City of Sacramento
City Council - 5PM Report
915 I Street Sacramento, CA 95814
www.cityofsacramento.org
File ID: 2023-00286 5/30/2023 Consent Item 16.
Agreement: Department of Utilities Leadership Program [2/3 Vote Required] File ID: 2023-00286
Location: Citywide
Recommendation: Pass a Motion authorizing the City Manager or the City Manager's designee to:
1) suspend competitive bidding, in the best interests of the City; 2) execute a Professional Services Agreement with Leadership Development Network, LLC, to provide the Department of Utilities Leadership Program for a one-year term, with the option to extend for three additional one-year terms, for a total amount not-to-exceed $297,780; and 3) approve the one-year extensions, provided that sufficient funds are available in the budget adopted for the applicable fiscal year.
Contact: Stacy Larkin, Administrative Analyst, (916) 808-6356, [email protected]; Julie Friedman, Program Specialist, (916) 808-7898, [email protected]; David Herrmann, Interim Water Division Manager, (916) 808-5652, [email protected]; Pravani Vandeyar, Director (916) 808-3765, [email protected]; Department of Utilities Presenter: None
Attachments:
1-Description/Analysis
2-Agreement
Additional Description/Analysis
Issue Detail: Staff recommends Council approve a Professional Services Agreement with Leadership Development Network (LDN) for continuation and augmentation of the City of Sacramento Department of Utilities (DOU) Leadership Program through Fiscal Year (FY) 2026 in an amount not-to-exceed $297,780.
DOU recognizes that training and workforce development are critical to the organization's success and has made this a priority in its Strategic Plan. As part of its effort to achieve the Strategic Plan goals, DOU formed a Leadership Program Committee in 2014 to support the development of current and future leaders in the organization. As a cornerstone to this effort, the Committee developed a
File ID: 2023-00286 5/30/2023 Consent Item 16.
Leadership Program that is cultivating a higher level of performance in its current and future leaders and building the long-term in-house capacity for the DOU to innovate and more effectively solve leadership and management challenges. Since FY2014/15, the Leadership Program occurs semi- annually and currently consists of six monthly, one-day sessions, and a one-day Refresher session for staff that have completed the Program.
The DOU Leadership Program has enabled 475 DOU staff to complete DOU Leadership training, with approximately 108 staff participating in a follow-up refresher session. The DOU Leadership Program Committee and DOU Leadership are proposing to extend the Program through FY2025/26 in order to strengthen DOU’s ability to achieve its strategic planning goals by (1) training new staff and remaining staff members that were unable to participate previously, (2) reinforcing participants’ application of the program material with both classroom and online learning, and (3) continuing to augment the program with refresher training for those that completed the program in order to reinforce application of the material in the workplace, reinforce key leadership points, deepen understanding and integrate “back-at-work” application of the program material.
Policy Considerations: City Council approval is required for contracts of $250,000 or more.
Additionally, the recommendations in this report are in accordance with the provisions of City Code Section 3.60.170, which states “the restrictions and provisions of City Code requiring the award of contracts by competitive bidding shall not apply when, upon two-thirds vote of the City Council, it is determined that it is in the best interests of the City to suspend competitive bidding for any contract.” Economic Impacts: None.
Environmental Considerations:
California Environmental Quality Act (CEQA): The Community Development Department, Environmental Services Manager has determined that the proposed activity is not a project pursuant to the California Environmental Quality Act (CEQA). CEQA Guidelines Section 15378 (b)(4)(5). The activity consists of government fiscal activities which do not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment and is an organizational or administrative activity that will not result in direct or indirect physical changes in the environment. The activity is not subject to CEQA.
CEQA Guidelines Section 15060(c)(3).
Sustainability: Not applicable.
Commission/Committee Action: Not applicable.
Rationale for Recommendation: On May 5, 2014, DOU issued a Request for Qualifications (RFQ) #Q14141651001 for Leadership Program Development and Evaluation, and four firms submitted
File ID: 2023-00286 5/30/2023 Consent Item 16.
Statements of Qualifications (SOQs). The DOU Leadership Program Committee selection panel evaluated the SOQs submitted and determined Leadership Development Network (LDN) to be the top-ranked firm to provide these services.
LDN has been providing the DOU Leadership Program since 2015. The Program has been very successful from data analyzed to conclude the effectiveness of the program based on participant reaction, learning and behavior modification.
The expected benefits of continuing to implement this program include developing in staff members an awareness of their own leadership potential; assisting staff in developing essential leadership skills that enable them to act responsibly in all aspects of their work and life; developing staff who possess the leadership abilities to meet present and future challenges; and providing staff with opportunities to learn and practice essential leadership skills within a learning environment. As a result, after conducting a good faith review of available sources, staff has determined that LDN is the only reasonable and practicable source for continuing the desired professional services as all staff receive the same training and this ensures that all staff speak a common leadership language.
Achieving this with a different vendor would be challenging and more costly to achieve.
This Agreement will fund the continuation and augmentation of the program through FY2025/26 and assures seamless program continuation and completion.
This Agreement includes blended classroom and online learning and refresher training. DOU staff that completed the program during 2014-2018 participated in the refresher training this spring 2023; however, those that completed training during 2019 through 2022 will need refresher training, as well as new staff and staff that have not had the opportunity to participate will need to be trained.
Approximately two-thirds of DOU staff will be able to be served with the continuation of the program (310 staff), and approximately one-third (140 staff) that attended in prior years will be able to take the refreshers. The leadership training and additional refresher training is requested by the DOU Executive Team to ensure “back-at-work” application of the material in the workplace.
Financial Considerations: The proposed Agreement is for a not-to-exceed amount of $297,780 with a maximum of three one-year terms. There is sufficient funding in the proposed FY2023/24 DOU Operating Budget (Funds 6005/6006/6011) for the first year of the agreement which is $96,880.
Funding in future fiscal years will be subject to availability of sufficient funds in the applicable fiscal year.
There are no General Funds allocated or planned for this project.
Local Business Enterprise (LBE): LDN is not an LBE. The minimum LBE participation requirement is waived as the City has suspended competitive bidding and utilized an alternative procurement
File ID: 2023-00286 5/30/2023 Consent Item 16.
method to select a vendor.
Background: The City of Sacramento, Department of Utilities (DOU) recognizes that training and workforce development are critical to any organization’s success and has made this a priority in its Strategic Plan. As part of its effort to achieve the Plan goals, the DOU formed a Leadership Program Committee to support the development of current and future leaders in the organization. As a cornerstone to this effort, the Committee developed a DOU Leadership Program.
In 2014, the DOU extensively researched the availability of service providers to conduct a pilot program for professional services to develop a Leadership Program and Evaluation Process. The DOU sought a qualified firm to assist in the development of a program that will cultivate a higher level of performance in its current and future leaders and build the long-term, in-house capacity for the Department to innovate and more effectively solve leadership and management problems. The program design, curriculum, evaluation and implementation elements were developed with the participation of the DOU Leadership Program Committee. Request for Qualifications (RFQ) #Q14141651001 for Leadership Program Development and Evaluation was issued on May 5, 2014, and four firms submitted Statements of Qualifications (SOQs). The DOU Leadership Program Committee selection panel evaluated the SOQs submitted and selected Leadership Development Network (LDN) as the top-ranked firm to provide these services.
Feedback from those participating in the Program has been exceptionally positive. The expected benefits of continuing to implement this program include developing in staff members an awareness of their own leadership potential; assisting staff in developing essential leadership skills that enable them to act responsibly in all aspects of their work and life; developing staff who possess the leadership abilities to meet present and future challenges; and providing staff with opportunities to learn and practice essential leadership skills within a learning environment; and all trained staff use a common leadership language in communication.
Form Approved by City Attorney 9-1-2020 Page 1
CONTRACT #: PRC002217 CONTRACT NAME:DOU LEADERSHIP PROGRAM CONTRACT PROJECT #: 433061 6005/6006/6011 14001041 DEPARTMENT: Utilities DIVISION: Water CITY OF SACRAMENTO PROFESSIONAL SERVICES AGREEMENT* THIS CONTRACT is made at Sacramento, California, by and between the CITY OF SACRAMENTO, a charter city and Clinton Wesley Camac dba Leadership Development Network, LLC. 3941 Park Drive, Ste. 20-311 El Dorado Hills, CA 95762-4549 Phone: (916) 402-7655/E-mail: [email protected] ontractoras of the Effective Date, as defined below. The City and Contractor agree as follows: 1.Effective Date. This Contract shall be effective beginning July 1, 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 . Contractor will not be compensated for services outside the scope of Exhibit A 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 * This form is to be used for all professional services, except services performed by architects, landscape-architects, professional engineers, or professional land surveyors, or services related to a construction project.
Form Approved by City Attorney 9-1-2020 Page 2
by the Sacramento City Code. and Additional Services as applicable. 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. The CITY will provide classroom/facility and projection screen for training sessions. 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 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 Form Approved by City Attorney 9-1-2020 Page 3
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. 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 3.62. 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 obligations. [Signatures Page Following 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: Julie Friedman, Program Specialist Department of Utilities 1395 35th Avenue, Sacramento, CA 95822 Phone: (916) 808-7898/E-mail: [email protected] The CONTRACTOR Representative for this Agreement is: Clint Camac, President Clinton Wesley Camac dba Leadership Development Network, LLC. 3941 Park Dr., Ste. 20-311 El Dorado Hills, CA 95162-4549 Phone: (916) 402-7655/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 the period beginning July 1, 2023 through and including June 30, 2024.. The City may extend this Contract for up to 2 additional one-year terms, for a maximum three-year term. Contractor shall provide the Services in accordance with any schedule in Attachment 1 to this Exhibit A. 4. Conflict of Interest Requirements. The individual(s) who will provide Services pursuant to this Conflict of Interest Code. ____ yes _XX_ 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 Form Approved by City Attorney 9-1-2020 Exhibit A - Page 2 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.
ATTACHMENT TO EXHIBIT A The specific scope of services to be performed by the CONTRACTOR includes: TASK 1 CONTINUATION OF EXISTING LEADERSHIP PROGRAM Continue implementing the current 6-day Leadership Program. Continue advising and assisting the CITY in implementing the current Application and Selection process. Continue facilitating the current 6-day Leadership Program Curriculum. Provide all instruction, courseware, and materials, to include: Lesson Plans, Learners Guides, Visual Aids, Slides, Videos, Support Materials, Handouts, Reading Books, Personal Assessment Tools, and Certificates of Completion. Provide facilitation equipment, to include: Laptop Computer, Projector System, and Speaker System (unless already in-place and provided by The CITY). Note: The CITY will provide classroom/facility, projection screen, and flipchart w/self-adhesive paper. Continue implementing the current Evaluation Process. Implement tools to gather and analyze data to determine the the Leadership Program; and submit Participant Reaction information to the CITY within 72 hours after each session. TASK 2 CONTINUATION OF EXISTING REFRESHER PROGRAM Continue implementing the current 1-day refresher training sessions designed to reinforce key leadership points, deepen understanding of the material, and reinforce application of the material back in the workplace. Provide all instruction, courseware, and materials, to include: Workbooks, Visual Aids, Slides, Videos, Support Materials and Handouts. Provide facilitation equipment, to include: Laptop Computer, Projector System, and Speaker System (unless already in-place and provided by The CITY). Note: The CITY will provide classroom/facility, projection screen, and flipchart w/self-adhesive paper. Continue implementing the current Refresher ProgramEvaluation Process.
Implement tools to gather and analyze data to determine the the Refresher Program; and submit Participant Reaction information to the CITY within 72 hours after each session. TIMELINE FY 2023-2024 TASK 1 - CONTINUATION Class Session Due Date Advise and assist in implementing the Application and Selection Process Groups A, B, C and D Jun 30, 2024 Facilitate the existing 6-Day Leadership Program Curriculum Groups A, B, C and D Jun 30, 2024 Implement the existing Leadership Program Evaluation Process Groups A, B, C and D Jun 30, 2024 TASK 2 CONTINUATION Class Session Due Date Facilitate the existing 1-Day Refresher Program Curriculum Group 1 Jun 30, 2024 Implement the existing Refresher Program Evaluation Process Groups 1 Jun 30, 2024 FY 2024-2025 TASK 1 - CONTINUATION Class Session Due Date Advise and assist in implementing the Application and Selection Process Groups A, B, C and D Jun 30, 2025 Facilitate the existing 6-Day Leadership Program Curriculum Groups A, B, C, and D Jun 30, 2025 Implement the existing Leadership Program Evaluation Process Groups A, B, C, and D Jun 30, 2025 TASK 2 CONTINUATION Class Session Due Date Facilitate the existing 1-Day Refresher Program Curriculum Groups 1 and 2 Jun 30, 2025 Implement the existing Refresher Program Evaluation Process Groups 1 and 2 Jun 30, 2025 FY 2025-2026 TASK 1 - CONTINUATION Class Session Due Date Advise and assist in implementing the Application and Selection Process Groups A, B, C and D Jun 30, 2026 Facilitate the existing 6-Day Leadership Program Curriculum Groups A, B, C, and D Jun 30, 2026 Implement the existing Leadership Program Evaluation Process Groups A, B, C, and D Jun 30, 2026 TASK 2 CONTINUATION Class Session Due Date Facilitate the existing 1-Day Refresher Program Curriculum Groups 1 and 2 Jun 30, 2026 Implement the existing Refresher Program Evaluation Process Groups 1 and 2 Jun 30, 2026 Form Approved by City Attorney 9-1-2020 Exhibit B - Page 1 EXHIBIT B PAYMENT 1. 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 $297,780. 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. 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 A. Payments to Contractor shall be made within a reasonable time after receipt of Contractorr 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: [email protected] (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) (3) Contractor (4) Date of Invoice Issuance (5) Work Order Number (if applicable) (6) CITY representative identified on the Purchase Order Form Approved by City Attorney 9-1-2020 Exhibit B - Page 2 (7) Contractor(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 Contractore to comply with the invoice format described above. 5. Additional Services. Additional Services shall be provided only when a Supplemental Contract 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, and 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 Contractorproof 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 Contractorbreach of this section.
ATTACHMENT 1 TO EXHIBIT B FY 2023-2024 Cost Task 1 Continuation PROJECT TASKS TOTAL PER TASK Application and Selection (Groups A, B, C and D) $567 Facilitate 6-Day Leadership Program Curriculum (Groups A, B, C and D) $85,374 Evaluation Program (Groups A, B, C and D) $7,371 Task 1 Total Cost $93,312 Cost per participant to attend the current 6-Day Leadership Program is approximately $1,458. Cost Task 2 Continuation PROJECT TASKS TOTAL PER TASK Facilitate 1-Day Refresher Program Curriculum (Group 1) $3,277 Evaluation Program (Group 1) $291 Task 2 Total Cost $3,568 Cost per participant to attend the current 1-Day Refresher Program is approximately $127. FY 2023-2024 Total Cost $96,880 FY 2024-2025 Cost Task 1 Continuation PROJECT TASKS TOTAL PER TASK Application and Selection $567 Facilitate 6-Day Leadership Program Curriculum (Groups A, B, C, and D) $85,374 Evaluation Program (Groups A, B, C, and D) $7,371 Task 1 Total Cost $93,312 Cost per participant to attend the 6-Day Leadership Program is approximately $1,458.
Cost Task 2 Continuation PROJECT TASKS TOTAL PER TASK Facilitate 1-Day Refresher Curriculum (Groups 1 and 2) $6,555 Evaluation Program (Groups 1 and 2) $583 Task 2 Total Cost $7,138 Cost per participant to attend the current 1-Day Refresher Program is approximately $127. FY 2024-2025 Total Cost $100,450 FY 2025-2026 Cost Task 1 Continuation PROJECT TASKS TOTAL PER TASK Application and Selection $567 Facilitate 6-Day Leadership Program Curriculum (Groups A, B, C, and D) $85,374 Evaluation Program (Groups A, B, C, and D) $7,371 Task 1 Total Cost $93,312 Cost per participant to attend the 6-Day Leadership Program is approximately $1,458. Cost Task 2 Continuation PROJECT TASKS TOTAL PER TASK Facilitate 1-Day Refresher Curriculum (Groups 1 and 2) $6,555 Evaluation Program (Groups 1 and 2) $583 FY2025 Task 2 Total Cost $7,138 Cost per participant to attend the current 1-Day Refresher Program is approximately $127. FY 2025 Total Cost $100,450 FY 2023-2026 Total Cost $297,780 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: 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. Scope and Limits of Insurance Coverage. (Check the applicable provision.) _X_ W 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 is not required. ___ Nis required, and by signing this Contract, Contractor certifies as follows: 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 subr 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 _____ Is not _____ [check one] required for this Agreement. If required, such coverage must be continued for at least ____ 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 Contractorindependent contractor and that no relationship of employer-employee exists between the parties hereto for any purpose whatsoever. Neither Contractor nor Contractorassigned 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 Contractorincluding 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 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 ContractorContractordetermination that the use will promote Contractorelsewhere 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 Contractorsubcontractors. 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 any additional persons or companies so long as Contractor does not violate the provisions of Section 5, below.
Form Approved by City Attorney 9-1-2020 Exhibit D - Page 2
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 Contractis 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 Contractorpersonnel have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent. Contractor and Contractoror 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 or that would in any way hinder Contractorunder 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 written consent. Contractor agrees to avoid conflicts of interest or the appearance of any conflicts of interest with the 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 special and unique assets of the CITY. 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 Form Approved by City Attorney 9-1-2020 Exhibit D - Page 3 communicate in any manner any City Information to any third party without the 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 Contractmeans 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 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 proceedingnotice 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 Contractorperformance, 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 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 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 Contractor, and the information will be disclosed by CITY in accordance with the Public Records Act.
Form Approved by City Attorney 9-1-2020 Exhibit D - Page 4
9. Notification of Material Changes in Business. Contractor agrees that if it experiences anymaterial 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 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 Contractorprofession. 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 Contractorunder 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. B. CITY shall have the right at any time to suspend Contractorwhole or in part, by giving a written notice of suspension to Contractor. Upon receipt of Form Approved by City Attorney 9-1-2020 Exhibit D - Page 5 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, 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 enforcing this Liabilities for personal injury or death, damage to personal, real, or intellectual property, damage to the environment, contractual or other economic damages, or regulatory penalties, arising out of or in any way connected with 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 Liabilities (i) are caused in part by a party indemnified hereunder, or (ii) are litigated, settled, or reduced to judgment; provided that the foregoing indemnity does not apply to liability for damages for death or bodily injury 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, Form Approved by City Attorney 9-1-2020 Exhibit D - Page 6 servants, or independent contractors are under the supervision and control of Contractor or any subcontractor (including lower-tier subcontractors) or agent of Contractor. 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 ny 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. 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 12086, and 13672, and as supplemented in Department of Labor regulations (41 CFR Chapter 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 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 ContractorContract and the Regulations relative to nondiscrimination on the ground of race, color, religion, sex, national origin, age, marital status, physical handicap or sexual orientation.
Form Approved by City Attorney 9-1-2020 Exhibit D - Page 7 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 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. 21. Waiver. Neither the CITY 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.
Form Approved by City Attorney 9-1-2020 Exhibit D - Page 8
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 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 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.
Form Approved by City Attorney 9-1-2020 Exhibit D - Page 9 (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 exceptions apply, the initiating agency, and dates of action. D. 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 owarranties 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 EADDITIONAL 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 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, 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 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. -Works/Contractors.html. The above summary is provided solely for informational 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
Form Approved by City Attorney 9-1-2020 Exhibit E - Page 2 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 #: _________________________________________ C. 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.