Services Bureau Child Development
Program
xx
Hayward Area Recreation and Park District x x
Marin Municipal Water District x x
Resource Conservation District of Santa
Cruz County
x
Sacramento Employment and Training
Agency
xx
785
City of Richmond Technical Proposal
15 Samantha “Samo” Michel, Certified Public Accountant – Professional Assurance Senior Length of Career
 Six years of experience in municipal auditing
 Three seasons of experience in personal tax preparation  Certified Public Accountant for the State of California Professional Experience
 Has participated in several financial audits, Single Audits, RDA audits, PFA audits, Transportation Development audits, and housing audits
Education
 BS, University of Washington, Seattle, WA
 Accounting, Foothill College, Los Altos Hills, CA
Professional Activities
 Member, California Society of Certified Public Accountants  Member, Forensic Services Section, California Society of Certified Public Accountants Continuing Education
 Various municipal accounting courses offered by the California Society of CPAs and local universities including:
- Governmental Financial Reporting Standards and Practices - Yellow Book: Government Auditing Standards
- Municipal Accounting
- Single Audit
 Has met the current CPE educational requirements to perform audits on governmental agencies Services Provided
Financial
Audit
Single
Audit
RDA
Audit
PFA
Audit
Enterprise
Fund Other
Cities/Towns:

Berkeley x x x x x
Union City x x x x x
Antioch x x x x x x
Crescent City x x x x x
Folsom x x x x x
Guadalupe x x x x x
Lathrop x x x x
Millbrae x x x x x
San Bruno x x x x
San Carlos x x x x x
San Luis Obispo x x x
Sausalito x x x
Waterford x x x x
Yuba City x x x x x
Barstow x
Buena Park x x x x
East Palo Alto x x x x
El Cerrito x x x x
Los Gatos x
Menlo Park x x x x x
Pismo Beach x
San Mateo x x x x x
Vacaville x x x x x
Counties:

Contra Costa County x
Special Districts and Other:

Alameda County Waste Management
Authority (StopWaste)
x
County of Contra Costa Community
Services Bureau Child Development
Program
xx
Sacramento Employment and Training
Agency
xx
786
City of Richmond Technical Proposal
16 Omar Rahman, Certified Public Accountant, Certified Information System Auditor – Information Technology Specialist
Length of Career
 Over ten years of experience auditing information technology (IT) processes and controls  Certified Public Accountant for the State of California  Certified Information System Auditor
Areas of Expertise
 IT risk consulting and audit services for governmental entities, private/public companies, nonprofits, and professional service organizations
 External and internal IT audit services in support of financial statement audits  Technical guidance/support on IT risks and controls in relation to SOX 404a and SOX 404b compliance, NIST 800-53/171a, Cyber Security Framework, HIPAA Technical Safeguards, CCPA/GDPR compliance, COBIT 2019 Framework
 Managed entire life cycle of IT internal and external audit engagements from planning research, audit program development, fieldwork and reporting
 Assess risks related to IT processes/assets and corresponding applications/tools  IT control testing over business automated controls, general IT controls, and cyber security controls as well as IT substantive testing over information systems.

Presentations
 November 2017 - Institute of Internal Auditors - General IT Controls for Internal Audit  December 2018 - Institute of Internal Auditors - SDLC Process and Audit/Risk Considerations  February 2019 - IT Audit for Business Process Professionals  May 2019 - IT Internal Audit Emerging Technologies: Data Analytics  September 2019 - Information Systems Audit and Control Association Education
 B.S. Degree in Economics, University of California, Los Angeles, CA.

Professional Activities
 Certified Public Accountant - California
 Certified Public Accountant - Ohio
 Certified Information System Auditor
787
City of Richmond Technical Proposal
17 Mitesh Desai, Certified Public Accountant – Engagement Quality Reviewer Length of Career
 Seventeen years of experience in municipal auditing with a special focus on cities  Certified Public Accountant for the State of California Professional Experience
 Has performed numerous financial audits, Single Audits, RDA audits, PFA audits, Transportation Development Act audits, and housing audits
Education
 BS Degree in Business Economics with an emphasis in Accounting from University of California, Santa Barbara
Professional Activities
 Member, American Institute of Certified Public Accountants  Member, California Society of Certified Public Accountants  Volunteer Member, GFOA Special Review Committee
Continuing Education
 Various municipal accounting courses offered by the California Society of CPAs and local universities including:
- Governmental Financial Reporting Standards and Practices - Yellow Book: Government Auditing Standards
- Municipal Accounting
- Single Audit
 Has met the current CPE educational requirements to perform audits on governmental agencies Services Provided
Financial
Audit
Single
Audit
RDA
Audit
PFA
Audit
Enterprise
Fund Other
Cities/Towns:

Berkeley x x x x x
Dublin x x x
Union City x x x x x
Antioch x x x x x x
Azusa x x x x x
Crescent City x x x x x
Foster City x x x x x
Lemon Grove x x x x
Millbrae x x x x x
Oakdale x x x x x
Sebastopol x x x x
Solvang x x
Waterford x x x x
Yuba City x x x x x
Albany x
Buena Park x x x x
Calimesa x x x
East Palo Alto x x x x
El Cerrito x x x x
Fremont x x x x x
Lindsay x x x
Menlo Park x x x x x
Newark x x x x
Pittsburg x x x x x
Counties:

Contra Costa x x x x x
Santa Cruz x x x x x
Special Districts and Other:

County of Contra Costa Community
Services Bureau Child Development
Program
xx
Marin Municipal Water District x x
West County Wastewater District x x
788
City of Richmond Technical Proposal
18 The tables below and on the following page are a partial listing of our clients similar to the City, and illustrates the many different types of components involved in each audit engagement that present very difficult and complex auditing and accounting challenges (in order of audit hours). ** Indicates cities with population over 50,000
** Indicates cities with governmental revenues over $100 million and population over 50,000 City Client Since Hours Engagement Partner Principal Contact
Annual Comprehensive
Financial Report
GFOA Award
RDA/Successor Agency
Single Audit
TDA
Water Fund
Sewer Fund
SCO Report
Housing Authority
Enterprise Funds
Pension Trust Fund
** Richmond 2020 2,338 Ahmed
Badaw i
Andrea Miller
Finance Director
(510) 412-2077
[email protected]

X XXX XXXXX
** Berkeley 2008 1,505 Mitesh
Desai
Henry Oyekanmi
Finance Director
(510) 981-7300
[email protected]

X XXXX X XX
** Ontario 2021 1,012 Ahmed
Badaw i
Doreen Nunes
Assistant Director of Finance
(909) 395-2000
[email protected]

X XXX XXXXX
San Carlos 2023 865 Ahmed
Badaw i
Rebecca Mendenhall
Administrative Services Director
(650) 802-4213
[email protected]

X XXXX XX X
* Union City 2006 850 Mitesh
Desai
Jackie Acosta
Finance Director
(510) 675-5345
[email protected]

X XXXX X X
** Folsom 2019 786 Ahmed
Badaw i
Stacey Tamagni
Finance Director
(916) 461-6712
[email protected]

X XXX XX X
** Pomona 2023 756 Ahmed
Badaw i
Andrew Mow bray
Finance Director/City Treasurer
(909) 620-2353
Andrew .mow [email protected]

X XXX XXX X
* Petaluma 2019 691 Ahmed
Badaw i
Corey Garberolio
Finance Director
(707) 778-4357
[email protected]

X XXXXXXX X
La Verne 2023 691 Ahmed
Badaw i
Christy Lopez
Finance Director
(909) 596-8752
[email protected]

X X XXX X
* San Luis
Obispo 2019 638 Ahmed
Badaw i
Emily Jackson
Finance Director
(805) 781-7125
[email protected]

X X XXXX
Similar
Engagements
with Other
Governmental
Entities
789
City of Richmond Technical Proposal
19 City
Client Since
Hours
Engagement Partner
Principal Contact
Annual Comprehensive
Financial Report
GFOA Award
RDA/Successor Agency
Single Audit
TDA
Water Fund
Sewer Fund
SCO Report
Housing Authority
Enterprise Funds
Pension Trust Fund
Chino 2023 621 Ahmed
Badaw i
Sue Suriati
Fiscal Services Manager
(909) 334-3347
[email protected]

X X X XX X
* Antioch 2005 586 Mitesh
Desai
Daw n Merchant
Finance Director
(925) 779-6135
[email protected]

X XXXXXX X
Lafayette 2020 586 Ahmed
Badaw i
Jennifer Wakeman
Assis. Administrative Services Director
(925) 299-3213
[email protected]

X XX X X
Lathrop 2023 585 Ahmed
Badaw i
Thomas Hedegard
Deputy City Manager
(209) 941-7329
[email protected]

X X XXX XX
Sausalito 2023 559 Ahmed
Badaw i
Chad Hess
Finance Director
(415) 289-4150
[email protected]
X XX X
Dinuba 2023 556 Ahmed
Badaw i
Karina Solis
Administrative Services Director
(559) 591-5900
[email protected]

X XXX XXX X
** Dublin 2018 546 Ahmed
Badaw i
Jay Baksa
Finance Director
(925) 833-6648
[email protected]

X X XX X
Azusa 2017 540 Ahmed
Badaw i
Talika Johnson
Administrative Services Director
(626) 812-5202
[email protected]

X XXX XX X
Foster City 2023 540 Ahmed
Badaw i
Edmund Suen
Finance Director
(650) 286-3204
[email protected]

X XXX XX X
Millbrae 2015 524 Mitesh
Desai
Mike Sung
Finance Director
(650) 259-2433
[email protected]

X XXX XX X
Glendora 2022 487 Ahmed
Badaw i
Kyle Johnson
Finance Director
(626) 914-8245
[email protected]

X XXX X XXX
San Bruno 2022 486 Ahmed
Badaw i
Nick Pegueros
Chief Financial Officer
(650) 616-7054
[email protected]

X X XXXXX X
Healdsburg 2023 452 Ahmed
Badaw i
Katie Edgar
Finance Director
(707) 431-3184
[email protected]

XX XXX X
790
City of Richmond Technical Proposal
20 City
Client Since
Hours
Engagement Partner
Principal Contact
Annual Comprehensive
Financial Report
GFOA Award
RDA/Successor Agency
Single Audit
TDA
Water Fund
Sewer Fund
SCO Report
Housing Authority
Enterprise Funds
Pension Trust Fund
* Yuba City 2017 450 Mitesh
Desai
Spencer Morrison
Finance Director
(530) 822-4615
[email protected]

X XXX XXX X
Wasco 2021 428 Ahmed
Badaw i
Isarel Perez-Hernandez
Finance Director
(661) 758-7230
isperez@cityofw asco.org

X XXXXXX
Larkspur 2019 382 Ahmed
Badaw i
Emilia Gabriele
Administrative Services Director
(415) 927-5016
[email protected]
X XX
Atw ater 2021 380 Ahmed
Badaw i
Anna Nicholas
Finance Director
(209) 357-6310
anicholas@@atw ater.org

XX XXXX
Lemon Grove 2022 377 Ahmed
Badaw i
Joseph Ware
Finance Director
(619) 825-3803
Jw [email protected]
X XX X
Waterford 2018 311 Mitesh
Desai
Tina Envia
Finance Manager
(209) 874-2328 Ext: 104
tenvia@cityofw aterford.org
X XX X
Solvang 2019 308 Ahmed
Badaw i
Wendy Berry
Administrative Services Director
(805) 688-5575 x 205
w [email protected]

X X XXX
Oakdale 2016 306 Mitesh
Desai
Albert Avila
Finance Director
(209) 845-3584
[email protected]

XXXXX X
Guadalupe 2017 303 Mitesh
Desai
Janice Davis
Finance Director
(805) 356-3895
[email protected]

XX XX X
Sebastopol 2017 275 Mitesh
Desai
Ana Kw ong
Finance Director
(707) 824-4879
akw [email protected]

X XX XXX X
Cotati 2020 265 Ahmed
Badaw i
Angela Courter
Director of Administrative Services
(707) 665-4236
[email protected]

X X XX X
Crescent City 2014 227 Mitesh
Desai
Linda Leaver
Finance Director
(707) 464-7483 x224
[email protected]

XX XX XX
Scotts Valley 2019 202 Ahmed
Badaw i
Stephanie Hill
Administrative Services Director
(831) 440-5614
[email protected]

X XX X X
791
City of Richmond Technical Proposal
21 The table below lists all special district engagements (in order of audit hours):

Special District
Client Since
Hours
Engagement
Partner
Principal Contact
Annual Comprehensive
Financial Report
GFOA Award
Single Audit
Enterprise Funds
San Gabriel Valley
Council of Governments 2021 618 Ahmed Badawi
Rey Alimoren
Director of Finance
(626) 962-9292
[email protected]
No N/A X X
Sacramento
Metropolitan Fire District 2023 519 Ahmed Badawi
Dave O'Toole
Chief Financial Officer
(916) 859-4300
[email protected]
Yes Yes X
County of Contra Costa
Community Services
Bureau Child
Development Program
2013 450 Mitesh
Desai
Donn Matsuzaki
Fiscal Officer
(925) 608-4832
[email protected]
No N/A
Union Sanitary District 2023 362 Ahmed
Badawi
Mark Carlson, CPA
CFO/Business Services Manager
(510) 477-7510
[email protected]
Yes Yes X
Florin Resource
Conservation District/
Elk Grove Water District
2015 350 Mitesh
Desai
Patrick Lee
Finance Manager / Treasurer
(916) 685-3556
[email protected]
Yes Yes X
Hayward Area
Recreation
and Park District
2017 350 Mitesh
Desai
Anne Maze
Administrative Services Director
(510) 881-6707
[email protected]
No N/A X
San Ramon Valley Fire
Protection District 2021 285 Ahmed Badawi
Ms. Davina Hatfield
Chief Financial Officer
(925) 838-6668
[email protected]
Yes Yes X
Solano County Water
Agency 2020 243 Ahmed Badawi
Roland Sanford
General Manager
(707) 455-1103
[email protected]
No Yes
San Mateo Mosquito and
Vector Control District 2018 228 Ahmed
Badawi
Richard Arrow
Finance Director
(650) 344-8592
[email protected]
Yes Yes
Monterey Bay Unified Air
Pollution Control District 2016 200 Mitesh Desai
Rosa Rosales
Administrative Services Manager
(831) 718-8019
[email protected]
No N/A
Ross Valley Fire
Department 2021 190 Ahmed Badawi
Jeff Zuba
Finance & Admin. Services Director
(262) 989-2208
[email protected]
No N/A
Southern Marin Fire
Protection District 2020 160 Ahmed Badawi
Alyssa Schiffmann
Finance Manager
(415) 388-8182
[email protected]
No N/A
Alameda County Waste
Management Authority
(StopWaste)
2018 154 Mitesh
Desai
Jennifer Luong
Finance Services Manager
(510) 891-6500
[email protected]
Yes Yes
792
City of Richmond Technical Proposal
22 Special District
Client Since
Hours
Engagement
Partner
Principal Contact
Annual Comprehensive
Financial Report
GFOA Award
Single Audit
Enterprise Funds
Central County Fire
Department 2012 150 Mitesh Desai
Jan Cooke
Finance Director
(650) 375-7408
[email protected]
Yes Yes
Central Fire Protection
District of
Santa Cruz County
2018 150 Mitesh
Desai
Nancy Dannhauser
Finance Director
(831) 479-6842
[email protected]
No N/A
Port of San Luis
Harbor District 2017 150 Mitesh
Desai
Suzy Watkins
Harbor Director
(805)595-5414
[email protected]
Yes Yes X
Resource Conservation
District of Santa Cruz
County
2017 150 Mitesh
Desai
Arianne Rettinger
Director of Finance
(831) 594-8109
[email protected]
No N/A X
Santa Cruz
Regional 9 - 1 - 1 2016 150 Mitesh
Desai
Amethyst Uchida
General Manager
(831) 471-1035
[email protected]
No N/A
Marin Wildfire Prevention
Authority 2021 106 Ahmed
Badawi
Alyssa Schiffmann
Finance Manager, SMFPD
(415) 952-5859
[email protected]
No N/A
793
City of Richmond Technical Proposal
23 The City desires an audit of the financial records for the City and an expression of an opinion in accordance with generally accepted accounting principles on the fairness of presentation of financial statements for the fiscal years ending June 30, 2025 through 2027.

The Firm will:
 Express an opinion on the fair presentation of its basic financial statements which includes but is not limited to the financial statements of governmental activities, the business-type activities, each major fund and all aggregate remaining fund information in conformity with generally accepted accounting principles in the United States of America.  Express an "in-relation-to" opinion on the fair presentation of its combining and individual non-major and fiduciary fund financial statements and schedules in conformity with generally accepted accounting principles. The Firm will provide an “in-relation-to” report on the supporting schedules contained in the Annual Comprehensive Financial Report based on the auditing procedures applied during the audit of the basic financial statements and schedules.
 Provide an “in-relation-to” report on the schedule of expenditures of federal awards based on the auditing procedures applied during the audit of the financial statements.  Perform the audit in accordance with generally accepted auditing standards accepted in the United States of America, applicable to the financial audit contained in the Government Auditing Standards issued by the Comptroller General of the United States and the provisions of the Uniform Guidance, Audits of States, Local Governments and Non-Profit Organizations.
 Perform limited procedures on supplementary information required by the Government Accounting Standards Board.
 Issue the following reports, following the completion of the audit of the fiscal year’s financial statements:
 Independent Auditor’s Report on Financial Statements and Schedule of Expenditure of Federal Awards
 Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards
 Independent Auditor’s Report on Compliance with Requirements Applicable to Each Major Program and Internal Control over Compliance in Accordance with the Uniform Guidance (if required)
 Schedule of Findings and Questioned Costs (if required)  Auditor’s Communication with Those Charged with Governance  Annual Comprehensive Financial Report following the requirements and guidelines of the GFOA award program
 Successor Agency Report.
 Joint Powers Financing Authority Report
 Transportation Development Act Programs (1 program)
 State Controller Reports
 RHA Housing Authority Report
 RHA Properties, RHA Housing Corporation, RHA RAD LLC Reports  GANN Limit Reports
 RHA Capital Grant Audit
 Provide special assistance to the City as needed.
 Retain all working papers and reports at the audit firm’s expense for a minimum of 7 years.

In addition, make working papers available to the City and/or any government agency as appropriate.

Should any conditions be discovered requiring corrective action, the Firm will provide a detailed description of the findings and recommended actions as to their resolution.

Understanding
of Services to
be Provided
794
City of Richmond Technical Proposal
24 The Firm will submit a report to the City’s Council and management detailing auditor’s responsibility under generally accepted auditing standards, significant accounting policies, management judgments and accounting statements, significant audit adjustments, other information in documents containing audited financial statements, disagreements with management, management consultations with other accountants, major issues discussed with management prior to retention, difficulties encountered during the audit, and any significant deficiencies or material weaknesses found during the audit. Non-material instances of noncompliance will be reported in a separate management letter, if appropriate, along with any other observations or recommendations determined to be informative to City Management.

The Firm will be available to provide advice and counsel regarding significant matters during the year.

The Firm’s Partner and Staff welcome the opportunity to make presentations to the City Council and will be ready to respond to questions from the Council and citizens of the City.

Objectives of Our Services
The basic objective of our audit of the City is to conduct an examination of the financial statements in accordance with generally accepted auditing standards and to express our opinion on the fairness of presentation of such financial statements in conformity with generally accepted accounting principles.

Additionally, we believe that another real value of our audit lies in meeting other objectives at no additional cost. The following are other objectives of our services that have important benefits to the City:
 To offer substantive observations and recommendations relating to accounting and operating control policies and procedures.
 To identify opportunities for operating efficiencies and isolate candidate activities for cost reduction opportunities.
 To perform a professional audit in an efficient and effective way to minimize disruption to the office operations.
 To offer ongoing advisory services to assist in the running of the operation and implementation of improved operating procedures.

The engagement will be conducted within the framework of the Firm's quality control program which includes the use of audit programs, careful planning, use of computerized audit software and internal control evaluation and documentation software, and objective review procedures.

On-site staff will use Firm supplied portable computers and printers.

Audit Approach
The specific audit approach has been designed to efficiently and effectively address the audit requirements of the City, to perform the audit of the City’s financial records in a timely manner with minimal disruptions to office operations, and to meet the City’s timeline.

The audit will be conducted in accordance with:
1) Generally accepted auditing standards established by the AICPA. 2) The standards contained in Government Auditing Standards issued by the GAO. 3) Provisions of the Single Audit Act and the Uniform Guidance. 4) Requirements issued by the California State Controller’s office. 5) Other requirements as required.

Specific Audit
Approach
795
City of Richmond Technical Proposal
25 We will conduct the necessary audit steps to perform:
 Planning of the engagement
 Evaluation of the existing internal control environment to determine degree of risk of material misstatement
 Determination of degree of compliance with laws, regulations, grant provisions, and City approved policies
 Assessment of potential fraudulent issues
 Validation of account balances
 Verification of reasonableness of management estimates Technical Approach
We use an industry specific audit approach tailored to governmental entities. Our governmental audit approach addresses the special risks and circumstances of local governments. As a result, the audit is conducted efficiently and effectively with minimal disruption to your staff.

The core of our governmental technical audit approach can be summarized as follows:

1. Planning, Understanding and Communication:

Based on our previous audit experience, using the budget, organizational charts, manuals and other financial information systems and our knowledge of how governments work, we will obtain an insight to the specific concerns and sensitivities of the City. Our understanding is updated continuously through our year-round contact and communication efforts. We will agree on common audit objectives and expectations with management before audit work begins and, throughout the audit, will meet regularly with management to discuss audit issues and to gather feedback.

2. In-Depth Review of Systems and Controls:

We have developed diagnostic reviews which enable us to evaluate your systems and controls, and to provide management with constructive feedback. Combined with our knowledge of the City and understanding and experience with the City’s accounting software, our control review will form the basis of our audit risk assessment. We will utilize the COSO approach in our evaluation of the City’s internal processes to identify potential control deficiencies. In future years, we will update our understanding through similar procedures.

3. Risk-Based Customized Testing Program:

Our audit approach is tailored to governmental applications. We will use audit programs specifically designed to address the operational environment of governmental entities. Our approach will identify potential control risks and the opportunities for risk of material misstatements and fraud. We will evaluate the various risk assessments and identify the potential risks relating to the:
 Balance Sheets / Statement of Net Position
 Statement of Revenues and Expenditures / Statement of Activities  Presentation
 Disclosure
Our audit procedures will then be developed to address these risk areas.

4. Expanded Interim Fieldwork:

Timeliness and audit efficiency is enhanced by performing extensive interim work. Partners, managers and senior staff work with City staff to identify and resolve potential audit issues early. Accordingly, the amount of audit work to perform at year end is minimized. Because our audit staff is familiar with the operations before year-end fieldwork begins, disruption of accounting staff is minimized.
796
City of Richmond Technical Proposal
26 5. Smooth Transition:

Our testing program focuses on audit risks identified by our understanding of the City’s operations. We will work with the accounting staff to identify the most effective ways to address our objectives. Communication between the members of the audit engagement team and City staff will be fluid and continuous.

6. Sample Size and Sampling Techniques:

Our audit approach will include sampling activities. Population size and the level of assurance to be derived from a particular test will dictate the sample size. We use sampling in our audit approach to compliment skilled judgment and knowledge of the particular situation. Our sample size will range normally from 25 to 60 items.

7. Automated Systems:

We will evaluate controls over the IT functions to assess control risk. We intend to test controls for purposes of reliance. Our review procedures will evaluate controls over:
 Security Management
 Logical and Physical Access
 Configuration Management
 Segregation of Duties
 Contingency Planning
In addition, we will review controls over:
 Input, processing, output, master data
 Application interface
 Data management system interface
Our information Technology Specialists will evaluate the IT operating control environment.

8. Analytical Procedures:

We use analytical procedures in several aspects of our audit. Extensive knowledge and industry background are required for effective analytics, and our staff possesses the appropriate experience and knowledge for the City to benefit from these procedures.

9. Approach to be Taken in Determining Laws and Regulations Subject to Audit Test Work:

We continuously refer to specific regulations, compliance supplements, state guidelines and contracts currently in force. We perform the procedures required related to laws and regulations, using inquiries, observations and sampling techniques. Some of the laws and regulations that we believe may be applicable to the City are the requirements of the California Public Utilities Commission, Single Audit Act and other applicable laws and regulations, including the California Government Code, provisions of applicable Grant guidelines, California Constitution Gann Limit requirements, requirements of local measures, Child Care Program compliance requirements, etc.

10. Report Format:

We will meet with City Management to review report formats. Any report format changes will be made in conjunction with approval from City Management.

11. Work Plans:

The detailed work plans will be designed to efficiently and effectively address the audit requirements of the City in accordance with generally accepted auditing standards, to perform the audit of the City’s financial records in a timely manner with minimal disruptions to office operations, and to meet the City’s timeline.
797
City of Richmond Technical Proposal
27 12. Adjusting Journal Entries:

We will discuss and explain proposed audit adjusting entries with the City’s designated Finance Department personnel prior to recording. Audit adjusting entries will be provided in a format showing the lowest level of posting detail needed for data entry on the City’s general ledger system.

13. Listing of Schedules and Tables (anticipated to be prepared by the City):

Based on preliminary inquiries made with management and City staff and review of documents, we will tailor a list of schedules, tables, and other reconciliations required for the audit. We will take into account as much as possible reconciliations already prepared by the City for day to day operations and reporting, as well as any reports that are system generated to limit the need for additional City staff hours.

The following is a listing of some of the significant reconciliations and schedules that we would normally expect the City to provide to us in assisting us in conducting our fieldwork.  Trial Balance
 Annual Comprehensive Financial
Report Account Roll Up Schedules
 Budget to Actual Reports
 Bank Reconciliations
 Listing of manually prepared journal
entries posted
 Summary of Investments held by the
City
 Capital Asset Schedules
 Long Term Debt Schedules
 Debt amortization schedules &
Calculations of deferred amounts
 Calculations of any debt covenants
amounts or percentages
 Schedule of Leases
 Schedule of Expenditures of Federal
Awards
 Analysis of Deferred Inflows of
Resources and Deferred Outflows of
Resources
 Reconciliation of Receivables to
subsidiary ledgers
 Calculations for estimate of allowance
for uncollectible accounts
 Loans Receivable Schedules
 Reconciliation of Significant Revenue
Accounts
 Utility billing Registers and Fee
schedules
 Compensated Absences Schedules
and Copies of Related Policies
 Claims Payable Schedules
 Pension and OPEB Roll Forward &
Supporting Schedules
 GASB 54 Fund Balance Roll Forward
Schedule
 Interfund Transaction Schedules
798
City of Richmond Technical Proposal
28 The Firm maintains a variety of specialized software packages during the audit that enable us to perform an efficient, thorough, and timely audit and keeping time demands on City staff to a minimum.

Trial Balance Management and Financial Statement Preparation ProSystem Fx Engagement allows us to import and manage multiple years of trial balance data including budgetary information, create multiple account groupings, generate reports, post journal entries proposed during the audit (including GASB 34 conversion entries), and link information directly to the financial statements. This gives us the ability to:
 Generate immediate trend and other comparative analysis of trial balance and budget data prior to the start of the audit. This allows us to identify potential issues and make inquiries early in the audit
 Link the financial statements and footnotes prior to the start of the audit allowing us to have majority of the financial statements (including budgetary comparison schedules and other supplementary information) prepared at the time the trial balance is uploaded  Audit adjustments or City adjustments provided during the audit are automatically reflected in the financial statements
Audit Request Management and Document Exchange
CCH Engagement Organizer (“Organizer”) is a virtual “Prepared by Client (PBC) List” that streamlines the process of requesting, receiving, and keeping track of documents. The Organizer is an integrated cloud-based request list that helps to facilitate the engagement through more seamless collaboration between the Firm and our clients. By utilizing the Organizer, the City can do all of the following in one secure virtual environment:
 Attach files of any type to document requests
 Easily track the status of document requests that are either pending, completed by the City, accepted by us, or rejected by us
 Access templates and documents from us that require completion  Have multiple City staff get involved and assist in the audit process  Participate in a dialog with us for questions and notes We have found that the use of the Organizer has helped our clients be always informed as to the status of their audit, and not be surprised with new requests or follow up on outstanding requests previously provided.

Computer Aided Audit Tools (CAATs)
The Firm’s data analytics software enables our Engagement Team to perform more than 150 Computer Aided Audit Tools (or “CAATs”). CCH Teammate Analytics gives us the ability to perform advanced data analysis and increase efficiency. By utilizing this software, we can:
 Immediately visualize and analyze 100% of account populations with graphs, charts and statistics to identify anomalies
 Make fewer sample selections that are targeted to problematic areas  Quickly analyze transactional data for:
o Duplicate records
o Missing transactions
o Transaction sequence
o Unusual items
 Compare excel worksheets for changes or differences
 Generate immediate testing samples
 Perform regression analysis
 Filter and extract data from City reports
Use of
Technology in
the Audit
799
City of Richmond Technical Proposal
29 Audit Planning, Risk Assessment, and Audit Programs
Our firm utilizes CCH Knowledge Coach, which is an expert system that adapts and customizes our audit approach specifically based on the City’s structure, operating environment, specific transactions, and identified risks or matters to be addressed in the audit. The software is frequently updated for new industry trends and audit requirements. Included in the software is a continuous diagnosis of audit forms that identifies missing information, procedures, or any conflicts that need to be addressed prior to issuance of the audit report. We have found that this audit tool greatly benefits our audit clients in the following ways:
 Removal of standardized audit steps and procedures that do not add value to the audit  Targeted audit procedures focusing on risks and accounts specific to the City’s operations
 Audit is always performed in accordance with audit standards especially the risk assessment standards
 Maximizing audit efficiency having less City staff time dedicated to gathering information or responding to inquiries by focusing on material issues  Automatic self-diagnostics ensure no audit steps are missed, guaranteeing a quality audit
Research Tools
We maintain multiple research software packages that are always kept up to date to ensure compliance with accounting and auditing standards, and are also a resources for us to provide guidance to our clients. In addition to accounting and audit literature, we have access to interactive disclosure checklists that include sample footnote disclosures and financial statements.
800
City of Richmond Technical Proposal
30 2025
Period Audit Tasks
May - Planning and Administration
 The entrance conference shall be held with City staff. The purpose of this meeting will be to discuss prior audits and the interim work to be performed. This meeting will also be used to establish overall liaison for the audits and to make arrangements for work space and other needs
 Review and evaluate the City's accounting and financial reporting.

Prepare an overall memo of recommendations, potential issues, and suggestions for improvements
 Prepare overall memo to the City confirming audit procedures, timing, and assistance
 Prepare detailed audit work plan and audit programs, audit budget and staffing schedule, and list of schedules to be prepared by the City staff
 Send the Organizer to the City that will include all request items considered to be necessary for the audit
May - June - Internal Control Evaluation
 Meeting with City Manager and Department Heads of other departments with large operating budgets or which have significant federal grant expenditures
 Attending City Council meetings
 Meeting with off-site locations
 Meeting with key Finance Department personnel
 Obtain and document understanding of key internal control systems through walk-throughs, interviews of staff, and review of supporting documentation
o General ledger system
o Budgeting system
o Revenue, utility billing, accounts receivable, and cash collections
o Purchasing, expenditures, accounts payable, and cash
disbursements
o Payroll
o Federal Financial Assistance
o Other systems
 Identify control risks
 Evaluate IT control environment
 Perform testing of the internal control system and evaluate the effectiveness of the City’s systems. Select large dollar and random samples of transactions in key operating systems. Sample size to meet required level for determined degree of risk. Review supporting documentation of selected transactions, evaluate adequacy of support and approvals, and conclude on degree of adherence to accuracy and compliance with City policies  Conduct fraud assessment procedures
 Assess degree of risk for material misstatement
 Provide to the City’s management a memo concerning
management letter points and identify issues, if any
Audit
Schedule
801
City of Richmond Technical Proposal
31 2025
Period Audit Tasks
May - June - Other Tasks
 Review minutes of City Council meetings and other key committees  Perform preliminary substantive procedures, which would include tests of:
o Vendor and contractor payments
o Payroll expense
o Utility billing
o Pension and OPEB testing
o Capital asset acquisitions
o Journal entries
o Retrospective review of accounting estimates
 Financial statement database management and other setup, in addition to drafting of all necessary report templates
 Preliminary Single Audit and other compliance testing  Coordinate with City staff and prepare of all appropriate confirmation requests including:
o Bank accounts
o Investment pool accounts
o Accounts receivable
o Federal grants
o Revenue from governmental agencies
o Bond and other debts
o Pension plan
o Attorney letters
o Others, as required
 Update the Organizer with any additional requests that will be needed for the City's audit
 Provide the City with audit plan and list of year-end audit schedules  Hold progress conference with City Management
 Hold exit conference with City Management
October –
November
- Final Fieldwork
 Entrance conference with City Management
 Follow-up on all outstanding confirmations
 Verify and validate account balances by reviewing supporting documentation including invoices, vouchers, council resolutions, minutes, and other documents, as required
 Perform analytical review of revenue and expenditures. Determine reason for material differences between budget and actual  Perform a search for unrecorded liabilities by reviewing disbursements subsequent to June 30, testing terms of contractual obligations, and interviewing City staff
 Perform review of subsequent events by discussions with City Management and update all minutes of City Council and key committees
802
City of Richmond Technical Proposal
32 2025
Period Audit Tasks
- Single Audit Compliance
 Entrance conference with City Management
 Obtain Federal Financial Assistance Schedule
 Determine grants to be considered as major programs including clusters
 Perform audit tests of major grant programs and compliance with Federal Law and Regulations
 Review grant documents, select sufficient number of transactions to test for compliance of Federal Requirements
 Coordinate Single Audit efforts with the Financial Audit efforts  Communicate findings to City Management
 Other Compliance
November -
December
- Audit Reports
 Complete drafts of City’s Annual Comprehensive Financial Report  Prepare draft of Single Audit Reports concerning internal control structure, compliance with laws and regulations, and administering of federal financial assistance programs
 Prepare other reports as required
 Provide revised final drafts of all required reports to the City for approval
December - Final City Audit Reports, Financial Statements, Single Audit Reports, and other reports delivered
- Final Richmond Housing Authority for the years ended June 30, 2020 and 2021 delivered by no later than December 2025 *** January 2026 - Audit Presentation to Council (if requested) - State Controller’s Reports delivered and submitted
- Single Audit Report package submitted to Federal Audit Clearinghouse
*** Note: due to the delay in commencement of work on the RHA audits agreed to pursuant to the initial audit contract between the Firm and the City, the proposed timeline above includes completion of the fiscal year 2020 and 2021 RHA audits by no later than December 2025.

Subsequently, the RHA audits for fiscal years 2022-2024 and 2025-2027 will be completed during the city’s 2026 and 2027 audit years, respectively, with all the RHA audit reports delivered by no later than June 30, 2028.

Estimated Hours by Audit Phase
Position Planning
Interim
Fieldwork
Year End
Fieldwork Reporting Total
Partner 40 55 104 35 234
Audit Manager 29 140 124 52 345
Audit Senior 14 161 297 83 555
Professional Audit Staff - 323 610 81 1,014
IT Specialist - 52 - - 52
Administrative Assistant 32 9 44 53 138
Total 115 740 1,179 304 2,338
803
City of Richmond Technical Proposal
33 Identification of Anticipated Potential Audit Problems We do not anticipate that there will be any audit problems at the City. However, the following are some areas that we will carefully investigate and monitor during our audit procedures:
 Financial Reporting:
 Review and evaluate that the City’s Annual Comprehensive Financial Report is in compliance with current reporting and disclosures requirements issued by the GASB and GFOA.
 Review the Annual Comprehensive Financial Report for financial reporting conformance awards issued by CSMFO and GFOA.
 Review and evaluate degree of compliance with the various GASBs in effect.  Review degree of compliance with infrastructure obligations and regulatory provisions.  Internal Control Structure:
 Review and evaluate the City’s internal control functions and ascertain compliance with proper internal control philosophies.
 Review computer system processes and controls and evaluate adequacy of the control environment.

Several new GASB pronouncements will become effective over the time period of this proposal.

As such, specific attention will be provided to determine the proper implementation of these new pronouncements. A list of known new pronouncements with implementation dates that fall within this proposal period are as follows:
2025
 Statement 101 – Compensated Absences
 Statement 102 – Certain Risk Disclosures
2026
 Statement 103 – Financial Reporting Model Improvements A client relationship with the City will be of great value to our Firm and we welcome the opportunity to develop a long-term relationship with the City. We are committed to:
 Rendering the highest standard of service
 Developing a long-term working relationship dedicated to meeting the needs of the City  Assisting the City in operational issues
 Producing a quality end-product
We have the technical qualifications and experience to provide the level of service desired and expected by the City and stand ready to provide our knowledge and experience for the benefit of your organization.

We would like to express our appreciation to the City and to its Staff for allowing us the opportunity to submit a proposal to perform professional auditing services. We are available, at your convenience, to discuss any aspects of our proposal.

Thank you for allowing us to present our Firm to you.
* * * * * * * * * * * * * * * * *

Discussion of
Relevant
Accounting
Issues
Conclusion
804
City of Richmond Technical Proposal
34 References
1) City of Berkeley
 Scope of Work: Annual Comprehensive Financial Report, Single Audit, SAS 114, Gann Limit, Measure B/BB/F (Alameda County), TDA Audit, RDA Successor Agency  Engagement Partner: Ahmed Badawi (2008 – 2019), Mitesh Desai (2020 - Present)  Address: 2180 Milvia Street, Berkeley, CA 94704
 Principal Contact:

Mr. Henry Oyekanmi
Finance Director
(510) 981-7332
[email protected]
2) City of San Luis Obispo
 Scope of Work: Annual Comprehensive Financial Report, Single Audit, SAS 114, Gann Limit, Whale Rock Commission
 Engagement Partner: Ahmed Badawi (2019 – Present)
 Address: 990 Palm Street, San Luis Obispo, CA 93401
 Principal Contact:

Ms. Emily Jackson
Finance Director
(805) 781-7125
[email protected]
3) City of Lafayette
 Scope of Work: Annual Comprehensive Financial Report, Single Audit, SAS 114, Gann Limit, TDA, Lamorinda Fee and Finance Authority Report, Lamorinda School Bus Transportation Agency Report, State Controller’s Report  Engagement Partner: Ahmed Badawi (2020 – Present)
 Address: 3675 Mount Diablo Blvd., #210, Lafayette, CA 94549  Principal Contact:

Ms. Jennifer Wakeman
Assistant Administrative Services Director
(925) 299-3213
[email protected]
4) City of Dublin
 Scope of Work: Annual Comprehensive Financial Report, Single Audit, SAS 114, Gann Limit, Measure B/BB/F (Alameda County), TDA, State Controller’s Reports  Engagement Partner: Ahmed Badawi (2018 – 2022), Mitesh Desai (2023 - Present)  Address: 100 Civic Plaza, Dublin, CA 94568
 Principal Contact:

Mr. Jay Baksa
Finance Director
(925) 833-6648
[email protected]
5) City of Antioch
 Scope of Work: Annual Comprehensive Financial Report, Single Audit, SAS 114, Gann Limit, Antioch Public Financing Authority, Antioch Area Public Facilities Financing Agency
 Engagement Partner: Ahmed Badawi (2005 – 2019), Mitesh Desai (2020 - Present)  Address: Third and H Streets, Antioch, CA 94509
 Principal Contact:

Ms. Dawn Merchant
Finance Director
(925) 779-6135
[email protected]
Appendix
805
City of
Richmond

SEALED DOLLAR COST BID PROPOSAL
For Professional Auditing Services for
the City of Richmond
For fiscal years ending June 30, 2025 through 2027.

August 26, 2024
Contact Person:

Ahmed Badawi, CPA
Badawi & Associates
Certified Public Accountants
2855 Telegraph Avenue, Suite 312
Berkeley, CA 94705
Phone: (510) 768-8244
Fax: (510) 768-8249
E-mail: [email protected]
806
807
City of Richmond Cost Proposal
1 Name of Firm and Certification
Name of Firm: Badawi & Associates
Address: 2855 Telegraph Avenue, Suite 312
City, State, Zip: Berkeley, CA 94705
Contact Name: Ahmed Badawi
Contact Telephone Number(s): 510-768-8244
Contact Fax Number(s): 510-768-8249
Contact E-mail Address: [email protected]
I, the undersigned, certify I am duly authorized to represent the above named firm and am empowered to submit this bid. In addition, I certify I am authorized to contract with the City of Richmond on behalf of the above named firm. The Firm will honor the prices listed in this proposal for 180 days from the submittal deadline.

President August 26, 2024
Signature Title Date
Ahmed Badawi
Name

808
City of Richmond Cost Proposal
2 Schedule of Professional Fees

NOT TO EXCEED PRICE FOR PROPOSED SERVICES SCHEDULE
Note on RHA Capital Grant Audits: In addition to the fees listed above, the Firm will also perform RHA Capital Grant Audits for each of the eight (8) fiscal years from 2014 to 2021. The cost for each such annual audit will be $1,000 per grant year for each year where a disclaimer of opinion is issued and $2,500 for each year an opinion is issued, respectively.

I hereby certify that the undersigned is authorized to represent the firm stated above, and empowered to submit this bid, and if selected authorized to sign a contract with the City.

Firm Name: Badawi & Associates
Signature:

Printed Name: Ahmed Badawi
Title: President Date: August 26, 2024
2024-25 2025-26 2026-27
City Audit, including ACFR / Prop 111 / Management Letter 1,502 204,850 $ 210,996 $ 217,326 $ Audit of Successor Agency Footnote Disclosures 82 11,140 11,474 11,818 Joint Powers Financing Authority Financial 108 14,755 15,198 15,654 Single Audit Act Report (6 programs) 388 52,955 54,544 56,180 Transportation Development Act Programs (1 program) 37 5,080 5,232 5,389 Annual Report of City Financial Transactions to State
Controller, Municipal Sewer District, Joint Powers Financial Authority, Policy and Firemen’s Pension Plan, Garfield
Pension Plan, and General Pension Plan. 86 11,805 12,159 12,524 Web-ready PDF of ACFR with linked table of contents. - - - - Housing Authority, RHA Properties and its affiliated Entities 101 13,750 14,163 14,588 Housing Authority Single Audit & REAC (2 Programs) 34 4,595 4,733 4,875 Total All Inclusive Maximum Price 2,338 318,930 $ 328,499 $ 338,354 $ Basic Reports to Be Issued
2025
Hours
Hours Rates Hours Rates Hours Rates
Partner 234 300 $ 244 310 $ 244 320 $
Audit Manager 345 225 345 230 345 235
Audit Senior 555 175 581 180 580 185
Professional Audit Staff 1,014 125 976 130 975 135
IT Specialists 52 225 52 230 52 235
Administrative Assistant 138 100 138 105 138 110
Total Hours 2,338 2,336 2,334
Total Cost
Discount
Total not to exceed fees
Position
2024-25 2025-26 2026-27
$ 412,900 397,200 $ 425,480 $
(84,401) (78,270) (87,126)
$ 328,499 318,930 $ 338,354 $
809
City of Richmond Cost Proposal
3 Manner of Payment:

Each Engagement Team member maintains detailed time sheets describing work performed, date of work, and amount of time spent on each task for the Engagement. The Firm will bill the City after completion of each phase of the audit and bill the City up to a maximum of 90%. The remaining 10% of the proposal amount will not be due until all final reports are delivered and accepted by the City. The City can anticipate three billings as follows:

Work Performed
% of Proposal
Amount
For interim work 45%
For year-end work 45%
At presentation and acceptance of final reports 10%
Total 100%

Rates for Additional Professional Services:

Any services outside the scope of our engagement will be promptly identified before the services are rendered. Upon mutual agreement, the out-of-scope services will be separately billed at our standard hourly rates. While it can be difficult to simply state hourly rates, as often times the needs of the client and the specific tasks directly impact the billing rates for our services, we want to provide the following information regarding our published billing rates:

Position Hourly Rate
Partner $ 300
EQR 300
Manager 225
Senior 175
Staff 125
I.T. 225
Admin. 100

Our Standard Hourly Rates are adjusted annually by 3% for Cost of Living and Inflation Adjustments Conclusion:

A client relationship with the City will be of great value to our Firm and we welcome the opportunity to develop a longterm relationship with the City. We are committed to:
* Rendering the highest standard of service.
* Developing a long-term working relationship dedicated to meeting the needs of the City. * Assisting the City in operational issues.
* Producing a quality end-product.

We have the technical qualifications and experience to provide the level of service desired and expected by the City and stand ready to provide our knowledge and experience for the benefit of your organization.

Thank you for allowing us to present our Firm to you.
* * * * * * * * * * * * * * * * *
810

CITY OF RICHMOND

CONTRACT AMENDMENT
Department: Project Manager:

Project Manager E-mail: Project Manager Phone No:

P.R. No: Vendor No: P.O./Contract No:

Description of Services:

Amendment No. ___ modifies the: (2nd or subsequent amendments attach Amendment History page)

Term, Payment Limit and Service Plan
Payment Limit and Service Plan

Term and Service Plan
Service Plan
The parties to this Contract Amendment do mutually agree and promise as follows:

1. Parties. The parties to this Contract Amendment are the City of Richmond, California, a municipal corporation (City), and the following named Contractor:

Company Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No: / Expiration Date:

A California [ ] corporation, [ ] limited liability corporation [ ] general partnership, [ ] limited partnership, [ ] individual, [ ] non-profit corporation, [ ] individual dba as [specify:]
[ ] other [specify:]

2. Purpose. This Contract Amendment is being entered into to amend the Contract between City and Contractor which was approved by the City Council of the City of Richmond or executed by the City Manager on , which original term commenced on and terminates with an original
contract payment limit of $ . Said contract shall hereinafter be referred to as the "Original Contract" and is incorporated herein by reference.

3. Original Contract Provisions. The parties hereto agree to continue to abide by those terms and conditions of the Original Contract, and any amendments thereto, which are unaffected by this Contract Amendment.

Finance Department Jerry Chak [email protected] (510) 620-6569 14373 5117 Annual financial audits service for the City of Richmond and Richmond Housing Authority for the fiscal years ending June 30, 2025 through June 30,2027.
✔
3 Badawi & Associates
2855 Telegraph Avenue, Suite 312 Berkeley, CA 94705 Ahmed Badawi (510) 768-8244 [email protected] 40059976 December 31, 2024 ✔ April 20, 2020 July 1, 2020 June 30, 2023 910,820.00
811
Contract Amendment/EJ/TE 09-26-07

4. Amendment Provisions. This Contract Amendment is subject to the Amendment Provisions attached hereto, which are incorporated herein by reference, and which control over any conflicting provisions of the Original Contract, or any amendment thereto.

5. City of Richmond Business License Active Status Maintained. Pursuant to Municipal Code Section 7.04.030, the Contractor must maintain its City of Richmond business license for this Contract Amendment to be deemed to be in effect.

6. Insurance Coverage Updated and Maintained. Pursuant to the Original Contract, the Contractor shall provide the City with updated insurance certificates, and the Contractor shall maintain insurance coverage, for this Contract Amendment to be deemed to be in effect.

7. Signatures. These signatures attest the parties’ agreement hereto:

CITY OF RICHMOND, CALIFORNIA
a municipal corporation
By _______________________
Title:

I hereby certify that the Original Contract
and this Amendment have been approved
by the City Council or executed by the City
Manager.

By _______________________
City Clerk
Approved as to form:

By_______________________
City Attorney
List of Attachments:

1. Amendment Provisions

2. Updated Insurance Certificates
CONTRACTOR:
______________________________
(*The Corporation Chairperson of the Board, President or Vice-President should sign on the line below.)
By____________________________
Title:________________________
(*The Corporation Chief Financial Officer, Secretary or Assistant Secretary should sign on the line below.)
By:___________________________
Title:________________________
(NOTE: Pursuant to California Corporations
Code Section 313, if Contractor is a
corporation or nonprofit organization, this
Contract (1) should be signed by the
Chairperson of the Board, President or
Vice-President and the Chief Financial
Officer, Secretary or Assistant Secretary; (2)
should have both signatures conform to
designated representative groups pursuant
to Corporations Code Section 313.

Badawi & Associates 812
Contract Amendment between the City of Richmond and
Amendment No. P.O./Contract No.

AMENDMENT PROVISIONS (TERM, PAYMENT LIMIT AND SERVICE PLAN)

1. Paragraph 2 (Term) of the Original Contract is hereby amended to extend the Contract term. Paragraph 2 of the Original Contract is amended to read as follows:
"2. Term. The effective date of this Contract is
____________________________________________________________ (Insert original contract commencement date)
and it terminates
___________________________________________________.
(Insert new contract termination date)
unless sooner terminated as provided herein."

2. Paragraph 3 (Payment Limit) of the Original Contract is hereby amended to increase the payment limit by $ . Paragraph 3 of the Original Contract is amended to read as follows:
"3. Payment Limit. City's total payments to Contractor under this Contract shall not exceed $ including expenses."
“The City of Richmond shall not pay for services that exceed the Contract Payment Limit without the prior written approval of the City Manager if the total Contract amount does not exceed $10,000 or without the prior approval of the City Council if the total Contract amount is over $10,000.”

3. The Service Plan (Exhibit A) of the Original Contract is hereby amended to include the following tasks and/or services:

Contract Amendment/EJ/TE 9-26-07
3 5117
Badawi & Associates
July 1, 2020 June 30, 2028 1,005,783.00 2,554,153.00
Contractor shall conduct annual financial audits service for the City of Richmond and Richmond Housing Authority for the fiscal years ending June 30, 2025 through June 30,2027. Contractor shall conduct capital grant audits for eight fiscal years from 2014 to 2021 for the Richmond Housing Authority.
813
Contract Amendment between the City of Richmond and
Amendment No. P.O./Contract No.

AMENDMENT PROVISIONS (AMENDMENT HISTORY)
The first Contract Amendment was approved by City Council of the City of Richmond or executed by the City Manager on for one or more of the
following provisions (check those that apply):

Increased contract payment limit by $ ________________for a payment limit not to exceed $ _________________________.

Term Amendment (insert new termination date):________________________

Service Plan
The second Contract Amendment was approved by City Council of the City of Richmond or executed by the City Manager on for one or more of the following provisions (check those that apply):

Increased contract payment limit by $ ________________for a payment limit not to exceed $ _________________________.

Term Amendment (insert new termination date):________________________

Service Plan
The third Contract Amendment was approved by City Council of the City of Richmond or executed by the City Manager on for one or more of the
following provisions (check those that apply):

Increased contract payment limit by $ ________________for a payment limit not to exceed $ _________________________.

Term Amendment (insert new termination date):________________________

Service Plan
The fourth Contract Amendment was approved by City Council of the City of Richmond or executed by the City Manager on for one or more of the following provisions (check those that apply):

Increased contract payment limit by $ ________________for a payment limit not to exceed $ _________________________.

Term Amendment (insert new termination date):________________________

Service Plan
The fifth Contract Amendment was approved by City Council of the City of Richmond or executed by the City Manager on for one or more of the
following provisions (check those that apply):

Increased contract payment limit by $ ________________for a payment limit not to exceed $ _________________________.

Term Amendment (insert new termination date):________________________

Service Plan
3 5117
Badawi & Associates
July 11, 2023 619,550.00 1,530,370.00 June 30, 2025 ✔
✔
✔ 18,000.00 1,548,370.00 1,548,370.00 1,548,370.00 1,548,370.00 ✔ 814

CITY OF RICHMOND

CONTRACT AMENDMENT
Department: Project Manager:

Project Manager E-mail: Project Manager Phone No:

P.R. No: Vendor No: P.O./Contract No:

Description of Services:

Amendment No. ___ modifies the: (2nd or subsequent amendments attach Amendment History page) Term, Payment Limit and Service Plan Payment Limit and Service Plan Term and Service Plan Service Plan
The parties to this Contract Amendment do mutually agree and promise as follows:

1. Parties. The parties to this Contract Amendment are the City of Richmond, California, a municipal corporation (City), and the following named Contractor:

Company Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No: / Expiration Date:

Finance Department Jerry Chak
[email protected] (510) 620-6569
14373 5117
Audit service for the City of Richmond's California Violence Intervention and Prevention Grant Program, administered by Board of State and Community Corrections, for the period from October 1, 2020, to June 30, 2023. 2 Badawi & Associates
2855 Telegraph Avenue, Suite 312
Berkeley, CA 94705
Ahmend Badawi
(510) 768-8244 [email protected]
40059976 December 21, 2023
July 11, 2023
July 1, 2020 June 30, 2025
1,530,370.00
815
Contract Amendment/EJ/TE 09-26-07

7. Signatures. These signatures attest the parties’ agreement hereto:

CITY OF RICHMOND, CALIFORNIA
a municipal corporation
By _______________________
Title:

I hereby certify that the Original Contract
and this Amendment have been approved
by the City Council or executed by the City
Manager.

By _______________________
City Clerk
Approved as to form:

By_______________________
City Attorney
List of Attachments:

1. Amendment Provisions

2. Updated Insurance Certificates
CONTRACTOR: ______________________________
(*The Corporation Chairperson of the Board, President or Vice-President should sign on the line below.)
By____________________________
Title:________________________
(*The Corporation Chief Financial Officer, Secretary or Assistant Secretary should sign on the line below.)
By:___________________________
Title:________________________
(NOTE: Pursuant to California Corporations
Code Section 313, if Contractor is a
corporation or nonprofit organization, this
Contract (1) should be signed by the
Chairperson of the Board, President or
Vice-President and the Chief Financial
Officer, Secretary or Assistant Secretary; (2)
should have both signatures conform to
designated representative groups pursuant
to Corporations Code Section 313.

Badawi & Associates
816
Contract Amendment between the City of Richmond and
Amendment No. P.O./Contract No.

AMENDMENT PROVISIONS (PAYMENT LIMIT AND SERVICE PLAN)

1. Paragraph 3 (Payment Limit) of the Original Contract is hereby amended to increase the payment limit by $ . Paragraph 3 of the Original Contract is amended to read as follows:
"3. Payment Limit. City's total payments to Contractor under this Contract Amendment shall not exceed $ including expenses."
“The City of Richmond shall not pay for services that exceed the Contract Payment Limit without the prior written approval of the City Manager if the total Contract amount does not exceed $10,000 or without the prior approval of the City Council if the total Contract amount is over $10,000.”

2. The Service Plan (Exhibit A) of the Original Contract is hereby amended to include the following tasks and/or services:

Contract Amendment/EJ/TE 9-26-07
Badawi & Associates
2 5117
18,000.00
1,566,370.00
Contractor shall conduct an audit of the City of Richmond's California Violence Intervention and Prevention Grant Program, administered by Board of State and Community Corrections, for the period from October 1, 2020, to June 30, 2023.
817
Contract Amendment between the City of Richmond and
Amendment No. P.O./Contract No.

Increased contract payment limit by $ ________________for a payment limit not to exceed $ _________________________.

Term Amendment (insert new termination date):________________________ Service Plan
The second Contract Amendment was approved by City Council of the City of Richmond or executed by the City Manager on for one or more of the following provisions (check those that apply):

Increased contract payment limit by $ ________________for a payment limit not to exceed $ _________________________.

Term Amendment (insert new termination date):________________________ Service Plan
The third Contract Amendment was approved by City Council of the City of Richmond or executed by the City Manager on for one or more of the
following provisions (check those that apply):

Increased contract payment limit by $ ________________for a payment limit not to exceed $ _________________________.

Term Amendment (insert new termination date):________________________ Service Plan
The fourth Contract Amendment was approved by City Council of the City of Richmond or executed by the City Manager on for one or more of the following provisions (check those that apply):

Increased contract payment limit by $ ________________for a payment limit not to exceed $ _________________________.

Term Amendment (insert new termination date):________________________ Service Plan
The fifth Contract Amendment was approved by City Council of the City of Richmond or executed by the City Manager on for one or more of the
following provisions (check those that apply):

Increased contract payment limit by $ ________________for a payment limit not to exceed $ _________________________.

Term Amendment (insert new termination date):________________________ Service Plan
Badawi & Associates
2 5117
July 11, 2023
1,530,370.00
June 30, 2025
18,000.00
1,548,370.00
1,548,370.00
1,548,370.00
1,548,370.00
818

CITY OF RICHMOND

CONTRACT AMENDMENT
Department: Project Manager:

Project Manager E-mail: Project Manager Phone No:

P.R. No: Vendor No: P.O./Contract No:

Description of Services:

Amendment No. ___ modifies the: (2nd or subsequent amendments attach Amendment History page)

Term, Payment Limit and Service Plan
Payment Limit and Service Plan

Term and Service Plan
Service Plan
The parties to this Contract Amendment do mutually agree and promise as follows:

1. Parties. The parties to this Contract Amendment are the City of Richmond, California, a municipal corporation (City), and the following named Contractor:

Company Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No: / Expiration Date:

Finance Department Jerry Chak [email protected] (510) 620-6569 14373 5117 Annual audits for the fiscal years ending June 30, 2023 and June 30, 2024. ✔
1 Badawi & Associates
2855 Telegraph Avenue, Suite 312 Berkeley, CA 94705 Ahmed Badawi (510) 768-8244 [email protected] 40059976 December 31, 2023 ✔ April 2, 2020 July 1, 2020 June 30, 2023 910,820.00
DocuSign Envelope ID: FA0A8C27-0847-482E-BD69-D03F1AD80084 819
Contract Amendment/EJ/TE 09-26-07

7. Signatures. These signatures attest the parties’ agreement hereto:

CITY OF RICHMOND, CALIFORNIA
a municipal corporation
By _______________________
Title:

I hereby certify that the Original Contract
and this Amendment have been approved
by the City Council or executed by the City
Manager.

By _______________________
City Clerk
Approved as to form:

By_______________________
City Attorney
List of Attachments:

1. Amendment Provisions

Badawi & Associates
DocuSign Envelope ID: FA0A8C27-0847-482E-BD69-D03F1AD80084 President
Mayor
820
Contract Amendment between the City of Richmond and
Amendment No. P.O./Contract No.

AMENDMENT PROVISIONS (TERM, PAYMENT LIMIT AND SERVICE PLAN)

3. The Service Plan (Exhibit A) of the Original Contract is hereby amended to include the following tasks and/or services:

Contract Amendment/EJ/TE 9-26-07
1 5117 July 1, 2020 June 30, 2025 619,550.00 1,530,370.00 Badawi & Associates
Contractor shall conduct the annual audits for the fiscal years ending June 30, 2023 and June 30, 2024 of the City of Richmond's (including Successor Agency footnotes) and Richmond Housing Authority's (including RHA Properties and its affiliated entities) financial statements and Single Audits, Joint Powers Financing Authority Financial Statements, Annual Report of City Financial Transactions to State Controller, Management and Internal Control Recommendations and agreed upon procedures report to comply with HUD Real Estate Assessment Center (REAC). If required, Badawi & Associates shall also perform compliance audits of the City's Transportation Development Act Grants.

DocuSign Envelope ID: FA0A8C27-0847-482E-BD69-D03F1AD80084 821
Contract Amendment between the City of Richmond and
Amendment No. P.O./Contract No.