City Council and Authorities Concurrent
December 12, 2023

Design Professional Agreement with BKF Engineers Page 1 Rev. 09-28-18

EBIX Insurance No. S200005277

AGREEMENT FOR DESIGN PROFESSIONAL SERVICES

BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA,
AND

BKF ENGINEERS
FOR

LAFAYETTE STREET CLASS IV BIKEWAY AND PAVEMENT REHABILITATION

PROJECT

PREAMBLE
This Agreement is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and BKF Engineers, a California corporation, (Contractor). City and Contractor may be referred to individually as a “Party” or collectively as the “Parties” or the “Parties to this Agreement.” Throughout this Agreement “Contractor” and “Consultant” are used interchangeably and refer to Consultant.

RECITALS
A. City desires to secure the design prof essional services more fully described in this Agreement, at Exhibit A, entitled “Scope of Services”; B. “Design professional” includes licensed architects, licensed landscape architects, registered professional engineers and licensed professional land surveyors; C. Contractor represents that it, and its subcontractors, if any, have the professional qualifications, expertise, necessary licenses and desire to provide certain goods and/or required services of the quality and type which meet objectives and requirements of City; and,
D. The Parties have specified herein the terms and conditions under which such services will be provided and paid for.

The Parties agree as follows:

AGREEMENT TERMS AND CONDITIONS

1. AGREEMENT DOCUMENTS
The documents forming the entire Agreement between City and Contractor shall consist of these Terms and Conditions and the following Exhibits, which are hereby incorporated into this Agreement by this reference:

Exhibit A – Scope of Services

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Exhibit B – Schedule of Fees
Exhibit C – Insurance Requirements
Exhibit D – Labor Compliance Addendum
This Agreement, including the Exhibits set forth above, contains all the agreements, representations and understandings of the Parties, and supersedes and replaces any previous agreements, representations and understandings, whether oral or written. In the event of any inconsistency between the provisions of any of the Exhibits and the Terms and Conditions, the Terms and Conditions shall govern and control.

2. TERM OF AGREEMENT
Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by a written amendment to this Agreement, the term of this Agreement shall begin on the date this Agreement is signed by both Parties and terminate on December 31, 2026. Services may commence upon City issuing a written notice to proceed.

3. SCOPE OF SERVICES & PERFORMANCE SCHEDULE
Contractor shall perform those Services specified in Exhibit A within the time stated in Exhibit A. Time is of the essence.

A. All reports, costs estimates, plans and other documentation which may be submitted or furnished by Contractor shall be approved and signed by an appropriate qualified licensed professional in the State of California.

B. The title sheet for specifications and reports, and each sheet of plans, shall bear the professional seal, certificate number, registration classification, expiration date of certificate and signature of the design professional responsible for their preparation.

4. WARRANTY
Contractor expressly represents that services covered by this Agreement shall be fit for the purpose intended, shall be free from defect and shall conform to the specifications, requirements and instructions upon which this Agreement is based. Contractor agrees to promptly replace or correct any incomplete, inaccurate or defective Services at no further cost to City when defects are due to the negligence, errors or omissions of Contractor. If Contractor fails to promptly correct or replace services, City may make corrections or replace services and charge Contractor for the cost incurred by City.

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5. QUALIFICATIONS OF CONTRA CTOR - STANDARD OF CARE
Contractor represents and maintains that it has the expertise in the professional calling necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and City expressly relies upon Contractor’s representations regarding its skills and knowledge. Contractor shall perform such Services and duties in conformance to and consistent with the professional standards of a specialist in the same discipline in the State of California.

6. COMPENSATION AND PAYMENT
In consideration for Contractor’s complete performance of Services, City shall pay Contractor for all materials provided and Services rendered by Contractor in accordance with Exhibit B, entitled “SCHEDULE OF FEES.” The maximum compensation of this Agreement is five hundred eighty-eight thousand three hundred eighty-five dollars ($588,385), subject to budget appropriations, which includes all payments that may be authorized for Services and for expenses, supplies, materials and equipment required to perform the Services. All work performed or materials provided in excess of the maximum compensation shall be at Contractor’s expense. Contractor shall not be entitled to any payment above the maximum compensation under any circumstance.

7. TERMINATION
A. Termination for Convenience. City s hall have the right to terminate this Agreement, without cause or penalty, by giving not less than Thirty (30) days’ prior written notice to Contractor.

B. Termination for Default. If Contractor fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided by law, City may terminate this Agreement immediately upon written notice to Contractor.

C. Upon termination, each Party shall assi st the other in arranging an orderly transfer and close-out of services. As soon as possible following the notice of termination, but no later than ten (10) days after the notice of termination, Contractor will deliver to City all City information or material that Contractor has in its possession.

8. ASSIGNMENT AND SUBCONTRACTING
City and Contractor bind themselves, their successors and assigns to all covenants of this Agreement. This Agreement shall not be assigned or transferred without the prior written approval of City. Contractor shall not hire subcontractors without express written permission from City.

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Contractor shall be as fully responsible to City for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them, as Contractor is for the acts and omissions of persons directly employed by it.

9. NO THIRD PA RTY BENEFICIARY
This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever.

10. INDEPENDENT CONTRACTOR
Contractor and all person(s) employed by or contracted with Contractor to furnish labor and/or materials under this Agreement are independent contractors and do not act as agent(s) or employee(s) of City. Contractor has full rights to manage its employees in their performance of Services under this Agreement.

11. CONFIDENTIALITY OF MATERIAL
All ideas, memoranda, specifications, plans, manufacturing procedures, data, drawings, descriptions, documents, discussions or other information developed or received by or for Contractor and all other written information submitted to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor and shall not, without the prior written consent of City, be used for any purposes other than the performance of the Services nor be disclosed to an entity not connected with performance of the Services. Nothing furnished to Contractor which is otherwise known to Contractor or becomes generally known to the related industry shall be deemed confidential.

12. OWNERSHIP OF MATERIAL
All material, which shall include, but not be limited to, data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports, designs, technology, programming, works of authorship and other material developed, collected, prepared or caused to be prepared under this Agreement shall be the property of City but Contractor may retain and use copies thereof. City shall not be limited in any way or at any time in its use of said material. However, Contractor shall not be responsible for damages resulting from the use of said material for work other than Project, including, but not limited to, the release of this material to third parties.

13. RIGHT OF CITY TO INSP ECT RECORDS OF CONTRACTOR
City, through its authorized employees, representatives or agents shall have the right during the term of this Agreement and for four (4) years from the date of final payment for goods or services provided under this Agreement, to audit the books and records of Contractor for the purpose of verifying any and all charges made by Contractor in connection with Contractor compensation under this

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Agreement, including termination of Contractor. Contractor agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all charges submitted to City. Any expenses not so recorded shall be disallowed by City. Contractor shall bear the cost of the audit if the audit determines that there has been a substantial billing deviation in excess of five (5) percent adverse to the City.

Contractor shall submit to City any and all reports concerning its performance under this Agreement that may be requested by City in writing. Contractor agrees to assist City in meeting City’s reporting requirements to the State and other agencies with respect to Contractor’s Services hereunder.

14. HOLD HARMLESS/INDEMNIFICATION
To the extent permitted by law, Contractor agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, employees, volunteers and agents from and against any claim, injury, liability, loss, cost, and/or expense or damage, including all costs and attorney’s fees in providing a defense to any such claim or other action, and whether sounding in law, contract, tort, or equity, to the extent arising out of, pertaining to, or related to the negligence, recklessness, or willful misconduct of the Contractor, its employees, subcontractors, or agents in the performance, or non-performance, of Services under this Agreement. With respect to claims alleging Contractor’s professional negligence or professional liability, Contractor’s duty to defend obligation shall be met by reimbursing an indemnified party for indemnified party’s costs of defense following a determination of Contractor’s proportionate percentage of fault.

15. INSURANCE REQUIREMENTS
During the term of this Agreement, and for any time period set forth in Exhibit C, Contractor shall provide and maintain in full force and effect, at no cost to City, insurance policies as set forth in Exhibit C.

16. WAIVER
Contractor agrees that waiver by City of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Neither City’s review, acceptance nor payments for any of the Services required under this Agreement shall be constructed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement.

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17. NOTICES
All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows:

City of Santa Clara
Attention: Department of Public Works
1500 Warburton Avenue
Santa Clara, CA 95050
and by e-mail at [email protected], and
[email protected]

And to Contractor addressed as follows:

BKF Engineers
Attn: Gordon Sweet, Principal and Vice President
1730 N. First Street, #600
San Jose, CA 95112
and by e-mail at [email protected]
The workday the e-mail was sent shall control the date notice was deemed given.

An e-mail transmitted after 1:00 p.m. on a Friday shall be deemed to have been transmitted on the following business day.

18. COMPLIANCE WITH LAWS
Contractor shall comply with all applicable laws and regulations of the federal, state and local government, including but not limited to “The Code of the City of Santa Clara, California” (“SCCC”). In particular, Contractor’s attention is called to the regulations regarding Campaign Contributions (SCCC Chapter 2.130), Lobbying (SCCC Chapter 2.155), Minimum Wage (SCCC Chapter 3.20), Business Tax Certificate (SCCC section 3.40.060), and Food and Beverage Service Worker Retention (SCCC Chapter 9.60), as such Chapters or Sections may be amended from time to time or renumbered. Additionally Contractor has read and agrees to comply with City’s Ethical Standards (http://santaclaraca.gov/home/showdocument?id=58299).

19. CONFLICTS OF INTEREST
Contractor certifies that to the best of its knowledge, no City officer, employee or authorized representative has any financial interest in the business of Contractor and that no person associated with Contractor has any interest, direct or indirect, which could conflict with the faithful performance of this Agreement. Contractor is familiar with the provisions of California Government Code section 87100 and

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following, and certifies that it does not know of any facts which would violate these code provisions. Contractor will advise City if a conflict arises.

20. FAIR EMPLOYMENT
Contractor shall not discriminate against any employee or applicant for employment because of race, sex, color, religion, religious creed, national origin, ancestry, age, gender, marital status, physical disability, mental disability, medical condition, genetic information, sexual orientation, gender expression, gender identity, military and veteran status, or ethnic background, in violation of federal, state or local law.

21. NO USE OF CITY NAME OR EMBLEM
Contractor shall not use City’s name, insignia, or emblem, or distribute any information related to services under this Agreement in any magazine, trade paper, newspaper or other medium without express written consent of City.

22. GOVERNING LAW AND VENUE
This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. The venue of any suit filed by either Party shall be vested in the state courts of the County of Santa Clara, or if appropriate, in the United States District Court, Northern District of California, San Jose, California.

23. SEVERABILITY CLAUSE
In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect.

24. AMENDMENTS
This Agreement may only be modified by a written amendment duly authorized and executed by the Parties to this Agreement.

25. COUNTERPARTS
This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument.

The Parties acknowledge and accept the terms and conditions of this Agreem ent as evidenced by the following signatures of their duly authorized represent atives.

CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
Dated: Approved as to Form : - ------------
GLEN R. GOOGINS
City Attorney
"CITY"
JOVAN D. GROGAN
City Manager
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771

BKF ENGINEERS
a California corporation
Design Professional Agreement with BKF Engineers
Rev. 09-28-18

Design Professional Agreement with BKF Engineers/Exhibit A-Scope of Services Page 1 Rev. 09-28-18

EXHIBIT A

SCOPE OF SERVICES
I. GENERAL

Description of Project, Services, and Objective

BKF Engineers (Consultant) shall provide engineering design services to prepare the design and construction bid documents (p lans, specifications, and engineer’s estimate or PS&E) for public works construction bidding of the Lafayette Street Class IV Bikeway and Pavement Rehabilitation Project (Project).

The design professional services (Service s) includes the design of Class IV bicycle lane facilities along Lafayette Street between Reed Street and Laurelwood Road; roadway pavement rehabilitation for Lafayette Street between Reed Street and Aldo Avenue; installation of Americans with Disabilities Act (ADA) compliant accessibility ramps; reconstruction of concrete m edian islands as-needed to accommodate lane geometry, traffic signal modifications at intersections as-needed to accommodate lane geometry and new ADA-compliant ramp s; pavement evaluation and geotechnical investigation; final design for the Plans , Specifications and Estimate (PS&E); and support for bidding, construction, and post-construction as described in this Scope of Services.

The City’s objective is for Consultant to provide all design professional Services necessary to design the Project for cons truction as contempl ated in the City’s Request for Proposals (RFP), the Consultant’s response to the RFP (Proposal), and as described herein this Agreement, for the following Project Objectives:

 To install CL IV bicycle lanes on Lafay ette Street between Reed Street and Laurelwood Road.
 To perform pavement rehabi litation on Lafayette Street between approximately 100 feet south of Reed Street through the Aldo Avenue intersection

Background

This Scope of Services is based upon Consul tant’s Proposal dated July 26, 2023 in response to City’s Request for Proposals, and subsequent negotiations between City and Consultant. It is mutually agreed by City and Consultant t hat this Scope of Services incorporates Consultant’s professional qualifications and experience and will meet City’s objective.

The Project is referred to by various titl es within City’s documentation, including as listed below, and is subject to change, all of which sha ll be considered as meaning the same Project:

 Lafayette Protected Bikeway Project
 Lafayette Class IV Bike Lanes Project

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 Lafayette Street Class IV Bikeway Project
 Lafayette St Bicycle Project

The Project is partially funded by Santa Clara Valley Transportation Authority (VTA) 2016 Measure B Bicycle/Pedestrian Capital Program grant funds. City has entered into an agreement with VTA to fund the design phase of the Project. Grant funds for the construction phase of the project is contingent on a separate agreement between City and VTA to be initiated upon completion of preliminary design of the Project.

The Consultant shall cooperate with City in completing the preliminary design as a precedent to a construction funding agreement between City and VTA.

The funding agreement for the design phase between the City and VTA for the 2016 Measure B Bicycle/Pedestrian Capital Program grant funds requires that the design services be completed no later than Dece mber 31, 2024 and the C onsultant should adhere to this date. For the purposes of this Agreement, completion of design Services shall be defined as completion of Task 1 through Task 4 of this Scope of Services.

Consultant Team

Consultant shall provide the Services described herein through a consultant team (Project Team), comprised of Consultant and its staff, and subc onsultant(s) and its staff, identified as follows:

Consultant: BKF Engineers

Subconsultant(s) to BKF Engineers:

 Cornerstone Earth Group Geot echnical Investigations and Recommendations for Pavement
 To be determined Utility Potholing (Optional Service)

Any changes to the Project Team through the course of Services is subject to approval in writing by City. All Services described in this Scope of Services shall be self-provided by BKF Engineers unless specifically described otherwise, or otherwise approved in writing by City. City shall have the right to approve any subconsultant(s) or subcontractor(s) described above as to be determined.

Baseline Solution and Assumptions

Representations made in the City’s Request for Proposals, the Consultant’s proposal, and subsequent negotiations between City and Consultant resulting in this Scope of Services represent the Baseline Solution to meet the Project Objectives.

Should there be deviations from the Baseline Solution that results in Services or fees being materially or significantly different than represented for the Baseline Solution,

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the Scope of Services and Schedule of Fees shall be addressed by City and Consultant in writing prior to Consultant proceeding with any Services deviating from the Baseline Solution.

In the case of discrepancy or ambiguity for the Baseline Solution, the following order of precedence shall prevail:

1. This Scope of Services and Schedule of Fees

2. Information generated between City and C onsultant in preparing this Scope of Services and Schedule of Fees

3. The Consultant’s Proposal

4. The City’s Request for Proposals

II. RESPONSIBILITIES OF CITY

City will provide the following information regarding the Project as-available:

 Record drawings and maps (as-available)
 Information from City’s Streetsaver pavement management system  City’s Standard Details, Specifications, Benchmark, and Design Criteria  Storm Drain (SD), Sanitary Sewer (SS) , Electric, Water and Recycled Water Block Book Maps (as-available)
 Geographic Information System (GIS) dat a including land parcels, street centerlines, City sanitary sewers, City stor m drains, City water lines, City electric utilities, and aerial photographic tiles (as-available)  Payment of permit application fees to agencies for construction permits, if required; City may assign Consultant as the City’s agent in applying for and obtaining permits for construction (e.g. County encroachment permit, Caltrans permit).  Any permits required for the professional Services to be provided by Consultant during the design phase shall be secured and paid by Consultant. Fees for said permits, if required, may be pass-thru re imbursed by City to Consultant without markups through Consultant’s invoicing.

III. BASIC SCOPE OF SERVICES

The Basic Scope of Services includes prof essional Services required to design and prepare bid documents (plans, specificati ons, and engineer’s estimate or PS&E) for public works bidding of the Project. The following Tasks shall be completed by Consultant.

1. TASK 1: PROJECT MANAGEMENT

Consultant’s Project Manager will be responsible for managing the Project Team, providing the resources to complete t he Services, monitoring and updating the Project budget and schedule, im plementing a quality assurance/quality control program, and communicating regularly with the City and Project stakeholders.

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1.1. GENERAL PROJECT MANAGEMENT

Throughout the duration of the Projec t, Consultant’s Project Manager will provide the general project administr ation and coordinate the design and approval process with the City. Consultant will provide project management services for each Task beginning with the Notice to Proceed and ending upon completion of the Construction Do cuments Task (Task 3). Project management for subsequent Tasks (e.g. Task 5 Construction Support and Task 6 Project Closeout) shall be considered as incorporated in the Services and fees provided under t hose Tasks and not invoiced under the Project Management Task.

Consultant’s Project Manager will be responsible for ensuring that the Project Tasks are completed in a timely manner.

1.2. PROJECT KICK-OFF AND MILESTONE MEETINGS

A kick-off meeting will be scheduled with the City soon after the Notice-to- Proceed to confirm Project scope and objectives. Consultant will meet with City staff to establish project expectations, discuss agency reviews and confirm the schedule for the Project.

Consultant’s Project Manager will set up and run virtual meetings with the City after each deliverable/milestone submittal to review comments.

Consultant’s Project Manager will discu ss the Project progress, issues which may affect the Project sc hedule and budget, and any other agenda items that the City may request fo r discussion. Agendas, action logs, updated project schedules and meet ing minutes will be prepared and distributed. Consultant’s Project Manager will ensure at least one meeting occurs during each stage of des ign (35%, 65%, 95%, and 100%) and will maintain continuous communication with the City to ensure the City’s goals and expectations are being satisfied.

During the course of Services while there is active Services on the Project, City and Consultant may schedule brie f conference calls, as-needed, and at a frequency of no more than bi-weekly (every other week) to keep City appraised of the project’s progress and address any is sues that may arise during the course of Services. Conference calls shall not be considered as formal meetings and time for said calls may be considered and invoiced as Project Management.

Consultant’s Project Manager will be responsible for scheduling and sending out email invitations for a ll meetings, includ ing preparing and distributing agendas and meeting notes for all meetings.

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1.3. INVOICES, PROGRESS REPORTS, AND PROJECT SCHEDULE

Consultant will prepare progress reports to be submitted with invoices. The progress report will include Services pr ovided during the invoice period, Services anticipated during the next invoice period, issues, and progress schedule.

Consultant’s Project Manager will prepare and update the schedule for the entire project using Microsoft Project software to be submitted at each milestone meeting, and any time milestone dates are changed. Project Schedule will include key milest ones and agency review periods.

Consultant shall notify City if there ar e delays in any phase of the project.

In such cases, Consultant shall make up the schedule in subsequent phases of the project or provide info rmation to City substantiating a time extension.

A detailed project schedule was provided with Consultant’s proposal and updated during the preparation of this Agreement, and is incorporated into this Agreement by reference.

Task 1 Deliverables:

1. Meeting agendas, materials, and meeti ng minutes for each Project meeting.

2. Project schedule and updates in MS Proj ect format (submitted electronically as a pdf file, and in native MS Project format (if requested)).

3. Progress reports and invoices.

2. TASK 2 – DATA GATHERIN G & PRELIMINARY ENGINEERING

2.1. GATHER & REVIEW EXISTING INFORMATION

Consultant will research, obtain and review available information necessary for the design of the Project. This information includes existing documentation related to the project and the surrounding areas, as well as environmental resources, including: su rvey and aerial phot o data, right-of- way maps, relevant traffic data and studies, and pavement condition assessments. Consultant has or will also review additional documents identified in the RFP:

 Santa Clara Bicycle Master Plan Update 2018 for bicycle route continuity of this Project and other existing or planned bicycle facilities.
 Coordinate with Basset and Laurelwood Bicycle Lanes project currently under design to insta ll bicycle lanes along Laurelwood Road and Bassett Street, to the nor th of this Project, anticipated to be constructed prior to this Project. Consultant will ensure

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design consistency with the Project. At the northern Project limits, the design for providing bicycle r oute continuity from Lafayette Street to Laurelwood Road th rough the Lafayette/Laurelwood intersection will be considered as part of the Project’s scope of work.
 At the southern Project limits at Reed Street, Consultant will design the termination of the bicycle corri dor to transition to existing conditions.
 It is assumed that the type of Class IV bicycle separation will be striping with flexible plastic delineators.
 Consultant will compile available pavement condition index, right- of-way record maps, title reports, utility occupation drawings, block maps, and third-party utility information of record to supplement the topographic base sheets and begin the utility verification process.

2.2. FIELD VISITS (PAVEMENT CONDITIONS)

This Task includes an overall project and pavement site reconnaissance to confirm the rehabilitation treatment of Lafayette Street. Consultant will observe the type and frequency of distre ss, identify digout/failed locations and determine recommended pavement cori ng locations. This limited site reconnaissance is not intended to pr ovide detailed pavement condition index (PCI) evaluation or values. Full traffic control is not considered needed for this Task. Additionally, any manhole or utility covers that are identified as depressed will also be noted.

Consultant will mark failed/digout areas in the field using white paint and transfer this information on the plans.

2.3. TOPOGRAPHIC SURVEY SERVICES

Consultant will conduct PS&E level surveys to supplement collected GIS information in support of the design. Consultant survey will include the following:

 Establish the Project Control ( horizontal datum: NAD83 Cal Coords; vertical datum: City benchmark (NAVD88)
 Perform field survey at a total of seven (7) signalized intersections within the project limits to record the existing conditions. Field survey will include surface features in order to detail location of signal poles, information for curb ramp replacement, and cross slope/grade of pedestrian street crossings. These seven (7) signalized intersections are as follows:

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 Reed Street
 Memorex Dr - Mathew St
 Martin Ave
 Walsh Ave
 Central Expy
 Laurelwood Rd
 Aldo Ave

 Perform field survey at intermediat e intersections (total of 18 curb returns) to confirm existing conditions for curb ramp replacement.

These intermediate intersections (and number of curb returns) are as follows:

 Parker Ct-Parker St (4)
 Di Giulio Ave (2)
 Shulman Ave (2)
 Richard Ave (2)
 Owens-Corning (2 plus island)
 Comstock St (4)
 Duane Ave (2)

 Identify slopes of pedestrian stre et crossings, including pavement cross sections at 100’ intervals (approximately 85 sections total) to obtain information about existing pavement cross slopes and median for consideration in the design of the pavement section and relocated medians.
 Use aerial photo and GIS as background with supplemental field survey. However, as an Optional Service, and as authorized by the City, an aerial topographic survey with color orthophotos for the Project corridor may be provided as described in Section IV Optional Services, of this Scope of Services.
 Map the locations of utilities within the limits of curb ramp replacement.  Utilities may include water meters, backflow prevention devices, fire hydrants, valves, utility boxes, utility poles, pole-mounted lights, drainage inlets, manholes and cleanouts. The depth of gravity utilities will be measured, provided there is readily-available access through manholes and stormwater inlets.

Consultant and City mutually assume that resolved right-of-way mapping is not required given that the project will not require acquisitions to support the proposed improvements. Boundary mapping will be from GIS and checked against available City and county record information. Right-of-Way lines should be displayed as generally correct on the plans per available record information but is not required to be fully resolved.

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2.4. GEOTECHNICAL INVESTIGATIONS

The Services provided in this subt ask will be performed by Cornerstone Earth Group (Cornerstone) as a subconsultant to Consultant.

Pavement Section Coring and Subgrade Sampling

To determine the existing asphalt concrete pavement sections, presence of pavement fabric, and identificati on of underlying subgrade material, Cornerstone will core the existing pavement. It is anticipated by Cornerstone that up to 24 cores will be performed within the Project limits.

Upon completion, cores will be backfilled with rock and quick-set, non-shrink grout. Preferred core locations w ill be based on the site reconnaissance performed by Consultant, and in coordination with Consultant and the City.

Cores will be performed using portable coring and sampling equipment.

Cores will extend to approximately 2 to 3 feet below existing AC grades.

Some cores should be located within distressed pavement areas, if applicable.

The above core spacing is approximately 300 to 500 feet. Closer core spacing may be determined based on actual pavement conditions. This spacing provides for efficient and a ccurate data correlation. Cornerstone will also collect subgrade soils at up to 3 core locations, in coordination with Consultant and City, for Resistance value testing (R-value, CAL 301) testing. The above Tasks will provide the most accurate estimates and in providing pavement maintenance and rehabilitation alternatives.

Non-Destructive Pavement Deflection Testing

As an Optional Service and as approved by the City, Cornerstone may also conduct pavement deflection testing concurrently with the coring activities.

The assumed pavement treatment in t he Baseline Solution is resurfacing with a 2-inch AC maintenance mill and replace. For this treatment, Cornerstone recommends to perform in-s itu pavement deflection testing.

This testing may provide a higher le vel of certainty and more accurate estimate of the pavement conditions and remaining serviceable life. This testing may also provide data for estimating the appropriate overlay thickness based on the existing pavement condition. Cornerstone further recommends performing a corresponding pavement core (paired) to provide better estimates of the existi ng AC pavement structural sections and supporting subgrade soils. Pavement deflection testing in conjunction with the above Tasks will provide the most accurate estimates and very helpful in providing additional main tenance and rehabilitation alternatives such as Cold In-place Recycling (CIR). Pavement deflection testing will be

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performed using the Benkelman Beam procedures. Tests are performed approximately every 300 to 500 feet in each direction. Pavement deflection testing will be in accordance with Ca ltrans Test Method 356. Pavement deflection testing will be performed concurrently with the pavement coring, including full traffic control.

Traffic Control

The Schedule of Fees incorporate antic ipated costs to provide full traffic control to complete the field explorations described in this Task. The basis of the fees assumes traffic control provided on a per-day basis and assumes a full 8-hour workday, from 9:00 AM to 3:00 PM, including lane closures and all necessary temporary traffic control devices. A to tal of (3) three days of full traffic control have been assumed to complete the field exploration.

Cornerstone and Consultant shall coordinate with the City in advance of the field exploration to review the work plan, traffic control, including the day(s) and time(s) of closures, and to arrange ov ersight by City field staff of the work to be completed in the field.

Permits and Street Access

The Services are being provided for the City of Santa Clara under this Agreement. Therefore, any fees associated with lane closures, bonds, and encroachment permits will not be charged by the City. Should fees become charged, such fees will be a pass-through cost to the City without markups.

Engineering Analysis and Report Preparation

The engineering analysis phase of Services will develop recommendations for pavement rehabilitati on and/or repair alternatives. Cornerstone understands that resurfacing (mill and repl ace) is the Baseline Solution.

Cornerstone will also provide additional maintenance and rehabilitation alternatives, if appropriate. City desires that Cold In-Place Recycling (CIR) be analyzed as one of the maintenanc e and rehabilitation alternatives, contingent upon City’s approval of t he Pavement Deflection Testing Optional Service. The data obtained from the field exploration and laboratory testing progr am will be utilized in t he engineering analysis.

Cornerstone will prepare a Pavement In vestigation Report for the overall project. The report will include the following items:

 Site plan showing core test locations
 Laboratory test results
 A detailed discussion of findings and recommendations, including:
 Limited pavement distress type and conditions
 Pavement test results

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 Pavement treatment/repair alternatives

2.5. MEMORANDUM OF FINDINGS

Based on field evaluation and coordinat ion with the City and Cornerstone, Consultant will prepare a brief me morandum documenting findings of Preliminary Engineeri ng for City’s acceptance prior to moving into Construction Documents. The memo randum will include identification of constraints, approach to curb ramp replacement and identification of impacted traffic signal equipment due to ADA evaluation and curb ramp replacement.

2.6. STORMWATER TREATMENT EVALUATION

Consultant will evaluate and prepare calculations to ensure that the project meets the latest provisions in Na tional Pollution Disc harge Elimination System (NPDES) Construction General Permit as required by the State Water Resources Control Board (SWRCB).

 Consultant understands the City desire s that this project will not be a Regulated Project under the most recent Municipal Regional Permit. Consultant will recommend pavement treatments that do not trigger the project to becom e regulated and will be required to perform any necessary calculati ons or supporting documents to substantiate that the project as non-regulated. This Project is also not considered a candidate for any Green Stormwater Infrastructure (GSI), and no GSI is expected for the project.

Consultant will provide written calcul ations, documentation of findings and recommendations. Consultant assumes that this project falls under the MRP 3.0, Provision C.3., Type 5 Regu lated Project, Road Reconstruction Projects requiring treatment for proj ects creating 1 acre or more of contiguous impervious surface. It is ant icipated that for this Project, the combination of digouts and replacement of curb ramps will be under 1 acre of contiguous impervious surface and t herefore is exempt, such that no permanent stormwater treatment will be required due to the “maintenance” nature of this work.

2.7. UTILITY COORDINATION

Consultant will perform ut ility record research to map utilities boxes, valve covers and manholes along Lafayette Str eet within the project limits to be adjusted to grade, identify potential utility conflicts and coordinate with third party utility owners (such as SVP, PG&E, AT&T, Comcast and other impacted utilities within the Project area) to resolve conflicts. Per the RFP, full mapping of utilities will not be nece ssary unless a specific conflict is

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identified. However, utility surface f eatures will be identified on the plans.

Consultant will provide written notices describing the proposed construction schedule and Project limits. As part of the utility coordi nation Services, Consultant will:

 Request utility mapping and as-built s from all affected utility owners  Review as-built information for the Project area
 Identify surface utilities and monuments in the field  Display utility surfac e features on the plans
 Identify potential utility conflicts
 Prepare notices and exhibits for utilities in conflict with the work for purposes of coordinating with utility owner

Based on Consultant’s experience with similar roadway maintenance and rehabilitation projects, it is expected that a design that avoids significant impacts to existing utilities can be co mpleted. A utility locating allowance (with options such as ground penetra ting radar and/or non-destructive vacuum excavation) is included as an Optional Task in Section IV Optional Services of this Scope of Services to support the investigation of utilities in potential conflict with the proposed improvements.

2.8. PRELIMINARY (35% DESIGN) PROJECT PLAN SUBMITTAL

Consultant will develop preliminary design plans based on the City’s concept plans to confirm the proposed improvements. The plans will be prepared in AutoCAD 2021 and follow the City’s cu rrent drafting standards. The preliminary design plans enclosed in the RFP will serve as the basis for the “35% Design” for the Project.

The preliminary (35% design) pl ans will be prepared on an aerial photo and/or GIS background and include all dimensioned striping elements of the Class IV bikeway, ramps to be replaced/added, proposed green conflict striping and crosswalks c onfigurations, advanced st op bars, and limits of pavement rehabilitation. The 35% des ign will be used to confirm early consensus of the project design, and development of a full PS&E package will occur subsequently in the C onstruction Documents Task. The preliminary (35% design) plans will be comprehensive to identify potential impacts early in the approval proce ss with the City to minimize design changes and efforts later in the design development process.

 Consultant will evaluate the curb ramps and slopes of pedestrian street crossings against ac cessibility standards and make recommendations to implement improvements to the Maximum Extent Feasible (MEF) with the resurfacing Project.
 It is mutually understood by City and Consultant that the Project does not anticipate any pavement wo rk to the PCC sections of

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pavement between 101 and Aldo Avenue, or south of Reed Street.  Consultant will work with the City for further evaluate of the type of vertical separation for the bikewa y selected during the Preliminary Engineering Task for the Project. For purposes of Consultant’s design efforts for the Project, pe rmanent fixed barriers, such as concrete curbing, will not be considered for the Project.  It is Consultant’s understanding that relocated medians and reduced medians will be paved or contain a hardscape element (no planting or irrigation).

The 35% Design will be circulated by City for internal review and comments, and Consultant shall review and respond to comments.

Task 2 Deliverables:

1. Field Visit notes (Upon request by City)

2. Topographic survey information (Upon Request by City)

3. Pavement Investigation Report

4. Memorandum of Findings

5. Stormwater treatment calculations and exhibit

6. Utility information

7. Preliminary (35% Design) Project Plans, with comments review and responses.

3. TASK 3 – CONSTRUCTION DOCUMENTS (PS&E)

Upon completion of Task 2, Consultant will initiate the construction documents.

If changes in the Scope of Services or Schedule of Fees under this Task are expected to be required by Consultant due to changes in the Baseline Solution identified during Task 2, C onsultant and City shall conf er prior to Consultant providing Services under this Task.

The Construction Documents will be progr essively developed via milestone submittals (65%, 95%, 100%, and Bid Set) per the subtasks described herein.

3.1. 65% PS&E SUBMITTAL

Because the 65% submittal will become the backbone of future design submittals, Consultant will solidify the design of the proposed improvements from comments received at the Preliminary “35% Design” submittal.

Consultant will prepare, coordinate and submit the following design plans:

Cover Sheet: Provide an overview of the proj ect locations and limits with an index of project sheets.

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General Notes Sheet: Include City standard project notes and special notes pertinent to the Project.

Demolition Plan: Identify existing conditions and work required to address impacts of the proposed improvement s to existing features, including demolition of existing curb ramps, curb and gutter, sidewalk and median islands for purposes of placing new cu rb ramps. Protection of existing facilities will also be identified on this plan.

Layout Plan: Prepared on 20-scale plan sheets. Base sheets will include basic horizontal layout information and all major construction features including curb ramp, median and sidew alk construction, edge conditions, and intersection conforms. Layout plans will also identify proposed pavement rehabilitation methods and itemize irons to be adjusted to grade within the pavement resurfacing areas.

Consultant understands that the City has been awarded funds for a separate project that plans to install a pedestrian signal and curb returns at the intersection or Parker St and Laf ayette St. This proposed project is planned to be constructed after this bikeway project. Consultant will assume upgrading existing curb ramps at the Parker/Lafayette corners under the current Project insofar as meeting ADA requirements due to the bikeway project and coordinating design with the future project for compatibility.

Construction Details: Prepared to reference Cit y of Santa Clara and Caltrans standard plans, and provide addi tional guidance to the contractor for grading at curb returns and pavem ent conforms. Full curb ramp details will be prepared to incl ude grading, right-of-way, signal poles, boxes and pavement conforms. The f easibility of implementing two curb ramps per curb return will be investigated. City and Caltrans standard details will also be included in the construction details.

The Construction details will also include a Monument Preservation sheet that lists all street mo numents within the project limits with notes of the actions required by construction cont ractor to preserve the monuments, such as file corner record, protect in place, adjust monuments box, replace monument box, install monument box, reset monument, or construct new monument.

The Construction Details may also incl ude details of intersection grades (existing and proposed slopes and elevatio ns) if the construction work will include changing slopes of pedestrian street crossings. These intersection details may also include information needed for reconstruction of pavement structural sections if so required due to changes in grades. These details may be combined with sheets prepared for curb ramps or intersections.

Design Professional Agreement with BKF Engineers/Exhibit A-Scope of Services Page 14 Rev. 09-28-18

Signing and Striping Plan: Prepared based on the approved Preliminary (35% design) plans and the City-prov ided concept drawings. Plans will be prepared on 40-scale and will delineate the proposed striping including signage for the bikeway corridor. Consul tant will investigate existing signs along the corridor and propose modifica tions or new signs commensurate with the new bikeway. Signage work will be shown on combined signing/striping plan sheets.

Traffic Signal Modification Plan (as- built image): Consultant will perform both record investigations of as-built drawings (as- available) and field investigations of signals to accurate ly identify existing conditions and equipment. It is anticipat ed that elements of cons truction work will be re- cutting of signal detector loops with associated handholes due to the pavement work and any striping shifts, addition of bicycle detector loops including new DLC (if required) to the cabinet, and modifications as needed to accommodate pedestrian push button locations under ADA as related to the geometry and design of curb ra mps and pedestrian street crossing geometry. Consultant assumes preparat ion of stand-alone plan sheets for the signal work to accurately identif y the construction items, but does not expect to fully draft complete signal modification plans such as drafting full conduit routes, phasing diagrams, pole and equipment schedules, or conductor schedules. Traffic signal plan modifications will be prepared using an image of as-built plans as background.

Staging and Traffic Handling Plan: Due to the nature of pavement rehabilitation work, it is mutually ant icipated by Consul tant and City that staging and traffic handling for pr oject improvements will be typical temporary traffic control systems to be prepared by the construction contractor according to specificat ions and Consultant prepared plans are not required to be provided in the Construction Documents.

Consultant will coordinate with City’s traffic engineering division and determine allowable work hours and allowable lane closure hours based on constructability and cost impacts, to be incorporated into the project documents. It is antic ipated that lane closure charts and other Project- specific traffic handling provisions will be included in the specifications.

Specifications: The Project technical specifications will be prepared in the City’s standard format for all work items necessary for the construction of the Project. Consultant will assemble t he Technical Specifications for the Project. The City will prepare the “front-end” boilerplate specifications for the project and Consultant will provide information to City necessary to complete the boilerplate. The followi ng is information contained within the City boilerplate that Consultant will provide information:

Design Professional Agreement with BKF Engineers/Exhibit A-Scope of Services Page 15 Rev. 09-28-18

 Consultant’s professional engineer seal and signature  Description of work
 List of Plan sheets
 Type(s) of Contractor ’s License required
 Schedule of Bid Prices
 Requirements for Contractor’s St atement of Qualifications (e.g. experience requirements for prev ious construction contracts, contract values, or specialty experience).
 Number of Working Days for S ubstantial and Final Completion  Recommendations for appropr iate Liquidated Damages
 Identification of any project-specific changes to the City’s boilerplate that are required

Specifications will be subm itted in MS Word format. Consultant will begin Services on the Specifications and S pecial Provisions upon completion of the Preliminary “35% design” submittal and bas ed on the 2022 Caltrans Standard Specifications.

Construction Cost Estimate: Consultant will prepare a preliminary cost estimate to ensure that the magnitude of cost corresponds to the Project’s budget. Should the scope exceed the budget, Consultant will work with the City to develop alternative strategies to move the project forward. Cost Estimates will be submitted in MS Excel format.

Quality Assurance/Quality Control (QA/ QC): Consultant will perform an in-house QA/QC review of the doc uments submitted to the City.

Consultant’s quality control review for the 65% submittal will include the review of the design package fo r compliance with the governing jurisdictional standards and completeness.

The review will focus on ensuring that the plan elements are clearly delineated. The different project sheets will present the design in a common manner with no contradictions or variances.

3.2. 95% PS&E SUBMITTAL

Consultant will refine, finalize, and detail the Project including resolving and incorporating all design comments resulting from the 65% submittal review.

A major task associated with this resolution is balancing the requirements of the stakeholders, including utility owners. All gaps in the design caused by late-coming changes or pending design and policy decisions will be specifically targeted on the 95% design documents for immediate resolution.

Construction details for the project elements will be finalized as part of this phase of the design process. During the 95% design phase, Consultant will closely monitor the resolution of crit ical activities, which have their own

Design Professional Agreement with BKF Engineers/Exhibit A-Scope of Services Page 16 Rev. 09-28-18

separate and defined timeline. Consultant will review and finalize the request for service and/or utility owner’s relocation plans, schedule and implementation. Prior to completi on of the 100% design documents, Consultant will coordinat e with the City and stak eholders to resolve any remaining issues in design scope, schedule and construction operations.

The focus of the Project Team is to finalize the supplemental project information that forms the basis of design for the Project. All project sheets, which will be represented in the bid documents, will be identified and developed in varying degrees of detail during this phase.

All the major components of the design plans, technical specifications and estimate will be included in the 95% design submittal. With the establishment and review of the in tersection and improvements within the Project limits, design will be producti on-oriented for preparation of 95% project plans.

Prior to delivering the 95% submittal, Consultant will complete its own in- house review of all outgoing documents. Cost estimates will be updated and compared to the available budget.

3.3. 100% PS&E SUBMITTAL

For the 100% PS&E submittal, Consult ant will incorporate or resolve any remaining comments received as a resu lt of the 95% submittal review.

Consultant will also conduct remaining site investigations. It is crucial that the design engineers are confident that existing field conditions have not changed since inception of the project and are depicted accurately in the 100% PS&E documents.

Assumptions, in lieu of verificati ons, are not acceptable; therefore, Consultant will walk the site with the bid documents prior to submittal. All remaining aspects of the design will be finalized in order to prepare a complete, checked and bid-ready set of documents. Sc hedules for utility relocations will be confirmed. The construction cost estimate will be updated and formatted to its final form.

Consultant will conduct a final quality control review on all documents to ensure that all design elements are thoroughly addressed prior to their submission to the City.

3.4. BID SET SUBMITTAL

For the Bid Set submittal, Consult ant will incorporate or resolve any remaining comments received as a resu lt of the 100% submittal review.

Final Bid set documents will be in PDF format and organized into a Contract

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Book and a Contract Plan Set. AutoCAD version of the final plans will be submitted at the end of the Construction Documents (PS&E) Task, if requested by City.

The Bid Set Submittal shall also include evidence of completion for a PEER review, which is an independent review by an individual of equal or greater expertise and experience as the engineer of record. This individual should be independent from and not associated with the Project Team but may be from the Consultant firm. It is further mutually agreed by City and Consultant that Consultant’s internal QA/QC procedures as described in its Proposal will concurrently satisfy the requirements of a PEER review. The following shall be placed on the Project title sheet and signed by appropriate Consultant staff as evidence of PEER review being completed:

“The undersigned hereby certifies that a professional peer review of these plans and the required designs was conducted by me, a professional engineer with expertise and experience in the appropriate fields of engineering equal to or greater than the Enginee r of Record, and that appropriate corrections have been made.”

Task 3 Deliverables:

1. 65%, 95% and 100% Project plans, techni cal specifications, construction cost estimate and bid schedule (PDF and native formats)

2. Responses to submittal comments

3. Bid Set Submittal shall be one (1) di gital PDF file with electronic seals and signatures of each construction plans, specifications, and construction cost estimate. The native file for the Bid Set plans, technical specifications, and construction cost estimate shall be supplied to City in ACAD 2012, Microsoft Word, and Microsoft Excel, respectively upon request.

4. TASK 4 – AGENCY COORDINATION & PERMITTING

It is anticipated that Consultant wil l start the agency coordination and permitting right after concurrence of the 65% design by the City.

It is important that the design is validated and cleared of substantial obstacles prior to submitting permit applications in order to avoid rework.

4.1. CALTRANS ENCROACHMENT PERMIT

The Project will cross Highway 101 which is within Caltrans right-of-way.

Consultant understands that City has a Freeway Maintenance Agreement for the overcrossing(s) in which the City is responsible for maintaining surface features such as striping and signing. Consul tant will obtain a

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standard Caltrans encroachment permit. Due to the simple nature of the improvements at this overpass, Consultant anticipates one round of reviews for implementation of Caltrans comments. It is anticipated that a DEER or PEER will not be required for the proposed improvements.

4.2. SANTA CLARA COUN TY ROADS & AIRPORTS

ENCROACHMENT PERMIT

Consultant will obtain an encroachment permit from Santa Clara County Roads & Airports (SCCRA/County) for traffic control operations intersection of Lafayette Street and Central Expressway.

Consultant understands the City staff has performed preliminary coordination with the C ounty regarding the Lafay ette Street/Central Expressway intersection and has not identified any significant objections or fatal-flaw concerns to Project impl ementation. Consultant will perform the following activities culminating in obtaining an encroachment permit from the County for the work:

 Coordination for County reviews at milestone submittals, beginning at conceptual design, and addressing comments and design changes.
 Preparation of tr uck turning template exhibits showing each turning movement for the existing and proposed lane geometry.
 Preparation of exhibits showin g lane alignment versus vehicle signal head alignment.
 Preparation of full traffic signal m odification plans showing existing poles, equipment & conductor schedul es, and the modifications, if any. Consultant understands that the County requires bicycle detector loops to have dedicated DLC to the cabinet. The existing signal has not been investigated by City at the time of preparation of this RFP.
 Consultant will assume preparing the design and plan sheets to upgrade the concrete curb ramp s at the Lafayette/Central intersection; however, this work may be removed from the Scope of Services if this work becomes not required for City pending determination of responsibility.

4.3. COORDINATION WITH VTA BUS SERVICES AND CITY

GARBAGE & RECYCLING SERVICES

Consultant will coordinate with the VTA for temporary or permanent impacts to bus stops and bus routes. Consultant will also coordinate with the City’s Garbage and Recycling services for te mporary or permanent impacts to garbage and recycling routes.

Design Professional Agreement with BKF Engineers/Exhibit A-Scope of Services Page 19 Rev. 09-28-18

4.4. OTHER COORDINATION

BPAC Review: Consultant understands that the project is subject to the City’s Complete Street Policy which requires that bicycle, pedestrian, and resurfacing projects undergo a complete street review by the City’s Bicycle and Pedestrian Advisory Committee (BPAC). Consultant is not expecting to attend or present at t he meeting, but will suppor t the City in providing information required for BPAC review. Consultant has assumed that one (1) review will take place at the 65% to 95% PS&E design milestone.

5. TASK 5 – BID SUPPORT

With the completion of the Final Bid PS&E for Construction Bidding, Consultant will assist the City through the bid period as summarized below. All Services completed within this Task shall be on an as-needed basis and shall be specifically requested by City in writing prior to Consultant providing Services.

5.1. BID SUPPORT SERVICES

The scope for bidding assistance to be provided by Consultant is comprised of the following tasks:

 Responding to bidder questions
 Prepare bid addenda technical docum ents. The Schedule of Fees assumes that up to two (2) addenda may be prepared
 Assist City in evaluating bid results
 If addenda are issued that signifi cantly modify the Plans or Specifications, Consultant will prepare a set of conformed construction documents that incorporates the changes made.

Task 5 Deliverables:

1. Written clarifications and re sponse to bidders questions, if needed.

2. Addenda to the Bid Documents, if needed.

3. Written recommendation for award of contract, if needed.

4. Conformed construction documents, if needed.

6. TASK 6 – CONSTRUCTION SUPPORT

Consultant will assist th e City through the construc tion period as summarized below. All Services completed within this Task shall be on an as-needed basis and shall be specifically reques ted by City in writing prio r to Consultant providing Services. The City and Consultant confer red regarding the level of construction support Services anticipated to become provided for the Project by Consultant and mutually agreed upon a docum ent entitled “Construction Support Assumptions” dated October 13, 2023 that furt her details anticipated s upport activities to be

Design Professional Agreement with BKF Engineers/Exhibit A-Scope of Services Page 20 Rev. 09-28-18

completed by Consultant or City and incorporated into this Agreement by reference.

The Baseline Solution assumes that t he pavement rehabilitat ion will be asphalt resurfacing (mill and replace). If the pav ement rehabilitation consists of other approaches, including Cold In-Place Rec ycling (CIR), Consultant and City shall confer regarding the assumed level of support for Constructi on Support prior to proceeding with Services under this Task.

The following is a summary of the assumptions:

6.1. PRECONSTRUCTION MEETING

Attend Preconstruction Meeting upon request by City and respond to preconstruction meeting questions.

6.2. FIELD MEETING-SPECIAL MEETINGS

Upon request by City, attend up to two (2 ) field meetings to address issues or evaluate the progress of construction.

6.3. REVIEW CONTRACTOR SUBMITTALS

Upon request by City, Consultant will re view submittals (including but not limited to materials, product data, product samples, technical submittals, shop drawings, and product warranties) submitted by the construction contractor in relation to the bid items identified in the bid schedule and the project documents. Submittals will be routed to Consult ant through e-builder and Consultant shall complete a review no later than seven (7) calendar days of receipt. Review of contractor subm ittals includes reviews, comments, and review of revised submittals, as necessary and as applicable for each submittal requested for Consultant review.

6.4. RESPOND TO CONTRACTOR RFIS & CHANGE ORDERS

Upon request by City, Consultant will respond to contractor Request for Information (RFIs) pertaining to the contract documents. Consultant will also assist the City in reviewing and res ponding to change orders submitted by the construction contractor. The Schedule of Fees assumes that Consultant will prepare up to two (2) change orde r revisions to the plans and specifications. Consultant shall prov ide a response to RFIs no later than seven (7) calendar days of receipt.

6.5. PUNCH LIST MEETING

Upon request by City, Consultant will attend one (1) meeting at substantial completion of Project for review of punch list items.

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Task 6 Deliverables:

1. Submittal reviews and comments, co mpleted through e-builder, as requested

2. RFI responses, as requested

3. Meeting notes or responses, as requested

4. Drawings or specifications for RFIs or Change Orders, as requested.

7. TASK 7 – PROJECT CLOSEOUT INCLUDING RECORD DRAWINGS

Consultant will assist the City with post construction services as summarized below. All Services completed within this Task shall be on an as-needed basis and shall be specifically reques ted by City in writing prio r to Consultant providing any Services.

7.1. PREPARATION OF RECORD DRAWINGS

Upon request by City, Consultant will prepare record drawings based on the Contractor’s redline markups summa rizing changes from construction.

Record drawings will be prepared in CAD and PDF digital format.

CAD files shall include all X-ref file s “bound,” including other associated fonts and plot style files.

Task 7 Deliverables:

1. Record drawings in PDF and CAD formats, as requested.

IV. OPTIONAL SERVICES

Optional Services are defined as Services that have been mutually contemplated by City and Consultant as potentially becoming necessary to meet the Project Objective and within the Baseline Solution, but the performance of Services by Consultant will be determined by City during the course of Se rvices. Optional Services are further defined as having a specific scope of Services with associated fees provided in the Schedule of Fees.

Consultant shall proceed with Optional Serv ices only upon written authorization to proceed by City, and shall only be invoiced if agreed by City and Consultant in writing prior to performing Services.

Fees for Optional Services shall be considered as a subset of the fees for Basic Scope of Services as described in the Schedule of Fees.

Design Professional Agreement with BKF Engineers/Exhibit A-Scope of Services Page 22 Rev. 09-28-18

1. OPTIONAL TASK A (OPTIO N FOR TASK 2.3): AERIAL

TOPOGRAPHIC SURVEY

This Optional Task provides for an aerial topographic survey, to supplement the surveys described in Task 2.3, Topographic Survey, of the Basic Services.

The aerial topo will be flown at 1’ contours at scale 1”=20’ with color orthophoto.

The aerial topo will further aid in the identification of roadway surface features, including utilities.

Optional Task A Deliverables:

1. Aerial Topographic Survey, including co lor orthophoto (printed to pdf format, and provided in native format(s) as applicable)

2. OPTIONAL TASK B (OPTION FOR TASK 2.4): PAVEMENT

DEFLECTION TESTING

This Optional Task provides for pavement deflection testing, as described under Task .2.4, Geotechnical Investigations, of the Basic Scope of Services.

Optional Task B Deliverables:

1. Data from Deflection Testing

2. Findings and recommendations to be incorporated into Pavement Investigation Report prepared under Task 2.4.

3. OPTIONAL TASK C (OPTION FOR TASK 2.7): ADDITIONAL UTILITY

LOCATING

This Optional Task provides for additional utility locating, as described under Task .2.7, Utility Coordination, of the Basic Scope of Services.

If deemed necessary to positively locate (horizontally or depth) existing underground infrastructure based upon review of utility information in relation to the proposed improvements, Consultant shall perform physical investigations in the field to positively locate the utilities. Services may consist of additional exploration methods provided by and within Consultant’s services area (such as electromagnetic induction (EMI), magnetometers, and ground penetrating radar (GPR) or methods provided by a subconsultant or subcontractor such as vacuum extraction (potholing).

Prior to performing any positive utility locating, Consultant shall request USA marking within the area to be investigated. Utility potholes shall be backfilled with CDF and the pavement will be restored in accordance with City Standard Detail ST-25.

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The Schedule of Fees included in Attachment B is a budget allowance. Prior to performing any Services under this Task, Consultant shall provide a written quotation outlining the specific services and fees to be completed under this Task.

This Task shall only be invoiced if agreed by City and Consultant in writing prior to performing the Services.

Optional Task C Deliverables:

1. Utility Locating Data (in pdf format, or other native formats as applicable)

V. ADDITIONAL SERVICES

Additional Services are defined as servic es not contemplated nor described in this Scope of Services as a Basic Service or Optional Service that may become necessary during the course of Services (e.g. out of scope services). Additional Services are further defined as services that are materially or significantly different than presumed for the Baseline Solution.

City reserves the right to add, delete, or mo dify the Services provided by Consultant throughout the course of Services based upon City's needs.

Consultant shall not proceed with any Serv ices it considers Additional Services without written authorization by City prior to providing any such Services.

Design Professional Agreement with BKF Engineers/Exhibit B-Schedule of Fees Page 1 Rev. 09-28-18

EXHIBIT B

SCHEDULE OF FEES
I. GENERAL PAYMENT

Billing shall be on a monthly basis based on the Services performed for each Task.

Consultant shall, during the term of this Agreement, invoice the City for hours and dollars of Services completed under this Agreemen t. The invoice sha ll describe the Task invoiced, percent complete of the Task, time and materials expended by Task, and total amount during the invoice period. The invoice shall also show the total to be paid for the invoice period. All invoices shall provide a written description of Services performed during the invoice period, deliverables completed, and progress to date on Tasks being invoiced in order to support the amount invoiced.

Subconsultant(s) invoice(s) pass-through billed through Consultant to City shall be consistent with the terms co ntained within this Agreement. Consultant shall be responsible for ensuring conformance of each subconsultant invoice with these terms, including the fees allocated for each Task, prior to billing City.

The total payment to the Consultant for Basic Services, including Optional Services and Reimbursable Expenses, as stated in Exhibit A, Scope of Services, shall not exceed the sum of $534,895. The amount billed to City for Additional Services shall not exceed the sum of $53,490. In no event shall the amount billed to City by Consultant for Services under this Agreement exceed $588,385, subject to budget appropriations.

II. BASIC SERVICES

The total payment to Consultant for all Services necessary for performing all Tasks, as stated in Exhibit A, Scope of Services, shall be in proportion to Services rendered and on a time and materials not-to-exceed basis.

The Consultant fee allocated to each Task, as shown in the table that follows, shall be the Consultant’s full compensation for all the Consultant Services required for the Project and by this Agreement, as directed by the City, and no additional compensation shall be allowed. City may reallocate fees amongst Tasks or to or from Additional Services at the City’s sole discretion. The Consultant shall bill time and materials spent on a Task under the appropriate Task and will not be allowed to charge to future or inactive Tasks unless approved in writing by City. The Consultant shall provide a summary of dates and hours charged per date by individual, and individual timesheets, if requested by City.

The hours and amounts charged to each Task shall be proportionate to the Services rendered.

Tasks denoted as Optional Tasks, as stated in Exhibit A, require pre-approval in writing by City prior to performing any Services under the Task. Payment for any Optional Task is allowed only if written authorization is given by the City in advance of the Services to be provided. Fees for Optional Tasks shall be considered as Basic Services.

Design Professional Agreement with BKF Engineers/Exhibit B-Schedule of Fees Page 2 Rev. 09-28-18
The total amount of all the Tasks is a not-to-exceed amount. Figures in the table that follows table include all subconsultant fees, reimbursable expenses, and administrative markups. The following table is a summary of the Tasks based upon the negotiated Cost Proposal, submitted by BKF Engineers dated October 5, 2023 and agreed by CITY and Consultant, attached to this Exhibit B and incorporated herein by reference.

Consultant shall invoice time and expenses according to the subtasks identified in the Proposal. The time and expenses billed for subtasks may vary above or below the fees identified on the Cost Proposal provided that the total billed for all subtasks billed under a Task remains within the Fee established for the Task. Upon mutual agreement between CITY and Consultant in writing, subtasks ma y be combined as needed to facilitate Consultant’s invoicing.

The table that follows is a summary of the fees for the Tasks from the Cost Proposal.

Design Professional Agreement with BKF Engineers/Exhibit B-Schedule of Fees Page 3 Rev. 09-28-18
Cost Proposal Summary:

Description Amount
Basic Services
Task 1 Project Management and Coordination $ 17,440
Task 2 Data Gathering & Preliminary
Engineering
$ 196,449
Task 3 Construction Documents (PS&E) $ 180,984
Task 4 Agency Coordination & Permitting $ 34,146
Task 5 Bid Support $ 4,356
Task 6 Construction Support $ 25,191
Task 7 Project Closeout Including Record
Drawings
$ 7,522
Reimbursable Expenses (Pri nting) $ 500
Subtotal $ 466,588
Optional Services
Optional Task A (Option for Task 2.3) –
Aerial Topographic Survey
$ 15,325
Optional Tasks B (Option for Task 2.4) –
Pavement Deflection Testing
$ 23,364
Optional Task C (Option for Task 2.7) –
Additional Utility Locating
$ 29,618
Subtotal $ 68,307
Total $ 534,895

In no event shall the amount billed to City by Consultant for Basic Services, including Optional Services and Reimbursable Expen ses, under this Agreement exceed five hundred thirty-four thousand eight hundred ninety-five dollars ($534,895), subject to budget appropriations.

III. REIMBURSA BLE EXPENSES

Reimbursable Expenses shall not exceed $500 without prior written approval by the City. The fee allocated for Reimbursable Ex penses shall be the Consultant’s full compensation for all Reimbursa ble Expenses required for the Project and by this Agreement, as directed by the City, and no additional compensation shall be allowed.

Design Professional Agreement with BKF Engineers/Exhibit B-Schedule of Fees Page 4 Rev. 09-28-18
Reimbursable expenses shall be billed at cost with a maximum allowable markup of 10%. Reimbursable expenses billed by subc onsultant(s) shall also be billed with a maximum allowable markup of 10% by subconsultant(s). In no case shall any pass- through markups billed to City exceed 20% more than the original cost of reimbursable expense. Receipts and invoices detailing the Reimbursable Expenses shall be included with each billing where a Reimbursable Expense is invoiced.

The following is a sample of items that are considered as included and fully compensated as part of the C onsultant’s basic hourly rates and are not considered Reimbursable Expenses for separate billing:

 Basic Office Expenses such as overhead, paper, pens, pencils, ink cartridges  Insurance Expenses, Applicable Taxes, Computer Time
 Travel Expenses (local and long distance), including meals and gas  Faxes
 Local and Long Distance Telephone Expense s (land lines and cellular phones)  US Mail
 Paper Cost
 Copying Cost
 Plotting Cost

Reimbursable Expenses may include:

 Outside Duplicating Cost for Plan s and Reports, when requested by City  Presentation Materials, when requested by City
 Delivery Services, when requested by City.
 Courier Services when requested by City.

City may reallocate fees to or from Re imbursable Expenses to or from Tasks or Additional Services in City’s sole discretion throughout the course of Services. All Reimbursable Expenses, other than those lis ted above, must be pre-approved in advance by City.

Any discrepancy between Reimbursable Expens es listed within Consultant’s , or subconsultant(s)’, standard rate schedules as referenced in Section V, RATE SCHEDULE of this Exhibit B and the above shall be resolved in favor of the above.

IV. ADDITIONAL SERVICES

Additional Services consists of services not included in the Scope of Services described within this Agreement. Additional Services shall be billed to City at the fixed hourly rates shown below in Section V, RATE SCHEDULE, or at an agreed negotiated price. Monthly billing for Additional Services shall be consistent with the terms set forth in this Agreement. Payment for any Additional Services is allowed only if written authorization is provided by the City in advance of the services to be provided.

Design Professional Agreement with BKF Engineers/Exhibit B-Schedule of Fees Page 5 Rev. 09-28-18

Additional Services shall not exceed fifty-three thousand four hundred ninety dollars ($53,490), subject to budget appropr iations. Additional Se rvices that exceed this amount will require a written amendment to the Agreement.

City may reallocate fees between Basic Serv ices and Additional Services in City’s sole discretion throughout the course of Services.

V. RATE SCHEDULE

Charges for personnel engaged in professional and/or technical Services are based on the actual hours directly chargeable to the project.

Rates by classification are listed on the following page(s) and shall be fixed through December 31, 2024. Any classificati ons added, or staf f members changing classifications, shall be approved in writing by City.

After December 31, 2024, ra tes may be adjusted as descr ibed herein. Consultant shall propose any adjusted rates in writing for CITY’s consideration and acceptance in writing. Adjusted rates shall be no more than the percentage of difference between the Consumer Price Index (CPI) for Urban Wage Earners and Clerical Workers for the San Francisco-Oakland-Hayward, CA, ar ea between the effective date of this Agreement and the CPI as ma y be available and nearest to and in advance of the month in which the adjustment is cont emplated and shall be capped at a maximum of 3% for each adjustment. Rates changed by calculation shall be rounded to the nearest whole dollar. Only one adjustment is allowed per annum.

Consultant understands and agrees that adjus tments to rates does not cause an adjustment in the Fees established fo r Tasks or adjustment to the maximum compensation under this agreement. Consultant shall be required to provide the full Services as described in Attachment A in accordance with the F ees established in this Attachment B, regardless of adjustments to rates.

Consultant will bill subconsultants at act ual cost plus a maximum allowable markup of 10%. Subconsultant will bill at actual co st for any further tiered subconsultants, subcontractors, or reimbursable expenses at cost plus a maximum allowable markup of 10%. In no case shall any pass-through markups billed to City exceed 20% more than the original cost or reimbursable expense.

Any discrepancy between terms contai ned herein and Consultant’s, or subconsultant(s)’, standard rate schedules as referenced on the following pages shall be resolved in favor of the above.

It is expressly understood that this Projec t is subject to prev ailing wages, in conformance with Attachment D, Prevailing Wage Addendum.

Design Professional Agreement with BKF Engineers/Exhibit B-Schedule of Fees Page 6 Rev. 09-28-18

PROFESSIONAL SERVICES RATE SCHEDULE

CLASSIFICATION

PROJECT MANAGEMENT
PrincipalNice President
Senior Associate Principal Nic e President
Associate Principa l
Senior Project Manager I Senior Technical Manager
Proj ect Manager I Technical Manager
Engineering Manager I Surveying Manage r I Planning Manager

TECHNICAL STAFF
Senior Project Engineer I Senior Project Surveyor !Senio r Proj ect Planner
Project Engineer I Proj ect Surveyor I Project Planner
Desig n Engineer I Staff Surveyor I Staff Planner
BIM Specialist I, II, Ill
Technician I, 11, 111, IV
Drafte r I, II, Ill, IV
Engineering Assistant I Surveying Assistant I Planning Assistant

FIELD SURVEYING
Survey Party Chief
Instru ment Person
Survey Chainperson
Utility Locator I, II, Ill, IV
Appren tice I, II, Ill, IV

CONSTRUCTION ADMINISTRATION
Senior Consultant
Senior Construc tion Administrator
Resident Engineer
Field Engineer I, 11, Ill

FUNDING & GRANT M ANAGEMEN T
Directo r of Funding Strateg ies
Direct or of Fund ing Strategies
Funding/Research Analyst I, 11, 111, IV

ASSISTANTS
Project Coord inator
Senior Project Assistant
Project Assistant
Clerical I Administrative Assistant
Expert witness rates are available upon request.

Effective 1/ 1/2023 Effective 1/ 1/2024
Through 12/3 1/ 2023 Through 12/31/ 2024
$288.00
$268.00
$260.00
$253.00
$247.00
$228.00
$212.00
$186.00
$162.00
$162.00 $186.00 $212.00 $170.10 $195.30
$154.00 $164 .00 $180.00 $194.00 $161.70 $172.20 $189.00 $121.00 $133.00 $143.00 $159.00 $127.05 $139.65 $1 50.1 5 $101.00
$212.00
$182.00
$136.00
$110.00 $156.00 $187.00 $213.00 $115.50 $163.80 $196.35 $83.00 $112.00 $124.00 $132.00 $87.15 $117.60 $130.20
$277.00
$241.00
$179.00
$162.00 $186.00 $212.00 $170.10 $ 195.30
$198.00
$181.00
$124.00 $144.00 $153.00 $ 168.00 $130.20 $151.20 $ 160.65 $135.00
$117.00
$103.00
$87.00
Charges for outside services, equipment, materials, and facili ties not furni shed directl y by BKF Engineer s will be billed as reimb ursable expenses at cost plus 10%. Such charges may include, but shall not be limited to: printing and reproduct ion services; shipping, delivery, and cou rier charges; sutxons ultant fees and expenses; agency fees; insurance; transportation o n public carriers.

Allowable mileage will be charged at the prevailing IRS rate per mile.

Mont hly invoices are due w ithin 30 days from invoi ce date . Interest will be charged at 15% per mo nth on past due accounts.

The rates shown are subject to period ic increases, including January 1st of each year. $302.40
$281.40
$273.00
$265.65
$259.35
$239.40
$222.60
$195.30
$170.10
$222.60
$203.70
$166.95
$106.05
$222.60
$191.10
$142.80
$223.65
$138.60
$290.8 5
$253.05
$187.95
$222.60
$207.90
$190.05
$176.40
$141.7 5
$122.85
$108.
15 $91.35

Design Professional Agreement with BKF Engineers/Exhibit B-Schedule of Fees Page 7 Rev. 09-28-18

CORNERSTONE

EARTH GROUP
Administrative Assistant
Hourly Fee Rates and Equipment Charges
Through December 31 , 2023
Engineering Technician I
Construction Services Administrator
Engineering Technician II
Technical Illustrator/CAD Operator
Supervisory Technician
Staff Engineer or Geologist
Senior Supervisory Technician
Senior Staff Engineer or Geologist
Project Enginee r or Geologist
Principal Construction Services
Senior Project Engineer or Geologist
Principal Engineer or Geologist
Senior Principal Engineer or Geologist
$105
$180
$135
$180
$150
$180
$180
$180
$193
$215
$215
$220
$265
$295
Charges for personnel will be made in accordance with the above rates. For field engineers, geologists and technicians, regular rates are normal workday construction hours (Monday through Friday). For time spent over 8 hours in a day. time spent after 5 p.m., time spent on swing shifts, and time spent on Saturdays by field personnel. overtime rates will be charged at 1.5 times the hourly rate. Work on Sundays and holidays and work in excess of 12 hours in one day will be charged at 2.0 times the hourly rate. Field rates are based on a 48-hour notice. For less than a 48-hour notice, a 10 percent surcharge will be added. All field personnel, vehicle and equipment charges are portal to portal. Reproduction of project documents will be charged as a project expense. The hourly rate for professional staff to attend legal proceedings 'Nill be 2.0 times the hourly rate specified above.

Eauicment Chara es Geotechnical Laboratorv Tests
Vehicle $28 per hour I
I
Tests Run Tests Run
Nuclear Densit y Gauge $11 per lest During Normal Outside 55-Gallon Orum $100 each VVorkdav Hours Workdav Hours
GPS Unit $90 per day Compaction Curve $330 each $ 495 each Hand Auger Equipment $50 per day Compaction Check Point $170 each $270 each Power Auger $125 per day Plasticity Inde x $250 each $350 each PDR-1000 Dust Meter (3) $300 per day, $1,200 per week, $4,000 per month Sieve/Hydrometer $250 each $350 each PIO ppm, $130 per day, $600 per week , $2,000 per month Moi sture Content $8 each $10 each PIO ppb, $150 per day, $650 per week , $1 ,950 per month Air Pump $80 per day, $350 per week, $1 ,000 per month Moisture/Density $30 each $50 each Weather Station $80 per day , $350 per week, $1 ,000 per month -#200 Wash $60 each $80 each Benkelman Beam $175 per day, $750 per week , $2,800 per month Sieve< 3/ ._ inch Liner (small ) $125 each $190 each Double Ring lnfil trometer $100 per day Sieve> ¾ inch Bucket (La rge) $225 each $330 each Dynamic Cone $100 per day Lime Stability $360 each $550 each Differential Pressure Gauge $50 per day Conso lidatio n $415 each $680 each Soil Corrosion Testi ng $235 each $450 each
Air Flow Sensor s $50 per day
Pressu re Contro l Testing $275 per day
Depth Sounder $50 per day
Liner and Two Caps $12 each
Core N One Sampler $50 each triplicate sample
Core N One Handle $60 each
Modeling Software
I
$25 per hour
Plotter $10 per plot
Orone $50 oer hour
Direct Expenses
Reimbursement for the direct expenses listed below incurred in connection with the Work will be billed at cost plus 18 percent. 1) Drillers, utility locators , laboratories, contractors, hygienists, and consultants 2) Rented vehicles, public transporta tion, tolls, and air flights 3) Permits and special fees, insurances and licenses required to perform Work 4) Computer programs and rented field equipment
5) Large volume copying of project documents
6) Maps, photographs. and environmental databases
7) Overnight or same day delivery charges
8) Copying or production of over•sized figures and plans If personnel are assigned to a project 100 miles or more from an office, $175 per diem per person allowance will be charged. Unless mutually agreed in writing, Cornerstone will hold samples collected during the performance of the Work no longer than thirty (30) calendar days after their date of collection; project samples requested lo be held greater than thirty (30) calendar days will be billed at $100 per every ninety (90) calendar days. If payment is not received within 30 days of invoice date. the samples will be discarded.

Payment
Payment for Work completed is due upon receipt of Cornerstone's statement. Fixed fee or lump sum services will be billed for the agreed fixed fee. A service charge of 1.5 percent per month will be charged on accounts not paid within 30 days.

Prevailin g Wage
Client must notify Cornerstone in writing if the Work is subject to wprevailing wage" under local, state or federal laws.

Design Professional Agreement with BKF Engineers/Exhibit C-Insurance Requirements Page 1 Rev. 09-28-18

EXHIBIT C

INSURANCE REQUIREMENTS
Without limiting the Contractor’s indemnification of the City, and prior to commencing any of the Services required under this Agreement, the Contractor shall provide and maintain in full force and effect during the period of performance of the Agreement and for twenty-four (24) months following acceptance by the City, at its sole cost and expense, the following insurance policies from insurance companies authorized to do business in the State of California. These policies shall be primary insurance as to the City of Santa Clara so that any other coverage held by the City shall not contribute to any loss under Contractor’s insurance. The minimum coverages, provisions and endorsements are as follows:

A. COMMERCIAL GENERAL LIABILITY INSURANCE

1. Commercial General Liability Insur ance policy which provides coverage at least as broad as Insurance Services Office form CG 00 01. Policy limits are subject to review, but shall in no event be less than, the following:
$1,000,000 Each Occurrence
$2,000,000 General Aggregate
$2,000,000 Products/Completed Operations Aggregate
$1,000,000 Personal Injury

2. Exact structure and layering of the co verage shall be left to the discretion of Contractor; however, any excess or umbrella policies used to meet the required limits shall be at least as broad as the underlying coverage and shall otherwise follow form.

3. The following provisions shall appl y to the Commercial Liability policy as well as any umbrella policy maintained by the Contractor to comply with the insurance requirements of this Agreement:
a. Coverage shall be on a “pay on behalf” basis with defense costs payable in addition to policy limits;
b. There shall be no cross liability exclusion which precludes coverage for claims or suits by one insured against another; and c. Coverage shall apply separatel y to each insured against whom a claim is made or a suit is brought, except with respect to the limits of liability.

B. BUSINESS AUTOMOBILE LIABILITY INSURANCE
Business automobile liability insurance policy which provides coverage at least as broad as ISO form CA 00 01 with policy limits a minimum limit of not less than one million dollars ($1,000,000) each accident using, or providing coverage at

Design Professional Agreement with BKF Engineers/Exhibit C-Insurance Requirements Page 2 Rev. 09-28-18
least as broad as, Insurance Services Office form CA 00 01. Liability coverage shall apply to all owned (if any), non-owned and hired autos.

C. WORKERS’ COMPENSATION

1. Workers’ Compensation Insurance Policy as required by statute and employer’s liability with limits of at least one million dollars ($1,000,000) policy limit Bodily Injury by disease, one million dollars ($1,000,000) each accident/Bodily Injury and one million dollars ($1,000,000) each employee Bodily Injury by disease.

2. The indemnification and hold harmless obligations of Contractor included in this Agreement shall not be limited in any way by any limitation on the amount or type of damage, compensation or benefit payable by or for Contractor or any subcontractor under any Workers’ Compensation Act(s), Disability Benefits Act(s) or other employee benefits act(s).

3. This policy must include a Waiver of Subrogation in favor of the City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents.

D. PROFESSIONAL LIABILITY
Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against negligent acts, errors or omissions of the Contractor. Covered services as designated in the policy must specifically include work performed under this agreement. Coverage shall be in an amount of not less than one million dollars ($1,000,000) per claim or two million dollars ($2,000,000) aggregate. Any coverage containing a deductible or self-retention must first be approved in writing by the City Attorney’s Office.

E. COMPLIANCE WITH REQUIREMENTS
All of the following clauses and/or endorsements, or similar provisions, must be part of each commercial general liability policy, and each umbrella or excess policy.

1. Additional Insureds. City of S anta Clara, its City Council, commissions, officers, employees, volunteers and agents are hereby added as additional insureds in respect to liability arising out of Contractor’s work for City, using Insurance Services Office (ISO) Endorsement CG 20 10 11 85, or the combination of CG 20 10 03 97 and CG 20 37 10 01, or its equivalent.

2. Primary and non-contributing. Ea ch insurance policy provided by Contractor shall contain language or be endorsed to contain wording making it primary insurance as respects to, and not requiring contribution

Design Professional Agreement with BKF Engineers/Exhibit C-Insurance Requirements Page 3 Rev. 09-28-18
from, any other insurance which the indemnities may possess, including any self-insurance or self-insured retention they may have. Any other insurance indemnities may possess shall be considered excess insurance only and shall not be called upon to contribute with Contractor’s insurance.

3. Cancellation.
a. Each insurance policy shall c ontain language or be endorsed to reflect that no cancellation or modification of the coverage provided due to non-payment of premiums shall be effective until written notice has been given to City at least ten (10) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least ten (10) days prior to the effective date of non-renewal.
b. Each insurance policy shall c ontain language or be endorsed to reflect that no cancellation or modification of the coverage provided for any cause save and except non-payment of premiums shall be effective until written notice has been given to City at least thirty (30) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least thirty (30) days prior to the effective date of non- renewal.

4. Other Endorsements. Other endorsements may be required for policies other than the commercial general liability policy if specified in the description of required insurance set forth in Sections A through E of this Exhibit C, above.

F. ADDITIONAL INSURA NCE RELATED PROVISIONS
Contractor and City agree as follows:

1. Contractor agrees to ensure that subcontractors, and any other party involved with the Services, who is brought onto or involved in the performance of the Services by Contractor, provide the same minimum insurance coverage required of Contractor, except as with respect to limits. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement. Contractor agrees that upon request by City, all agreements with, and insurance compliance documents provided by, such subcontractors and others engaged in the project will be submitted to City for review.

2. Contractor agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Contractor for the cost of additional insurance coverage required

Design Professional Agreement with BKF Engineers/Exhibit C-Insurance Requirements Page 4 Rev. 09-28-18
by this Agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto.

3. The City reserves the right to wit hhold payments from the Contractor in the event of material noncompliance with the insurance requirements set forth in this Agreement.

G. EVIDENCE OF COVERAGE
Prior to commencement of any Services under this Agreement, Contractor, and each and every subcontractor (of every tier) shall, at its sole cost and expense, provide and maintain not less than the minimum insurance coverage with the endorsements and deductibles indicated in this Agreement. Such insurance coverage shall be maintained with insurers, and under forms of policies, satisfactory to City and as described in this Agreement. Contractor shall file with the City all certificates and endorsements for the required insurance policies for City’s approval as to adequacy of the insurance protection.

H. EVIDENCE OF COMPLIANCE
Contractor or its insurance broker shall provide the required proof of insurance compliance, consisting of Insurance Services Office (ISO) endorsement forms or their equivalent and the ACORD form 25-S certificate of insurance (or its equivalent), evidencing all required coverage shall be delivered to City, or its representative as set forth below, at or prior to execution of this Agreement.

Upon City’s request, Contractor shall submit to City copies of the actual insurance policies or renewals or replacements. Unless otherwise required by the terms of this Agreement, all certificates, endorsements, coverage verifications and other items required to be delivered to City pursuant to this Agreement shall be mailed to:

EBIX Inc.

City of Santa Clara Department of Public Works
P.O. Box 100085 – S2 or 1 Ebix Way
Duluth, GA 30096 John’s Creek, GA 30097

Telephone number: 951-766-2280
Fax number: 770-325-0409
Email address: [email protected]
I. QUALIFYING INSURERS
All of the insurance companies providing insurance for Contractor shall have, and provide written proof of, an A. M. Best rating of at least A minus 6 (A- VI) or shall be an insurance company of equal financial stability that is approved by the City or its insurance compliance representatives.

Design Professional Agreement with BKF Engineers/Exhibit D-Labor Compliance Page 1 Rev. 09-28-18

EXHIBIT D

LABOR COMPLIANCE ADDENDUM
This Agreement is subject to the requirements of California Labor Code section 1720 et seq. requiring the payment of prevailing wages, the training of apprentices, and compliance with other applicable requirements.

A. Prevailing Wage Requirements

1. Contractor shall be ob ligated to pay not less than the General Prevailing Wage Rate, which can be found at www.dir.ca.gov and are on file with the City Clerk’s office, which shall be available to any interested party upon request. Contractor is also required to have a copy of the applicable wage determination posted and/or available at each job site.

2. Specifically, contractors are remi nded of the need for compliance with Labor Code Section 1774-1775 (the payment of prevailing wages and documentation of such), Section 1776 (the keeping and submission of accurate certified payrolls) and 1777.5 in the employment of apprentices on public works projects. Further, overtime must be paid for work in excess of 8 hours per day or 40 hours per week pursuant to Labor Code Section 1811-1813.

3. Special prevailing wage rates gener ally apply to work performed on weekends, holidays and for certain shift work. Depending on the location of the project and the amount of travel incurred by workers on the project, certain travel and subsistence payments may also be required.

Contractors and subcontractors are on notice that information about such special rates, holidays, premium pay, shift work and travel and subsistence requirements can be found at www.dir.ca.gov .

4. Only bona fide apprentices actively enrolled in a California Division of Apprenticeship Standards approved program may be employed on the project as an apprentice and receive the applicable apprenticeship prevailing wage rates. Apprentices who are not properly supervised and employed in the appropriate ratio shall be paid the full journeyman wages for the classification of work performed.

5. As a condition to receiving pr ogress payments, final payment and payment of retention on any and all projects on which the payment of prevailing wages is required, Contractor agrees to present to City, along with its request for payment, all applicable and necessary certified payrolls (for itself and all applicable subcontractors) for the time period covering such payment request. The term “certified payroll” shall include all required documentation to comply with the mandates set forth in Labor Code Section 1720 et seq, as well as any additional documentation requested by the City or its designee including, but not limited to: certified

Design Professional Agreement with BKF Engineers/Exhibit D-Labor Compliance Page 2 Rev. 09-28-18
payroll, fringe benefit statements and backup documentation such as monthly benefit statements, employee timecards, copies of wage statements and cancelled checks, proof of training contributions (CAC2 if applicable), and apprenticeship forms such as DAS-140 and DAS-142.

6. In addition to submitting the certif ied payrolls and related documentation to City, Contractor and all subcontractors shall be required to submit certified payroll and related documents electronically to the California Department of Industrial Relations. Failure to submit payrolls to the DIR when mandated by the project parameters shall also result in the withholding of progress, retention and/or final payment.

7. No contractor or subcontractor ma y be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1(a)].

8. No contractor or subcontractor ma y be awarded a contract for public work on a public works project, unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. Contractors MUST be a registered “public works contractor” with the DIR AT THE TIME OF BID. Where the prime contract is less than $15,000 for maintenance work or less than $25,000 for construction alternation, demolition or repair work, registration is not required.

9. All contractors/subcont ractors and related construction services subject to prevailing wage, including but not limited to: trucking, surveying and inspection work must be registered with the Department of Industrial Relations as a “public works contractor”. Those you fail to register and maintain their status as a public works contractor shall not be permitted to perform work on the project.

10. Should any contractor or subcontractors not be a registered public works contractor and perform work on the project, Contractor agrees to fully indemnify the City for any fines assessed by the California Department of Industrial Relations against the City for such violation, including all staff costs and attorney’s fee relating to such fine.

11. This project is subject to comp liance monitoring and enforcement by the Department of Industrial Relations.

B. Audit Rights
All records or documents required to be kept pursuant to this Agreement to verify compliance with this Addendum shall be made available for audit at no cost to City, at any time during regular business hours, upon written request by the City Attorney, City Auditor, City Manager, or a designated representative of any of these officers. Copies of such records or documents shall be provided to City for

Design Professional Agreement with BKF Engineers/Exhibit D-Labor Compliance Page 3 Rev. 09-28-18
audit at City Hall when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records or documents shall be made available at Contractor’s address indicated for receipt of notices in this Agreement.

C. Enforcement

1. City shall withhold any portion of a payment; including the entire payment amount, until certified payroll forms and related documentation are properly submitted, reviewed and found to be in full compliance. In the event that certified payroll forms do not comply with the requirements of Labor Code Section 1720 et seq., City may continue to hold sufficient funds to cover estimated wages and penalties under the Agreement.

2. Based on State funding s ources, this project may be subject to special labor compliance requirements of Proposition 84.

3. The City is not obligated to make any payment due to Contractor until Contractor has performed all of its obligations under these provisions. This provision means that City can withhold all or part of a payment to Contractor until all required documentation is submitted. Any payment by the City despite Contractor’s failure to fully perform its obligations under these provisions shall not be deemed to be a waiver of any other term or condition contained in this Agreement or a waiver of the right to withhold payment for any subsequent breach of this Addendum.

City or the California Department of Industrial Relations may impose penalties upon contractors and subcontractors for failure to comply with prevailing wage requirements. These penalties are up to $200 per day per worker for each wage violation identified; $100 per day per worker for failure to provide the required paperwork and documentation requested within a 10-day window; and $25 per day per worker for any overtime violation.