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Staff Report - Professional Services Agreement for the Envision Broadway in Oak Park Project (T15225000)

Sacramento City Council
May 2, 2023

Document
Staff Report - Professional Services Agreement for the Envision Broadway in Oak Park Project (T15225000)
Meeting
May 2, 2023
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Sacramento City Council
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3
Original file
17.1 MB
Text extracted from the city's file for reading and search. Open the original on sacramento.granicus.com. That file is the official record.

City of Sacramento
City Council - 5PM Report
915 I Street Sacramento, CA 95814
www.cityofsacramento.org
File ID: 2023-00348 5/2/2023 Consent Item 8.

Professional Services Agreement for the Envision Broadway in Oak Park Project (T15225000) File ID: 2023-00348
Location: District 5, Represented by Councilmember Maple Recommendation: Pass a Motion: 1) authorizing the City Manager or the City Manager’s designee to execute a Professional Services Agreement for an amount not to exceed $712,413 with Mark Thomas & Company Inc. for preliminary engineering and environmental approvals of the Envision Broadway in Oak Park Project (T15225000).

Contact: Stephanie Saiz, Assistant Civil Engineer (916) 808-6808, [email protected]; Department of Public Works; Department of Public Works; Ofelia Avalos, Engineering Services Manager (916) 808-5054, [email protected], Department of Public Works Presenter: None
Attachments:
1-Description/Analysis
2-Professional Services Agreement
Additional Description/Analysis
Issue Detail: The Envision Broadway in Oak Park Project (T15225000) will improve safety and connectivity for bicyclists and pedestrians on Broadway between State Route 99 and Martin Luther King Jr. Boulevard.

In August of 2022, a solicitation for professional services was advertised to competitively select a consulting firm to manage the delivery of the preliminary engineering, environmental clearance, and the final design, through a two-tiered contract. The panel was comprised of Public Works staff and included qualified engineering, planning, and traffic operations staff who reviewed and ranked the proposals. Mark Thomas & Company, Inc. was determined as the highest-ranked consulting firm to perform the required services. Staff has completed negotiations and recommends executing a

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File ID: 2023-00348 5/2/2023 Consent Item 8.
professional services agreement for preliminary engineering and environmental documentation with Mark Thomas & Company, Inc. in an amount not to exceed $712,413. The procurement process allows Mark Thomas & Company, Inc. to perform the preliminary engineering/environmental documentation phase (PA/ED).

Upon satisfactory completion of the PA/ED phase, at the City’s discretion, staff may return to the City Council to award a supplemental agreement for the preparation of plans, specifications, and estimates.

Policy Considerations: The actions requested herein are consistent with the City’s goals of improving and expanding public safety, creating walkable communities, and enhancing overall livability. Specific goals the project addresses are as follows:

M 1.2.1 - Multimodal Choices: The City shall develop an integrated, multimodal transportation system that improves the attractiveness of walking, bicycling, and riding transit over time to increase travel choices and aid in achieving a more balanced transportation system and reducing air pollution and greenhouse gas emissions.

M 5.1.14 - Encourage Bicycle Use: The City shall encourage bicycle use in all neighborhoods, especially where short trips are common.

Economic Impacts: None.

Environmental Considerations:

California Environmental Quality Act (CEQA): Approval and execution of a professional services agreement for design and environmental review of a project is an administrative activity of the City, and is not a “project” as defined in CEQA. CEQA Guidelines section 15378(b)(2); 15060(c)(3). Appropriate CEQA and National Environmental Policy Act (NEPA) review will take place as part of project development
and approval.

National Environmental Policy Act (NEPA): The project has been awarded federal funding, and accordingly, appropriate NEPA review will take place as part of project development. The California Department of Transportation (Caltrans) is the lead agency for NEPA compliance.

Sustainability: The project is consistent with sustainability goals of promoting walking by developing a universally accessible, safe, convenient, integrated, and well-connected pedestrian system. Transportation is also responsible for 57% of Sacramento’s local greenhouse gas emissions, the single largest sector. Providing safe and bikeable transportation alternatives helps to reduce single-occupant vehicle use and encourages active modes of transportation. Advancing

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File ID: 2023-00348 5/2/2023 Consent Item 8.
active transportation goals supports attainment of the City’s goal of achieving carbon neutrality by 2045.

Commission/Committee Action: Committee and Commission presentations will take place as part of the project development.

Rationale for Recommendation: Envision Broadway in Oak Park will promote mobility for all travel modes including bicyclists, pedestrians, and transit users.

On August 5, 2022, the Department of Public Works advertised a Request for Proposals for the competitive selection of a consultant firm. Three firms responded:
· Mark Thomas & Company, Inc.
· Michael Baker International
· WSP
A panel of City staff from the Department of Public Works reviewed and evaluated the consultant teams’ written proposals based upon experience, qualifications, project understanding, and work plan among other factors. Three teams were asked to interview: Mark Thomas & Company, Inc, Michael Baker International, and WSP. Based on the interview and proposal, Mark Thomas & Company, Inc. was recommended as the top ranked firm.

Approval by the City Council is required to execute a Professional Services Agreement with Mark Thomas & Company, Inc.

Financial Considerations: The estimated project cost to complete the preliminary engineering phase is approximately $950,000. There is sufficient funding in the Envision Broadway in Oak Park Project (T15225000) to execute the Professional Services Agreement with Mark Thomas & Company, Inc. for a not-to-exceed amount of $712,413 and to complete the preliminary engineering phase.

There are no General Funds currently allocated for this project.

Local Business Enterprise (LBE): This is a federally funded project, therefore the City’s LBE policy is held in abeyance. Disadvantaged Business Enterprise (DBE) federal policy applies. Mark Thomas & Company, Inc. pledged to meet or exceed the 20% DBE goal for this project.

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LC

Form Approved by City Attorney 9-1-2020 Page 1
CONTRACT #: CONTRACT NAME:Envision Broadway in Oak ParkCONTRACT PROJECT #: T15225000 DEPARTMENT: Public Works DIVISION: Engineering Services CITY OF SACRAMENTO PROFESSIONAL SERVICES AGREEMENT FOR ARCHITECTS, LANDSCAPE ARCHITECTS, ENGINEERS, AND LAND SURVEYORS THIS CONTRACTis made at Sacramento, California, by and between the CITY OF SACRAMENTO, a charter city and municipal corporation (“CITY”), and Mark Thomas & Company, Inc. 701 University Ave, Suite 200, Sacramento, CA 95825 Phone: 916.501.5515 /Fax/E-mail: [email protected] (“CONTRACTOR”), as of the Effective Date, as defined below. The City and Contractor agree as follows: 1. Effective Date. This Contract shall be effective beginning May 2, 2023. 2. Contract Documents. All exhibits and documents attached or referred to in this Contract are incorporated as if set forth herein, Including Exhibit A (titled “Scope of Services”) and Exhibit B (titled “Payment”). If there is a conflict between the terms and conditions of any document prepared or provided by the Contractor and made a part of this Contract and the other terms or conditions of the Contract, the other terms and conditions of the Contract control. 3. Services. Subject to the terms and conditions set forth in this Contract, CONTRACTOR shall provide to CITY the services described in Exhibit A (“Services”). CONTRACTOR will not be compensated for services outside the scope of Exhibit A (“Additional Services”) unless, before providing Additional Services: (a) CONTRACTOR notifies CITY and CITY agrees that the Additional Services are outside the scope of Exhibit A; (b) CONTRACTOR estimates the additional compensation required for these Additional Services; and (c) CITY, after notice, approves in writing a Supplemental Contract specifying the Additional Services and the amount of additional compensation to be paid Contractor. CITY will have no obligations whatsoever under this Contract or any Supplemental Contract, unless and until this Contract or any Supplemental Contract is approved by the City as required by the Sacramento City Code. As used in this Contract, the term “Services” includes both Services and Additional Services as applicable.

Form Approved by City Attorney 9-1-2020 Page 2

4.Payment.CITY shall pay CONTRACTOR at the times and in the manner set forth in Exhibit B. CONTRACTOR shall submit all invoices to CITY in the manner specified in Exhibit B. 5. Facilities and Equipment. Except as set forth below, CONTRACTOR shall, at its sole cost and expense, furnish all facilities and equipment required for CONTRACTOR to perform this Contract. CITY shall furnish to CONTRACTOR only the facilities and equipment listed below, if any. 6. Insurance. Contractor shall, at its sole cost and expense, maintain the insurance coverage described in the attached Exhibit C. 7. General Conditions. Contractor shall comply with the terms and conditions set forth in the attached Exhibit D. 8. Additional Requirements for Surveying, Material Testing, and Inspection Services. If this Contract includes any land surveying, material testing, or inspection services provided for a City construction project, during the design, pre-construction, construction, or post-construction phases of the project, the Contractor and any subcontractor or subconsultant performing any such services shall comply with the provisions specified in Exhibit E. 9. Non-Discrimination in Employee Benefits. This Contract may be subject to Sacramento City Code chapter 3.54, Non- Discrimination in Employee Benefits by City Contractors. A summary of the requirements, entitled "Requirements of the Non-Discrimination in Employee Benefits Code (Equal Benefits Ordinance),” can be viewed at: https://www.cityofsacramento.org/Finance/Procurement/Contract-Ordinances. Contractor acknowledges and represents that Contractor has read and understands the requirements and shall fully comply with all applicable requirements of Sacramento City Code chapter 3.54. If requested by City, Contractor shall promptly provide any documents and information required by City to verify Contractor's compliance. Contractor's violation of Sacramento City Code chapter 3.54 constitutes a material breach of this Contract, for which the City may terminate the Contract and pursue all available legal and equitable remedies. 10. Considering Criminal Conviction Information in the Employment Application Process. This Contract may be subject to the requirements of Sacramento City Code chapter 3.62, Procedures for Considering Criminal Conviction Information in the Employment Application Process. A summary of the requirements, entitled “Ban-The-Box Requirements,” can be viewed at: https://www.cityofsacramento.org/Finance/Procurement/Contract-Ordinances. The Ban-The-Box Requirements are applicable to certain contracts with the City in an amount of $250,000 or more (either initial value or total value after amendment) or if the total value of all Contractor's contracts with the City is $250,000 or more over a 12-month period.

Form Approved by City Attorney 9-1-2020 Page 3
Contractor acknowledges and represents that Contractor has read and understands theserequirements and shall fully comply with all applicable requirements of Sacramento City Codechapter 3.62. If requested by City, Contractor shall promptly provide any documents and information required by City to verify Contractor's compliance. Contractor shall require applicable subcontractors to fully comply with all applicable requirements of Sacramento City Code chapter 3.62 and include these requirements in all subcontracts covered by Sacramento City Code chapter 3.62. Contractor's violation of Sacramento City Code chapter 3.62 constitutes a material breach of this Contract, for which the City may terminate the Contract and pursue all available legal and equitable remedies. 11. Local Business Enterprise Program. The Local Business Enterprise Program Participation Requirements ("LBE Participation Requirements") may be applicable to this Contract. A summary of the requirements, entitled "LBE Participation Requirements," can be viewed at: https://www.cityofsacramento.org/Finance/Procurement/Contract-Ordinances. Contractor acknowledges and represents that Contractor has read and understands these requirements and shall fully comply with all applicable requirements of Sacramento City Code chapter 3.60. If requested by City, Contractor shall promptly provide any documents and information required by City to verify Contractor's compliance. Contractor shall require applicable subcontractors to fully comply with all applicable requirements of Sacramento City Code chapter 3.60 and include these requirements in all subcontracts covered by Sacramento City Code chapter 3.60. Contractor's violation of Sacramento City Code chapter 3.60 constitutes a material breach of this Contract, for which the City may terminate the Contract and pursue all available legal and equitable remedies. 12. Authority. The person signing this Contract for CONTRACTOR represents and warrants that he or she has read, understands, and agrees to all the Contract terms and is fully authorized to sign this Contract on behalf of the CONTRACTOR and to bind the CONTRACTOR to the performance of the Contract’s obligations. [Signature Pages Follow Exhibits]

Form Approved by City Attorney 9-1-2020 Exhibit A - Page 1 EXHIBIT A SCOPE OF SERVICES 1. Representatives. The CITY Representative for this Agreement is: Stephanie Saiz / Project Manager 915 I Street, Sacramento, CA 95814 Phone: 916.808.1967 /Fax/E-mail: [email protected] The CONTRACTOR Representative for this Agreement is: James Pangburn / Project Manager 701 University Ave, Suite 200, Sacramento, CA 95825 Phone: 916.501.5515 /Fax/E-mail: [email protected] Unless otherwise provided in this Contract, all Contractor questions and correspondence pertaining to this Contract must be addressed to the City Representative. All City questions and correspondence must be addressed to the Contractor Representative. 2. Scope of Services. Contractor shall provide Services to City as set forth in Attachment 1 to this Exhibit A. 3. Time of Performance. The Services described in this Contract shall be provided for through xxxxxxx . Contractor shall provide the Services in accordance with any schedule in Attachment 1 to this Exhibit A. Contractor shall immediately notify the City if Contractor is unable to make delivery of Goods or perform Services in compliance with this Contract. 4. Conflict of Interest Requirements. The individual(s) who will provide Services pursuant to this Contract are “Consultants” within the meaning of the Political Reform Act and the City’s Conflict of Interest Code: ____ yes __X__ no [check one] Contractor shall cause the following to occur within 30 days after execution of this Contract: (A) Identify the individuals who will provide Services or perform Work under this Contract as "Consultants"; and (B) Cause these individuals to file with the City Representative the "assuming office" statements of economic interests required by the City's Conflict of Interest Code. Thereafter, throughout the term of the Contract, Contractor shall cause these individuals to file with the City Representative annual statements of economic interests and "leaving office" statements of economic interests, as required by the City's Conflict of Interest Code. The City may withhold all or a portion of any payment due under this Contract or impose fines on the individuals until all required statements are filed.

Envision Broadway in Oak Park – PA/ED City of Sacramento Page 1 of 16 SCOPE OF WORK Mark Thomas will follow the scope of work below for the Envision Broadway in Oak Park Project in the City ofSacramento (City). In the performance of this scope of services, Mark Thomas will diligently perform this scope ofwork and will be responsible for items of work under this contract to the extent that issues arising from theperformance of these services are within our reasonable control, and the Mark Thomas' obligation to indemnify anddefend are limited to the extent caused by Mark Thomas in the performance of this scope of work.Mark Thomas will provide deliverables for the Project Approval/Environmental Documentation (PA/ED). All reportsand/or studies, renderings and exhibits, plans and specifications, calculations, etc. developed by Mark Thomas willat a minimum comply with the City of Sacramento standards. Electronic file deliverables will be in PDF (PortableDocument Format), Microsoft (MS) Word, Microsoft (MS) Excel, and/or CAD (Autodesk AutoCAD 2018 format).PROJECT APPROVAL / ENVIRONMENTAL DOCUMENT TASK 1. PROJECT MANAGEMENT AND COORDINATION Task 1.1. Project Initiation This task includes review of project intent, scope, budget, approach and schedule of work with City staff.Additionally, during this meeting the project team will review project limits, identify available and requireddocuments, contact information, and regulatory items including permitting. This task also includes the initial projectsetup.Task 1.2. Meetings Mark Thomas will hold Project Development Team (PDT) meetings with the project team and City staff to ensuremutual understanding of the intended purposes, objectives, milestones and deliverables of the project.Meetings will generally be held centered on or near key project milestones. Mark Thomas will take the lead inconducting the meetings including preparation and distribution of the meeting agenda, arrangement of attendanceof meeting participants, and preparation and distribution of meeting minutes, including the recap of actions to betaken prior to the next meeting. Mark Thomas will also set up joint meeting with the Caltrans to coordinateimprovements. This scope assumes a PDT meeting once per month until the project is completed for a total of 12virtual PDT meetings. Additionally this scope assumes a total of 4 Focus meetings with key stakeholders to be held,to gather appropriate information.Task 1.3. Schedule Mark Thomas will prepare and maintain a project schedule for City review. The schedule will be updated regularly,with critical path activities clearly shown for team review purposes.

ATTACHMENT 1 TO EXHIBIT A

Envision Broadway in Oak Park – PA/ED City of Sacramento Page 2 of 16 Task 1.4. Cost Accounting Mark Thomas shall submit monthly invoices in a format that indicate: 1) the total contract amount, 2) all costsincurred for specific tasks performed for the performed for the period (actual and percentage), 3) costs incurred todate (actual and percentage), 4) estimates percentage of completion for each task. Invoices shallinclude thePurchase Order (PO), Project, and invoice numbers on a form provided by the City (or in a format acceptable to theCity). Charges for each of the individual tasks shall be listed separately, including reimbursable expenses.Task 1.5. Agency Coordination Mark Thomas will work with the City Project Manager to coordinate with outside agencies and stakeholders, priorto any meeting or communication with an outside agency or organization. This includes coordination with RT,School District, and utility companies. Mark Thomas will work with AIM to effectively manage decision making andcommunication with the community/agency stakeholder team, and the general public.Task 1.6. Monthly Status Reports This task will include preparing monthly status reports, which will be submitted with invoices. The status report willoutline all activities which for which charges have been made by the Consultant or subConsultants. Mark Thomaswill prepare a draft status report and submit it for approval prior to submitting the first invoice.Task1Deliverables: Meeting Agendas and Minutes (16 Meetings) Monthly Status Reports CPM Master Schedule, Updated MonthlyTASK 2. DATA COLLECTION, MAPPING, SURVEYS AND RIGHT OF WAY Task 2.1. Topographic Survey Support Mark Thomas will work with the City to develop a topographic survey request and communicating survey needs.The city will provide a 2dimensional planimetric base map and 3D surface containing breaklines, spot shots andcontours. Both deliverables will be provided in ACAD Civil 3D. As needed for preparation of the plans, MarkThomas may add features to the planimetric base map to ensure clarity and context on the plans.Task 2.2. Utility Base Mapping BEN|EN will be responsible for utility coordination throughout the project development. Utility“A”Letters will besent by the team and responses logged and mapped. Our team will identify utility impacts and will provide asummary of impacted utilities, along with proposed resolutions. Utility conflict maps will be generated for eachimpacted utility.Task2.2Deliverables: Utility“A”Letters (PDF) Utility Base Mapping (ACAD) Utility Conflict Mapping (PDF)

Envision Broadway in Oak Park – PA/ED City of Sacramento Page 3 of 16 Task 2.3. Record Right of Way Delineation Mark Thomas will perform record research to locate recorded right of way maps, records of surveys, corner recordsand other maps of record necessary to plot the preliminary location of the right of way line of Broadway Blvd. fromSR99 to Martin Luther King Jr. Blvd. The location of theright of way lines will be based solely on record mappingand a best fit of a sample of found monuments and topographic data. Mark Thomas field crews will shootmonument locations in the field. We have assumed three (3) days of traffic control will be required to completethiswork.A more robust and broadened search for existing monuments to delineate areas identified forTCE’swill beconducted for this task. Up to six (6) parcels have been identified for TCEs. No preliminary title reports are includedwith this scope of work.TASK 3. PUBLIC AND STAKEHOLDER OUTREACH Task 3.1. Community Engagement OutreachManagementAIM will attend key team meetings, provide public outreach counsel and advise the project team on outreachactivities. Throughout these meetings, AIM will assist by providing clear communication between the project teamand the community, developing an understanding of thecommunity’svalues as they relate to this project,identifying community opportunities and issues and developing appropriate responses to all community input. AIMwill attend up to 4 of the PDT meetings when it comes time to scheduling engagement opportunities. These PDTmeetings will be attended by only the lead PM.InformationCampaignExtensive community engagement occurred as part of the development of the Envision Broadway in Oak ParkComplete Street Plan but several years have passed since that outreach. It is going to be important to effectivelyengage and inform the public about the project updates and upcoming construction schedule. Working with theCity of Sacramento and project team, AIM will develop and implement an information campaign focused oncreating awareness among local business owners and residents about the project. Strategies and tools that will beused in the information campaign include:StakeholderEngagement:Database,Upto(6)1x1/GroupMeetingsandOngoingCommunicationsKey stakeholder engagement will be necessary to this effort. AIM will develop and maintain a stakeholder databasethroughout theproject’sduration. This database will include stakeholder names, contact information as well as thepreferred method of contact, and potential key concerns and/or areas of project interest.This will also include up to (6) 1x1 stakeholder meetings with the Oak Park Neighborhood Association, the Oak ParkBusiness Association, and other key community partners. This will be an opportunity to understand communityconcerns about the project and construction.AIM will document and respond to all electronic inquiries received through email, and social media channels. AIMwill work with the City to provide consistent and accurate messaging.

Envision Broadway in Oak Park – PA/ED City of Sacramento Page 4 of 16 PublicMeetings(1)AIM will coordinate and facilitate one public meeting prior to notify the community about the project, its purposeand need, and the proposed construction schedule and approach. AIM will develop informational materialsregarding the project for the public meeting. AIM will record all comments and questions from the meeting andrespond when appropriate while developing an FAQ list for the website. Attendees will be asked to sign in andprovide their contact information and will be added to the notification distribution list.SocialMediaUpdatesAIM will coordinate with the City and project team to develop and implement social media updates throughout theproject. The project team will provide AIM will update information about construction progress, upcomingactivities, and anticipated impacts on the public. AIM will develop content to be posted on theCity’ssocial mediapages.DirectMailerNotification(1)AIM will design a direct mail postcard containing project information and details about the project. AIM will mailthe postcard to residents and property owners in the project area identified by the City. AIM assumes the City willhandle any and all costs related to securing the mailing address data, printing the postcards, and mailing thepostcards including postage.CommunicationCollateralAIM, in coordination with the City of Sacramento and the project team, will develop collateral materials for theproject which may include handouts such as newsletters, informational brochures, comment cards, and factsheets. AIM will develop all materials using a template consistent with the project identity. All printed materialswill also have an electronic version that can be distributed through social media and placed on the project webpage.ProjectWebpageContentAIM will develop content for a project webpage, which will be hosted on theCity’sPW site. AIM will update thewebpage with accurate and timely information to notify community members of important project information andopportunities to provide input throughout the project. Community members will be able to access projectinformation, such as FAQs, project maps, and schedules, and provide their contact information to receive electronicproject updates.Task 3.2. Community Engagement Support Mark Thomas will provide support AIM for the public meetings. MT will prepare and provide exhibits for publicmeetings. MT staff will also attend public meetings to help facilitate discussions.It is assumed that one publicmeeting will be in the environmental phase and two public meetings will be during the design phase for a total ofthree public meetings. The exhibits to be prepared would be based on the 35% submittal and the PreliminaryLandscape Design package (Task 5.5).Task3Deliverables: Stakeholder Database Social Media Content Website Content Communication Collateral Meeting Summaries

Envision Broadway in Oak Park – PA/ED City of Sacramento Page 5 of 16 TASK 4. TRAFFIC ANALYSIS AND TRAFFIC SIGNAL TIMING Task 4.1. Traffic Operations Analysis DataCollectionWe will collect the following data for use in the analysis to compare to previous prepandemic conditions observedduring the Envision Broadway Study: New 24hour roadway segment vehicle classification counts on Broadway New Tuesday or Wednesday AM (7:00 to 9:00 AM) and PM (3:00 to 6:00 PM) peak period traffic counts atthe following intersections:1. Broadway / OnRamps2. Broadway / OffRamps3. Broadway / Alhambra Boulevard / Y Street4. Broadway / 32ndStreet / 1stAvenue5. Broadway / 2ndAvenue (bicycle crossing)6. Broadway / 34thStreet7. Broadway / 35thStreet / 3rdAvenue8. Broadway / 38thStreet / 5thAvenue9. Broadway / Martin Luther King Jr Boulevard Existing roadway geometrics and traffic controls, collected through peak period field observations Existing bicycle, pedestrian, and transit facilities, collected through peak period field observations Current traffic signal timing plans for study intersections, provided by the City Planned roadway geometrics and traffic controls, provided by the City Corridor travel timesThe PM peak period intersection counts are longer (three hours) than typical peak period counts to capture theeffects of local school, including Sacramento High, American Legion High School, Keith B. Kenny School, ChristianBrothers High School, Oak Ridge Elementary School, and William Lee College Prep.ExistingConditionsWe will analyze the listed study intersections under interim existing conditions, which would assume the road diet isin place along Broadway between 5th Street and Franklin Boulevard. We will use SimTraffic 10 simulation softwareto apply methodologies documented in the Highway Capacity Manual, 6th Edition (Transportation Research Board,2016) to analyze AM and PM peak hour intersection operations. Analysis results will include intersection level ofservice, control delay, travel time, and maximum queue lengths for key turn movements. The SimTraffic simulationswill be calibrated to the observed intersection volumes (i.e., percent demand served) and observed queues.TravelDemandForecastsWe will use the base year of the City General Plan version of the SACSIM travel demand forecasting (TDF) model todevelop intersection turning movement volume forecasts with the project under an“Interim Existing”and“ExistingPlusProject”scenarios. We will add an appropriate level of roadway network and traffic analysis zone detail to themodel to support intersectionlevel analysis and project development. The TDF model will also be used to evaluatethe potential for route diversion onto parallel routes due to the proposed reduction in number of lanes onBroadway. A“Cumulative”model, using the General Plan horizon year forecast, will be run to analysis the futureaffects of the Broadway projects on the northbound offramp of Highway 99.

Envision Broadway in Oak Park – PA/ED City of Sacramento Page 6 of 16 ExistingPlusProjectTrafficOperationsAnalysisWe will use the analysis methods outlined above to analyze the intersection operations under Existing Plus Projectconditions. The Existing Plus Project scenario will include the lane reduction included in the Envision Broadway planfrom Franklin Boulevard to Martin Luther King Jr Blvd as well as the Vision Zero lane reduction extending the projectto Stockton Boulevard.We will also analyze the effects on the northbound off ramp of Highway 99 at Broadway in the Existing Plus Project.We will analyze two subscenarios that evaluate the retention or removal of one of the left turn lanes on theofframp in conjunction with the receiving lane removed on Broadway. These operations analysis subscenarios willfocus on the ramp intersection operations and ramp queuing.We will present the findings of the Existing Plus Project analysis to City staff and have budgeted for up to two (2)rounds of revisions to the analysis to incorporate any refinements to the preferred concept and analysis (basedupon the outcome of the traffic operations analysis). The Existing Plus Project analysis will also include a review ofproposed pedestrian facilities and will evaluate the potential for additional crosswalks or modified crossingtreatments along the study corridor.CumulativePlusProjectTrafficOperationsAnalysisWe will analyze the two subscenarios form above that evaluated the left turn lanes on the offramp in conjunctionwith the receiving lane removed on Broadway for the Cumulative condition.DocumentationandMeetingsWe will document our assumptions, methodologies, and findings in a draft report for review by the project team.We have budgeted four hours to respond to comments on the draft report and to produce the final document.In addition, we have budgeted to attend up to six meetings throughout the course of the project.Items specifically excluded from Task 4.1 scope of work: Vehicle miles traveled (VMT) estimates Cumulative forecasts and analysis Response to comments on any environmental documentsTask 4.2. Traffic Signal Design Concept Report (TSDCR) Fehr & Peers will prepare a single TSDCR that consolidates the intersections requiring traffic signal work to becompleted as part of the Envision Broadway Project. This includes the following intersections: 1. Broadway / OffRamp (modification)2. Broadway / Alhambra Boulevard / Y Street (modification)3. Broadway / 32ndStreet / 1stAvenue (new traffic signal)4. Broadway / 33rdPedestrian Hybrid Beacon (removal/relocation/modification)5. Broadway / 2ndAvenue (Bicycle Crossing) (new traffic signal)6. Broadway / 34thStreet (modification)7. Broadway / 35thStreet / 3rdAvenue (modification)8. Broadway / 38thStreet / 5thAvenue (new traffic signal)It is assumed that modifications to the traffic signal at Martin Luther King Jr Boulevard will be completed with theCity’sBroadway Vision Zero improvements. We will complete a field visit to confirm existing signing, striping, and

Envision Broadway in Oak Park – PA/ED City of Sacramento Page 7 of 16 aboveground traffic signal equipment at the study intersections. We will summarize results from Tasks 1 through 4above but no additional traffic analysis specific to the TSDCR is anticipated. The TSDCR will contain the followingelements for each of the study intersections. Summary of traffic analysis o Intersection turning movement volumes (existing and plus project)o Intersection delay/Level of Service (LOS) Description of planned intersection improvementso Traffic signal operation (e.g., signal phasing, detection, preemption)o Movements allowed at the intersectiono Appropriate vehicle type for designo Intersection lane geometricso Pedestrian and bicycle facilities Exhibits of conceptual signal layoutsWe will respond to one round of City of Sacramento review comments and finalize the report.TASK 5. PRELIMINARY ENGINEERING Task 5.1. Preliminary Right of Way and Utility Impact Exhibit Our team will identify utility impacts and will provide a summary of impacted utilities, along with proposedresolutions. The exhibit will also identify the right of way impacts based on the 30% design.Task5.1Deliverables: Preliminary ROW and Utility Impact ExhibitTask 5.2. Preliminary ROW Estimate In conjunction with the PA/ED, a rightofway cost estimate and Caltrans Data Sheets will be prepared by a qualifiedreal estate consultant for up to 10 parcels. Monument will evaluate the potential rightofway requirements,affected parcels, and associated capital costs related to each alignment alternative under consideration for theproposed improvements. The following Scope of Work itemizes the tasks and deliverables that will be performed byMonument. Inventory the affected properties for each selected option. Investigate the ownership, lot size, and building size of each affected property. Inspect each property (exterior street view) and evaluate effects of proposed acquisition. List allbusinesses on each property and the approximate space they occupy. Sort each property into product types to determine the universe of real estate data sets to researchand create valuation data sets for each product type. Prepare an estimate of the probable cost of each partial acquisition (assuming no damages) using thedata sets created and utilizing our various real estate value data bases. Prepare an estimate of the total services and incidental costs associated with each real estateacquisition program (appraisals, acquisition and relocation agents, title/escrow, and legal services). Ascertain the estimated cost for potential utility relocations from the design engineer and/or utilitycoordinator (preparing a cost estimate for utility relocations is excluded fromMonument’sscope ofwork).

Envision Broadway in Oak Park – PA/ED City of Sacramento Page 8 of 16 The scope of work will be performed and delivered in the form of a report containing a description of the projectareas studied, a summary of total probable costs of the study area itemized by major component and will includedetailed spreadsheets showing how the summary sheets were calculated. The spreadsheets will contain a parcelbyparcel breakdown of all probable costs.If the acquisition program is to be phased or determined to be implemented at a future date, spreadsheets will becreated which apply the appropriate cost escalation factors to reflect the projected schedule.The final cost information determined from the accumulation of data will then be transferred into the appropriateformat for application to the Right of Way Data Sheets, or other format required by the project.No preliminary title reports will be ordered with this task. It is assumed that no title reports will needed until thePS&E and ROW phase.Task 5.3. Draft Geotechnical Design Report PARIKH will apply for a City encroachment permit to collect pavement cores and subgrade samples. These locationswill be marked in the field for utility clearance by contacting Underground Service Alert (USA).Field Exploration:Proposed fieldwork will consist of coring through the existing hot mix asphalt (HMA) and subgrade samplecollection at various locations along Broadway between SR 99 and Martin Luther King Boulevard. It is planned tocollect six (6) HMA cores, three (3) locations at eastbound and three (3) locations at westbound Broadway. It isassumed that this work will require one day shift to complete. Subgrade samples will be collected from a depth of 0to 5 feet for Rvalue tests. Traffic control is proposed for the work for the one shift. Traffic control will be performedby a vendor following MUTCD guidelines. No sitespecific traffic control plans are planned. All fieldwork is plannedto be completed within one working shift that includes pavement coring and pavement subgrade sampling.Laboratory testing:Rvalue tests will be conducted on up to three (3) samples. Core samples will be measured for asphalt thickness andphotographed for documentation.Engineering Analyses and Report:The summary of the fieldwork will be provided in a table. The results of the fieldwork and the Rvalue tests will beprovided in a geotechnical report. No log of test borings are proposed as the data will be tabulated. Pavementdesign will be based on the Rvalue and the Traffic Index provided by the designer. Pavement Deflection test is notincluded in this scope.Task5.3Deliverables:• Draft Geotechnical Design Report

Envision Broadway in Oak Park – PA/ED City of Sacramento Page 9 of 16 Task 5.4. Drainage Evaluation BEN|EN will develop a plan view basemap of the storm drain and meet with the City to discuss any historic issuesalong the corridor. The project is not proposing to add impervious surface. Minor drainage updates will be limitedto inlets near ADA curb ramps.Task5.4Assumptions: Existing drainage system is sized appropriately and functions well. Spread widths do not encroach into traveled way. No evaluation of the existing system is included in this scope. No storm water quality treatment BMPs will be required for the project.Task5.4Deliverables: Drainage Evaluation Memoradum Storm drain basemapTask 5.5. 30% Plans and Estimate The Mark Thomas team will prepare 30% concept plans and estimate for the Envision Broadway corridor based onthe Oak Park Complete Street Plan, City and Caltrans standards. The concept plans will evaluate right of way needsand utility modifications and be shared with the City and Caltrans for comment.A separate 30% Plan (Geometric Approval Drawings) will be submitted to Caltrans for the Broadway/SR 99 NB Offramp intersection improvements. We have assumed there will be one round of review and responses to completethe submittal to Caltrans.Mark Thomas will prepare a preliminary cost estimate in conjunction with the 30% Plans. The estimate will be ofsufficient detail to capture the major items of work. Minor items will be estimates as a percentage of the overallconstruction costs, approximate right of way acquisition and utility relocation costs, environmental mitigation costsif necessary and percentages for design, construction management and construction staking will be provided. Theunit costs will be determined by reviewing similar recent project bid summaries, the most current Caltrans ContractCost Data book, the California Highway Construction Cost Index information, and the Caltrans Engineering ServiceCenter site. Prices will be adjusted using engineering judgment that reflects the location of the project and thequantity of each item.PreliminaryLandscapeDesignMark Thomas will prepare up to eight (8) sheets of preliminary plans at 20 scale (black and white, generated inCAD). This preliminary plan will depict trees, shrub/groundcover areas, illustrative plant list, irrigation POCs,mainline and valve manifolds, and recommended irrigation equipment list.The preliminary landscape design plans will also include one (1) option for the aesthetic layout of flatwork atcorners of key intersections (depicted as one typical plan view that can be applied throughout the corridor), one (1)option for the design of the public gateway space at Alhambra and Broadway, and up to three (3) options for thedesign of the 2nd Ave/Broadway public space. These options will be color rendered, shown at 20 scale withindication of materials to fit within the City's budget and maintenance expectations, and are anticipated to bepresented on two sheets.An inspirational images exhibit will be prepared depicting design inspiration for aesthetic improvements, proposedsite furnishings in the two public space areas, plant materials throughout the corridor, the architectural style of

Envision Broadway in Oak Park – PA/ED City of Sacramento Page 10 of 16 pedestrian lighting, and proposed activation solutions for the Hwy 99 overcrossing. Based on the ATP fundingapplication, site furnishings outside the two public spaces at Alhambra/Broadway and 2nd Ave/Broadway will be theresponsibility of the private properties.We anticipate one round of refinements with a single final version of the 2nd Ave/Broadway public space based oncomments received from the City and public.Task5.5Deliverables:• Preliminary 30% Geometric Approval Drawings• Preliminary Landscape Design Plans• Preliminary 30% EstimateTASK 6. NEPA/CEQA DOCUMENTATION Task 6.1. Project Kick-Off and Environmental Project Description ESA will meet with the project team to review the key project issues, collect additional background information,such as preliminary engineering reports, figures, maps/plans, etc., confirm communication protocols, etc. As part ofproject initiation, ESA will provide input on the environmental elements of the project schedule.ESA, in close coordination with the project team, will prepare the environmental project description (PD). Theenvironmental PD will include project objectives, project location, proposed schedule, applicable engineering designinformation, and other relevant information. Figures/graphics will be developed using electronic files from existinginformation from the project team to identify the project sites.Task6.1Deliverables:• Environmental Project DescriptionTask 6.2. Preliminary Environmental Survey (PES) Submittal ESA will prepare, for the PDT andCity’sreview, a Draft Preliminary Environmental Study (PES) form in accordancewith the requirements of the Local Assistance Procedures Manual (LAPM), Chapter 6. Once the PDT and City haveapproved the Draft PES, the Draft PES will be submitted to the Caltrans District 3 Local Assistance team.We assume that a virtual field review with the City, Caltrans, and the Project Development Team will be required.ESA’sproject manager would attend the Field Review Meeting with Caltrans. Following the Field Review Meeting,our team will prepare any needed revisions to the Draft PES and submit it to Caltrans for final approval. This scopeassumes that the Field Review forms would be completed by the Mark Thomas team.Task6.2Deliverables:• Draft Preliminary Environmental Study (PES) submittal: one (1) electronic version• Final Preliminary Environmental Study (PES) submittal: one (1) Final electronic version for submittal toCaltrans

Envision Broadway in Oak Park – PA/ED City of Sacramento Page 11 of 16 Task 6.3. HPSR/ASR InContext will conduct studies and prepare documentation related to cultural resources and tribal culturalresources for the proposed project. Based on review of proposed project elements, as presented by Mark Thomas,replacement of affected infrastructure, and installation of light poles along Broadway may exceed the CaltransPublic Resources Code 5024 Memorandumof Understanding criteria for consideration as a screened undertakingfrom Section 106 of the National Historic Preservation Act (Section 106). For this reason, ESA assumes that theCaltrans Professionally Qualified Staff (PQS) reviewing the project will require the preparation of a Historic PropertySurvey Report (HPSR) with an Archaeological SurveyReport (ASR) to address potential impacts related to grounddisturbance from the proposed project.AreaofPotentialEffectMark Thomas will provide InContext with location data in the form of shapefiles to facilitate InContext defining thehorizontal and vertical Area of Potential Effects (APE) for the project. The APE will include all areas that may bedirectly (i.e. ground disturbance) affected by the proposed project. The APE will be prepared on a base aerial map.The Final APE will be submitted to Caltrans for approval and signature.This scope assumes the project will not have the potential to impact historicperiod built environment resources,allowing the APE to be contained to the grounddisturbing aspects of the project only. We also assume InContextwill be required to address no more than four rounds of comments (ESA, Mark Thomas, the City, and Caltrans)before the APE is considered final.RecordsSearchandLiteratureReviewInContext will use the shapefiles provided by Mark Thomas to request a records search be conducted at the NorthCentral Information Center (NCIC). The search will be conducted of APE and a 1/4mile radius. The search willinclude a review of previous cultural resource surveys, previously identified cultural resources, as well as resourceslisted or determined eligible for listing on the National Register of Historic Places (NRHP), California Register ofHistorical Resources (CRHR), California State Historical Landmarks (SHI), California Points of Interest (POI), and LocalSurveys. Copies of all resource documentation will be requested; copies of previous surveys will be requested asdeemed appropriate.The records search will also include a request to the Native American Heritage Commission (NAHC) to check theirSacred Lands File (SLF) for documented sacred lands within the vicinity of the APE. Literature Review will consist of adesktop search of online sources (historic maps, soils and geology maps, parcel data, etc.) and inhousearchaeological, ethnographic, and historical sources.Section106OutreachInContext will conduct background research to identify potentially interested parties as defined by Section 106.Potentially interested parties typically include local historical societies and museums, local interest groups, theNAHC, and local tribal entities. The NAHC will be asked to provide a list of Tribal Consultants for the project areaappropriate for Section 106. Upon receipt of the requested information from the NAHC, InContext will draft a letterto be addressed and transmitted by theCity’sproject manager to the Tribal Consultants and identified potentiallyinterested parties. The letter will notify the addressees of the project, and will include a written summary of theproject, a map illustrating the location and limits of the project impacts, a summary of research conducted to date,a request for information or concerns, and invitation to consult with the federal agency according to Section 106.Two weeks after the letters are sent, InContext will follow up with phone calls and/or emails to ensure theaddressees received and understood the content of the letters and to inquire if they have concerns, information, or

Envision Broadway in Oak Park – PA/ED City of Sacramento Page 12 of 16 want to formally consult with Caltrans. InContext will review all responses received from the letter recipients andrecommend to the City and/or Caltrans an appropriate approach for any followup that may be warranted prior tosubmittal of the cultural resources report. InContext will track all communications in a log and keep copies of eachcommunication event to document compliance with the required notification and invitation process, which will beincluded in the report as an appendix.InContext understands Caltrans must consult directly with federally recognized tribes. If the City or Caltransrequests additional assistance beyond that described above, InContext will prepare an additional scope of work andcost as appropriate.FieldSurveyInContext will conduct a pedestrian survey of areas not previously and adequately surveyed within the APE, asindicated by the results of the Records Search. The survey will be conducted to determine if the APE contains anysurface manifestation of archaeological sites, or historicperiod built resources.Our cost estimate assumes that no cultural resources are located within the horizontal extent of the APE. If culturalresources are identified within the horizontal APE, an augment to the contract budget will be required to properlydocument the resource on appropriate Department of Parks and Recreation (DPR) forms. Our cost estimate alsoassumes the APE will not exceed one mile in length and will be contained within the existing City right of way(ROW).HistoricPropertySurveyReport/ArchaeologicalStudyReportInContext will prepare an Archaeological Study Report (ASR) and Historic Property Survey Report (HPSR) to Caltransspecifications. The report will document the methods and results of the cultural resources investigation and providean assessment of archaeological sensitivity for the APE.InContext assumes that all deliverables will be submitted to ESA in digital format via email or a shared network; asuccession of four electronic drafts will be prepared for review by ESA, Mark Thomas, the City, and Caltrans. Onefinal report will be prepared for submittal to Caltrans and the NCIC.Task6.3Deliverables: Draft APE Map: Up to four (4) electronic drafts; Final APE Map: one (1) final version; Draft Historic Property SurveyReport–ArchaeologicalSurvey Report (HPSRASR): Up to four (4) electronicversions; and Final Historic Property Survey Report–Archaeological Survey Report (HPSRASR): one (1) Final electronicversion for submittal to Caltrans and the NCIC.Task 6.4. Minor Visual Impact Assessment Memorandum ESA will prepare a Minor Visual Impact Assessment (VIA) Memo to memorialize the limited effect that the projectwould have on visual resources and document why a technical study is not required for the project. The Minor VIAMemo will be in letter format and will follow the example provided by Caltrans as attachment to the Caltrans VisualImpact Assessment Questionnaire. It will include a brief project description, brief description of the visual characterof the project location, a summary of the expected minor visual changes to the area that would result from theproject, and a conclusion statement documenting that the project would not result in substantial adverse impactsto the visual environment.

Envision Broadway in Oak Park – PA/ED City of Sacramento Page 13 of 16 Task6.4Deliverables: Draft Minor Visual Impact Assessment Memorandum–one (1) electronic version; and Final Minor Visual Impact Assessment Memorandum–one (1) electronic version.Task 6.5. Traffic Memorandum Support It is expected that a Traffic Memo would be required for the project to document the permanent effects to trafficoperations resulting from the road diet, and temporary effects to traffic during project construction. It is anticipatedthat Fehr & Peers would prepare the Traffic Memorandum under a separate contract.To support Fehr &Peer’scompletion of a Traffic Memorandum andCaltrans’approval of the memo, ESA willprovide support services that will include providing Fehr & Peers with the Environmental Project Description andassociated figures for their reference/use in preparing the memo. ESA will also submit the Draft TrafficMemorandum to Caltrans on behalf of theCity’sproject team, and coordinate communications between Caltransand the project team to facilitateCaltrans’review and approval of the memorandum.Task6.5Deliverables:• Traffic Memorandum Support Services (Fehr & Peers)Task 6.6. Community Impact Assessment ESA will prepare a Community Impact Assessment Memorandum (CIA Memo), which provides a description ofcommunity engagement and participant feedback regarding anticipated project impacts. This process and feedbackreceived will be included in the NEPA CE documentation. The Memorandum will be provided in letter format forCity’ssignature; ESA will transmit the letter to Caltrans on behalf of the City.Task6.6Deliverables:• Draft Community Impact Assessment Memorandum: one (1) electronic version• Final Community Impact Assessment Memorandum: one (1) electronic versionTask 6.7. Phase 1 Initial Site Assessment PARIKH will prepare Phase I Initial Site Assessment study report for the proposed project. ASTM recommends a 1.0mile radius for the data search. Environmental Data Research Inc. (EDR Inc.) report study will be ordered using anapproximate center of the project. Due to the almost 1mile long corridor a center point will be used to cover thecorridor for this study. Most of the proposed work is to replace/rehabilitate the pavement except there some signalimprovements. Most of the study will be focused to consider these below ground improvements. The ISA study willbe prepared to identify potential hazardous waste sites and evaluate environmental factors that may have impactedthe soil groundwater quality within the project limits. The study will include data collection and documents researchincluding historical land use based on study of aerial photographs and other relevant documents. No fieldexploration and/or testing are included in this phase of the work.Task6.7Deliverables:• Draft Phase I ISA Report• Final Phase I ISA ReportTask 6.8. CEQA Documentation ESA will review the project for application of a CEQA Categorical Exemption (CE). To support issuance of the CE, ESAwill prepare a CE Support Memo that describes why a CE is the appropriate level of documentation for the project,

Envision Broadway in Oak Park – PA/ED City of Sacramento Page 14 of 16 documents the investigations completed during the review, and includes statements confirming absence ofexceptions to the categorical exemption.To inform the CE Support Memo, ESA will review the EnviroStor database maintained by the Department of ToxicSubstances Control (DTSC) to confirm absence of known contamination or sites in the project area.To confirm absence of known cultural and historic resources in the project area, ESA will complete backgroundresearch at the California Historical Resources Information System North Central California Information Center(NCIC) and review the project corridor and adjacent structures to identify known historic properties.The results of these investigations will be documenting in the CE Support Memo, which will be provided to the Cityfor inclusion in the project files.Upon completion of environmental review, ESA will prepare a Notice of Exemption (NOE) in theCity’spreferredformat and provide it to the City for their signature and posting at the County ClerkRecorder’soffice.Task6.7Deliverables:• Draft Categorical Exemption Support Memo• Final Categorial Exemption Support Memo• Notice of ExemptionTASK 7. PROJECT REPORT Task 7.1. City Project Report (PA/ED Draft) A Project Report which will be prepared based on the 30% Plans and the results from the preliminary engineeringtasks above. The report will be prepared consistent with current City standards and will include traffic, conceptualgeometrics, conceptual aesthetics, and longterm maintenance approach. We have assumed one round ofcomment and responses will be needed to complete this task.Task7.1Deliverables:• Draft Project Report

Envision Broadway in Oak Park – PA/ED City of Sacramento Page 15 of 16 ASSUMPTIONS AND EXCLUSIONS: Geotech:o Traffic control is assumed based on Caltrans standard plans & MUTCD. No sitespecific traffic controlplans are proposed.o It is assumed that a County drilling permit is not required for the shallow borings.o Pavement Deflection Testing is not included in the scope.o Pavement restorationof the core holes will be capped with quick set concrete or cold patch.o For the proposed signal improvement, it is assumed that the City of Sacramento standard foundationplans will be used. Signal foundation recommendations, including geotechnical field exploration, arenot included in the scope. Environmental:o The project would qualify as categorically exempt from CEQA. If completion of an Initial Study tosupport a Negative Declaration or a Mitigated Negative Declaration would be required, then ESA isavailable to complete these services under an amended agreement.o Consultation with Native American tribes pursuant to AB 52 is not included in this scope of work. Ifthe City wishes ESA to support them in notifying interested tribes pursuant to AB 52 or to supportCity consultation with tribes, ESA is available to provide those services under an amended contract.o Because the project area is highly developed with very limited to no unpaved surfaces, it isexpected that natural habitat that would support wildlife and/or specialstatus plant species isabsent from the project area, and investigations related to biological resources would not berequired.o The City will be responsible for payment of CEQA filing fees and posting CEQA notices on theCity’swebsite and/or other locations of theCity’schoosing.o A sixmonth duration for delivering NEPA documentation is assumed.o For all technical documents prepared, ESA assumes one round of review of draft reports by theinternal design team, one round of review by City staff, and one round of review by Caltrans.o An Extended Phase I (XPI) subsurface survey would not be required at this time. ESA also assumesthat Caltrans will not require an analysis of historic architectural resources or preparation of aHistoric Resources Evaluation Report (HRER). If the results of the ASR and HPSR determine thatCaltrans will require an XPI subsurface survey and/or an HRER, ESA is available to complete thiswork under an amended contract.o The project would be exempt from federal air quality conformity requirements.o No new right of way would be acquired to accommodate the project. If new ROW is required, thenCaltrans would require preparation of a Phase I Initial Site Assessment (Phase I ISA) for hazardousmaterials and an HRER for affected architectural resources; ESA is available to complete this workunder an amended contract if needed.o Reconnaissancelevel site surveys, if necessary, would be conducted from the public rightofwayand rights of entry would not be required. If any rights of entry are required to conduct fieldsurveys, they will be provided by the City.o The scope of work does not include protocollevel biological surveys or exclusion and/or relocationefforts for rare species, and consultation with regulatory agencies would not be required.o This scope of work does not include a tree survey for trees that would be trimmed or removed toaccommodate the project.o The project limits are outside of designated flood zones, and preparation of a Location HydraulicStudy and Summary Floodplain Encroachment Report would not be required.

Envision Broadway in Oak Park – PA/ED City of Sacramento Page 16 of 16 o ESA assumes that there are no jurisdictional waters within or adjacent to the project limits;therefore, the project will not require preparation of a wetland delineation or acquisition ofregulatory permits.o It is assumed that no public meetings would be required to support NEPA approval. Civil Design:o For the activation of the pedestrian space under Hwy 99, we will provide up to 8hrs of input, designideation, and inspirational images of possible. No production of graphic or design exhibits isincluded.o o We will assist in the selection of the architectural style and provide input on the location ofpedestrian lights along the corridor.o We will provide landscape related exhibits and graphics for the development of presentationmaterials by others. MT Survey:o All access to the public right of way will be provided.o No Record of Survey is included in this scope.o This scope does not include monument preservation or the drafting of corner records

Form Approved by City Attorney 9-1-2020 Exhibit B - Page 1 EXHIBIT B PAYMENT 1. CONTRACTOR’s Compensation. The total of all fees paid to the CONTRACTOR for the provision of Services as set forth in Exhibit A, including any authorized reimbursable expenses, shall not exceed the total sum of $ 712,412.07. The payments specified in this Exhibit B shall be the only payments made to Contractor unless the City approves a Supplemental Contract. 2. Billable Rates. Contractor shall be paid for the performance of Services on an hourly rate, daily rate, flat fee, lump sum, or other basis, as set forth in Exhibit A or Attachment 1 to this Exhibit B and any applicable special provisions included in the request for bids or proposals. If there is a conflict between Exhibit A or Exhibit B and the Special Provisions, Exhibit A or Exhibit B controls. 3. CONTRACTOR’s Reimbursable Expenses. “Reimbursable Expenses” are limited to actual expenditures of CONTRACTOR for expenses that are necessary for the proper satisfaction of the Contract and are only payable if specifically authorized in advance in writing by the City. No charges or markup will be allowed unless specified in the Contract, including charges for travel and transportation. 4. Payments to CONTRACTOR. Contractor is responsible for supplying all documentation necessary to verify invoices to the City’s satisfaction. A. Payments to CONTRACTOR shall be made within a reasonable time after receipt of CONTRACTOR’s invoice, in proportion to services performed or as otherwise specified in Attachment 1 to Exhibit B. CONTRACTOR may request payment on a monthly basis. CONTRACTOR shall be responsible for the cost of supplying all documentation necessary to verify the monthly billings to the satisfaction of CITY. B. Invoices must be submitted to either of the addresses specified below. (1) Email. Submit email invoices and any attachments to: (2) Postal Mail. If emailing is not an option, mail to: A/P Processing Center City of Sacramento 915 I Street, Floor 4 Sacramento, CA 95814-2608 C. All invoices submitted by CONTRACTOR must contain the following information: (1) Job/Project Name (2) CITY’s current Purchase Order Number (3) CONTRACTOR’s Invoice Number (4) Date of Invoice Issuance (5) Work Order Number (if applicable) (6) CITY representative identified on the Purchase Order (7) CONTRACTOR’s remit address

Form Approved by City Attorney 9-1-2020 Exhibit B - Page 2 (8) Description of services billed under Invoice (9) Amount of Invoice (itemize all authorized Reimbursable Expenses) (10) Total Billed to Date under Contract (if applicable) D. Items must be separated into Services and Reimbursable Expenses. Invoices that do not conform to the format outlined above will be returned to CONTRACTOR for correction. CITY is not responsible for delays in payment to CONTRACTOR resulting from CONTRACTOR’s failure to comply with the invoice format described above. 5. Additional Services. Additional Services shall be provided only when a Supplemental Contract authorizing the Additional Services is approved in writing by the City in accordance with the City’s contract amendment procedures. The City reserves the right to perform any Additional Services with its own staff or to retain other contractors to perform the Additional Services. 6. Accounting Records of CONTRACTOR. During performance of this Contract and for a period of three years after completion of performance, CONTRACTOR shall maintain all accounting and financial records related to this Contract, in accordance with generally accepted accounting practices, including records of Contractor’s costs for performance under this Contract and records of Contractor’s Reimbursable Expenses. Contractor shall keep and make records available for inspection and audit by representatives of the CITY upon reasonable written notice. 7. Tax Payments. CONTRACTOR shall pay, when and as due, any and all taxes incurred as a result of CONTRACTOR’s compensation hereunder, including estimated taxes, and shall provide CITY with proof of the payment upon request. CONTRACTOR hereby agrees to indemnify CITY for any claims, losses, costs, fees, liabilities, damages or injuries suffered by CITY arising out of CONTRACTOR’s breach of this section. 1Last Updated 6/8/15
I. COMPENSATION AND PAYMENTA. CONTRACTOR shall not commence performance until a written“NoticetoProceed”has been issued by CITY Project Manager.B. CONTRACTOR shall be reimbursed for services at the specific rate of compensation inthe approved 10H Form(s). Unless specifically identified as some other method, thespecified rates shall include direct/base hourly rate, fringe benefits, overhead, andprofit.C. CONTRACTOR shall be reimbursed for Other Direct Costs (ODC), at rates as identifiedon the approved 10H Form(s) with receipts for actual costs.D. If applicable, CONTRACTOR shall pay prevailing wages to those workers employed onpublic works contracts performing applicable duties as required by the State LaborCode and City Code 3.60.180. CONTRACTOR shall be responsible for any futureadjustments to prevailing wage rates including, but not limited to, base hourly ratesand employer payments as determined by the Department of Industrial Relations.Based on prevailing adjustments, CONTRACTOR may request an adjustment in therate(s) in the 10H form. These adjusted rates will not go into effect until theapproval date by the City of the Supplemental Agreement. CONTRACTOR isresponsible for paying the appropriate rate, including escalations that take placeduring the term of the Agreement. A mistake, inadvertence, or neglect byCONTRACTOR in failing to pay the correct rates of prevailing wage will be remediedsolely by CONTRACTOR and will not, under any circumstances, be considered as thebasis of a claim against CITY on this Agreement.E. Unless specifically stated, the contract shall be a nottoexceed by task, Other DirectCost (ODC) line item, and total budget as included in the Cost Proposal. Writtenapproval by CITY Project Manager is required for reallocation of budget betweentasks, between ODC line items, or between tasks and ODCs. All reallocation requestsmust include a revised Cost Proposal. If the reallocation will directly or indirectlyrequire an increase in the total contract amount, it will be require a SupplementalAgreement to be approved by the CITY as described in Section G.F. Written approval by CITY Project Manager is required for any staff substitutions oradditions of staff under classifications included in the 10H Form(s). 2Last Updated 6/8/15

1.Updated 10H Form(s) for CONTRACTOR and all SUBCONTRACTORS shall beincluded.2.Any addition or substitution shall be paid at the same or lower rate of thepreviously approved or similar classification.3.If a substitution involves Key Staff, CONTRACTOR shall request and justify theneed for substitutionand obtain written approval from CITY Project Manager.The justification shall include a resume of the proposed new Key Staff.If the staff addition or substitution will include a new classification, any rateincrease, or will directly or indirectly require an increase in total contract amount, itwill require a Supplemental Agreement to be approved by the CITY as described inSection G.No work shall commence until written approval by the CITY Project Manager. Anywork not in compliance with the above, and performed prior to the date of approvalby the City, shall not be reimbursed.G. SupplementalAgreements are required for any changes to the scope and terms of theagreement, including but not limited to the following:1.Increasing the Agreement nottoexceed amount.a. Any increase to the nottoexceed amount shall include a cost proposaldocumenting the increase.2.Adding task(s) within the advertised scope.3.Adding new classifications or adjusting rates:a. Updated 10H Form(s) for CONTRACTOR and all SUBCONTRACTORS shall beincluded.b. CONTRACTOR may request cost of living increases in base salary of staff afterthe contract has been in effect for one year. The maximum increase,ifapproved, shall be the annual Cost of Living Adjustment (COLA) increase ascalculated and used by the Social Security Administration. Any approvedincrease shall not go into effect until a Supplemental Agreement is executed.4.Adding SUBCONTRACTORS.5.Adding new Other Direct Cost (ODC) items not included in 10H Form.6.Extending the sunset date of the Agreement. 3Last Updated 6/8/15
No work shall commence until the Supplemental Agreement is executed and writtennotification has been provided by CITY Project Manager. Any work not in compliancewith the above, and performed prior to the date of the execution of theSupplemental Agreement by the City, shall not be reimbursed.H. Monthly Invoices1. Invoices shall be made in arrears based on services provided at specific hourlyrates and other direct cost(s) incurred per the approved 10H Form(s).2. CONTRACTOR AND SUBCONTRACTOR invoices shall be submitted using the Citytemplate and include the following:a. Task, Budget, and Billing Summary.b. A copy of all invoices for Other Direct Costs and appropriate back updocumentation, at rates consistent with the approved 10H Form(s).c. A copy of SUBCONTRACTOR invoices using the City template.d. CONTRACTOR ProjectManager’ssignature certifying that all charges have beenreviewed and are in compliance with the contract terms.e. Written approval of CITY Project Manager for any overtime expenses forPrevailing Wage staff consistent with the approved 10H Form(s).f. Written approval by CITY and CONTRACTOR of Reallocation of Budget betweenTasks or between Tasks and Other Direct Costs.3. For nonfederally funded projects, CONTRACTOR shall meet the 5% Local BusinessEnterprise (LBE) participation requirement, unless an LBE waiver has beenobtained by CITY Project Manager prior to the agreement being executed.CONTRACTOR will track LBE utilization, including for all subcontractors, and includethe percentage achieved with each invoice. The 5% requirement only applies tothose agreements awarded for a nottoexceed amount over $100,000.4. For federally funded projects in compliance with 49 CFR 26.37, a DisadvantagedBusiness Enterprises Utilization Report (Form ADM3069) is required, as specifiedin this Agreement.5. CONTRACTOR may include SUBCONTRACTOR costs that are treated by theCONTRACTOR as accrued due to such costs having been billed by theSUBCONTRACTOR to CONTRACTOR and recognized by CONTRACTOR and CITY asvalid, undisputed, due and payable. 4Last Updated 6/8/15

6. CONTRACTOR shall not add a markup to SUBCONTRACTORs for professionalservices or other direct costs included in the approved 10H form(s).7. Invoices for approved monthly services shall be submitted by CONTRACTOR andreceived by CITY Project Manager within 45 calendar days of the completion of theapproved monthly services specified in the Task, Budget, and Billing Summary.ARTICLE IV PERFORMANCE PERIOD (Verbatim)A. This contract shall go into effect on ________________________, contingent upon approvalby LOCAL AGENCY, and CONSULTANT shall commence work after notification to proceed byLOCALAGENCY’SContract Administrator. The contract shall end on __________, unlessextended by contract amendment.B. CONSULTANT is advised that any recommendation for contract award is not binding on LOCALAGENCY until the contract is fully executed and approved by LOCAL AGENCY.ARTICLE V ALLOWABLE COSTS AND PAYMENTS (Verbatim)A. CONSULTANT will be reimbursed for hours worked at the hourly rates specified inCONSULTANTs Cost Proposal (Attachment Number). The specified hourly rates shall includedirect salary costs, employee benefits, overhead, and fee. These rates are not adjustable for theperformance period set forth in this Contract.B. In addition, CONSULTANT will be reimbursed for incurred (actual) direct costs other thansalary costs that are in the cost proposal and identified in the cost proposal and in the executedTask Order.C. Specific projects will be assigned to CONSULTANT through issuance of Task Orders.D. After a project to be performed under this contract is identified by LOCAL AGENCY, LOCALAGENCY will prepare a draft Task Order; less the cost estimate. A draft Task Order will identifythe scope of services, expected results, project deliverables, period of performance, projectschedule and will designate a LOCAL AGENCY Project Coordinator. The draft Task Order will bedelivered to CONSULTANT for review. CONSULTANT shall return the draft Task Order within ten(10) calendar days along with a Cost Estimate, including a written estimate of the number ofhours and hourly rates per staff person, any anticipated reimbursable expenses, overhead, fee ifany, and total dollar amount. After agreement has been reached on the negotiable items andtotal cost; the finalized Task Order shall be signed by both LOCAL AGENCY and CONSULTANT.E. Task Orders may be negotiated for a lump sum (Firm Fixed Price) or for specific rates ofcompensation, both of which must be based on the labor and other rates set forth inCONSULTANT’sCost Proposal.F. Reimbursement for transportation and subsistence costs shall not exceed the rates asspecified in the approved Cost Proposal. 5Last Updated 6/8/15
G. When milestone cost estimates are included in the approved Cost Proposal, CONSULTANTshall obtain prior written approval for a revised milestone cost estimate from the ContractAdministrator before exceeding such estimate.H. Progress payments for each Task Order will be made monthly in arrears based on servicesprovided and actual costs incurred.I. CONSULTANT shall not commence performance of work or services until this contract hasbeen approved by LOCAL AGENCY, and notification to proceed has been issued by LOCALAGENCY’SContract Administrator. No payment will be made prior to approval or for any workperformed prior to approval of this contract.J. A Task Order is of no force or effect until returned to LOCAL AGENCY and signed by anauthorized representative of LOCAL AGENCY. No expenditures are authorized on a project andwork shall not commence until a Task Order for that project has been executed by LOCALAGENCY.K. CONSULTANT will be reimbursed, as promptly as fiscal procedures will permit upon receipt byLOCALAGENCY’SContract Administrator of itemized invoices in triplicate. Separate invoicesitemizing all costs are required for all work performed under each Task Order. Invoices shall besubmitted no later than 45 calendar days after the performance of work for which CONSULTANTis billing, or upon completion of the Task Order. Invoices shall detail the work performed oneach milestone, on each project as applicable. Invoices shall follow the format stipulated for theapproved Cost Proposal and shall reference this contract number, project title and Task Ordernumber. Credits due LOCAL AGENCY that include any equipment purchased under the provisionsof Article XI Equipment Purchase of this contract, must be reimbursed by CONSULTANT prior tothe expiration or termination of this contract. Invoices shall be mailed to LOCALAGENCY’sContract Administrator at the following address:City of SacramentoDepartment of Public Works915 I Street Room 2000Sacramento, California. 95814L. The period of performance for Task Orders shall be in accordance with dates specified in theTask Order. No Task Order will be written which extends beyond the expiration date of thisContract.M. The total amount payable by LOCAL AGENCY for an individual Task Order shall not exceed theamount agreed to in the Task Order, unless authorized by contract amendment.N. If the Consultant fails to satisfactorily complete a deliverable according to the schedule setforth in a Task Order, no payment will be made until the deliverable has been satisfactorilycompleted.O. Task Orders may not be used to amend this Agreement and may not exceed the scope ofwork under this Agreement. 6Last Updated 6/8/15
P. The total amount payable by LOCAL AGENCY for all Task Orders resulting from this contractshall not exceed $______________. It is understood and agreed that there is no guarantee,either expressed or implied that this dollar amount will be authorized under this contractthrough Task Orders.Q. All subcontracts in excess of $25,000 shall contain the above provisions.ARTICLE VI TERMINATION (Verbatim)A. LOCAL AGENCY reserves the right to terminate this contract upon thirty (30) calendar dayswritten notice to CONSULTANT with the reasons for termination stated in the notice.B. LOCAL AGENCY may terminate this contract with CONSULTANT should CONSULTANT fail toperform the covenants herein contained at the time and in the manner herein provided. In theevent of such termination, LOCAL AGENCY may proceed with the work in any manner deemedproper by LOCAL AGENCY. If LOCAL AGENCY terminates this contract with CONSULTANT, LOCALAGENCY shall pay CONSULTANT the sum due to CONSULTANT under this contract prior totermination, unless the cost of completion to LOCAL AGENCY exceeds the funds remaining in thecontract. In which case the overage shall be deducted from any sum due CONSULTANT underthis contract and the balance, if any, shall be paid to CONSULTANT upon demand.C. The maximum amount for which the Government shall be liable if this contract is terminatedis $500 dollars.ARTICLE VII COST PRINCIPLES AND ADMINISTRATIVE REQUIREMENTS (Verbatim)A. CONSULTANT agrees that the Contract Cost Principles and Procedures, 48 CFR, FederalAcquisition Regulations System, Chapter 1, Part 31.000 et seq., shall be used to determine thecost allowability of individual items.B. CONSULTANT also agrees to comply with federal procedures in accordance with 49 CFR, Part18, Uniform Administrative Requirements for Grants and Cooperative Agreements to State andLocal Governments.C. Any costs for which payment has been made to CONSULTANT that are determined bysubsequent audit to be unallowable under 49 CFR, Part 18 and 48 CFR, Federal AcquisitionRegulations System, Chapter 1, Part 31.000 et seq., are subject to repayment by CONSULTANT toLOCAL AGENCY.D. All subcontracts in excess of $25,000 shall contain the above provisions. 7Last Updated 6/8/15
ARTICLE VIII RETENTION OF RECORDS/AUDIT (Verbatim)For the purpose of determining compliance with Public Contract Code 10115, et seq. and Title21, California Code of Regulations, Chapter 21, Section 2500 et seq., when applicable and othermatters connected with the performance of the contract pursuant to Government Code 8546.7;CONSULTANT, subconsultants, and LOCAL AGENCY shall maintain and make available forinspection all books, documents, papers, accounting records, and other evidence pertaining tothe performance of the contract, including but not limited to, the costs of administering thecontract. All parties shall make such materials available at their respective offices at allreasonable times during the contract period and for three years from the date of final paymentunder the contract. The state, State Auditor, LOCAL AGENCY, FHWA, or any duly authorizedrepresentative of the Federal Government shall have access to any books, records, anddocuments of CONSULTANT andit’scertified public accountants (CPA) work papers that arepertinent to the contract and indirect cost rates (ICR) for audit, examinations, excerpts, andtransactions, and copies thereof shall be furnished if requested. Subcontracts in excess of$25,000 shall contain this provision.ARTICLE IX AUDIT REVIEW PROCEDURES (Verbatim)A. Any dispute concerning a question of fact arising under an interim or post audit of thiscontract that is not disposed of by agreement, shall be reviewed by LOCALAGENCY’SChiefFinancial Officer.B. Not later than 30 days after issuance of the final audit report, CONSULTANT may request areview by LOCALAGENCY’SChief Financial Officer of unresolved audit issues. The request forreview will be submitted in writing.C. Neither the pendency of a dispute nor its consideration by LOCAL AGENCY will excuseCONSULTANT from full and timely performance, in accordance with the terms of this contract.(The following AUDIT CLAUSE must be inserted into all contracts of $150,000 or greater)D. CONSULTANT and subconsultant contracts, including cost proposals and ICR, are subject toaudits or reviews such as, but not limited to, a contract audit, an incurred cost audit, an ICRAudit, or a CPA ICR audit work paper review. If selected for audit or review, the contract, costproposal and ICR and related work papers, if applicable, will be reviewed to verify compliancewith 48 CFR, Part 31 and other related laws and regulations. In the instances of a CPA ICR auditwork paper review it isCONSULTANT’sresponsibility to ensure federal, state, or localgovernment officials are allowed full access to theCPA’swork papers including making copies asnecessary. The contract, cost proposal, and ICR shall be adjusted by CONSULTANT and approvedby LOCAL AGENCY contract manager to conform to the audit or review recommendations.CONSULTANT agrees that individual terms of costs identified in the audit report shall beincorporated into the contract by this reference if directed by LOCAL AGENCY at its solediscretion. Refusal by CONSULTANT to incorporate audit or review recommendations, or toensure that the federal, state or local governments have access to CPA work papers, will beconsidered a breach of contract terms and cause for termination of the contract anddisallowance of prior reimbursed costs. 8Last Updated 6/8/15
ARTICLE X SUBCONTRACTING (Verbatim)A. Nothing contained in this contract or otherwise, shall create any contractual relation betweenLOCAL AGENCY and any subconsultant(s), and no subcontract shall relieve CONSULTANT of itsresponsibilities and obligations hereunder. CONSULTANT agrees to be as fully responsible toLOCAL AGENCY for the acts and omissions of its subconsultant(s) and of persons either directlyor indirectly employed by any of them as it is for the acts and omissions of persons directlyemployed by CONSULTANT.CONSULTANT’sobligation to pay its subconsultant(s) is anindependent obligation from LOCALAGENCY’Sobligation to make payments to theCONSULTANT.B. CONSULTANT shall perform the work contemplated with resources available within its ownorganization and no portion of the work pertinent to this contract shall be subcontractedwithout written authorization by LOCALAGENCY’sContract Administrator, except that, which isexpressly identified in the approved Cost Proposal.C. CONSULTANT shall pay its subconsultants within ten (10) calendar days from receipt of eachpayment made to CONSULTANT by LOCAL AGENCY.D. Any subcontract in excess of $25,000 entered into as a result of this contract shall contain allthe provisions stipulated in this contract to be applicable to subconsultants.E. Any substitution of subconsultant(s) must be approved in writing by LOCAL AGENCY’sContract Administrator prior to the start of work by the subconsultant(s). 9Last Updated 6/8/15
ARTICLE XI EQUIPMENT PURCHASE (Verbatim)A. Prior authorization in writing, by LOCALAGENCY’sContract Administrator shall be requiredbefore CONSULTANT enters into any unbudgeted purchase order, or subcontract exceeding$5,000 for supplies, equipment, or CONSULTANT services. CONSULTANT shall provide anevaluation of the necessity or desirability of incurring such costs.B. For purchase of any item, service or consulting work not covered inCONSULTANT’sCostProposal and exceeding $5,000 prior authorization by LOCALAGENCY’sContract Administrator;three competitive quotations must be submitted with the request, or the absence of biddingmust be adequately justified.C. Any equipment purchased as a result of this contract is subject to the following:“CONSULTANTshall maintain an inventory of all nonexpendable property. Nonexpendableproperty is defined as having a useful life of at least two years and an acquisition cost of $5,000or more. If the purchased equipment needs replacement and is sold or traded in, LOCAL AGENCYshall receive a proper refund or credit at the conclusion of the contract, or if the contract isterminated, CONSULTANT may either keep the equipment and credit LOCAL AGENCY in anamount equal to its fair market value, or sell such equipment at the best price obtainable at apublic or private sale, in accordance with established LOCAL AGENCY procedures; and creditLOCAL AGENCY in an amount equal to the sales price. If CONSULTANT elects to keep theequipment, fair market value shall be determined atCONSULTANT’sexpense, on the basis of acompetent independent appraisal of such equipment. Appraisals shall be obtained from anappraiser mutually agreeable to by LOCAL AGENCY and CONSULTANT, if it is determined to sellthe equipment, the terms and conditions of such sale must be approved in advance by LOCALAGENCY.”49 CFR, Part 18 requires a credit to Federal funds when participating equipment witha fair market value greater than $5,000 is credited to the project.D. All subcontracts in excess $25,000 shall contain the above provisions.ARTICLE XII STATE PREVAILING WAGE RATES (Verbatim)A. CONSULTANT shall comply with the State ofCalifornia’sGeneral Prevailing Wage Raterequirements in accordance with California Labor Code, Section 1770, and all Federal, State, andlocal laws and ordinances applicable to the work.B. Any subcontract entered into as a result of this contract, if for more than $25,000 for publicworks construction or more than $15,000 for the alteration, demolition, repair, or maintenanceof public works, shall contain all of the provisions of this Article.C. When prevailing wages apply to the services described in the scope of work, transportationand subsistence costs shall be reimbursed at the minimum rates set by the Department ofIndustrial Relations (DIR) as outlined in the applicable Prevailing Wage Determination. Seehttp://www.dir.ca.gov. 10Last Updated 6/8/15
ARTICLE XIII CONFLICT OF INTEREST (Verbatim)A. CONSULTANT shall disclose any financial, business, or other relationship with LOCAL AGENCYthat may have an impact upon the outcome of this contract, or any ensuing LOCAL AGENCYconstruction project. CONSULTANT shall also list current clients who may have a financialinterest in the outcome of this contract, or any ensuing LOCAL AGENCY construction project,which will follow.B. CONSULTANT hereby certifies that it does not now have, nor shall it acquire any financial orbusiness interest that would conflict with the performance of services under this contract.C. Any subcontract in excess of $25,000 entered into as a result of this contract, shall contain allof the provisions of this Article.D. CONSULTANT hereby certifies that neither CONSULTANT, its employees, nor any firmaffiliated with CONSULTANT providing services on this project prepared the Plans, Specifications,and Estimate for any construction project included within this contract. An affiliated firm is one,which is subject to the control of the same persons through jointownership, or otherwise.E. CONSULTANT further certifies that neither CONSULTANT, nor any firm affiliated withCONSULTANT, will bid on any construction subcontracts included within the constructioncontract. Additionally, CONSULTANT certifies that no person working under this contract is alsoemployed by the construction contractor for any project included within this contract.F. Except for subconsultants whose services are limited to materials testing, no subconsultantwho is providing service on this contract shall have provided services on the design of anyproject included within this contract.ARTICLE XIV REBATES, KICKBACKS OR OTHER UNLAWFUL CONSIDERATION (Verbatim)CONSULTANT warrants that this contract was not obtained or secured through rebates kickbacksor other unlawful consideration, either promised or paid to any LOCAL AGENCY employee. Forbreach or violation of this warranty, LOCAL AGENCY shall have the right in its discretion; toterminate the contract without liability; to pay only for the value of the work actuallyperformed; or to deduct from the contract price; or otherwise recover the full amount of suchrebate, kickback or other unlawful consideration.ARTICLE XV PROHIBITION OF EXPENDING LOCAL AGENCY STATE OR FEDERAL FUNDS FORLOBBYING (Verbatim)A. CONSULTANT certifies to the best of his or her knowledge and belief that:1. No state, federal or local agency appropriated funds have been paid, or will be paid byoronbehalf of CONSULTANT to any person for influencing or attempting to influence an officer oremployee of any state or federal agency; a Member of the State Legislature or United StatesCongress; an officer or employee of the Legislature or Congress; or any employee of a Memberof the Legislature or Congress, in connection with the awarding of any state or federal contract;the making of any state or federal grant; the making of any state or federal loan; the entering 11Last Updated 6/8/15
into of any cooperative agreement, and the extension, continuation, renewal, amendment, ormodification of any state or federal contract, grant, loan, or cooperative agreement.2. If any funds other than federal appropriated funds have been paid, or will be paid to anyperson for influencing or attempting to influence an officer or employee of any federal agency; aMember of Congress; an officer or employee of Congress, or an employee of a Member ofCongress; in connection with this federal contract, grant, loan, or cooperative agreement;CONSULTANT shall complete and submit Standard FormLLL,“DisclosureForm to ReportLobbying”,in accordance with its instructions.B. This certification is a material representation of fact upon which reliance was placed whenthis transaction was made or entered into. Submission of this certification is a prerequisite formaking or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Anyperson who fails to file the required certification shall be subject to a civil penalty of not lessthan $10,000 and not more than $100,000 for each such failure.C. CONSULTANT also agrees by signing this document that he or she shall require that thelanguage of this certification be included in all lowertier subcontracts, which exceed $100,000and that all such sub recipients shall certify and disclose accordingly.ARTICLE XVI STATEMENT OF COMPLIANCEA.CONSULTANT’ssignature affixed herein, and dated, shall constitute a certification underpenalty of perjury under the laws of the State of California that CONSULTANT has, unlessexempt, complied with, the nondiscrimination program requirements of Government CodeSection 12990 and Title 2, California Administrative Code, Section 8103.B. During the performance of this Contract, Consultant and its subconsultants shall notunlawfully discriminate, harass, or allow harassment against any employee or applicant foremployment because of sex, race, color, ancestry, religious creed, national origin, physicaldisability (including HIV and AIDS), mental disability, medical condition (e.g., cancer), age (over40),marital status, and denial of family care leave. Consultant and subconsultants shall insurethat the evaluation and treatment of their employees and applicants for employment are freefrom such discrimination and harassment. Consultant and subconsultants shall comply with theprovisions of the Fair Employment and Housing Act (Gov. Code §12990 (af) et seq.) and theapplicable regulations promulgated there under (California Code of Regulations, Title 2, Section7285 et seq.). The applicable regulations of the Fair Employment and Housing Commissionimplementing Government Code Section 12990 (af), set forth in Chapter 5 of Division 4 of Title2 of the California Code of Regulations, are incorporated into this Contract by reference andmade a part hereof as if set forth in full. Consultant and its subconsultantsshall give writtennotice of their obligations under this clause to labor organizations with which they have acollective bargaining or other Agreement.C. The Consultant shall comply with regulations relative to Title VI (nondiscrimination infederallyassisted programs of the Department of Transportation–Title 49 Code of FederalRegulations, Part 21Effectuation of Title VI of the 1964 Civil Rights Act). Title VI provides that 12Last Updated 6/8/15
the recipients of federal assistance will implement and maintain a policy of nondiscrimination inwhich no person in the state of California shall, on the basis of race, color, national origin,religion, sex, age, disability, be excluded from participation in, denied the benefits of or subjectto discrimination under any program or activity by the recipients of federal assistance or theirassignees and successors in interest.D. The Consultant, with regard to the work performed by it during the Agreement shall act inaccordance with Title VI. Specifically, the Consultant shall not discriminate on the basis of race,color, national origin, religion, sex,age, or disability in the selection and retention ofSubconsultants, including procurement of materials and leases of equipment. The Consultantshall not participate either directly or indirectly in the discrimination prohibited by Section 21.5of the U.S.DOT’sRegulations, including employment practices when the Agreement covers aprogram whose goal is employment.ARTICLE XVII DEBARMENT AND SUSPENSION CERTIFICATIONA.CONSULTANT’ssignature affixed herein, shall constitute a certification under penalty ofperjury under the laws of the State of California, that CONSULTANT has complied with Title 2CFR, Part 180,“OMBGuidelines to Agencies on Government wide Debarment and Suspension(nonprocurement)”,which certifies that he/she or any person associated therewith in thecapacity of owner, partner, director, officer, or manager, is not currently under suspension,debarment, voluntary exclusion, or determination of ineligibility by any federal agency; has notbeen suspended, debarred, voluntarily excluded, or determined ineligible by any federal agencywithin the past three (3) years; does not have a proposed debarment pending; and has not beenindicted, convicted, or had a civil judgment rendered against it by a court of competentjurisdiction in any matter involving fraud or official misconduct within the past three (3) years.Any exceptions to this certification must be disclosed to LOCAL AGENCY.B. Exceptions will not necessarily result in denial of recommendation for award, but will beconsidered in determining CONSULTANT responsibility. Disclosures must indicate to whomexceptions apply, initiating agency, and dates of action.C. Exceptions to the Federal Government Excluded Parties List System maintained by theGeneral Services Administration are to be determined by the Federal highway Administration.*All referenced forms and sample templates will be provided by CITY.

Hours Subtotal Total CostHours Subtotal Total CostHours Subtotal Total CostHours Subtotal Total CostHours Subtotal Total CostHours Subtotal Total CostHours Subtotal Total CostHours Subtotal Total Cost1.0 Project Management1.1 Project Initiation 49 $8,139.821.2 Meetings 135 $26,948.871.3 Schedule 26$5,496.751.4 Cost Accounting 26 $5,496.751.5 Agency Coordination 120 $23,970.301.6 Monthly Status Reports106$14,817.871.0 Project Management Hours & Subtotal 462 $84,870.36 0 $0.00 0 $0.00 0 $0.00 - $0.00 $0.00 $0.00 $0.002.0 Data Collection, Mapping, Surveys & Right of Way2.1 Topographic Survey Support54 $6,401.792.2 Utility Base Mapping40 $5,414.22 110 $16,235.762.3 Record Right of Way Delineation 204$27,959.172.0 Subtotal 298 $39,775.18 0 $0.00 110 $16,235.76 0 $0.00 $0.00 $0.00 $0.00 $0.003.0 Public & Stakeholder Outreach3.1 Community Engagement (w/subtasks) 12 $2,194.91 418 $46,891.463.2 Focused Stakeholder Outreach 212$38,090.553.0 Subtotal 224 $40,285.45 418 $46,891.46 0 $0.00 0 $0.00 $0.00 $0.00 $0.00 $0.004.0 Traffic Analysis & Traffic Signal Timing4.1 Traffic Operations Analysis 6 $1,097.45 518 $ 76,202.69 4.2 Traffic Signal Design Concept Report12$2,194.91 260 $ 39,884.52 4.0 Subtotal 18 $3,292.36 0 $0.00 0 $0.00 0 $0.00 $0.00 778 116,087.21 $0.00 $0.005.0 Preliminary Engineering5.1 Right of Way & Property Impact Exhibits110 $12,955.285.2 Preliminary ROW Estimate 6 $1,097.45 26 $3,586.975.3 Draft Geotechnical Design Report18 $2,763.88 174 $ 28,141.75 5.4 Drainage Design Memorandum 18$2,666.62 94$13,521.475.5 30% Plans & Estimate 1126 $142,304.085.0 Subtotal 1278 $161,787.31 0 $0.00 94 $13,521.47 0 $0.00 $0.00 $0.00 26 $3,586.97 174 $28,141.756.0 NEPA CEQA Documentation6.1 Project Kick-Off & Environmental Project Description 50 $7,166.26 18 $ 2,398.14 6.2 Preliminary Environmental Survey (PES) Submittal2 $500.57 62 $ 8,647.44 6.3 HPSR/ASR10$1,694.34 10 $ 2,005.21 80 $ 8,226.55 6.4 Minor Visual Impact Assessment Memorandum 10 $1,694.34 15 $ 1,923.63 6.5 Traffic Memorandum Support10 $1,694.34 14 $ 2,476.85 6.6 Community Impact Assessment 10 $1,694.34 34 $ 5,011.86 6.7 Phase 1 Initial Site Assessment6 $1,097.45 82 $ 13,912.38 6.8 CEQA Documentation 2$500.57 22 $ 3,255.06 6.9 Project Management Meetings0 $0.00 26 $ 4,590.22 6.0 Subtotal 100 $16,042.20 0 $0.00 0 $0.00 201 $30,308.40 80 $8,226.55 $0.00 $0.00 82 $13,912.387.0 Project Report7.1 City Project Report (PA&ED Draft)400$61,592.277.0 Subtotal 400 $61,592.27 0 $0.00 0 $0.00 0 $0.00 $0.00 $0.00 $0.00 $0.00Totals 2780 $407,645.13 418 $46,891.46 204 $29,757.22 201 $30,308.40 80 $8,226.55 778 $116,087.21 26 $3,586.97 256 $42,054.13Other Direct $ 3,800.00 Other Direct $2,800.00 Other Direct $0.00Other Direct $0.00 Other Direct $625.00 Other Direct $8,000.00 Other Direct $0.00 Other Direct $12,630.00Grand Totals$411,445.13$49,691.46$29,757.22$30,308.40$8,851.55$124,087.21$3,586.97$54,684.13DBE Participation 7.0% 4.2% 1.2% 0.5% 7.7%20.6% COST PROPOSAL - COST PLUS FIXED FEEEnvision Broadway in Oak Park (Agreement 1 PA&ED)AGREEMENT 1Mark Thomas Aim Consulting Bennett ESA Incontext (Sub to ESA)Fehr & Peers Monument ParikhGRAND TOTAL$8,139.82$26,948.87$5,496.75$5,496.75$23,970.30$14,817.87$84,870.36$119,379.57$6,401.79$21,649.98$27,959.17$56,010.94$49,086.37$38,090.55$87,176.91$77,300.14$42,079.43$3,617.96$12,955.28$4,684.42$30,905.63$16,188.09$142,304.08$207,037.49$9,564.40$9,148.01$11,926.10$61,592.27$61,592.27$712,412.07$4,171.19$6,706.19$15,009.83$3,755.63$4,590.22$68,489.53 Outreach OversightGraphic DesignerSenior Outreach ManagerOutreach Manager IIOutreach Coordinator HoursSubtotal Labor CostsOH + Fringe 173.60%Profit10% Total Cost $ 68.00 $ 60.17 $ 48.20 $ 36.06 $ 28.25 3.0 Public & Stakeholder Outreach3.1 Community Engagement (w/subtasks) 16 24 90 155 149 418 $ 15,580.63 $ 27,047.97 $ 4,262.86 $ 46,891.46 3.0 Subtotal 24 90 155 149 418 15,580.63 27,047.97 4,262.86 46,891.46 Total 0 0 0 0 418 $ 15,580.63 $ 27,047.97 $ 4,262.86 $ 46,891.46 Other Direct CostsPrinted Materials $ 1,600.00 Direct Mailer Postage $ 1,200.00 ODC Subtotal $ 2,800.00 Grand Total $ 49,691.46 Envision Broadway in Oak Park (Agreement 1 PA&ED)AIM ConsultingCOST PROPOSAL - COST PLUS FIXED FEE 3/1/2023
Staff Name and or ClassificationL. RubioPrincipal EngineerC. Allen Engineer IV Engineer VI Engineer IV Engineer III Engineer II Designer IIIProject Controls HoursSubtotal Labor CostsOH + Fringe166.68%Profit10% Total Cost Actual Base Hourly Rate $ 103.88 $ 67.26 $ 73.90 $ 67.26 $ 48.20 $ 43.80 $ 48.24 $ 45.88 2.0 Data Collection, Mapping, Surveys & Right of Way2.2 Utility Base Mapping Hours 2 8 8 8 40 40 4 110 $ 5,534.64 $ 9,225.14 $ 1,475.98 $ 16,235.76 2.0 Subtotal 2 8 0 8 8 40 40 4 110 $ 5,534.64 $ 9,225.14 $ 1,475.98 $ 16,235.76 5.0 Preliminary Engineering $ - 5.4 Drainage Design Memorandum Hours 2 8 40 40 4 94 $ 4,609.36 $ 7,682.88 $ 1,229.22 $ 13,521.47 5.0 Subtotal 2 8 0 0 40 40 0 4 94 $ 4,609.36 $ 7,682.88 $ 1,229.22 $ 13,521.47 Total 4 16 0 8 48 80 40 8 204 $ 10,144.00 $ 16,908.02 $ 2,705.20 $ 29,757.22 Other Direct CostsODC Subtotal $ - Grand Total $ 29,757.22 Envision Broadway in Oak Park (Agreement 1 PA/ED)Sub (Bennett Engineering Services)COST PROPOSAL - COST PLUS FIXED FEE 3/1/2023
Staff Name and or ClassificationMelissa LogueDirector IIIJon TeofiloSenior Associate IIIHeidi KoenigManaging Associate IIEryn PimentelSenior Associate IIIJuliana MedanAssociate IJames SongcoProject Technician HoursSubtotal Labor CostsOH + Fringe196.68%Profit10% Total Cost Actual Base Hourly Rate $ 85.40 $ 51.01 $ 59.90 $ 45.02 $ 30.00 $ 43.08 6.0 NEPA CEQA Documentation6.1 Project Kick-Off & Environmental Project Description Hours 2 4 12 18 $ 734.84 $ 1,445.28 $ 218.01 $ 2,398.14 6.2 Preliminary Environmental Survey (PES) Submittal 4 16 4 4 30 4 62 $ 2,649.76 $ 5,211.55 $ 786.13 $ 8,647.44 6.3 HPSR/ASR Hours 2 4 4 10 $ 614.44 $ 1,208.48 $ 182.29 $ 2,005.21 6.4 Minor Visual Impact Assessment Memorandum Hours 1 4 10 15 $ 589.44 $ 1,159.31 $ 174.88 $ 1,923.63 6.5 Traffic Memorandum Support Hours 2 8 4 14 $ 758.96 $ 1,492.72 $ 225.17 $ 2,476.85 6.6 Community Impact Assessment Hours 4 14 16 34 $ 1,535.74 $ 3,020.49 $ 455.62 $ 5,011.86 6.7 Phase 1 Initial Site Assessment Hours 0 $ - $ - $ - $ - 6.8 CEQA Documentation Hours 1 12 1 8 22 $ 997.42 $ 1,961.73 $ 295.91 $ 3,255.06 6.9 Project Management & Meetings Hours 6 14 6 26 $ 1,406.54 $ 2,766.38 $ 417.29 $ 4,590.22 6.0 Subtotal 22 76 9 8 82 4 201 9,287.14 18,265.95 2,755.31 30,308.40 Total 22 76 9 8 82 4 201 $ 9,287.14 $ 18,265.95 $ 2,755.31 $ 30,308.40 Other Direct CostsODC Subtotal $ - Grand Total $ 30,308.40 Envision Broadway in Oak Park (Agreement 1 PA&ED)Sub (ESA)COST PROPOSAL - COST PLUS FIXED FEE 3/1/2023

Staff Name and or ClassificationFernandezPrincipal IIILesterProject ManagerWoodDocument Specialist VHanelTech I HoursSubtotal Labor CostsG&A Safe Harbor120.00%Profit10% Total Cost Actual Base Hourly Rate $ 62.50 $ 35.00 $ 35.55 $ 20.00 6.0 NEPA CEQA Documentation6.1 Project Kick-Off & Environmental Project Description Hours 0 $ - $ - $ - $ - 6.2 Preliminary Environmental Survey (PES) Submittal $ - 6.3 HPSR/ASRHours 38 4 8 30 80 $ 3,399.40 $ 4,079.28 $ 747.87 $ 8,226.55 6.4 Minor Visual Impact Assessment Memorandum Hours 0 $ - $ - $ - $ - 6.5 Traffic Memorandum Support Hours 0 $ - $ - $ - $ - 6.6 Community Impact Assessment Hours 0 $ - $ - $ - $ - 6.7 Phase 1 Initial Site Assessment Hours 0 $ - $ - $ - $ - 6.8 CEQA Documentation Hours 0 $ - $ - $ - $ - 6.9 Project Management & Meetings Hours 0 $ - $ - $ - $ - 6.0 Subtotal 38 4 8 30 80 3,399.40 4,079.28 747.87 8,226.55 Total 38 4 8 30 80 $ 3,399.40 $ 4,079.28 $ 747.87 $ 8,226.55 Other Direct CostsPrinting, Postage, and Supplies $ 25.00 Records Search (Info Center Conduct - Regular Rate) $ 600.00 ODC Subtotal $ 625.00 Grand Total $ 8,851.55 Envision Broadway in Oak Park (Agreement 1 PA&ED)Sub (InContext)COST PROPOSAL - COST PLUS FIXED FEE 3/1/2023

Staff Name and or ClassificationZ. Siviglia / PrincipalE. Noriega / Sr. Eng MgrJ. Pangburn / Sr. Proj MgrA. Silva / Sr. Proj MgrL. Liu / Sr. Tech LeadA. Lee / Tech LeadA. Allen / Sr. Proj EngC. Horner / Design Eng IIA. Rodriguez / Design Eng IA. Millar / Sr. TechnicianE. Smith / LAUD Div MgrC. Anderson / LAUD Prj MgrJ. Guo / Sr Land ArchC. Nguyen / Land Des IIJ. Yu / Land Des IS. McIntyre / Survey MgrB. Knuth / Sr. Prj SurveyorM. Barry / Proj SurveyorC. Davis / Lead Survey TechS. Bowser / Sr. Survey TechSingle Chief (Level 5)ChainmainD. Gibson / Sr. Graphic MgrR. Doran / Sr. Graphic DesignerM. Harney / Sr. Proj CoordD. Kumar / Proj AcctN. Shah / Proj Asst HoursSubtotal Labor CostsOH + Fringe150.75%Profit10% Total Cost Actual Base Hourly Rate $ 185.50 $ 107.72 $ 90.74 $ 90.74 $ 74.20 $ 73.11 $ 54.10 $ 48.47 $ 34.98 $ 49.14 $ 83.35 $ 67.91 $ 53.37 $ 36.04 $ 27.56 $ 72.08 $ 63.71 $ 56.18 $ 51.57 $ 35.64 $ 53.64 $ 46.13 $ 55.12 $ 38.53 $ 44.93 $ 38.21 $ 26.50 1.0 Project Management1.1 Project Initiation Hours 1 16 24 2 6 49 $ 2,951.08 $ 4,448.75 $ 739.98 $ 8,139.82 1.2 Meetings Hours 1 60 60 2 6 6 135 $ 9,770.28 $ 14,728.70 $ 2,449.90 $ 26,948.87 1.3 Schedule Hours 16 10 26 $ 1,992.84 $ 3,004.21 $ 499.70 $ 5,496.75 1.4 Cost Accounting Hours 16 10 26 $ 1,992.84 $ 3,004.21 $ 499.70 $ 5,496.75 1.5 Agency Coordination Hours 60 60 120 $ 8,690.40 $ 13,100.78 $ 2,179.12 $ 23,970.30 1.6 Monthly Status ReportsHours 16 10 48 32 106 $ 5,372.20 $ 8,098.59 $ 1,347.08 $ 14,817.87 1.0 Subtotal 2 0 184 0 0 0 150 0 0 0 2 6 6 0 0 0 0 0 0 0 0 0 0 0 72 34 6 462 30,769.64 46,385.23 7,715.49 84,870.36 2.0 Data Collection, Mapping, Surveys & Right of Way2.1 Topographic Survey SupportHours 2 4 24 24 0 0 0 0 0 0 0 54 $ 2,320.96 $ 3,498.85 $ 581.98 $ 6,401.79 2.2 Utility Base MappingHours 4 36 40 $ 1,962.92 $ 2,959.10 $ 492.20 $ 5,414.22 2.3 Record Right of Way Delineation Hours 12 4 32 4 40 56 56 204 $ 10,136.56 $ 15,280.86 $ 2,541.74 $ 27,959.17 2.0 Subtotal 0 0 0 0 0 0 2 8 24 60 0 0 0 0 0 12 4 32 4 40 56 56 0 0 0 0 0 298 $ 14,420.44 $ 21,738.81 $ 3,615.93 $ 39,775.18 3.0 Public & Stakeholder Outreach3.1 Community EngagementHours 4 8 12 $ 795.76 $ 1,199.61 $ 199.54 $ 2,194.91 3.2 Community Engagement SupportHours 80 60 40 8 24 212 $ 13,809.68 $ 20,818.09 $ 3,462.78 $ 38,090.55 3.0 Subtotal 0 0 84 0 0 0 68 40 0 0 0 0 0 0 0 0 0 0 0 0 0 0 8 24 0 0 0 224 14,605.44 22,017.70 3,662.31 40,285.45 4.0 Traffic Analysis & Traffic Signal Timing4.1 Traffic Operations AnalysisHours 2 4 6 $ 397.88 $ 599.80 $ 99.77 $ 1,097.45 4.2 Traffic Signal Design Concept ReportHours 4 8 12 $ 795.76 $ 1,199.61 $ 199.54 $ 2,194.91 4.0 Subtotal 0 0 6 0 0 0 12 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 18 1,193.64 1,799.41 299.31 3,292.36 5.0 Preliminary Engineering5.1 Right of Way & Utility Impact ExhibitHours 2 16 32 60 110 $ 4,696.92 $ 7,080.61 $ 1,177.75 $ 12,955.28 5.2 Preliminary ROW EstimateHours 2 4 6 $ 397.88 $ 599.80 $ 99.77 $ 1,097.45 5.3 Draft Geotechnical Design ReportHours 2 8 8 18 $ 1,002.04 $ 1,510.58 $ 251.26 $ 2,763.88 5.4 Drainage Design MemorandumHours 2 8 8 18 $ 966.78 $ 1,457.42 $ 242.42 $ 2,666.62 5.5 30% Plans & EstimateHours 14 14 20 20 60 300 300 120 4 28 80 100 66 1126 $ 51,592.16 $ 77,775.18 $ 12,936.73 $ 142,304.08 5.0 Subtotal 0 0 20 14 20 22 96 348 360 120 4 28 80 100 66 0 0 0 0 0 0 0 0 0 0 0 0 1278 $ 58,655.78 $ 88,423.59 $ 14,707.94 $ 161,787.31 6.0 NEPA CEQA Documentation6.1 Project Kick-Off & Environmental Project Description Hours 2 16 32 50 $ 2,598.12 $ 3,916.67 $ 651.48 $ 7,166.26 6.2 Preliminary Environmental Survey (PES) Submittal Hours 2 2 $ 181.48 $ 273.58 $ 45.51 $ 500.57 6.3 HPSR/ASRHours 2 8 10 $ 614.28 $ 926.03 $ 154.03 $ 1,694.34 6.4 Minor Visual Impact Assessment Memorandum Hours 2 8 10 $ 614.28 $ 926.03 $ 154.03 $ 1,694.34 6.5 Traffic Memorandum SupportHours 2 8 10 $ 614.28 $ 926.03 $ 154.03 $ 1,694.34 6.6 Community Impact AssessmentHours 2 8 10 $ 614.28 $ 926.03 $ 154.03 $ 1,694.34 6.7 Phase 1 Initial Site AssessmentHours 2 4 6 $ 397.88 $ 599.80 $ 99.77 $ 1,097.45 6.8 CEQA Documentation Hours 2 2 $ 181.48 $ 273.58 $ 45.51 $ 500.57 6.0 Subtotal 0 0 16 0 0 0 52 32 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 100 5,816.08 8,767.74 1,458.38 16,042.20 7.0 Project Report7.1 City Project Report (PA&ED Draft)Hours 4 40 60 100 72 72 48 4 400 $ 22,330.20 $ 33,662.78 $ 5,599.30 $ 61,592.27 7.0 Subtotal 0 4 40 0 0 60 100 72 72 48 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 4 400 $ 22,330.20 $ 33,662.78 $ 5,599.30 $ 61,592.27 Total 2 4 350 14 20 82 480 500 456 228 6 34 86 100 66 12 4 32 4 40 56 56 8 24 72 34 10 2780 $ 147,791.22 $ 222,795.26 $ 37,058.65 $ 407,645.13 Other Direct CostsReproduction $ 100.00 Mailing / Shipping $ 100.00 Traffic Control $ 3,600.00 ODC Subtotal $ 3,800.00 Grand Total $ 411,445.13 Envision Broadway in Oak Park (Agreement 1 PA&ED)Mark Thomas & Company, Inc.COST PROPOSAL - COST PLUS FIXED FEE 3/1/2023

Check one: SubPrimeCONSULTANT Name:AIMDate:XSubProject Name:2nd Tier SubProject #:Fringe Benefit % + *Overhead %Combined %38.70% 134.90% 0.00% 173.60%Fixed Fee (Profit) %:10.00%Key StaffPrevailing Wage Classification NameActual Base Hourly Rate Paid to Employee For Reference Only (Does not Include any Fringe, OH, or G&A)Actual Fully Loaded Hourly Rate For Reference Only (Includes Fringe, OH, G&A & Fixed Fee)xOutreach Oversight Gladys Cornell 68.00$ $204.65xGraphic Designer Darlene Tran 60.17$ $181.09xSenior Outreach Manager Katie DeMaio 48.20$ $145.06Outreach Manager II Alyssa Thurman 36.06$ $108.53Outreach Coordinator II Katie Owen $28.25 $85.02TOTAL BUDGET AMOUNTS-$ -$ Description RateTotalPrinted Materials at cost 1,600.00$ Direct Mailer Postage at cost 1,200.00$ -$ TOTAL 2,800.00$ GRAND TOTAL: 49,691.46$ By signing here, you agree to the terms above, and attest that all information is accurate and true.Katie DeMaio

1. List all Professional and Supervisory staff by Classification and Name. For staff not listed by name but by classification only, a current payroll document identifying their actual base hourly rate shall be provided with every invoice where an unlisted staff bills time. The approved flat hourly billing rates for all employees will be calculated and reimbursed based on their actual base hourly rates per the date noted above unless CITY Project Manager assigns a fair and reasonable flat hourly billing rate for selected employees. For staff not listed by name but by classification only, the reimbursement will not exceed the approved flat hourly billing rate for that classification. Approved flat hourly billing rates for new employees hired after the date of this cost proposal will not exceed (or shall be in line with) the rates of similar personnel with similar experience listed on this cost proposal. The approved flat hourly billing rate shall be all-inclusive, including all mark-ups, fringe, and overhead expenses and profit.2. Key Staff shall be determined by CITY Project Manager. (i.e., named Project Manager, a specific Principal Engineer, a specific Structural Engineer, etc. Note Key staff with an "X" in the Key Staff column.3. The employees' actual base hourly rates used to negotiate the flat hourly billing rates in this 10-H Form are the rates that were effective per the date noted above. Addition of new staff, new classifications, or addition of a SUBCONTRACTOR not previously listed on the approved 10-H Form(s) shall require written approval from the CITY. No work shall commence until the approval is provided by the CITY. New staff shall be paid at the same or lower approved flat hourly billing rate of the previously approved or similar classification. In addition, if the substitution involves Key Staff, CONTRACTOR must request and justify the need for the substitution and obtain approval from CITY Project Manager. Substituted Key Staff shall be as qualified as the original. 4. Approved flat hourly billing rates include all standard equipment including laptop, camera, cell phone, truck, standard personal safety equipment. CITY Project Manager shall approve any other direct costs.5. Note employees/classifications that are subject to prevailing wage requirements with an "X" in the Prevailing Wage column. Prevailing Wage specified is based on current Department of Industrial Relations (DIR) determination. CONTRACTOR shall be responsible for any future adjustments to the prevailing wage, including but not limited to, base hourly rates and employer payments as determined by the DIR. CONTRACTOR is responsible for paying the appropriate rate, including escalations that take place during the term of the Agreement. CONTRACTOR shall be reimbursed at the above listed approved flat hourly billing rates.6. Overtime may be reimbursed to classifications where it is required by their union contracts (Prevailing Wage classifications). Overtime will not be charged unless prior written approval is received by CITY Project Manager. CITY shall pay CONTRACTOR at the approved overtime rates noted above. CONTRACTOR shall pay prevailing wage employees per prevailing wage guidelines. 7. Local transportation costs resulting from commuting to and from the employee's residence to the office or job site are not reimbursable.8. The Project will not reimburse CONTRACTOR for costs to relocate its staff to the geographic area of the contract. The Project will not reimburse CONTRACTOR for any per diem.9. ODC items are to be in compliance with Code of Federal Regulations, Title 48 Part 31 [Federal Acquisition Regulations (FAR) cost principles] and the firm's company-wide allocation policies and charging practices with all clients including federal government, state government, local agencies and private clients. CONTRACTOR/SUBCONTRACTOR'S AUTHORIZED PERSON SIGNATURE A x Profit % = B A + B = Actual Fully Loaded Hourly Rate[Actual Base Hourly Rate Paid to Employee + (Actual Base Hourly Rate Paid to Employee x Combined %)] = A SUB CONSULTANTS GRAND TOTAL:

Original2/23/2023+ Gen & Admin %SUB CONSULTANT NAME
CITY OF SACRAMENTO 10-H FORMEnvision Broadway in Oak Park (Agr 1 PA&ED)T15225000Approved with Supplement # (type Original if it is the Original):COST PLUS FIXED FEE Version: JANUARY 4, 2022Page1 of 1
Check one: SubPrimeCONSULTANT Name:Bennett Engineering ServicesDate:XSubProject Name:2nd Tier SubProject #:Fringe Benefit % + *Overhead %Combined %78.41% 44.86% 43.41% 166.68%Fixed Fee (Profit) %:10.00%Key StaffPrevailing Wage Classification NameActual Base Hourly Rate Paid to Employee For Reference Only (Does not Include any Fringe, OH, or G&A)Actual Fully Loaded Hourly Rate For Reference Only (Includes Fringe, OH, G&A & Fixed Fee)XPrincipal Engineer Leo Rubio $103.88 $304.73Engineer VI Trinidad Campos $101.76 $298.51XEngineer IV Carlton Allen $67.26 $197.31Engineer VI Don Jones $73.90 $216.78Engineer V LaSandra Edwards $60.99 $178.91Engineer IV Jorge Renteria $67.26 $197.31Engineer IV Kirk Meyer $52.83 $154.98Engineer IV Paul Anderson $48.74 $142.98Engineer III Lizette Martinez $48.20 $141.39Engineer III Chelsea Gillis $44.52 $130.60Engineer II Marisa Ringlstetter $43.80 $128.49Engineer II Julie Miner $37.84 $111.00Engineer II Daniel Cruz $36.10 $105.90Engineer I Andrea Orozco-Reyes $36.04 $105.72Designer III Brandon Michel $48.24 $141.51Engineering Intern II Chandler Kelly $26.00 $76.27Admn - Sheri Sanchez $45.88 $134.59Administration Melanie Reynolds $31.80 $93.28TOTAL BUDGET AMOUNTS-$ -$ -$ -$ -$ -$ -$ -$ Description RateTotal-$ -$ -$ -$ -$ -$ TOTAL -$ GRAND TOTAL: 29,757.22$ CITY OF SACRAMENTO 10-H FORMEnvision Broadway in Oak Park (Agr T15225000Approved with Supplement # (type Original if it is the Original):COST PLUS FIXED FEEOriginal/2022 Estimated ODC Budgets Shall Be Included in Cost Proposal. + Gen & Admin %
SUB CONSULTANTSSUB CONSULTANT NAMEOther Direct Costs (ODC) Items and Rates A x Profit % = B A + B = Actual Fully Loaded Hourly Rate[Actual Base Hourly Rate Paid to Employee + (Actual Base Hourly Rate Paid to Employee x Combined %)] = A SUB CONSULTANTS GRAND TOTAL:

Version: JANUARY 4, 2022Page1 of 3
Check one: SubPrimeCONSULTANT Name:Bennett Engineering ServicesDate:XSubProject Name:2nd Tier SubProject #:Fringe Benefit % + *Overhead %Combined %78.41% 44.86% 43.41% 166.68%Fixed Fee (Profit) %:10.00%Key StaffPrevailing Wage Classification NameActual Base Hourly Rate Paid to Employee For Reference Only (Does not Include any Fringe, OH, or G&A)Actual Fully Loaded Hourly Rate For Reference Only (Includes Fringe, OH, G&A & Fixed Fee)Envision Broadway in Oak Park (Agr)T15225000Approved with Supplement # (type Original if it is the Original):Original12/28/2022+ Gen & Admin % A x Profit % = B A + B = Actual Fully Loaded Hourly Rate[Actual Base Hourly Rate Paid to Employee + (Actual Base Hourly Rate Paid to Employee x Combined %)] = A By signing here, you agree to the terms above, and attest that all information is accurate and true.Leo Rubio, President1. List all Professional and Supervisory staff by Classification and Name. For staff not listed by name but by classification only, a current payroll document identifying their actual base hourly rate shall be provided with every invoice where an unlisted staff bills time. The approved flat hourly billing rates for all employees will be calculated and reimbursed based on their actual base hourly rates per the date noted above unless CITY Project Manager assigns a fair and reasonable flat hourly billing rate for selected employees. For staff not listed by name but by classification only, the reimbursement will not exceed the approved flat hourly billing rate for that classification. Approved flat hourly billing rates for new employees hired after the date of this cost proposal will not exceed (or shall be in line with) the rates of similar personnel with similar experience listed on this cost proposal. The approved flat hourly billing rate shall be all-inclusive, including all mark-ups, fringe, and overhead expenses and profit.2. Key Staff shall be determined by CITY Project Manager. (i.e., named Project Manager, a specific Principal Engineer, a specific Structural Engineer, etc. Note Key staff with an "X" in the Key Staff column.3. The employees' actual base hourly rates used to negotiate the flat hourly billing rates in this 10-H Form are the rates that were effective per the date noted above. Addition of new staff, new classifications, or addition of a SUBCONTRACTOR not previously listed on the approved 10-H Form(s) shall require written approval from the CITY. No work shall commence until the approval is provided by the CITY. New staff shall be paid at the same or lower approved flat hourly billing rate of the previously approved or similar classification. In addition, if the substitution involves Key Staff, CONTRACTOR must request and justify the need for the substitution and obtain approval from CITY Project Manager. Substituted Key Staff shall be as qualified as the original.4. Approved flat hourly billing rates include all standard equipment including laptop, camera, cell phone, truck, standard personal safety equipment. CITY ProjectManager shall approve any other direct costs.5. Note employees/classifications that are subject to prevailing wage requirements with an "X" in the Prevailing Wage column. Prevailing Wage specified is based on current Department of Industrial Relations (DIR) determination. CONTRACTOR shall be responsible for any future adjustments to the prevailing wage, including but not limited to, base hourly rates and employer payments as determined by the DIR. CONTRACTOR is responsible for paying the appropriate rate, including escalations that take place during the term of the Agreement. CONTRACTOR shall be reimbursed at the above listed approved flat hourly billing rates.6. Overtime may be reimbursed to classifications where it is required by their union contracts (Prevailing Wage classifications). Overtime will not be charged unless prior written approval is received by CITY Project Manager. CITY shall pay CONTRACTOR at the approved overtime rates noted above. CONTRACTOR shall pay prevailing wage employees per prevailing wage guidelines.7. Local transportation costs resulting from commuting to and from the employee's residence to the office or job site are not reimbursable.8. The Project will not reimburse CONTRACTOR for costs to relocate its staff to the geographic area of the contract. The Project will not reimburse CONTRACTOR for any per diem.9. ODC items are to be in compliance with Code of Federal Regulations, Title 48 Part 31 [Federal Acquisition Regulations (FAR) cost principles] and the firm's company-wide allocation policies and charging practices with all clients including federal government, state government, local agencies and private clients.CONTRACTOR/SUBCONTRACTOR'S AUTHORIZED PERSON SIGNATURE Version: JANUARY 4, 2022Page3 of 3
Check one: SubPrimeCONSULTANT Name:ESADate:XSubProject Name:2nd Tier SubProject #:Fringe Benefit % + *Overhead %Combined %55.06% 141.62% 0.00% 196.68%Fixed Fee (Profit) %:10.00%Key StaffPrevailing Wage Classification NameActual Base Hourly Rate Paid to Employee For Reference Only (Does not Include any Fringe, OH, or G&A)Actual Fully Loaded Hourly Rate For Reference Only (Includes Fringe, OH, G&A & Fixed Fee)XDirector III Melissa Logue $85.40 $278.70XSenior Associate III Jonathan Teofilo $51.01 $166.47Managing Associate II Heidi Koenig $59.90 $195.48Senior Associate III Eryn Pimentel $45.02 $146.92Associate I Juliana Medan $30.00 $97.90Project Technician III James Songco $43.08 $140.59$0.00$0.00$0.00$0.00$0.00TOTAL BUDGET AMOUNTS-$ -$ -$ Description RateTotal-$ TOTAL -$ GRAND TOTAL: 30,308.40$ CITY OF SACRAMENTO 10-H FORMEnvision Broadway in Oak Park (Agr 1 PA&ED)T15225000Approved with Supplement # (type Original if it is the Original):COST PLUS FIXED FEEOriginal8/31/2022 Estimated ODC Budgets Shall Be
+ Gen & Admin %

SUB CONSULTANTSSUB CONSULTANT NAME
By signing here, you agree to the terms above, and attest that all information is accurate and true.Daniel E. Dameron, Vice President1. List all Professional and Supervisory staff by Classification and Name. For staff not listed by name but by classification only, a current payroll document identifying their actual base hourly rate shall be provided with every invoice where an unlisted staff bills time. The approved flat hourly billing rates for all employees will be calculated and reimbursed based on their actual base hourly rates per the date noted above unless CITY Project Manager assigns a fair and reasonable flat hourly billing rate for selected employees. For staff not listed by name but by classification only, the reimbursement will not exceed the approved flat hourly billing rate for that classification. Approved flat hourly billing rates for new employees hired after the date of this cost proposal will not exceed (or shall be in line with) the rates of similar personnel with similar experience listed on this cost proposal. The approved flat hourly billing rate shall be all-inclusive, including all mark-ups, fringe, and overhead expenses and profit.2. Key Staff shall be determined by CITY Project Manager. (i.e., named Project Manager, a specific Principal Engineer, a specific Structural Engineer, etc. Note Key staff with an "X" in the Key Staff column.3. The employees' actual base hourly rates used to negotiate the flat hourly billing rates in this 10-H Form are the rates that were effective per the date noted above. Addition of new staff, new classifications, or addition of a SUBCONTRACTOR not previously listed on the approved 10-H Form(s) shall require written approval from the CITY. No work shall commence until the approval is provided by the CITY. New staff shall be paid at the same or lower approved flat hourly billing rate of the previously approved or similar classification. In addition, if the substitution involves Key Staff, CONTRACTOR must request and justify the need for the substitution and obtain approval from CITY Project Manager. Substituted Key Staff shall be as qualified as the original. 4. Approved flat hourly billing rates include all standard equipment including laptop, camera, cell phone, truck, standard personal safety equipment. CITY Project Manager shall approve any other direct costs.5. Note employees/classifications that are subject to prevailing wage requirements with an "X" in the Prevailing Wage column. Prevailing Wage specified is based on current Department of Industrial Relations (DIR) determination. CONTRACTOR shall be responsible for any future adjustments to the prevailing wage, including but not limited to, base hourly rates and employer payments as determined by the DIR. CONTRACTOR is responsible for paying the appropriate rate, including escalations that take place during the term of the Agreement. CONTRACTOR shall be reimbursed at the above listed approved flat hourly billing rates.6. Overtime may be reimbursed to classifications where it is required by their union contracts (Prevailing Wage classifications). Overtime will not be charged unless prior written approval is received by CITY Project Manager. CITY shall pay CONTRACTOR at the approved overtime rates noted above. CONTRACTOR shall pay prevailing wage employees per prevailing wage guidelines. 7. Local transportation costs resulting from commuting to and from the employee's residence to the office or job site are not reimbursable.8. The Project will not reimburse CONTRACTOR for costs to relocate its staff to the geographic area of the contract. The Project will not reimburse CONTRACTOR for any per diem.9. ODC items are to be in compliance with Code of Federal Regulations, Title 48 Part 31 [Federal Acquisition Regulations (FAR) cost principles] and the firm's company-wide allocation policies and charging practices with all clients including federal government, state government, local agencies and private clients. Other Direct Costs (ODC) Items and Rates

CONTRACTOR/SUBCONTRACTOR'S AUTHORIZED PERSON SIGNATURE
A x Profit % = B A + B = Actual Fully Loaded Hourly Rate[Actual Base Hourly Rate Paid to Employee + (Actual Base Hourly Rate Paid to Employee x Combined %)] = A SUB CONSULTANTS GRAND TOTAL:

Version: JANUARY 4, 2022Page1 of 1
Check one: SubPrimeCONSULTANT Name:Fehr & PeersDate:XSubProject Name:2nd Tier SubProject #:Fringe Benefit % + *Overhead %Combined %80.17% 102.65% 0.00% 182.82%Fixed Fee (Profit) %:10.00%Key StaffPrevailing Wage Classification NameActual Base Hourly Rate Paid to Employee For Reference Only (Does not Include any Fringe, OH, or G&A)Actual Fully Loaded Hourly Rate For Reference Only (Includes Fringe, OH, G&A & Fixed Fee)Senior Engineer/ Planner Kyle Baumgartner $48.08 $149.58XPrincipal Adrian Engel $74.52 $231.83Principal Kristin Calia $77.64 $241.54Senior Associate Brandy Foust $74.52 $231.83Associate Rod Brown $57.69 $179.47Associate Daniel Murphy $56.73 $176.49Senior Engineering Technician Beverly Willett $38.22 $118.90Senior Engineer/ Planner Jimmy Fong $50.48 $157.04Engineer/ Planner $36.06 $112.18Senior Project Coordinator JoLynn Souto $46.39 $144.32Project Coordinator Tatyana (Tanya) Silchuk $28.85 $89.75Senior Project Accountant Kayleigh Molina-Pastorius $45.67 $142.08Senior Project Accountant Chris Morgan $39.90 $124.13Senior Project Accountant Kamika Sanchez-Garcia $46.15 $143.57Senior Associate David Stanek $77.88 $242.29Engineer/Planner Madeline Harriott $36.06 $112.18Engineer/Planner Jonathan Murillo $33.65 $104.69Senior Engineer/Planner David Manciati $51.92 $161.52Senior Engineering Technician William Edmondson $43.27 $134.61Senior Project Coordinator Lacy Delgado $32.21 $100.21Technician Marty Delgado $28.84 $89.72Intern $25.00 $77.78Engineer/Planner Evan Mori $31.25 $97.22TOTAL BUDGET AMOUNTS-$ -$ -$ Description RateTotal-$ -$ Traffic Counts At Cost 8,000.00$ -$ TOTAL 8,000.00$ GRAND TOTAL: 124,087.21$ CITY OF SACRAMENTO 10-H FORMEnvision Broadway in Oak Park (Agr 1 PA&ED)T15225000Approved with Supplement # (type Original if it is the Original):COST PLUS FIXED FEEOriginal9/1/2022 Estimated ODC Budgets Shall Be Included in Cost Proposal. + Gen & Admin %
SUB CONSULTANTSSUB CONSULTANT NAMEOther Direct Costs (ODC) Items and Rates A x Profit % = B A + B = Actual Fully Loaded Hourly Rate[Actual Base Hourly Rate Paid to Employee + (Actual Base Hourly Rate Paid to Employee x Combined %)] = A SUB CONSULTANTS GRAND TOTAL:Version: JANUARY 4, 2022Page1 of 2 Check one: SubPrimeCONSULTANT Name:Fehr & PeersDate:XSubProject Name:2nd Tier SubProject #:Fringe Benefit % + *Overhead %Combined %80.17% 102.65% 0.00% 182.82%Fixed Fee (Profit) %:10.00%Key StaffPrevailing Wage Classification NameActual Base Hourly Rate Paid to Employee For Reference Only (Does not Include any Fringe, OH, or G&A)Actual Fully Loaded Hourly Rate For Reference Only (Includes Fringe, OH, G&A & Fixed Fee)Envision Broadway in Oak Park (Agr 1 PA&ED)T15225000Approved with Supplement # (type Original if it is the Original):Original9/1/2022+ Gen & Admin % A x Profit % = B A + B = Actual Fully Loaded Hourly Rate[Actual Base Hourly Rate Paid to Employee + (Actual Base Hourly Rate Paid to Employee x Combined %)] = A By signing here, you agree to the terms above, and attest that all information is accurate and true.David B. Robinson

1. List all Professional and Supervisory staff by Classification and Name. For staff not listed by name but by classification only, a current payroll document identifying their actual base hourly rate shall be provided with every invoice where an unlisted staff bills time. The approved flat hourly billing rates for all employees will be calculated and reimbursed based on their actual base hourly rates per the date noted above unless CITY Project Manager assigns a fair and reasonable flat hourly billing rate for selected employees. For staff not listed by name but by classification only, the reimbursement will not exceed the approved flat hourly billing rate for that classification. Approved flat hourly billing rates for new employees hired after the date of this cost proposal will not exceed (or shall be in line with) the rates of similar personnel with similar experience listed on this cost proposal. The approved flat hourly billing rate shall be all-inclusive, including all mark-ups, fringe, and overhead expenses and profit.2. Key Staff shall be determined by CITY Project Manager. (i.e., named Project Manager, a specific Principal Engineer, a specific Structural Engineer, etc. Note Key staff with an "X" in the Key Staff column.3. The employees' actual base hourly rates used to negotiate the flat hourly billing rates in this 10-H Form are the rates that were effective per the date noted above. Addition of new staff, new classifications, or addition of a SUBCONTRACTOR not previously listed on the approved 10-H Form(s) shall require written approval from the CITY. No work shall commence until the approval is provided by the CITY. New staff shall be paid at the same or lower approved flat hourly billing rate of the previously approved or similar classification. In addition, if the substitution involves Key Staff, CONTRACTOR must request and justify the need for the substitution and obtain approval from CITY Project Manager. Substituted Key Staff shall be as qualified as the original. 4. Approved flat hourly billing rates include all standard equipment including laptop, camera, cell phone, truck, standard personal safety equipment. CITY Project Manager shall approve any other direct costs.5. Note employees/classifications that are subject to prevailing wage requirements with an "X" in the Prevailing Wage column. Prevailing Wage specified is based on current Department of Industrial Relations (DIR) determination. CONTRACTOR shall be responsible for any future adjustments to the prevailing wage, including but not limited to, base hourly rates and employer payments as determined by the DIR. CONTRACTOR is responsible for paying the appropriate rate, including escalations that take place during the term of the Agreement. CONTRACTOR shall be reimbursed at the above listed approved flat hourly billing rates.6. Overtime may be reimbursed to classifications where it is required by their union contracts (Prevailing Wage classifications). Overtime will not be charged unless prior written approval is received by CITY Project Manager. CITY shall pay CONTRACTOR at the approved overtime rates noted above. CONTRACTOR shall pay prevailing wage employees per prevailing wage guidelines. 7. Local transportation costs resulting from commuting to and from the employee's residence to the office or job site are not reimbursable.8. The Project will not reimburse CONTRACTOR for costs to relocate its staff to the geographic area of the contract. The Project will not reimburse CONTRACTOR for any per diem.9. ODC items are to be in compliance with Code of Federal Regulations, Title 48 Part 31 [Federal Acquisition Regulations (FAR) cost principles] and the firm's company-wide allocation policies and charging practices with all clients including federal government, state government, local agencies and private clients. CONTRACTOR/SUBCONTRACTOR'S AUTHORIZED PERSON SIGNATUREVersion: JANUARY 4, 2022Page2 of 2

Check one: 2nd Tier SubPrimeCONSULTANT Name:InContextDate:XSubProject Name:2nd Tier SubProject #:Fringe Benefit % + *Overhead %Combined %0.00% 0.00% 120.00% 120.00%Fixed Fee (Profit) %:10.00%Key StaffPrevailing Wage Classification NameActual Base Hourly Rate Paid to Employee For Reference Only (Does not Include any Fringe, OH, or G&A)Actual Fully Loaded Hourly Rate For Reference Only (Includes Fringe, OH, G&A & Fixed Fee)XPrincipal III Fernandez $62.50 $151.25XProject Manager Lester $35.00 $84.70Document Specialist IV Wood $35.55 $86.03Tech I Hanel $20.00 $48.40$0.00$0.00$0.00$0.00TOTAL BUDGET AMOUNTS-$-$-$-$-$Description RateTotalPrinting, Postage, and Supplies$Records Search (Info Center Conduct - Regular Rate)4 hours @ $150 600.00$-$$-$TOTAL $ 6.00GRAND TOTAL: By signing here, you agree to the terms above, and attest that all information is accurate and true.Trish Fernandez, M.A., RPA, President1. List all Professional and Supervisory staff by Classification and Name. For staff not listed by name but by classification only, a current payroll document identifying their actual base hourly rate shall be provided with every invoice where an unlisted staff bills time. The approved flat hourly billing rates for all employees will be calculated and reimbursed based on their actual base hourly rates per the date noted above unless CITY Project Manager assigns a fair and reasonable flat hourly billing rate for selected employees. For staff not listed by name but by classification only, the reimbursement will not exceed the approved flat hourly billing rate for that classification. Approved flat hourly billing rates for new employees hired after the date of this cost proposal will not exceed (or shall be in line with) the rates of similar personnel with similar experience listed on this cost proposal. The approved flat hourly billing rate shall be all-inclusive, including all mark-ups, fringe, and overhead expenses and profit.2. Key Staff shall be determined by CITY Project Manager. (i.e., named Project Manager, a specific Principal Engineer, a specific Structural Engineer, etc. Note Key staff with an "X" in the Key Staff column.3. The employees' actual base hourly rates used to negotiate the flat hourly billing rates in this 10-H Form are the rates that were effective per the date noted above. Addition of new staff, new classifications, or addition of a SUBCONTRACTOR not previously listed on the approved 10-H Form(s) shall require written approval from the CITY. No work shall commence until the approval is provided by the CITY. New staff shall be paid at the same or lower approved flat hourly billing rate of the previously approved or similar classification. In addition, if the substitution involves Key Staff, CONTRACTOR must request and justify the need for the substitution and obtain approval from CITY Project Manager. Substituted Key Staff shall be as qualified as the original.4. Approved flat hourly billing rates include all standard equipment including laptop, camera, cell phone, truck, standard personal safety equipment. CITY ProjectManager shall approve any other direct costs.5. Note employees/classifications that are subject to prevailing wage requirements with an "X" in the Prevailing Wage column. Prevailing Wage specified is based on current Department of Industrial Relations (DIR) determination. CONTRACTOR shall be responsible for any future adjustments to the prevailing wage, including but not limited to, base hourly rates and employer payments as determined by the DIR. CONTRACTOR is responsible for paying the appropriate rate, including escalations that take place during the term of the Agreement. CONTRACTOR shall be reimbursed at the above listed approved flat hourly billing rates.6. Overtime may be reimbursed to classifications where it is required by their union contracts (Prevailing Wage classifications). Overtime will not be charged unless prior written approval is received by CITY Project Manager. CITY shall pay CONTRACTOR at the approved overtime rates noted above. CONTRACTOR shall pay prevailing wage employees per prevailing wage guidelines.7. Local transportation costs resulting from commuting to and from the employee's residence to the office or job site are not reimbursable.8. The Project will not reimburse CONTRACTOR for costs to relocate its staff to the geographic area of the contract. The Project will not reimburse CONTRACTOR for any per diem.9. ODC items are to be in compliance with Code of Federal Regulations, Title 48 Part 31 [Federal Acquisition Regulations (FAR) cost principles] and the firm's company-wide allocation policies and charging practices with all clients including federal government, state government, local agencies and private clients.CONTRACTOR/SUBCONTRACTOR'S AUTHORIZED PERSON SIGNATURE A x Profit % = B A + B = Actual Fully Loaded Hourly Rate[Actual Base Hourly Rate Paid to Employee + (Actual Base Hourly Rate Paid to Employee x Combined %)] = A SUB CONSULTANTS GRAND TOTAL:

Original8/31/2022+ Gen & Admin %SUB CONSULTANT NAMECITY OF SACRAMENTO 10-H FORMEnvision Broadway in Oak Park (Agr 1 PA&ED)T15225000Approved with Supplement # (type Original if it is the Original):COST PLUS FIXED FEE Version: JANUARY 4, 2022Page1 of 1
-
Check one: SubPrimeCONSULTANT Name:Monument ROWDate:XSubProject Name:2nd Tier SubProject #:Fringe Benefit % + *Overhead %Combined %0.00% 112.25% 0.00% 112.25%Fixed Fee (Profit) %:10.00%Key StaffPrevailing Wage Classification NameActual Base Hourly Rate Paid to Employee For Reference Only (Does not Include any Fringe, OH, or G&A)Actual Fully Loaded Hourly Rate For Reference Only (Includes Fringe, OH, G&A & Fixed Fee)XROW Manager Bob Morrison $108.17 $252.55Acquisition Manager/Senior Agent $70.00 $163.43Senior PM $85.00 $198.45Agent $5.00 $1Professional Staff $38.00 $88.72Administration $27.00 $63.04TOTAL BUDGET AMOUNTS-$-$-$-$-$-$-$-$Description RateTotal-$TOTAL -$GRAND TOTAL: 3,586.97$ By signing here, you agree to the terms above, and attest that all information is accurate and true.Bob Morrison1. List all Professional and Supervisory staff by Classification and Name. For staff not listed by name but by classification only, a current payroll documentidentifying their actual base hourly rate shall be provided with every invoice where an unlisted staff bills time. The approved flat hourly billing rates for allemployees will be calculated and reimbursed based on their actual base hourly rates per the date noted above unless CITY Project Manager assigns a fair andreasonable flat hourly billing rate for selected employees. For staff not listed by name but by classification only, the reimbursement will not exceed the approvedflat hourly billing rate for that classification. Approved flat hourly billing rates for new employees hired after the date of this cost proposal will not exceed (or shallbe in line with) the rates of similar personnel with similar experience listed on this cost proposal. The approved flat hourly billing rate shall be all-inclusive,including all mark-ups, fringe, and overhead expenses and profit.2. Key Staff shall be determined by CITY Project Manager. (i.e., named Project Manager, a specific Principal Engineer, a specific Structural Engineer, etc. NoteKey staff with an "X" in the Key Staff column.3. The employees' actual base hourly rates used to negotiate the flat hourly billing rates in this 10-H Form are the rates that were effective per the date notedabove. Addition of new staff, new classifications, or addition of a SUBCONTRACTOR not previously listed on the approved 10-H Form(s) shall require writtenapproval from the CITY. No work shall commence until the approval is provided by the CITY. New staff shall be paid at the same or lower approved flat hourlybilling rate of the previously approved or similar classification. In addition, if the substitution involves Key Staff, CONTRACTOR must request and justify the needfor the substitution and obtain approval from CITY Project Manager. Substituted Key Staff shall be as qualified as the original.4. Approved flat hourly billing rates include all standard equipment including laptop, camera, cell phone, truck, standard personal safety equipment. CITY ProjectManager shall approve any other direct costs.5. Note employees/classifications that are subject to prevailing wage requirements with an "X" in the Prevailing Wage column. Prevailing Wage specified is basedon current Department of Industrial Relations (DIR) determination. CONTRACTOR shall be responsible for any future adjustments to the prevailing wage,including but not limited to, base hourly rates and employer payments as determined by the DIR. CONTRACTOR is responsible for paying the appropriate rate,including escalations that take place during the term of the Agreement. CONTRACTOR shall be reimbursed at the above listed approved flat hourly billing rates.6. Overtime may be reimbursed to classifications where it is required by their union contracts (Prevailing Wage classifications). Overtime will not be chargedunless prior written approval is received by CITY Project Manager. CITY shall pay CONTRACTOR at the approved overtime rates noted above. CONTRACTORshall pay prevailing wage employees per prevailing wage guidelines.7. Local transportation costs resulting from commuting to and from the employee's residence to the office or job site are not reimbursable.8. The Project will not reimburse CONTRACTOR for costs to relocate its staff to the geographic area of the contract. The Project will not reimburseCONTRACTOR for any per diem.9. ODC items are to be in compliance with Code of Federal Regulations, Title 48 Part 31 [Federal Acquisition Regulations (FAR) cost principles] and the firm'scompany-wide allocation policies and charging practices with all clients including federal government, state government, local agencies and private clients.Other Direct Costs (ODC) Items and Rates

CONTRACTOR/SUBCONTRACTOR'S AUTHORIZED PERSON SIGNATURE
A x Profit % = B A + B = Actual Fully Loaded Hourly Rate[Actual Base Hourly Rate Paid to Employee + (Actual Base Hourly Rate Paid to Employee x Combined %)] = A SUB CONSULTANTS GRAND TOTAL:

Original8/26/2022
Estimated ODC Budgets Shall Be Included in Cost Proposal. + Gen & Admin %
SUB CONSULTANTSSUB CONSULTANT NAMECITY OF SACRAMENTO 10-H FORMEnvision Broadway in Oak Park (Agr 1 PA&ED)T15225000Approved with Supplement # (type Original if it is the Original):COST PLUS FIXED FEE Version: JANUARY 4, 2022Page1 of 1
Check one: PrimePrimeCONSULTANT Name:Mark Thomas & Company, Inc.Date:XSubProject Name:2nd Tier SubProject #:Fringe Benefit % + *Overhead %Combined %92.57% 58.18% 0.00% 150.75%Fixed Fee (Profit) %:10.00%Key StaffPrevailing Wage Classification NameActual Base Hourly Rate Paid to Employee For Reference Only (Does not Include any Fringe, OH, or G&A)Actual Fully Loaded Hourly Rate For Reference Only (Includes Fringe, OH, G&A & Fixed Fee)XPrincipal Zach Siviglia $185.50 $511.66XSr. Project Manager James Pangburn $90.74 $250.28Sr. Project Manager Aaron Silva $90.74 $250.28Project Manager Matt Magaw $63.55 $175.29Engineering Manager Raul Cervantes $101.18 $279.08Desgin Engineer II David Nguyen $41.69 $114.99Sr. Project Engineer Eduard Muzychuk $54.10 $149.22Sr. Technical Lead Lihong Liu $74.20 $204.66Project Surveyor Mark Barry $56.18 $154.96Technical Lead Todd Lewis $62.76 $173.11Design Engineer II Brooke Poore $37.60 $103.71Design Engineer I Chee Lee $36.34 $100.23Design Engineer II Cynthia Horner $48.47 $133.69Design Engineer II Kirsten Williamson $40.00 $110.33Design Engineer I Thomas Hardy $33.92 $93.56LAUD Division Manager Erik Smith $83.35 $229.90Sr. Technician Alan Millar $49.14 $135.54Design Engineer I Alex Rodriguez $34.98 $96.48Technical Lead Andy Lee $73.11 $201.66Sr. Project Engineer Austin Allen $54.10 $149.22Sr. Project Surveyor Bob Knuth $63.71 $175.73Landscape Designer II Cathy Nguyen $36.04 $99.41Lead Survey Technician Chris Davis $51.57 $142.24LAUD Project Manager Christine Anderson $67.91 $187.31Design Engineer I Elliot Kasadate $33.92 $93.56Surveyor Erik Keethe $40.56 $111.87Area Manager - CM Hank Doll $125.00 $344.78Technical Lead Jake Weir $66.53 $183.51Design Engineer II Jameela Flordeliz $38.69 $106.72Project Manager Jonathan Hernandez $63.55 $175.29Sr. Project Manager Ken Doty $77.04 $212.50Project Assistant Nazia Shah $26.50 $73.09Sr. Project Surveyor Rodney Unema $61.73 $170.27Sr. Technician Ruel Opada $45.65 $125.91Funding Manager Ryan Bissegger $93.70 $258.45Survey Manager Sam McIntyre $72.08 $198.81Sr. Survey Technician Sergio Bowser $35.64 $98.30Technician Viridiana Dominguez $27.56 $76.02Sr. Project Coordinator Marlayna Harney $44.93 $123.93Project Coordinator Shelby Navarro $38.34 $105.75Project Coordinator Alex Wendy $36.21 $99.88Project Accountant Manager Cindy Stevens $58.99 $162.71Sr. Project Accountant Jennifer DeMartini $47.70 $131.57Project Accountant Daveena Kumar $38.21 $105.39Sr. Project Coordinator Jazmina Plant $42.84 $118.16Project Coordinator Jamie Gerow $39.75 $109.64Sr. Engineering Manager Ed Noriega $1$Sr. Graphic Manager Deanna Gibson $55.12 $152.03Sr. Graphic Designer Omar Pacheco $38.25 $105.50Sr. Graphic Designer Ryan Doran $38.53 $106.28XCertified Chief of Party (OE 3 - Level 5) $53.64 $147.95XCertified Chief of Party (OE 3 - Level 3-4) $53.35 $147.15XCertified Chief of Party (OE 3 - Level 1-2) $53.05 $146.33XChief of Party (OE 3) $52.60 $145.08XInstrumentman (OE 3) $49.01 $135.18 CITY OF SACRAMENTO 10-H FORMEnvision Broadway in Oak Park (Agr 1 PA&ED)T15225000Approved with Supplement # (type Original if it is the Original):COST PLUS FIXED FEEOriginal2/28/2023+ Gen & Admin % A x Profit % = B A + B = Actual Fully Loaded Hourly Rate[Actual Base Hourly Rate Paid to Employee + (Actual Base Hourly Rate Paid to Employee x Combined %)] = A Version: JANUARY 4, 2022Page1 of 2
Check one: PrimePrimeCONSULTANT Name:Mark Thomas & Company, Inc.Date:XSubProject Name:2nd Tier SubProject #:Fringe Benefit % + *Overhead %Combined %92.57% 58.18% 0.00% 150.75%Fixed Fee (Profit) %:10.00%Key StaffPrevailing Wage Classification NameActual Base Hourly Rate Paid to Employee For Reference Only (Does not Include any Fringe, OH, or G&A)Actual Fully Loaded Hourly Rate For Reference Only (Includes Fringe, OH, G&A & Fixed Fee)Envision Broadway in Oak Park (Agr 1 PA&ED)T15225000Approved with Supplement # (type Original if it is the Original):Original2/28/2023+ Gen & Admin % A x Profit % = B A + B = Actual Fully Loaded Hourly Rate[Actual Base Hourly Rate Paid to Employee + (Actual Base Hourly Rate Paid to Employee x Combined %)] = A XChainman/Rodman (OE 3) $46.13 $127.24XApprentice (OE 3 - 1st Period) $27.68 $76.35XApprentice (OE 3 - 2nd Period) $34.60 $95.44XApprentice (OE 3 - 3rd Period) $39.21 $108.15XApprentice (OE 3 - 4th Period) $41.52 $114.52Sr. Landscape Architect Jingwen Guo $53.37 $147.21Landscape Designer I Jessica Yu $27.56 $76.02Design Engineer II Zachary DeWilde $39.08 $107.79Design Engineer II Serena Straub $38.69 $106.72Design Engineer I Angel Pham $33.00 $91.02Design Engineer I Faizah Saif $33.99 $93.75Design Engineer II Joshua Iniguez $48.00 $132.40TOTAL BUDGET AMOUNTS49,691.46$ 29,757.22$30,308.40$8,851.55$124,087.21$ 3,586.97$ 54,684.13$ 300,966.94$ Description RateTotalReproduction At Cost 100.00$ Mailing / Shipping At Cost 100.00$ Traffic ControlAt Cost 3,600.00$ TOTAL 3,800.00$ GRAND TOTAL: 712,412.07$ SUB CONSULTANT NAMEAIM ConsultingBennett EngineeringESAInContext (Sub to ESA)Fehr & PeersMonumentParikh By signing here, you agree to the terms above, and attest that all information is accurate and true.Zach Siviglia, Principal/President1. List all Professional and Supervisory staff by Classification and Name. For staff not listed by name but by classification only, a current payroll document identifying their actual base hourly rate shall be provided with every invoice where an unlisted staff bills time. The approved flat hourly billing rates for all employees will be calculated and reimbursed based on their actual base hourly rates per the date noted above unless CITY Project Manager assigns a fair and reasonable flat hourly billing rate for selected employees. For staff not listed by name but by classification only, the reimbursement will not exceed the approved flat hourly billing rate for that classification. Approved flat hourly billing rates for new employees hired after the date of this cost proposal will not exceed (or shallbe in line with) the rates of similar personnel with similar experience listed on this cost proposal. The approved flat hourly billing rate shall be all-inclusive, including all mark-ups, fringe, and overhead expenses and profit.2. Key Staff shall be determined by CITY Project Manager. (i.e., named Project Manager, a specific Principal Engineer, a specific Structural Engineer, etc. Note Key staff with an "X" in the Key Staff column.3. The employees' actual base hourly rates used to negotiate the flat hourly billing rates in this 10-H Form are the rates that were effective per the date noted above. Addition of new staff, new classifications, or addition of a SUBCONTRACTOR not previously listed on the approved 10-H Form(s) shall require written approval from the CITY. No work shall commence until the approval is provided by the CITY. New staff shall be paid at the same or lower approved flat hourly billing rate of the previously approved or similar classification. In addition, if the substitution involves Key Staff, CONTRACTOR must request and justify the need for the substitution and obtain approval from CITY Project Manager. Substituted Key Staff shall be as qualified as the original.4. Approved flat hourly billing rates include all standard equipment including laptop, camera, cell phone, truck, standard personal safety equipment. CITY Project Manager shall approve any other direct costs.5. Note employees/classifications that are subject to prevailing wage requirements with an "X" in the Prevailing Wage column. Prevailing Wage specified is based on current Department of Industrial Relations (DIR) determination. CONTRACTOR shall be responsible for any future adjustments to the prevailing wage, including but not limited to, base hourly rates and employer payments as determined by the DIR. CONTRACTOR is responsible for paying the appropriate rate, including escalations that take place during the term of the Agreement. CONTRACTOR shall be reimbursed at the above listed approved flat hourly billing rates.6. Overtime may be reimbursed to classifications where it is required by their union contracts (Prevailing Wage classifications). Overtime will not be charged unless prior written approval is received by CITY Project Manager. CITY shall pay CONTRACTOR at the approved overtime rates noted above. CONTRACTOR shall pay prevailing wage employees per prevailing wage guidelines.7. Local transportation costs resulting from commuting to and from the employee's residence to the office or job site are not reimbursable.8. The Project will not reimburse CONTRACTOR for costs to relocate its staff to the geographic area of the contract. The Project will not reimburseCONTRACTOR for any per diem.9. ODC items are to be in compliance with Code of Federal Regulations, Title 48 Part 31 [Federal Acquisition Regulations (FAR) cost principles] and the firm's company-wide allocation policies and charging practices with all clients including federal government, state government, local agencies and private clients.CONTRACTOR/SUBCONTRACTOR'S AUTHORIZED PERSON SIGNATURE SUB CONSULTANTS GRAND TOTAL:

Version: JANUARY 4, 2022Page2 of 2

Local Assistance Procedures Manual Exhibit 10-O1Consultant Proposal DBE Commitment LPP 18-01 Page 1 of 2January 2019
EXHIBIT 10-O1 CONSULTANTPROPOSALDBE COMMITMENT1. Local Agency: City of Sacramento 2. Contract DBE Goal: 20%3. Project Description: Envision Broadway in Pak Park PA/ED (Project #T15225000)4. Project Location: Sacramento, CA5. Consultant's Name: Mark Thomas & Company, Inc. 6. Prime Certified DBE: 7. Description of Work, Service, or MaterialsSupplied 8. DBECertification Number 9. DBE Contact Information 10. DBE %Public Outreach 35954 AIM Consulting (916) 442-11682523 J Street, #202 Sacramento, CA 95816% Environmental 43459 Bennett Engineering (916) 783-41001082 Sunrise Ave, #100 Roseville, CA 95661% Cultural Resources 42001 InContext (916) 241-9285P.O. Box 2462 Fair Oaks, CA 95628% Appraisals 46456 Monument ROW (916) 717-70693626 Fair Oaks Blvd, #100 Sacramento, CA 95864.% Geotechnical 20259 Parikh Consultants (408) 452-90001497 N Milpitas Blvd. Milpitas, CA 95035% Local Agency to Complete this Section 11. TOTAL CLAIMED DBE PARTICIPATION 2% 17. Local Agency Contract Number:18. Federal-Aid Project Number:19. Proposed Contract Execution Date:20. Consultant’s Ranking afterEvaluation:Local Agency certifies that all DBE certifications are valid and information on this form is complete and accurate. IMPORTANT: Identify all DBE firms being claimed for credit, regardless of tier. Written confirmation of each listed DBE is required. 21. Local Agency Representative's Signature22. Date12. Preparer's Signature 13. DateZach Siviglia (916) 381-910023. Local Agency Representative's Name24. Phone14. Preparer's Name 15. PhonePrincipal/Vice President25. Local Agency Representative's Title16. Preparer's TitleDISTRIBUTION: Original – Included with consultant’s proposal to local agency. ADA Notice: For individuals with sensory disabilities, this document is available in alternate formats. For information call (916) 654-6410 or TDD (916) 654-3880 or write Records and Forms Management, 1120 N Street, MS-89, Sacramento, CA 95814.

Local Assistance Procedures Manual Exhibit 10-O2Consultant Contract DBE Commitment

Page 1 of 2 ends

EXHIBIT 10-O2 CONSULTANTCONTRACT DBE COMMITMENT1. Local Agency: City of Sacramento 2. Contract DBE Goal: 20%3. Project Description: Envision Broadway in Oak Park PA/ED (Project #T15225000)4. Project Location: Sacramento, CA5. Consultant's Name: Mark Thomas & Company, Inc.6. Prime Certified DBE: 7. Total Contract Award Amount: $8. Total Dollar Amount for ALLSubconsultants: $9. Total Number of ALLSubconsultants:710. Description of Work, Service, or MaterialsSupplied 11. DBECertification Number 12. DBE Contact Information13. DBEDollarAmountPublic Outreach 35954 AIM Consulting (916) 442-11682523 J Street, #202 Sacramento, CA 95816$Environmental 43459 Bennett Engineering (916) 783-41001082 Sunrise Ave, #100 Roseville, CA 95661$Cultural Resources 42001 InContext (916) 241-9285P.O. Box 2462 Fair Oaks, CA 95628$8,851.55 Appraisals 46456 Monument ROW (916) 717-70693626 Fair Oaks Blvd, #100 Sacramento, CA 95864$3,586.97 Geotechnical 20259 Parikh Consultants (408) 452-90001497 N Milpitas Blvd. Milpitas, CA 95035$Local Agency to Complete this Section 14. TOTAL CLAIMED DBE PARTICIPATION$20. Local Agency ContractNumber:21. Federal-Aid Project Number:% 22. Contract ExecutionDate:Local Agency certifies that all DBE certifications are valid and information on this form is complete and accurate. IMPORTANT: Identify all DBE firms being claimed for credit, regardless of tier. Written confirmation of each listed DBE is required. 23. Local Agency Representative'sSignature24. Date15. Preparer's Signature 16. DateZach Siviglia (916) 381-910025. Local Agency Representative's Name26. Phone17. Preparer's Name 18. PhonePrincipal/Vice President27. Local Agency Representative's Title19. Preparer's TitleDISTRIBUTION: 1. Original – Local Agency 2. Copy – Caltrans District Local Assistance Engineer (DLAE). Failure to submit to DLAE within 30 days of contractexecution may result in de-obligation of federal funds on contract.ADA Notice: For individuals with sensory disabilities, this document is available in alternate formats. For information call (916) 654-6410 or TDD (916) 654-3880 or write Records and Forms Management, 1120 N Street, MS-89, Sacramento, CA 95814.

Form Approved by City Attorney 9-1-2020 Exhibit C - Page 1 EXHIBIT C INSURANCE 1. Insurance Requirements. During the entire term of this Contract, Contractor shall maintain the insurance coverage described in the Insurance Terms below. Full compensation for all premiums that Contractor is required to pay for the insurance coverage described herein shall be included in the compensation specified under this Contract. No additional compensation will be provided for Contractor's insurance premiums. Any available insurance proceeds in excess of the specified minimum limits and coverages shall be available to the City. Contractor's liability to the City is not in any way limited to or affected by the amount of insurance coverage required or carried by the Contractor in connection with this Contract. 2. General Liability Minimum Scope and Limits of Insurance Coverage. Commercial General Liability Insurance is required providing coverage at least as broad as ISO CGL Form 00 01 on an occurrence basis for bodily injury, including death, of one or more persons, property damage, and personal injury, arising out of activities performed by or on behalf of the Contractor and subcontractors, products and completed operations of Contractor and subcontractors, and premises owned, leased, or used by Contractor and subcontractors, with limits of not less than one million dollars ($1,000,000) per occurrence. The policy shall provide contractual liability and products and completed operations coverage for the term of the policy. The City, its officials, employees and volunteers shall be covered by policy terms or endorsement as additional insureds as respects general liability arising out of: activities performed by or on behalf of Contractor and subcontractors; products and completed operations of Contractor and subcontractors; and premises owned, leased, or used by Contractor and subcontractors. 3. Automobile Liability Minimum Scope and Limits of Insurance Coverage. (Check the applicable provision.) _X_ Automobile Liability Insurance is required providing coverage at least as broad as ISO Form CA 00 01 for bodily injury, including death, of one or more persons, property damage and personal injury, with limits of not less than one million dollars ($1,000,000) per occurrence. The policy shall provide coverage for owned, non-owned and/or hired autos as appropriate to the operations of the Contractor. The City, its officials, employees and volunteers shall be covered by policy terms or endorsement as additional insureds as respects auto liability. ___ No automobile liability insurance is required, and by signing this Contract, Contractor certifies as follows: “Contractor certifies that a motor vehicle will not be used in the performance of any work or services under this agreement. If, however, Contractor does transport items under this Contract, or this Contract is amended to require any employees of Contractor to use a

Form Approved by City Attorney 9-1-2020 Exhibit C - Page 2 vehicle to perform services under the Contract, Contractor understands that it must maintain and provide evidence of Automobile Liability Insurance providing coverage at least as broad as ISO Form CA 00 01 for bodily injury, including death, of one or more persons, property damage and personal injury, with limits of not less than one million dollars ($1,000,000) per occurrence. The policy shall provide coverage for owned, non-owned and/or hired autos as appropriate to the operations of the Contractor.” 4. Excess Insurance. The minimum limits of insurance required above may be satisfied by a combination of primary and umbrella or excess insurance coverage, provided that any umbrella or excess insurance contains, or is endorsed to contain, a provision that it will apply on a primary basis for the benefit of the City, and any insurance or self-insurance maintained by City, its officials, employees, or volunteers will be in excess of Contractor's umbrella or excess coverage and will not contribute to it. 5. Workers’ Compensation Minimum Scope and Limits of Insurance Coverage. (Check the applicable provision.) _X_ Workers’ Compensation Insurance is required with statutory limits and Employers' Liability Insurance with limits of not less than one million dollars ($1,000,000). The Workers' Compensation policy shall include a waiver of subrogation in favor of the City. ___ No work or services will be performed on or at CITY facilities or CITY Property, therefore a Workers’ Compensation waiver of subrogation in favor of the CITY is not required. ___ No Workers’ Compensation insurance is required, and by signing this Contract, Contractor certifies as follows: “Contractor certifies that its business has no employees, and that it does not employ anyone, and is therefore exempt from the legal requirements to provide Workers' Compensation insurance. If, however, Contractor hires any employee during the term of this Contract, Contractor understands that Workers’ Compensation with statutory limits and Employer’s Liability Insurance with a limit of not less than one million dollars ($1,000,000) is required. The Workers’ Compensation policy will include a waiver of subrogation in favor of the City.” 6. Professional Liability Minimum Scope and Limits of Insurance Coverage. Professional Liability Insurance providing coverage on a claims-made basis for errors and omissions, or malpractice with limits of not less than one million dollars ($1,000,000): Is __X___ Is not _____ [check one] required for this Agreement. If required, such coverage must be continued for at least 1 (one) year(s) following the completion of all Services under this Contract. The retroactive date must be prior to the date this Contract is approved or any Services are performed.

Form Approved by City Attorney 9-1-2020 Exhibit C - Page 3

7. Other Insurance Provisions. The policies must contain, or be endorsed to contain, the following provisions: A. Contractor's insurance coverage, including excess insurance, shall be primary insurance as respects the City, its officials, employees and volunteers. Any insurance or self-insurance maintained by the City, its officials, employees or volunteers will be in excess of Contractor's insurance and will not contribute with it. B. Any failure to comply with reporting provisions of the policies will not affect coverage provided to the City, its officials, employees or volunteers. C. Coverage shall state that Contractor's insurance applies separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. D. Contractor shall provide the City with 30 days written notice of cancellation or material change in the policy language or terms. 8. Acceptability of Insurance. Insurance must be placed with insurers with a Bests' rating of not less than A:VI. Self-insured retentions, policy terms or other variations that do not comply with the requirements of this Exhibit C must be declared to and approved by the City in writing before execution of this Contract. 9. Verification of Coverage. A. Contractor shall furnish City with certificates and required endorsements evidencing the insurance required. Certificates of insurance must be signed by an authorized representative of the insurance carrier. Copies of policies shall be delivered to the City Representative on demand. B. Contractor shall send all insurance certificates and endorsements, including policy renewals, during the term of this Contract directly to: City of Sacramento c/o Exigis LLC PO Box 947 Murrieta, CA 92564 C. Certificate Holder must be listed as: City of Sacramento c/o Exigis LLC PO Box 947 Murrieta, CA 92564 D. The City may withdraw its offer of Contract or cancel this Contract if the certificates of insurance and endorsements required have not been provided before execution of this Contract. The City may withhold payments to Contractor and/or cancel the Contract if the insurance is canceled or Contractor otherwise ceases to be insured as required herein.

Form Approved by City Attorney 9-1-2020 Exhibit C - Page 4

10. Subcontractor Insurance Coverage. Contractor shall require and verify that all subcontractors maintain insurance coverage that meets the minimum scope and limits of insurance coverage specified in this Exhibit C.

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 1 EXHIBIT D GENERAL CONDITIONS 1. Independent Contractor. A. It is understood and agreed that CONTRACTOR (including CONTRACTOR’s employees) is an independent contractor and that no relationship of employer-employee exists between the parties hereto for any purpose whatsoever. Neither CONTRACTOR nor CONTRACTOR’s assigned personnel will be entitled to any benefits payable to CITY employees. CITY is not required to make any deductions or withholdings from the compensation payable to CONTRACTOR under the provisions of this Contract, and CONTRACTOR will be issued a Form 1099 for its services hereunder. As an independent contractor, CONTRACTOR hereby agrees to indemnify and hold CITY harmless from any and all claims that may be made against CITY based upon any contention by any of CONTRACTOR’s employees or by any third party, including any state or federal agency, that an employer-employee relationship or a substitute therefor exists for any purpose whatsoever by reason of this Contract or by reason of the nature and/or performance under this Contract. B. It is further understood and agreed by the parties that CONTRACTOR, in the performance of its obligations, is subject to the City’s control and direction as to the designation of tasks to be performed and the results to be accomplished under this Contract, but not as to the means, methods, or sequence used by CONTRACTOR for accomplishing the results. To the extent that CONTRACTOR obtains permission to, and does, use CITY facilities, space, equipment or support services in the performance of this Contract, this use will be at the CONTRACTOR’s sole discretion based on the CONTRACTOR’s determination that the use will promote CONTRACTOR’s efficiency and effectiveness. Except as may be specifically provided elsewhere in this Contract, the CITY does not require that CONTRACTOR use CITY facilities, equipment or support services or work in CITY locations in the performance of this Contract. As used in this Contract, "sole discretion" or "sole judgment" means that the party authorized to exercise its discretion or judgment may do so based on an unfettered assessment of its own interests, without considering how its decision affects the other party, and unconstrained by the implied covenant of good faith and fair dealing. C. If, in the performance of this Contract, any third persons are employed by CONTRACTOR, such persons will be entirely and exclusively under the direction, supervision, and control of CONTRACTOR. Except as otherwise provided in this Contract, all terms of employment, including hours, wages, working conditions, discipline, hiring, and discharging, or any other terms of employment or requirements of law, shall be determined by CONTRACTOR. It is further understood and agreed that CONTRACTOR will issue W-2 or 1099 Forms for income and employment tax purposes for all CONTRACTOR’s assigned personnel and subcontractors. D. The provisions of this section will survive any expiration or termination of this Contract. Nothing in this Contract creates an exclusive relationship between CITY and CONTRACTOR. CONTRACTOR may represent, perform services for, or be employed by

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 2 any additional persons or companies so long as CONTRACTOR does not violate the provisions of Section 5, below. 2. Licenses; Permits, Etc. CONTRACTOR represents and warrants that CONTRACTOR has, and shall maintain at all times during the term of this Contract at its sole cost and expense, all licenses, permits, qualifications, and approvals of any nature that are legally required for CONTRACTOR to practice its profession or fulfill the terms of this Contract, including a City Business Operations Tax Certificate and any required certification issued by the California Secretary of State. 3. Time. Time is off the essence in the performance of this Contract. CONTRACTOR shall devote the necessary time and effort to its performance under this Contract. Neither party will be considered in default of this Contract, to the extent that party’s performance is prevented or delayed by any cause, present or future, that is beyond the reasonable control of that party. 4. CONTRACTOR Not Agent. Except as CITY may specify in writing, CONTRACTOR and CONTRACTOR’s personnel have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent. CONTRACTOR and CONTRACTOR’s personnel shall have no authority, express or implied, to bind CITY to any obligations whatsoever. 5. Conflicts of Interest. CONTRACTOR covenants that neither it, nor any officer or principal of its firm, has or will acquire any interest, directly or indirectly, that would conflict in any manner with the CITY’s interests or that would in any way hinder CONTRACTOR’s performance under this Contract. CONTRACTOR further covenants that in the performance of this Contract, no person having any such interest will be employed by it as an officer, employee, agent or subcontractor, without the City’s written consent. CONTRACTOR agrees to avoid conflicts of interest or the appearance of any conflicts of interest with the City’s interests during the performance of this Contract. If CONTRACTOR is or employs a former officer or employee of the CITY, CONTRACTOR and any former City officer or employee shall comply with the provisions of Sacramento City Code Section 2.16.090 pertaining to appearances before the City Council or any CITY department, board, commission, or committee. 6. Hazardous Substances. "Hazardous Substances" means any substance, material, waste, or other pollutant or contaminant that is or becomes designated, classified, or regulated as hazardous or toxic under any law, regulation, rule, order, decree, or other governmental requirement now in effect or later enacted. If Contractor is shipping Hazardous Substances, Contractor must supply a Safety Data Sheet ("SDS") with the first shipment of Hazardous Substances to each City location receiving the Hazardous Substances. If the content of an SDS is revised, Contractor must provide a revised SDS to each City location receiving Hazardous Substances. 7. Confidentiality of CITY Information. During performance of this Contract, CONTRACTOR may gain access to and use CITY information regarding inventions, machinery, products, prices, apparatus, costs, discounts, future plans, business affairs, governmental affairs, processes, trade secrets, technical matters, systems, facilities, customer lists, product design, copyright, data, and other vital information (hereafter collectively referred to as “City Information”) that are valuable, special and unique assets of the CITY.

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 3 CONTRACTOR agrees to protect all City Information and treat it as strictly confidential, and further agrees that CONTRACTOR shall not at any time, either directly or indirectly, divulge, disclose or communicate in any manner any City Information to any third party without the City’s prior written consent. In addition, CONTRACTOR must comply with all CITY policies governing the use of the CITY network and technology systems, as set forth in applicable provisions of the City of Sacramento Administrative Policy Instructions # 30. A violation by CONTRACTOR of this section is a material violation of this Contract and shall justify legal and equitable relief. 8. CONTRACTOR Information. A. CITY shall have full ownership and control, including ownership of any copyrights, of all information prepared, produced, or provided by CONTRACTOR under this Contract. In this Contract, the term “information” means and includes: any and all work product, submittals, reports, plans, specifications, and other deliverables consisting of documents, writings, handwritings, typewriting, printing, photostatting, photographing, computer models, and any other computerized data and every other means of recording any form of information, communications, or representation, including letters, works, pictures, drawings, sounds, or symbols, or any combination thereof. CONTRACTOR shall not be responsible for any unauthorized modification or use of such information for other than its intended purpose by CITY. B. CONTRACTOR shall fully defend, indemnify and hold harmless CITY, its officers and employees, and each of them, from and against any and all claims, actions, lawsuits or other proceedings alleging that all or any part of the information prepared, produced, or provided by CONTRACTOR under this Contract infringes upon any third party’s trademark, trade name, copyright, patent or other intellectual property rights. CITY shall make reasonable efforts to notify CONTRACTOR not later than ten days after CITY is served with any such claim, action, lawsuit or other proceeding. However, City’s failure to provide notice within the ten-day period does not relieve CONTRACTOR of its obligations hereunder, which survive any termination or expiration of this Contract. C. All proprietary and other information received from CONTRACTOR by CITY, whether received in connection with CONTRACTOR’s proposal to CITY or in connection with Contractor’s performance, will be disclosed upon receipt of a request for disclosure, in accordance with the California Public Records Act; provided, however, that, if any information is set apart and clearly marked “trade secret” when it is provided to CITY, CITY shall give notice to CONTRACTOR of any request for the disclosure of such information. The CONTRACTOR will then have five days from the date it receives notice to petition the court for a protective order to prevent the disclosure of the information. The CONTRACTOR shall have sole responsibility for defense of the actual “trade secret” designation of such information. D. The parties understand and agree that any failure by CONTRACTOR to respond to the notice provided by CITY and seek a protective order, in accordance with the provisions of subsection C, above, constitutes a complete waiver by CONTRACTOR of any rights regarding the information designated “trade secret” by CONTRACTOR, and the

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 4 information will be disclosed by CITY in accordance with the Public Records Act. 9. Notification of Material Changes in Business. Contractor agrees that if it experiences any material changes in its business, including a reorganization, refinancing, restructuring, leveraged buyout, bankruptcy, name change, or loss of key personnel, it will immediately notify the City of the changes. Contractor also agrees to immediately notify the City of any condition that may jeopardize the scheduled delivery or fulfillment of Contractor's obligations to the City under this Contract. 10. Standard of Performance. CONTRACTOR shall perform in the manner and according to the standards currently observed by a competent practitioner of CONTRACTOR’s profession in California and in compliance with all requirements of this Contract. All products that CONTRACTOR delivers to CITY under this Contract must be prepared in a professional manner and conform to the standards of quality normally observed by a person currently practicing in CONTRACTOR’s profession. CONTRACTOR shall assign only competent personnel to perform on its behalf under this Contract. CONTRACTOR must notify the CITY in writing of any changes in CONTRACTOR’s staff assigned to perform under this Contract, before any performance by the new staff member. If the CITY, in its sole discretion, determines that any person assigned by the Contractor to perform under this Contract is not performing in accordance with the standards required herein, City shall provide notice to Contractor. CONTRACTOR shall immediately remove the assigned person upon receipt of the notice. 11. Performance or Different Terms and Conditions. The City's subsequent performance will not be construed as either acceptance of additional or different terms and conditions or a counteroffer by the Contractor, nor will the City's subsequent performance be viewed as acceptance of any provision of the Uniform Commercial Code, as adopted by any State, that is contrary to the terms and conditions contained herein. Contractor's performance shall conform to the applicable requirements of the Sacramento City Charter, Sacramento City Code, and all applicable State and Federal laws, and all the requirements of this Contract. The California Commercial Code will apply except as otherwise provided in the Contract. 12. Emergency/Declared Disaster Requirements. If an emergency is declared by the City Manager, or if any portion of the City is declared a disaster area by the county, state or federal government, this Contract may be subjected to increased usage. The Contractor shall serve the City during a declared emergency or disaster, subject to the same terms and conditions that apply during non- emergency / non-disaster conditions. The pricing set forth in this Contract will apply, without mark-up, regardless of the circumstances. If the Contractor is unable to fulfill the terms of the Contract because of a disruption in its chain of supply or service, then the Contractor shall provide proof of the disruption. Acceptable forms of proof will include a letter or notice from the Contractor's source stating the reason for the disruption 13. Term; Suspension; Termination. A. This Contract is effective on the Effective Date and continues in effect until both parties have fully performed their respective obligations under this Contract, unless sooner terminated as provided herein.

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 5 B. CITY shall have the right at any time to suspend CONTRACTOR’s performance hereunder, in whole or in part, by giving a written notice of suspension to CONTRACTOR. Upon receipt of such notice, CONTRACTOR shall immediately suspend its activities under this Contract, as specified in the notice. C. The CITY shall have the right to terminate this Contract at any time by giving a written notice of termination to CONTRACTOR. Upon receipt of such notice, CONTRACTOR shall immediately cease performance under this Contract as specified in the notice. If the CITY terminates this Contract: (1) CONTRACTOR shall, not later than five days after receipt of the notice, deliver all information prepared under this Contract to the City. (2) The CITY shall pay CONTRACTOR the reasonable value of Goods or Services provided by CONTRACTOR before termination; provided, however, CITY shall not in any manner be liable for lost profits that might have been made by CONTRACTOR had the Contract not been terminated or had CONTRACTOR completed performance required by this Contract. CONTRACTOR shall furnish to the CITY any financial information requested by the City to determine the reasonable value of the Goods or Services provided by CONTRACTOR. The foregoing is cumulative and does not affect any right or remedy that CITY may have in law or equity. 14. Default by Contractor. In case of default by the Contractor, the City reserves the right to procure the Goods or Services from other sources and deduct from any monies due, or that may thereafter become due to the Contractor, the difference between the price named in this Contract and the actual cost to the City to procure from an alternate source. Prices paid by the City will be considered the prevailing market price at the time such purchase is made. 15. Indemnity. A. Indemnity: Contractor shall defend, hold harmless, and indemnify City, its officers, and employees, and each and every one of them, to the fullest extent permitted under law, from and against all actions, damages, costs, liabilities, claims, demands, losses, judgments, penalties, and expenses of every type and description, whether arising on or off the site of the work or services performed under this Contract, including any fees and costs reasonably incurred by City’s staff attorneys or outside attorneys and any fees and expenses incurred in enforcing this provision (hereafter collectively referred to as “Claims”), including Claims for personal injury or death, damage to personal, real, or intellectual property, damage to the environment, contractual or other economic damages, or regulatory penalties, that arise out of, pertain to, or relate to any negligent act or omission, recklessness, or willful misconduct related in any way to the performance of or failure to perform this Contract by Contractor, any subcontractor (including lower-tier subcontractors) or agent of Contractor, their respective officers and employees, and anyone else for whose acts of omissions any of them may be liable, whether or not the Claims are litigated, settled, or reduced to judgment; provided that the foregoing indemnity does not apply to liability for damages for death or bodily injury

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 6 to persons, injury to property, or other loss, damage, or expense, to the extent arising from the active negligence or willful misconduct of, or defects in design furnished by, City, its agents, servants, or independent contractors who are directly responsible to City, except when such agents, servants, or independent contractors are under the supervision and control of Contractor or any subcontractor (including lower-tier subcontractors) or agent of Contractor. While Contractor’s defense costs ordinarily cannot exceed Contractor’s proportionate percentage of fault, if one or more defendants is unable to pay its share of defense costs due to bankruptcy or dissolution, the Contractor shall meet and confer with the City and other parties regarding the unpaid defense costs. B. Insurance Policies; Intellectual Property Claims: The existence or acceptance by City of any of the insurance policies or coverages described in this Contract will not affect or limit any of City’s rights under this Section, nor will the limits of any insurance limit the liability of Contractor hereunder. This Section will not apply to any intellectual property claims, actions, lawsuits or other proceedings subject to the provisions of the Contractor Information Section, above. C. Survival. The provisions of this section will survive any expiration or termination of this Contract. 16. Funding Availability. A. This Contract is subject to the budget and fiscal provisions of the Charter and the Sacramento City Code. B. The City’s payment obligation under this Contract will not exceed the amount of funds appropriated and approved for this Contract by the Sacramento City Council. C. This Section shall govern over any other contrary provision of the Contract. 17. Equal Employment Opportunity. During the performance of this Contract, CONTRACTOR, for itself, its assignees and successors in interest, agrees as follows: A. Compliance With Regulations: CONTRACTOR shall comply with all state, local, and federal anti-discrimination laws and regulations, including the Executive Order 11246 entitled “Equal Opportunity in Federal Employment”, as amended by Executive Order 11375, 12086, and 13672, and as supplemented in Department of Labor regulations (41 CFR Chapter 60), referred to collectively as the “Regulations.” B. Nondiscrimination: CONTRACTOR, with regards to the work performed by it after award and before completion of the work under this Contract, shall not discriminate on the ground of race, color, religion, sex, national origin, age, marital status, physical handicap or sexual orientation in selection and retention of subcontractors, including procurement of materials and leases of equipment. CONTRACTOR shall not participate either directly or indirectly in discrimination prohibited by the Regulations. C. Solicitations for Subcontractors, Including Procurement of Materials and Equipment: In

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 7 all solicitations either by competitive bidding or negotiations made by CONTRACTOR for work to be performed under any subcontract, including all procurement of materials or equipment, each potential subcontractor or supplier shall be notified by CONTRACTOR of CONTRACTOR’s obligation under this Contract and the Regulations relative to nondiscrimination on the ground of race, color, religion, sex, national origin, age, marital status, physical handicap or sexual orientation. D. Information and Reports: CONTRACTOR shall provide all information and reports required by the Regulations, or by any orders or instructions issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information and its facilities as may be determined by the CITY to be pertinent to ascertain compliance with the Regulations, orders and instructions. Where any information required of CONTRACTOR is in the exclusive possession of another who fails or refuses to furnish this information, CONTRACTOR shall so certify to the CITY, and shall set forth what efforts it has made to obtain the information. E. Sanctions for Noncompliance: In the event of noncompliance by CONTRACTOR with the nondiscrimination provisions of this Contract, the CITY shall impose any sanctions it determines are appropriate including: (1) Withholding of payments to CONTRACTOR under this Contract until CONTRACTOR complies; (2) Cancellation, termination, or suspension of this Contract, in whole or in part. F. Incorporation of Provisions: CONTRACTOR shall include the provisions of subsections A through E, above, in every subcontract, including procurement of materials and leases of equipment, unless exempted by the Regulations, or by any order or instructions issued pursuant thereto. The City may direct CONTRACTOR to take specific actions to enforce these provisions, including sanctions for noncompliance; provided, however, that if CONTRACTOR becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, CONTRACTOR may request that the CITY join such litigation to protect the City’s interests. 18. Entire Agreement. This Contract, including all Exhibits and documents referenced herein, contains the entire agreement between the parties and supersedes whatever oral or written understanding they may have had before the execution of this Contract. No alteration to the terms of this Contract shall be valid unless approved in writing by CONTRACTOR, and by CITY, in accordance with applicable provisions of the Sacramento City Code. 19. Modification of Contract. The Contractor shall take no direction from any City employee that changes the executed terms and conditions of the Contract, including Exhibit A, or any change that impacts the cost, price, or schedule, before receiving a written, signed modification to the Contract. 20. Severability. If a court with jurisdiction rules that any portion of this Contract or its application to any person or circumstance is invalid or unenforceable, the remainder of this Contract will not be affected thereby and will remain valid and enforceable as written, to the greatest extent permitted by law.

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 8

21. Waiver. Neither the CITY’s acceptance of, or payment for, any Goods or Services, nor any waiver by either party of any default, breach or condition precedent, will be construed as a waiver of any provision of this Contract, nor as a waiver of any other default, breach or condition precedent or any other right hereunder. No waiver will be effective unless it is in writing and signed by the waiving party. 22. Governing Law. This Contract shall be governed, construed and enforced in accordance with the laws of the State of California, except that the rule of interpretation in California Civil Code section 1654 will not apply. Venue of any litigation arising out of this Contract will lie exclusively in the state trial court or Federal District Court located in Sacramento County in the State of California, and the parties consent to jurisdiction over their persons and over the subject matter of any such litigation in such courts, and consent to service of process issued by such courts. 23. Assignment Prohibited. The expertise and experience of CONTRACTOR are material considerations for this Contract. CITY has a strong interest in the qualifications and capability of the persons and entities that will fulfill the obligations imposed on CONTRACTOR under this Agreement. In recognition of this interest, CONTRACTOR shall not assign any right or obligation pursuant to this Contract without the written consent of the CITY. Any attempted or purported assignment without CITY’s written consent shall be void and of no effect. 24. Binding Effect. This Contract is binding on the heirs, executors, administrators, successors and assigns of the parties, subject to the provisions of Section 23, above. 25. Compliance with Laws. The Contractor shall be responsible for strict compliance with all applicable laws, regulations, court orders and other legal requirements applicable to the work to be accomplished under the Contract, including the California Occupational Safety and Health Act and all applicable safety orders issued by the Division of Occupational Safety and Health, Department of Industrial Relations, State of California, and all applicable requirements of Underwriters Laboratories and the Federal Communication Commission. 26. Debarment Certification A. Pursuant to 2 CFR, Part 200, and applicable Executive Orders, the City is restricted in its ability to contract with certain parties that are debarred, suspended, or otherwise excluded or ineligible for participating in Federal assistance programs or activities. By signing this Agreement, CONTRACTOR warrants and certifies under penalty of perjury under the laws of the State of California that Contractor, including any owner, partner, director, officer, or principal of the CONTRACTOR, or any person in a position with management responsibility or responsibility for the administration of federal funds: (1) Is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal or state department/agency; (2) Has not within a three-year period preceding this certification been convicted of or had a civil judgment rendered against it for: commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public transaction or contract (federal, state, or local); violation of federal or state antitrust statutes; or

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 9 commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, receiving stolen property, or other criminal felony; (3) Is not presently indicted for or otherwise criminally or civilly charged by a governmental entity (federal, state, or local) with commission of any of the offenses enumerated in paragraph (b) above; or (4) Has not, within a three-year period preceding this certification, had one or more public contracts (federal, state, or local) or transactions terminated for cause or default. (5) Has not been notified, within a three-year period preceding this certification, been notified of any delinquent Federal taxes in an amount that exceeds $3,500 for which the liability remains unsatisfied. Federal taxes are considered delinquent if the tax liability has been finally determined and the taxpayer is delinquent in making payment, as defined in Section 52.209-5 of the Federal Acquisition Regulations. B. CONTRACTOR further warrants and certifies that it shall not knowingly enter into any transaction with any subcontractor, material supplier, or vendor who is debarred, suspended, declared ineligible, or voluntarily excluded from covered transactions by any federal or state department/agency. Any exceptions to the warranties and certifications in this Section must be disclosed to the City. C. Exceptions will not necessarily result in denial of recommendation for award, but will be considered in determining Contractor’s responsibility. Disclosures must indicate to whom exceptions apply, the initiating agency, and dates of action. D. City will review the Federal Government’s System for Award Management Exclusions maintained by the General Services Administration for eligibility, prior to the execution of this Agreement. The CONTRACTOR shall provide immediate written notice to the City if, at any time prior to execution, the CONTRACTOR learns this certification is erroneous or has become erroneous by reason of changed circumstances. If it is later determined that the Contractor’s warranties and certification in this Section were erroneous, the City may terminate this Agreement for default.

Form Approved by City Attorney 9-1-2020 Exhibit E - Page 1 EXHIBIT E ADDITIONAL REQUIREMENTS FOR SURVEYING, MATERIAL TESTING, AND INSPECTION SERVICES The Services provided under this Contract include land surveying, material testing, or inspection services provided for a City construction project during the design, pre-construction, construction, or post-construction phases of the project. Therefore, the services include “Public Work” under the California Labor Code and is subject to the following requirements: A. Payment of Prevailing Wages: Contractor and any subcontractor(s) performing any Public Work shall comply with the provisions of Sacramento City Code section 3.60.180 and applicable provisions of the California Labor Code, which require, among other things, that CONTRACTOR and all subcontractors pay not less than the prevailing rate of wages, as determined by the Director of the California Department of Industrial Relations (“DIR”) in accordance with California Labor Code section 1773. CONTRACTOR and every subcontractor shall maintain payroll records and submit certified payrolls and other labor compliance documentation electronically when and as required by CITY. In addition, Labor Code Section 1771.4 requires the CONTRACTOR and any subcontractor performing any Public Work to furnish electronic payroll records directly to the Labor Commissioner. Contractor shall include these requirements in every subcontract. This Agreement is subject to compliance monitoring and enforcement by the DIR, as specified in California Labor Code section 1771.4. The Contractor and any subcontractor will be subject to withholding and penalties for violation of prevailing wage requirements in accordance with applicable law, including Labor Code Sections 1726, 1741, 1771.5, and 1775, and City Code Section 3.60.180. Questions regarding the City’s Labor Compliance Program should be directed to the City Representative. B. DIR Registration: California Labor Code Section 1725.5 requires the CONTRACTOR and all subcontractors performing Public Works services to be currently registered with the DIR, as specified in California Labor Code Section 1725.5. California Labor Code Section 1771.1 provides that a contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal (subject to the requirements of Section 4104 of the California Public Contract Code), or engage in the performance of any contract for Public Work, unless currently registered and qualified to perform Public Work in accordance with California Labor Code Section 1725.5. Further information can be found on DIR’s website at http://www.dir.ca.gov/Public-Works/Contractors.html. The above summary is provided solely for informational purposes and does not in any way affect the CONTRACTOR’s and subcontractors’ obligation to comply in all respects with all other applicable laws and regulations. The CONTRACTOR shall disseminate these provisions to all subcontractors. Before the performance of work by Contractor or any subcontractor(s) under this Contract, Contractor shall furnish Contractor’s and any subcontractors’ current DIR

Form Approved by City Attorney 9-1-2020 Exhibit E - Page 2 registration number(s). The Contractor’s current DIR registration number and the current DIR registration number of all subcontractors will be listed on the Subcontractor and LBE Participation Verification Form, incorporated herein. To be completed by the City Representative if this Agreement is for the performance of any Public Work: Contractor DIR registration #: 1000016549 C. Workers’ Compensation Certification. In accordance with California Labor Code Section 1861, by signing this Contract, Contractor acknowledges and represents that Contractor is aware of the provisions of section 3700 of the California Labor Code which requires every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and that Contractor will comply with the provisions of the Labor Code before commencing performance under this Contract. D. Apprentices. If this Contract is for the performance of any Public Work, and the amount of the Contract is $30,000 or more, the Contractor and any subcontractors performing any Public Work under this Contract must comply with and be subject to enforcement under, the provisions of Sacramento City Code Section 3.60.190, Section 1777.5 et seq. of the California Labor Code, and implementing regulations set forth in Title 8 of the California Code of Regulations, governing the employment of apprentices. The Contractor and any subcontractors performing Public Work will be subject to penalties for apprenticeship violations in accordance with Labor Code Section 1777.7. E. Working Hours. If this Contract is for the performance of any Public Work, Contractor and any subcontractors performing any Public Work under this Contract must comply with and be subject to enforcement under, the provisions of Sacramento City Code Section 3.60.180 and California Labor Code Section 1810 et seq., governing the working hours of employees performing Public Work. F. Failure to Comply with Labor Compliance. If all applicable labor compliance requirements are not met, the City will have the right to withhold or reject a payment request and/or invoice, in whole or in part, without in any way relieving Contractor or its subcontractors of any obligations under this Contract. G. Subcontractors. The Contractor shall include these provisions A through F in every subcontract or sub-agreement for any subcontractors performing work under this Contract.

PSA Signature Page – Approved by CAO 11-1-2019
Executed as of the day and year first above stated.CITY OF SACRAMENTO A Municipal Corporation By: _____ Print name: Title:For: Howard Chan, City Manager ATTEST: ______ City Clerk APPROVED AS TO FORM: ______City Attorney Attachments Exhibit A Scope of Work Exhibit B Payment Exhibit C Insurance Exhibit D General ConditionsExhibit E Additional Requirements for Surveying, Material Testing, and Inspection Services PSA Signature Page – Approved by CAO 11-1-2019
CONTRACTOR:______________________________________NAME OF FIRM______________________________________Federal I.D. No.______________________________________State I.D. No.______________________________________City of Sacramento Business Op. Tax Cert. No.TYPE OF BUSINESS ENTITY (check one): _____ Individual/Sole Proprietor_____ Partnership_____ Corporation (may require 2 signatures)_____ Limited Liability Company_____ Other (please specify: ______________)______________________________________Signature of Authorized Person______________________________________Print Name and Title______________________________________Additional Signature (if required)______________________________________Print Name and Title

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