Item 03 2025-00501 Establish Capital Improvement Project, Budgetary Adjustments, and Professional Services Agreement for the Floodgate Modernization Project (T15255200)

City of Sacramento
City Council - 5PM Report
915 I Street Sacramento, CA 95814
www.cityofsacramento.org
File ID: 2025-00501 3/25/2025 Consent Item 3.

Establish Capital Improvement Project, Budgetary Adjustments, and Professional Services Agreement for the Floodgate Modernization Project (T15255200) File ID: 2025-00501
Location: District 4; District 6
Recommendation: Adopt a Resolution: 1) establishing the Floodgate Modernization Project (T15255200) as a new Capital Improvement Project; 2) authorizing the Interim City Manager or designee to increase the revenue and expenditure budget of the Floodgate Modernization Project (T15255200) by $387,000 (Other Capital Grants, Fund 3704); 3) authorizing the Interim City Manager or designee to transfer $350,000 from the expenditure budget of the Transportation Corridor Program (R15200000, Road Maintenance and Rehabilitation, Fund 2036) to the expenditure budget of the Floodgate Modernization Project (T15255200); and 4) authorizing the Interim City Manager or designee to award and execute a Professional Services Agreement not to exceed $605,063 with Mead and Hunt.

Contact: William Shunk, Senior Engineer, (916) 808-2986, [email protected]; Greg Smith, Senior Engineer, (916) 808-8364, [email protected]; Ofelia Avalos, Engineering Services Manager, (916) 808-5054, [email protected]; Department of Public Works Presenter: None
Attachments:
1-Description/Analysis
2-Project Map
3-Resolution
4-Professional Services Agreement
Description/Analysis
Issue Detail: The secondary levee system provides protection for over half the city in the event of a levee overtopping or breach. Where roads or railroads must cut through the secondary levee system, the city has a system of floodgates to be deployed. These floodgates are aging and in need of repair to ensure reliability in the event of a flood.

The Floodgate Modernization Project will provide necessary repairs, updates, and modernization to

Page 1 of 4 ends

File ID: 2025-00501 3/25/2025 Consent Item 3.
ten existing floodgates on the secondary levee system that runs from the Sacramento River to Folsom Boulevard including:
· 12th Street at Union Pacific Railroad (UPRR) underpass between B and C Streets · 16th Street at UPRR between A and C Streets
· 19th Street bike trail north of C Street
· UPRR rail line at 19th Street north of C Street
· Business 80 (Capital City freeway) southeast of American River overcrossing · McKinley Village Way at UPRR underpass
· H Street near Elvas Avenue
· J Street near Elvas Avenue
· Hornet Crossing trail near Elvas Avenue and 65th Street · Folsom Boulevard between Elvas Avenue and Ramona Avenue The City received a Local Transportation Climate Adaptation Program (LTCAP) grant to fund improvements at these locations. The Public Works Department advertised a Request for Proposals (RFP) for the selection of a consultant firm or team to complete environmental clearance, final engineering, and construction support for the implementation of the improvements identified in the LTCAP grant. City Council action is required to establish a Capital Improvement Project (CIP), accept the LTCAP grant funding, and execute a professional services agreement for environmental clearance with the selected consulting firm, Mead and Hunt.

Policy Considerations: The actions requested herein are consistent with City General Plan emergency management goal PFS-2.2 (Critical Infrastructure) by maintaining existing floodgates that will protect residents, property, evacuation routes, and emergency access during a natural disaster.

Economic Impacts: None.

Environmental Considerations: California Environmental Quality Act (CEQA): Establishment of a CIP is not subject to the provisions of the CEQA. Under CEQA general rule 15061(B)(3), CEQA applies only to projects which have the potential for causing a significant effect on the environment.

These actions will have no effect on the environment, thus are not subject to CEQA. Appropriate CEQA and National Environmental Policy Act (NEPA) review will take place as part of project development.15378(b)(4); 15060(c)(3).

Page 2 of 4 ends

File ID: 2025-00501 3/25/2025 Consent Item 3.

Sustainability: This project is intended to adapt our transportation network and levee floodgates to increase resilience to climate change.

Commission/Committee Action: None.

Rationale for Recommendation: City Council action is required to establish the Capital Improvement Project, perform budgetary adjustments, and execute a professional services agreement to complete environmental clearance for the Floodgate Modernization Project.

Financial Considerations: The estimated cost to complete environmental clearance for the Floodgate Modernization Project (T15255200) is $737,000. With approval of $387,000 (Other Capital Grants, Fund 3704) from the Local Transportation Climate Adaptation Program, and the transfer of $350,000 (Roadway Maintenance and Rehabilitation Act, Fund 2036) from the expenditure budget of the Transportation Corridor Program (R15200000), there will be sufficient funding to complete the preliminary engineering phase for the Floodgate Modernization Project (T15255200).

Additional grant funding for future phases will be appropriated in the future as phases are completed.

There is sufficient funding within the Transportation Corridor Program (R15200000) to support the transfer of $350,000 (Roadway Maintenance and Rehabilitation Act, Fund 2036) to the Floodgate Modernization Project (T15255200).

There is no General Fund currently planned or allocated for this project.

Local Business Enterprise (LBE): Future phases of the Floodgate Modernization Project will have federal funding which requires conformance with project participation guidelines for Disadvantaged Business Enterprise (DBE) program requirements. Therefore, the City’s LBE requirements are held in abeyance. The DBE goal for the project is 20%. Mead and Hunt met the DBE goal by pledging 24%.

Background: The City of Sacramento maintains an extensive flood control system which includes dams, levees, bypasses, weirs, and floodgates. This includes a secondary levee system that runs parallel to the primary levee system along the American River. In the unlikely event of a primary levee failure on the American River, this secondary levee could provide flood protection to the city.

The floodgates on the secondary levee system range in age from less than 10 years old to almost 100 years old, with most being more than 50 years old. Except for routine maintenance, the older floodgates have not been updated since their construction in the 1920s to 1950s to meet current state and federal standards or to modernize their operation. The operation of these floodgates is manual in nature, reflecting the practices prevalent at the time of their construction. As the floodgates continue to age, their outdated designs make them susceptible to inefficiencies and potential failures.

Page 3 of 4 ends

File ID: 2025-00501 3/25/2025 Consent Item 3.

In 2017, the Department of Public Works completed an assessment of the primary and secondary floodgate system. The assessment included review of design documents, design analyses and comparison to current State and Federal standards, floodgate installation inspections, and operation.

The main deficiencies noted were for worker safety, severe wear and tear of components, extremely long installation times, and design deficiencies.

In 2023, the city successfully applied for a Local Transportation Climate Adaptation Program (LTCAP) grant to implement recommendations from the floodgate assessment at ten locations: 12th Street, 16th Street, the Sacramento Northern Bikeway, the UPRR crossing near 19th Street, Business 80 (SR51), McKinley Village, H Street, J Street, Hornet Crossing, and Folsom Boulevard.

The professional expertise required for this effort is very specialized. In conformance with the federal procurement process and guidance from the Local Assistance Procedure Manual (LAPM), the city solicited consultants to provide professional services that included preliminary engineering, environmental clearance, final design, construction support, and public engagement for implementation of the improvements to the ten floodgates. Per the requirements of the RFP, an initial contract for environmental clearance may be awarded to the selected consultant, with subsequent phases of work to be awarded contingent on consultant performance and LTCAP funding allocations for future phases of work.

The city received one consultant proposal from Mead and Hunt in response to the RFP. A selection panel composed of the City Project Manager, engineering staff who oversee maintenance of the floodgates, and staff from the Department of Utilities who oversee the city’s flood protection reviewed the proposal and determined that Mead & Hunt is fully qualified to complete the services for the project. Mead & Hunt was responsive to all the requirements in the RFP, clearly articulated the critical tasks in the project with an innovative project approach, and has pledged to meet the project’s 20% disadvantaged business enterprise (DBE) goal.

Because only one team submitted a proposal, the city prepared a Public Interest Finding to award the contract, which was approved by Caltrans. Given the immediate need for these safety improvements and deadlines associated with LTCAP funding, staff believe it is in the city’s best interest to award the contract to Mead and Hunt without re-advertising the project. A contract price with Mead and Hunt was negotiated that is consistent with an independent cost estimate prepared by staff prior to advertising the RFP.

The establishment of a Capital Improvement Project (CIP), budgetary adjustments, and award of the consultant contract are necessary to begin work on the Floodgate Modernization Project.

Page 4 of 4 ends

Version Dated 2/6/2024.

RESOLUTION NO.

Adopted by the Sacramento City Council

ESTABLISH CAPITAL IMPROVEMENT PROJECT, BUDGETARY ADJUSTMENTS, AND

PROFESSIONAL SERVICES AGREEMENT FOR THE FLOODGATE MODERNIZATION PROJECT (T15255200)

BACKGROUND

A. The City of Sacramento maintains an extensive flood control system which includes dams, levees, bypasses, weirs, and floodgates. This includes a secondary levee system that runs parallel to the primary levee system along the American River. In the unlikely event of a primary levee failure on the American River, this secondary levee could provide flood protection to the city.

B. The Floodgate Modernization Project (T15255200) will provide necessary repairs, updates, and modernization to ten existing floodgates on the secondary levee system that runs from the Sacramento River to Folsom Boulevard.

C. In 2017, the Department of Public Works completed an assessment of the primary and secondary floodgate system. The assessment included review of design documents, design analyses and comparison to current State and Federal standards, floodgate installation inspections, and operation. The main deficiencies noted were for worker safety, severe wear and tear of components, extremely long installation times, and design deficiencies.

D. In 2023, the city successful ly applied for a Local Transportation Climate Adaptation Program (LTCAP) grant to implement recommendations from the floodgate assessment at ten locations: 12th Street, 16th Street, the Sacramento Northern Bikeway, the UPRR crossing near 19th Street, Busin ess 80 (SR51), McKinley Village, H Street, J Street, Hornet Crossing, and Folsom Boulevard.

E. In conformance with the federal procurement process and guidance from the Local Assistance Procedure Manual (LAPM), the city solicited consultants to provide professional services that included preliminary engineering, environmental clearance, final design, construction support, and public engagement for implementation of the improvements to the ten floodgates. Per the requirements of the RFP, an initial contract for environmental clearance may be awarded to the selected consultant, with subsequent phases of work to be awarded contingent on consultant performance and LTCAP funding allocations for future phases of work.

F. Staff recommends that the environmental clearance professional services contract be awarded to Mead and Hunt. Mead and Hunt was responsive to all the requirements in the RFP, clearly articulated the critical tasks in the project with an innovative project approach, and has pledged to meet the project’s 2 0% disadvantaged business enterprise (DBE) goal.

G. The establishment of a Capital Improvement Project (CIP), budgetary adjustments, and

Version Dated 2/6/2024.

award of the consultant contract are necessary to begin work on the Floodgate Modernization Project (T15255200).

BASED ON THE FACTS SET FORTH IN THE BACKGROUND, THE CITY COUNCIL RESOLVES AS FOLLOWS:

Section 1. The Floodgate Modernization Project (T15255200) is established as a new Capital Improvement Project.

Section 2. The City Manager or the City Manager’s designee is authorized to increase the revenue and expenditure budget of the Floodgate Modernization Project (T15255200) by $387,000 (Other Capital Grants, Fund 3704)

Section 3. The City Manager or the City Manager’s designee is authorized to transfer $350,000 (Roadway Maintenance and Rehabilitation Act, Fund 2036) from the expenditure budget of the Transportation Corridor Program (R15200000) to the expenditure budget of the Floodgate Modernization Project (T15255200)

Section 4. The City Manager or the City Manager’s designee is authorized to award and execute a Professional Services Agreement not-to-exceed $605,063 with Mead and Hunt.

Form Approved by City Attorney 2-10-2025 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 CityCode 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 2-10-2025 Page 3
Contractor acknowledges and represents that Contractor has read and understands these requirements 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 Codechapter 3.64. If requested by City, Contractor shall promptly provide any documents andinformation 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 3.64 and include these requirements in all subcontracts covered by Sacramento City Code chapter 3.64. Contractor's violation of Sacramento City Code chapter 3.64 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 heor 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 2-10-2025 Exhibit A - Page 1 EXHIBIT ASCOPE OF SERVICES 1. Representatives. The CITY Representative for this Agreement is: William Shunk / Project Manager 915 I St, Sacramento, CA 95814Phone: 916.808.2986 / E-mail: [email protected] The CONTRACTOR Representative for this Agreement is:Chris Hirschmann / Project Manager180 Promenade Circle, Suite 240, Sacramento, CA 95834 Phone: 916.993.4615 / E-mail: [email protected] Unless otherwise provided in this Contract, all Contractor questions and correspondencepertaining 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 through December 31, 2026. 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.

Form Approved by City Attorney 2-10-2025 Exhibit B - Page 1 EXHIBIT BPAYMENT 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 $ 604,404.01. 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 traveland 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: [email protected](2) Postal Mail. If emailing is not an option, mail to: A/P Processing CenterCity of Sacramento915 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 Form Approved by City Attorney 2-10-2025 Exhibit B - Page 2 (7) CONTRACTOR’s remit address(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 Updated7/24/14
ATTACHMENT 1 TO EXHIBIT B I. COMPENSATION AND PAYMENT A. CONSULTANT shall be reimbursed for services at the specific rate of compensation in the approved 10-H Form(s). Unless specifically identified as some other method, the specified rates shall include direct/base hourly rate, fringe benefits, overhead, and profit. B. CONSULTANT shall be reimbursed for Other Direct Costs (ODC), at rates as identified on the approved 10-H Form(s) with receipts for actual costs. Please refer to 10-H instructions for guidelines on reimbursable costs. C. If applicable, CONSULTANT shall pay prevailing wages to those workers employed on public works contracts performing applicable duties as required by the State Labor Code and City Code 3.60.180. CONSULTANT shall be responsible for any future adjustments to prevailing wage rates including, but not limited to, base hourly rates and employer payments as determined by the Department of Industrial Relations. Based on prevailing adjustments, CONSULTANT may request an adjustment in the rate(s) in the 10-H form. These adjusted rates will not go into effect until the approval date by the City of the Supplemental Agreement. CONSULTANT is responsible for paying the appropriate rate, including escalations that take place during the term of the Agreement. A mistake, inadvertence, or neglect by CONSULTANT in failing to pay the correct rates of prevailing wage will be remedied solely by CONSULTANT and will not, under any circumstances, be considered as the basis of a claim against CITY on this Agreement. D. Unless specifically stated, the contract shall be a not-to-exceed by task, Other Direct Cost (ODC) line item, and total budget as included in the Cost Proposal. Written approval by CITY Project Manager is required for reallocation of budget between tasks, between ODC line items, or between tasks and ODCs. All reallocation requests must include an updated task, budget, and billing summary or revised Cost Proposal. If the reallocation will directly or indirectly require an increase in the total contract amount, it will require a Supplemental Agreement to be approved by the CITY as described in Section F. E. Written approval by CITY Project Manager is required for any staff substitutions or additions of staff under classifications included in the 10-H Form(s):
2Last Updated7/24/14

1.Updated 10-H Form(s) for CONSULTANT and/or SUBCONSULTANT shall be included, where applicable. 2.Any addition or substitution shall be paid at the same or lower rate of the previously approved or similar classification. 3.If a substitution involves Key Staff, CONSULTANT shall request and justify the need for substitution and 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 rate increase, or will directly or indirectly require an increase in total contract amount, it will require a Supplemental Agreement to be approved by the CITY as described in Section F. No work shall commence until agreement is executed. Any work not in compliance with the above, and performed prior to the date of approval by the City, shall not be reimbursed. F. Supplemental Agreements are required for any changes to the scope and terms of the agreement, including but not limited to the following: 1. Increasing the Agreement not-to-exceed amount. a. Any increase to the not-to-exceed amount shall include a cost proposal documenting the increase. 2. Adding task(s) within the advertised scope. 3.Adding new classifications or adjusting rates:a. Updated 10-H Form(s) for CONSULTANT and all SUBCONSULTANT shall be included. b. CONSULTANT may request cost of living increases in base salary of staff after the contract has been in effect for one year. The maximum increase, if approved, shall be the annual Cost of Living Adjustment (COLA) increase as calculated and used by the Social Security Administration. Any approved increase shall not go into effect until a Supplemental Agreement is executed. 4. Adding SUBCONSULTANTS. 5. Adding new Other Direct Cost (ODC) items not included in 10-H Form. 3Last Updated7/24/14

6. Reallocations (between tasks and/or Other Direct Costs) 7. Extending the sunset date of the Agreement. No work shall commence until the Supplemental Agreement is executed. Any work not in compliance with the above, and performed prior to the date of the execution of the Supplemental Agreement by the City, shall not be reimbursed. G. Monthly Invoices 1. Invoices shall be made in arrears based on services provided at specific hourly rates and other direct cost(s) incurred per the approved 10-H Form(s). 2. CONSULTANT AND SUBCONSULTANT invoices shall be submitted using the City- template and include the following: a. Task, Budget, and Billing Summary. b. A copy of all invoices/receipts for Other Direct Costs and appropriate back up documentation, at rates consistent with the approved 10-H Form(s). c. A copy of SUBCONSULTANT invoices using the City template. d. CONSULTANT Project Manager’s signature certifying that all charges have been reviewed and are in compliance with the contract terms. e. If applicable, payroll documentation for staff invoicing under unnamed classifications listed on 10-H Form. 3. For non-federally funded projects, CONSULTANT shall meet the 5% Local Business Enterprise (LBE) participation requirement, unless an LBE waiver has been obtained by CITY Project Manager prior to the agreement being executed. CONSULTANT will track LBE utilization, including for all SUBCONSULTANTs, and include the percentage achieved with each invoice. The 5% requirement only applies to those agreements awarded for a not-to-exceed amount over $250,000. 4. For federally funded projects in compliance with 49 CFR 26.37, a Disadvantaged Business Enterprises Utilization Report (Form ADM-3069) is required, as specified in this Agreement. 5. CONSULTANT may include SUBCONSULTANT costs that are treated by the CONSULTANT as accrued due to such costs having been billed by the SUBCONSULTANT to CONSULTANT and recognized by CONSULTANT and CITY as valid, undisputed, due and payable. 4Last Updated7/24/14

6. CONSULTANT shall not add a mark-up to SUBCONSULTANT for professional services or other direct costs included in the approved 10-H form(s). 7. Invoices for approved monthly services shall be submitted by CONSULTANT and received by CITY Project Manager within 45 calendar days of the completion of the approved monthly services specified in the Task, Budget, and Billing Summary. II. COST PRINCIPLES A. All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files. B. For federally funded projects, all costs must be in accordance with the cost principles of Title 48 Code of Federal Regulations (CFR), Part 31, Contract Cost Principles and Procedures (48 CFR 31 et seq.). C. For federally funded projects, CONSULTANT agrees to comply with federal procedures in accordance with Title 49 CFR, Part 18, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments (49 CFR 18). D. Any costs for which payment had been made to CONSULTANT that are determined by subsequent audit to be unallowable under 48 CFR 31 or 49 CFR 18 are subject to repayment by CONSULTANT to CITY. III. CONFLICT OF INTERESTA. CONSULTANT shall disclose any financial, business, or other relationship with CITY that may have an impact upon the outcome of this contract, or any ensuing CITY construction project. CONSULTANT shall list current clients who may have a financial interest in the outcome of this contract, or any ensuing CITY construction project, which will follow. B. CONSULTANT certifies that it does not now have, nor shall it acquire in the future, any financial or business interest that would conflict with the performance of services under this contract. C. Any subcontract entered into as a result of this contract, shall contain all of the provisions of this Article III. 5Last Updated7/24/14
D. CONSULTANT certifies that neither CONSULTANT, nor any firm affiliated with CONSULTANT will bid on any construction contract, or on any contract to provide construction inspection for any construction project resulting from this contract. An affiliated firm is one, which is subject to the control of the same persons through joint-ownership, or otherwise. E. Except for SUBCONSULTANTS whose services are limited to providing surveying or materials testing information, no SUBCONSULTANT who has provided design services in connection with this contract shall be eligible to bid on any construction contract, or on any contract to provide construction inspection for any construction project resulting from this contract. IV. PROVISIONS FOR REBATES, KICKBACKS OR OTHER UNLAWFUL CONSIDERATION CONSULTANT warrants that this contract was not obtained or secured through rebates kickbacks or other unlawful consideration, either promised or paid to any CITY employee. In the event of breach or violation of this warranty, CITY shall have the right in its discretion: to terminate the contract without liability; to pay only for the value of the work actually performed; or to deduct from the contract price; or otherwise recover the full amount of such rebate, kickback or other unlawful consideration. V. PROHIBITION OF EXPENDING CITY STATE OR FEDERAL FUNDS FOR LOBBYING A. CONSULTANT certifies to the best of his or her knowledge and belief that: 1.No state, federal or CITY appropriated funds have been paid, or will be paid by-or-on behalf of CONSULTANT to any person for influencing or attempting to influence an officer or employee of any state or federal agency; a Member of the State Legislature or United States Congress; an officer or employee of the Legislature or Congress; or any employee of a Member of 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 into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification 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 any person for influencing or attempting to influence an officer or employee of any federal agency; a Member of Congress; an officer or employee of Congress, or an employee of a Member of Congress; in 6Last Updated7/24/14
connection with this federal contract, grant, loan, or cooperative agreement; CONSULTANT shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying”, in accordance with its instructions. B. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, US. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $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 the language of this certification be included in all lower-tier subcontracts, which exceed $100,000, and that all such sub recipients shall certify and disclose accordingly. VI. AUDIT REVIEW PROCEDURES A. Any dispute concerning a question of fact arising under an interim or post audit of this contract that is not disposed of by agreement, shall be reviewed by CITY’S Chief Financial Officer. B. Not later than 30 days after issuance of the final audit report, CONSULTANT may request a review by CITY’S Chief Financial Officer of unresolved audit issues. The request for review will be submitted in writing. C. Neither the pendency of a dispute nor its consideration by CITY will excuse CONSULTANT from full and timely performance, in accordance with the terms of this contract. D. CONSULTANT and SUBCONSULTANTS’ contracts, including cost proposals and indirect cost rates (ICR), are subject to audits or reviews such as, but not limited to, a Contract Audit, an Incurred Cost Audit, an ICR Audit, or a certified public accountant (CPA) ICR Audit Workpaper Review. If selected for audit or review, the contract, cost proposal and ICR and related workpapers, if applicable, will be reviewed to verify compliance with 48 CFR, Part 31 and other related laws and regulations. In the instances of a CPA ICR Audit Workpaper Review it is CONSULTANT’s responsibility to ensure federal, state, or local government officials are allowed full access to the CPA’s workpapers. The contract, cost proposal, and ICR shall be adjusted by CONSULTANT and approved by CITY contract manager to conform to the audit or review recommendations. CONSULTANT agrees that individual terms of costs identified in the audit report shall be incorporated into 7Last Updated7/24/14
the contract by this reference if directed by CITY at its sole discretion. Refusal by CONSULTANT to incorporate audit or review recommendations, or to ensure that the Federal, State, or local governments have access to CPA workpapers, will be considered a breach of contract terms and cause for termination of the contract and disallowance of prior reimbursed costs. VII. SUBCONSULTING A. CONSULTANT shall perform the work contemplated with resources available within its own organization; and no portion of the work pertinent to this contract shall be subcontracted without written authorization by CITY’S Contract Administrator, except that, which is expressly identified in the approved Cost Proposal. B. Any subcontract entered into as a result of this contract, shall contain all the provisions stipulated in this contract to be applicable to SUBCONSULTANTS. C. Any substitution of SUBCONSULTANTS must be approved in writing by CITY’s Contract Administrator prior to the start of work by the SUBCONSULTANT. VIII. RETENTION OF RECORDS/AUDIT A. For the purpose of determining compliance with Public Contract Code 10115, et seq. and Title 21, California Code of Regulations, Chapter 21, Section 2500 et seq., when applicable and other matters connected with the performance of the contract pursuant to Government Code 8546.7; CONSULTANT, SUBCONSULTANTS, and CITY shall maintain and make available for inspection all books, documents, papers, accounting records, and other evidence pertaining to the performance of the contract, including but not limited to, the costs of administering the contract. All parties shall make such materials available at their respective offices at all reasonable times during the contract period and for three years from the date of final payment under the contract. The state, State Auditor, CITY, FHWA, or any duly authorized representative of the Federal Government shall have access to any books, records, and documents of CONSULTANTS that are pertinent to the contract for audit, examinations, excerpts, and transactions, and copies thereof shall be furnished if requested. All subcontracts shall contain this provision. *All referenced forms and sample templates will be provided by CITY.

10-H FORM INSTRUCTIONS 1. Supplement#: Enterin appropriate Supplement # orfill in Original, if itisto establish the agreement. 2. CONSULTANT Name: Enter CONSULTANT name as it appears on the W-9, and should match remit information on invoices.3. Date*: Date CONSULTANT is filling out the 10-H Form (*This is not the effective date of contract execution for invoicing purposes).4. Project Name: Enter project name.5. Project #: Enter CITY project number.6. The CONSULTANT and SUBCONSULTANT(s) shall submit, for the most recent completed fiscal year, an Indirect Cost Rate (ICR)that has been approved by Caltrans with a Cognizant Letter of Approval if available ORan ICR that is Federal Acquisition Regulations (FAR) compliant. For contracts $3.5 million or greater, a CPA audited ICR shall be used.a. Fringe Benefit %: Enter in the Fringe Benefit Rate per CONSULTANT’S audited rateb. Overhead %: Enter in the FAR compliant Overhead Rate.7. Profit: Enter profit,max is 10%8. Classification: Enter classification that shall match invoiced classification for payment approval.9. Name: List all Professional and Supervisory staff by Name. For staff not listed by name, a current payroll document identifying actual hourly rate shall be provided with every invoice for which they bill time. For greater flexibility, besides naming all individuals working on the project, it may be helpful to also enter in a classification without a name (non-key staff only), and a rate not to exceed similar classifications. 10. Key Staff: Denote Key Staff with an X in the Key Staff Column. Final determination of Key Staff to be approved by CITY Project Manager. (Examples of key staff may include a named Project Manager, a specific Principal Engineer, a specific Structural Engineer 11. Prevailing Wage: Denote staff subject to Prevailing Wage with an X in the Prevailing Wage Column. 12. Overtime: Overtime may be paid 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 the CONSULTANT at the approved overtime rates noted within the 10-H Form (overtime columns can be unhidden for entry where appropriate). CONSULTANT shall pay prevailing wage employees per prevailing wage guidelines. For more information on applicable prevailing wages, please visit the following website: https://www.dir.ca.gov/OPRL/PWD/. 13. Actual Base Hourly Rate Paid to Employee for Reference Only: Enter in the actual hourly rate of the employee per the date noted in number 3. Actual Base Hourly Rate should not include fringe, in-lieu of fringe, or overhead. Hourly rates for new employees added to the project, after the execution of original 10-H shall not exceed (or shall be in line with) the rates of similar personnel with similar experience listed on this 10-H Form.14. Actual Fully Loaded Hourly Rate for Reference Only: Rate is for reference purposes during negotiations. This field is auto- calculated. [Actual Base Hourly Rate Paid to Employee + (Actual Base Hourly Rate Paid to Employee x Combined %)] = AA x Profit % = BA + B = Actual Fully Loaded Hourly Rate 15. Approved Flat Hourly Billing Rate: Approved Flat Hourly Billing Rate shall generally equal the Actual Fully Loaded Hourly Rateexcept where Actual Fully Loaded Hourly Rate exceeds reasonable market costs for such work as determined by CITY. TheApproved Flat Hourly Billing Rate may differ from the Actual Fully Loaded Rate if CITY Project Manager assigns a fair andreasonable flat hourly billing rate for select employees. The Approved Flat Hourly Billing Rate shall be all-inclusive, including all mark-ups, fringe, overhead and profit.16. Other Direct Costs (ODC's): Enter in a description of the ODC's to be reimbursed. No mark-up shall be applied to ODC's.See Guidelines below. GUIDELINES – OTHER DIRECTCOSTS Other Direct Costs (ODCs) may only include those items not covered in indirect costs and must list specific items at cost. All ODCs need to be itemized in the 10-H form and be compliant with Federal Acquisition Regulation (FAR). Receipts or other appropriate documentation must be provided for reimbursement of ODC items and no mark-up is permitted. Ineligible ODCs Use of in house equipment (e.g., computers, phones, printers), office supplies, copies, and other items generally associatedwith doing business should not be included in ODCs. Food items and travel to and from the employees’ home to the office are not allowable ODCs.

TravelMileage from an employee’s home to the office is not reimbursable. Mileage from the office to the work site or off-site meetings may be allowable if approved by the City’s Project Manager and only if the consultant is traveling from out of the area. If required for the project, all hotel costs and air fare must be within Caltrans rate (i.e., at lowest available airfare, reasonable hotel rate for area). All travel must be pre-approved by the City’s Project Manager. Estimating ODCsAny ODCs need to be itemized with a not-to exceed total for each item. If an ODC item is not listed, it will not be reimbursable under the contract. Please consider the total costs for each individual item to determine if it warrants individual tracking and invoicing or whether it should more efficiently be absorbed within overhead costs. Potential ODCs. (These are examples only; they may not be appropriate in each individual case): DescriptionRate Printing/Reproduction (outside vendor only) AtCostPermits/FeesAt CostLab Analyses/Test (list specifics) Per TestCostEquipment (list specifics) At cost/ lease rate Field Equipment/Supplies (outside vendor)*** At cost Shipping/Postage At cost *Units: Include if here is a relevant per-unit cost (e.g., $40 per traffic count location)

Staff Name and or ClassificationTamara Sortman Technical Writer Skye Schahufer Administrative AssistantSamantha Guilick Administrative AssistantStephen Sullivan Senior AssociateChristopher Hirschmann Project EngineerThomas Darlington Project EngineerTodd Petrik Sr Project EngineerDiana Oyewole Engineer 1Lukas Klavins Engineer IIIJohn Rachal Engineer I HoursSubtotal Labor CostsOH + Fringe186.54%Profit10% Total Cost Actual Base Hourly Rate $ 39.38 $ 29.59 $ 26.43 $ 93.90 $ 75.22 $ 69.56 $ 83.95 $ 39.40 $ 51.86 $ 48.86 Task A Project Management 1.1 Meetings with ClientHours4848 $ 3,610.70 $ 6,735.41 $ 1,034.61 $ 11,380.72 1.2 ScheduleHours1818 $ 1,354.01 $ 2,525.78 $ 387.98 $ 4,267.77 1.3 Agency coordinationHours101101 $ 7,597.52 $ 14,172.42 $ 2,176.99 $ 23,946.94 1.4 Monthly Status ReportsHours153045 $ 2,700.54 $ 5,037.59 $ 773.81 $ 8,511.94 1.5 InvoicingHours33151563 $ 2,501.27 $ 4,665.86 $ 716.71 $ 7,883.84 1.6 Misc MeetingsHours2463878787206320451 $ 31,557.99 $ 58,868.27 $ 9,042.63 $ 99,468.88 Task A Subtotal07215632998787206320726 49,322.03 92,005.32 14,132.74 155,460.09 Task B Project Approval/ Environmental Documentation (PA&ED)2.1 Data Collection, Mapping, Surveys and Right-of-Way Hours 15 10 15 15 24 40 24 143 $ 8,655.99 $ 16,146.89 $ 2,480.29 $ 27,283.16 2.2 Site VisitsHours30303030120 $ 7,253.06 $ 13,529.87 $ 2,078.29 $ 22,861.22 2.3 Preliminary EngineeringHours223636704611075110487 $ 28,555.30 $ 53,267.05 $ 8,182.23 $ 90,004.58 2.4 Stakeholder CoordinationHours241236 $ 2,427.67 $ 4,528.58 $ 695.63 $ 7,651.88 2.5 NEPA/CEQA DocumentationHours241236 $ 2,427.67 $ 4,528.58 $ 695.63 $ 7,651.88 2.6 Project ReportHours688812201212894 $ 5,825.67 $ 10,867.21 $ 1,669.29 $ 18,362.18 2.7 Geotechnical ConsultingHours4 2428 $ 1,363.00 $ 2,542.54 $ 390.55 $ 4,296.09 Task B Subtotal814059102127111176175172944 $ 56,508.37 $ 105,410.71 $ 16,191.91 $ 178,110.99 Task C PLANS, SPECIFICATIONS & ESTIMATE (PS&E) [EXCLUDED]Task C Subtotal00000000000 $ - $ - $ - $ - Total886151224012141981962381921670 $ 105,830.40 $ 197,416.03 $ 30,324.64 $ 333,571.08 $ - $ - ODC Subtotal0000000 $ - $ - $ - $ - Grand Total $ 333,571.08 Floodgate Modernization and Resilience ProjectMead & Hunt Inc.COST PROPOSAL - COST PLUS FIXED FEE Staff Name and or ClassificationTim Williams Chris ChanProject ProfessionalStaff Professional IConstruction InspectorKhamae NakkounJennifer Hale HoursSubtotal Labor Costs (including anticipated salary increase)OH + Fringe147.11%Profit10% Total Cost Actual Base Hourly Rate $ 99.39 $ 83.91 $ 48.13 $ 38.56 $ 92.24 $ 40.62 $ 32.00 Task B Project Approval/Environmental Documentation (PA&ED)Geotechnical Consulting, Field investigation and Cores/Drilling Hours 35 3 29 8 18 5 3 101 $ 7,879.52 $ 11,591.56 $ 1,947.11 $ 21,418.19 Task B Subtotal3532981853101 7,879.52 11,591.56 1,947.11 21,418.19 Task C Plans, Specifications, & Estimate (PS&E) $ - PS&E Development (60%, 90%, 100%) and O&M Hours $ - $ - $ - $ - Task C Subtotal00000000 $ - $ - $ - $ - Total3532981853101 $ 7,879.52 $ 11,591.56 $ 1,947.11 $ 21,418.19 Other Direct CostsPavement Coring (Penhall) $ 3,875.00 Traffic Management Incorporated $ 7,842.00 Permit Fees $ 900.00 ODC Subtotal00000000 $ - $ - $ - $ 12,617.00 Grand Total $ 34,035.19 Floodgate Modernization Kleinfelder, IncCOST PROPOSAL - COST PLUS FIXED FEE

Staff Name and or ClassificationRob MarkesSurvey ManagerRyan Ming, PLSSenior Land SurveyorTodd Jordan, PLSLand SurveyorRoy Porter, LSITLand SurveyorStaffParty ChiefStaffRodmanStaffSurvey Technician/Drafter HoursSubtotal Labor CostsOH + Fringe149.95%Profit10% Total Cost Actual Base Hourly Rate $ 92.40 $ 74.80 $ 56.00 $ 42.00 $ 85.02 $ 77.55 $ 33.50 Task ASurvey ControlHours4012016161260 $ 4,044.72 $ 6,065.06 $ 1,010.98 $ 11,120.76 Topographic Surveying and Base MappingHours40006464100232 $ 14,124.08 $ 21,179.06 $ 3,530.31 $ 38,833.45 Right of Way Surveying and MappingHours464032161632164 $ 10,173.92 $ 15,255.79 $ 2,542.97 $ 27,972.68 Task A Subtotal126412329696144456 28,342.72 42,499.91 7,084.26 77,926.89 Task B $ - Item 1Hours00000000 $ - $ - $ - $ - Item 2Hours00000000 $ - $ - $ - $ - Task B Subtotal00000000 $ - $ - $ - $ - Total126412329696144456 $ 28,342.72 $ 42,499.91 $ 7,084.26 $ 77,926.89 Other Direct Costs $ - ODC Subtotal00000000 $ - $ - $ - $ - Grand Total $ 77,926.89 Floodgate ModernizationUNICO EngineeringCOST PROPOSAL - COST PLUS FIXED FEE Staff Name and or ClassificationCoreen CecilProject ManagerKara OlivarezOffice EngineerRamiro OrtizCAD Technician IIIWilliam HolderCAD Technician IIIJohn AyalaCAD Technician IIIVictoria Nunez Admin Assistant HoursSubtotal Labor CostsOH + Fringe148.74%Profit10% Total Cost Actual Base Hourly Rate $ 65.00 $ 32.50 $ 46.07 $ 41.10 $ 38.22 $ 26.50 Task 1 PM (19 months)Item 1 Biweekly Meetings during design Hours 82 0 0 0 0 0 82 $ 5,330.00 $ 7,927.84 $ 1,325.78 $ 14,583.63 Item 2 InvoicingHours1900001938 $ 1,738.50 $ 2,585.84 $ 432.43 $ 4,756.78 Task 1 Subtotal101000019120 7,068.50 10,513.69 1,758.22 19,340.41 Task 2 PA&ED30% Preliminary Drawings Hours 0 0 91 90 85 0 266 $ 11,140.07 $ 16,569.74 $ 2,770.98 $ 30,480.79 Task 2 Subtotal009190850266 $ 11,140.07 $ 16,569.74 $ 2,770.98 $ 30,480.79 Total202091908538506 $ 18,208.57 $ 27,083.43 $ 4,529.20 $ 49,821.20 ODC Subtotal0000000 $ - $ - $ - $ - Grand Total $ 49,821.20 Floodgate Modernization and Resilience ProjectCecil & CecilCOST PROPOSAL - COST PLUS FIXED FEE OH + Fringe Profit172%10%Total Cost Actual Base Hourly Rate $ 63.75 $ 51.00 $ 42.00 $ 30.00 $ 33.00 Task AManagementHours448016 $ 795.00 $ 1,367.40 $ 216.24 $ 2,378.64 FieldHours006006 $ 252.00 $ 433.44 $ 68.54 $ 753.98 Task A Subtotal44140022 1,047.00 1,800.84 284.78 3,132.62 Task B - Reporting $ - ASR (Memo)Hours40400852 $ 2,199.00 $ 3,782.28 $ 598.13 $ 6,579.41 HPSRHours20160018 $ 799.50 $ 1,375.14 $ 217.46 2,392.10$ HRERHours400481062 $ 2,025.00 $ 3,483.00 $ 550.80 6,058.80$ Mapping Hours 0 0 2 0 4 6 $ 216.00 $ 371.52 $ 58.75 646.27$ Response to CommentsHours 4 0 8 8 0 20 $ 831.00 $ 1,429.32 $ 226.03 2,486.35$ Task B Subtotal140665622158 $ 6,070.50 $ 10,441.26 $ 1,651.18 $ 18,162.94 Total184805622180 $ 7,117.50 $ 12,242.10 $ 1,935.96 $ 21,295.56 Other Direct CostsODC Subtotal000000 $ - $ - $ - $ - Grand Total $ 21,295.56 Sacramento Floodgate Rehabilitation ProjectPAR Environmental Services, Inc.COST PROPOSAL - COST PLUS FIXED FEEStaff Name and or ClassificationMary ManieryPrincipalJames ManieryCFOAndrea ManierySenior Archaeologist Architectural Historian GIS HoursSubtotal Labor Costs

Check one: SubPrimeCONSULTANT Name:Kleinfelder, IncDate:XSubProject Name:2nd Tier SubProject #:Fringe Benefit % + *Overhead %Combined %56.30% 90.81% 0.00% 147.11%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 Principal Professional Steven Wiesner $101.93 $277.07XSenior Principal Professional Tim Williams $99.39 $270.16Program Manager Nancy Moricz $86.54#$235.23Senior Principal Professional Ray Costa $247.20 $671.94Senior Technical Manager Zia Zafir $120.20 $326.73Principal Professional TBD $82.29 $223.68Principal Professional Chris Chan $83.91 $228.09Senior Professional Saeed Rabbanifar $60.85 $165.40Principal Professional James Wetenkamp $72.13 $196.06Senior Principal Professional Byron Anderson $90.73 $246.62Principal Professional Meredith Beswick $75.96 $206.48XProject Professional TBD $48.13 $130.83Staff Professional II TBD $46.35 $125.99Staff Professional I TBD $38.56 $104.81Professional TBD $36.77 $99.95Prevailing Wage - Soils/Asphalt (NC-63-3-9-2024-1, Group 3)TBD $85.03 $231.13X XPrevailing Wage - Bldg/Construction Inspector (NC-63-3-9-2024-1, Group 2)TBD $92.24 $250.73Project Controls Specialist Khamae Nakkoun $40.62 $110.41Administrative Specialist Jennifer Hale $32.00 $86.98TOTAL BUDGET AMOUNTS-$ -$ -$ -$ -$ -$ -$ -$ Description RateTotalPavement Coring (Penhall) At Cost 3,875.00$ Traffic Management Incorporated At Cost 7,842.00$ Permit Fees At Cost 900.00$ -$ -$ -$ -$ TOTAL 12,617.00$ GRAND TOTAL: 34,035.19$ 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:

Original11/27/2024+ Gen & Admin %

SUB CONSULTANT NAMENONE
CITY OF SACRAMENTO 10-H FORMFloodgate Modernization T15255200Approved with Supplement # (type Original if it is the Original):COST PLUS FIXED FEE Version: JANUARY 4, 2022Page1 of 2
x
Check one: SubPrimeCONSULTANT Name:Kleinfelder, IncDate:XSubProject Name:2nd Tier SubProject #:Fringe Benefit % + *Overhead %Combined %56.30% 90.81% 0.00% 147.11%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) 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 Original11/27/2024+ Gen & Admin %Floodgate Modernization T15255200Approved with Supplement # (type Original if it is the Original):

By signing here, you agree to the terms above, and attest that all information is accurate and true.Steven Wiesner1. 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 Version: JANUARY 4, 2022Page2 of 2

Coreen Cecil, President

Form Approved by City Attorney 2-10-2025 Exhibit C - Page 1 EXHIBIT CINSURANCE 1. Insurance Requirements. During the entire term of this Contract, Contractor shall maintainthe 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. If the CONTRACTOR maintains broader coverage and/or higher limits than the minimums shown below, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the CONTRACTOR. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. 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. If a general aggregate limit applies, either the general aggregate limit shall apply separately (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 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: activitiesperformed by or on behalf of Contractor and subcontractors; products and completedoperations 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 ISOForm 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.

Form Approved by City Attorney 2-10-2025 Exhibit C - Page 2 ___ No automobile liability insurance is required, and by signing this Contract, Contractorcertifies 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 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 CONTRACTOR may use Umbrella or Excess Policies to meet the required liability limits. This form of insurance will be acceptable provided that any umbrella or excess policies provide all of the insurance coverages required and meet the other requirements for the primary policies as set forth in this Agreement. Umbrella and/or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided in the underlying primary policy. Umbrella or excess policies shall contain, or be endorsed to provide that the City, its officials, employees, and volunteers shall be covered as additional insureds, as well as a provision that it will apply on a primary basis for the benefit of the City. 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. No insurance or self-insurance maintained by the City that applies to a loss covered herein, whether Primary or Excess, and which also applies to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s Primary and Excess liability policies are exhausted. 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.” Form Approved by City Attorney 2-10-2025 Exhibit C - Page 3

6. Professional Liability Minimum Scope and Limits of Insurance Coverage. Professional Liability Insurance for errors and omissions, or malpractice with limits of not less than one million dollars ($1,000,000): _X__ Is ___ Is not[check one]required for this Agreement. a.If Professional Liability insurance is provided on a claims made basis: i. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. ii. Insurance must be maintained and evidence of insurance must be provided for at least three (3) years after completion of the contract. iii. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the CONTRACTOR must purchase “extended reporting” coverage for a minimum of three (3) years after completion of contract work. 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 and non-contributory insurance as respects the City, its officials, employees and volunteers. Any insurance or self-insurance maintained by the City, its officials, employees orvolunteers 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. Waiver of Subrogation. CONTRACTOR hereby grants to City a waiver of any right to subrogation which any insurer may acquire against the City by virtue of the payment of any loss under such insurance. CONTRACTOR agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from an insurer. 9. 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.

Form Approved by City Attorney 2-10-2025 Exhibit C - Page 4

10. 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 CityRepresentative 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. 11. 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 2-10-2025 Exhibit D - Page 1 EXHIBIT DGENERAL CONDITIONS1. 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 CITYemployees. 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 2-10-2025 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 of 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 2-10-2025 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 2-10-2025 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 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’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 adeclared 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 theContractor'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 2-10-2025 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 allinformation 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 procurethe Goods or Services from other sources and deduct from any monies due, or that maythereafter become due to the Contractor, the difference between the price named in thisContract 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 2-10-2025 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 2-10-2025 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 ifCONTRACTOR 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 2-10-2025 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 2-10-2025 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 2-10-2025 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 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 3.60.040 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 3.60.040. 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 2-10-2025 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 #: 1000012564C. 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 3.60.050, 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 3.60.040 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.

N/AN/A

Sacramento City CouncilMarch 25, 2025

Sacramento City Council
March 25, 2025