Agenda packet — Santa Monica City Council, August 11, 2026 (part 3 of 6)

5.13. PARTS AVAILABILITY GUARANTEE. Contractor guarantees to provide the spare parts, software, and all equipment necessary to maintain and repair the buses supplied under this Master Contract for a period of at least twelve (12) years after the date of acceptance. Parts will be interchangeable with the original equipment and will be manufactured in accordance with the quality assurance DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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provisions of this Master Contract. Prices shall not exceed the Contractor’s then-current published catalog prices.

Where the parts ordered by the Participant are not received within two (2) working days of the agreed-upon time and date and a bus procured under this Master Contract is out of service due to the lack of said ordered parts, then the Contractor shall provide the Participant, within eight (8) hours of the Participant’s verbal or written request, the original suppliers’ and/or manufacturers’ parts numbers, company names, addresses, telephone numbers and contact persons’ names for all of the specific parts not received by the Participant.

In the event Contractor fails to honor this parts guarantee or parts ordered by the Participant are not received within thirty (30) days of the agreed-upon delivery date, then Contractor shall provide to Participant, within seven (7) days of the Agency’s verbal or written request, the design and manufacturing documentation for those parts manufactured by the Contractor and the original suppliers’ and/or manufacturers’ parts numbers, company names, addresses, telephone numbers and contact persons’ names for all of the specific parts not received by the Participant.

Contractor’s design and manufacturing documentation provided to the Participant shall be for its sole use in regard to the buses procured under this Master Contract and for no other purpose.

5.14. TERMINATION FOR WITHDRAWAL OF FUNDING. If any Participant’s expected or actual funding for purchases under this Master Contract are withdrawn, reduced, or limited in any way prior to the payment for the last bus accepted, Participant may, upon written notice to Contractor, terminate their Purchase Order for Transit Buses not yet accepted. If the Purchase Order is terminated as provided in this subsection: (1) Participant will be liable only for payment in accordance with the terms of this Contract for work performed satisfactorily up to the date of termination and materials on order that cannot be canceled; and (2) Contractor shall be released from any obligation to provide additional buses as are affected by the termination.

5.15. FACILITY INSPECTIONS. Contractor shall provide right of access to its facilities to Enterprise Services, any Enterprise Services agents, Participant, any of Participants agents, or to any other authorized agent or official of the state of Washington or the federal government, at all reasonable times, in order to monitor and evaluate performance, compliance, and/or quality assurance under this Contract.

5.16. ON SITE REQUIREMENTS. While on Participant’s premises, Contractor, its agents, employees, or subcontractors shall comply, in all respects, with Participant’s physical, fire, access, safety, or other security requirements.

6. INVOICING & PAYMENT.

6.1. CONTRACTOR INVOICE. Contractor shall submit to Participant’s designated invoicing contact properly itemized invoices. Such invoices shall itemize the following:
(a) Master Contract No. 06719
(b) Contractor name, address, telephone number, and email address for billing issues (i.e., Contractor Customer Service Representative)
(c) Contractor’s Federal Tax Identification Number
(d) Date(s) of delivery
(e) Invoice amount; and
(f) Payment terms, including any available prompt payment discounts.

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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Contractor’s invoices for payment shall reflect accurate Master Contract prices. Invoices will not be processed for payment until receipt of a complete invoice as specified herein.

6.2. PAYMENT. Payment is the sole responsibility of, and will be made by, the Participant. Payment is due within thirty (30) days of invoice. If Participant fails to make timely payment(s), Contractor may invoice Participant in the amount of one percent (1%) per month on the amount overdue or a minimum of $1. Payment will not be considered late if a check or warrant is mailed within the time specified. Contractor provides a prompt payment discount of 0.10% for payments within 20 days of receipt of the invoice. This discount will only be provided for Participant payments within the stated time.

6.3. MILESTONE PAYMENTS. Participant and Contractor may condition payment on the achievement of various agreed upon milestones for the Transit Buses. Milestone payments will be mutually agreed upon by Participant and Contractor in regard to timing of milestone, acceptance of milestone, and amounts for milestone payments. Payment for milestones will follow the procedure for invoice payment.

6.4. OVERPAYMENTS. Contractor promptly shall refund to Participant the full amount of any erroneous payment or overpayment. Such refunds shall occur within thirty (30) days of written notice to Contractor; Provided, however, that Participant shall have the right to elect to have either direct payments or written credit memos issued. If Contractor fails to make timely payment(s) or issuance of such credit memos, Participant may impose a one percent (1%) per month on the amount overdue thirty (30) days after notice to the Contractor.

6.5. NO ADVANCE PAYMENT. No advance payments shall be made for any goods or services furnished by Contractor pursuant to this Master Contract.

6.6. NO ADDITIONAL CHARGES. Unless otherwise specified herein, Contractor shall not include or impose any additional charges including, but not limited to, charges for shipping, handling, or payment processing.

6.7. TAXES/FEES. Contractor promptly shall pay all applicable taxes on its operations and activities pertaining to this Master Contract. Failure to do so shall constitute breach of this Master Contract. Unless otherwise agreed, Participant shall pay applicable sales tax imposed by the tax jurisdictions in which delivery occurs on purchased goods and/or services. Contractor, however, shall not make any charge for federal excise taxes and Participant agrees to furnish Contractor with an exemption certificate where appropriate.

7. CONTRACT MANAGEMENT.

7.1. CONTRACT ADMINISTRATION & NOTICES. Except for legal notices, the parties hereby designate the following contract administrators as the respective single points of contact for purposes of this Master Contract. Enterprise Services’ contract administrator shall provide Master Contract oversight. Contractor’s contract administrator shall be Contractor’s principal contact for business activities under this Master Contract. The parties may change contractor administrators by written notice as set forth below.

Any notices required or desired shall be in writing and sent by U.S. mail, postage prepaid, or sent via email, and shall be sent to the respective addressee at the respective address or email address set forth below or to such other address or email address as the parties may specify in writing:

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Enterprise Services Contractor
Attn: David Mgebroff
Washington Dept. of Enterprise Services
PO Box 41411
Olympia, WA 98504-1411
Tel: (360) 407-8049
Email: [email protected]
Attn: Lee Petersen, Regional Sales Manager
and Maribel Gonzalez-Becerra, Bid & Contract
Specialist

GILLIG LLC
451 Discovery Drive
Livermore, CA 94551
Tel: (800) 785-1500
Email: [email protected]
Notices shall be deemed effective upon the earlier of receipt, if mailed, or, if emailed, upon transmission to the designated email address of said addressee.

7.2. CONTRACTOR CUSTOMER SERVICE REPRESENTATIVE. Contractor shall designate a customer service representative (and inform Enterprise Services of the same) who shall be responsible for addressing Participant issues pertaining to this Master Contract.

7.3. LEGAL NOTICES. Any legal notices required or desired shall be in writing and delivered by U.S. certified mail, return receipt requested, postage prepaid, or sent via email, and shall be sent to the respective addressee at the respective address or email address set forth below or to such other address or email address as the parties may specify in writing:

Enterprise Services Contractor
Attn: Legal Services Manager
Washington Dept. of Enterprise Services
PO Box 41411
Olympia, WA 98504-1411
Email: [email protected]
Attn: William F. Fay, Jr.

Vice President Sales

GILLIG LLC
451 Discovery Drive
Livermore, CA 94551
Email: [email protected]
Notices shall be deemed effective upon the earlier of receipt when delivered, or, if mailed, upon return receipt, or, if emailed, upon transmission to the designated email address of said addressee.

8. CONTRACTOR SALES REPORTING; VENDOR MANAGEMENT FEE; & CONTRACTOR REPORTS.

8.1. MASTER CONTRACT SALES REPORTING. Contractor shall report total Master Contract sales quarterly to Enterprise Services, as set forth below.
(a) Master Contract Sales Reporting System. Contractor shall report quarterly Master Contract sales in Enterprise Services’ Master Contract Sales Reporting System.

Enterprise Services will provide Contractor with a login password and a vendor number. The password and vendor number will be provided to the Sales Reporting Representative(s) listed on Contractor’s Bidder Profile. (b) Data. Each sales report must identify every authorized Participant by name as it is known to Enterprise Services and its total combined sales amount invoiced during the reporting period (i.e., sales of an entire agency or political subdivision, not its individual subsections). The “Miscellaneous” option may be used only with prior approval by Enterprise Services. Upon request, Contractor shall provide contact information for all authorized Participants specified herein during the term of the DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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Master Contract. If there are no Master Contract sales during the reporting period, Contractor must report zero sales.
(c) Due dates for Master Contract Sales Reporting. Quarterly Master Contract Sales Reports must be submitted electronically by the following deadlines for all sales invoiced during the applicable calendar quarter:

FOR CALENDAR QUARTER ENDING

MASTER CONTRACT

SALES REPORT DUE
March 31: April 30
June 30: July 31
September 30: October 31
December 31: January 31

8.2. VENDOR MANAGEMENT FEE. Contractor shall pay to Enterprise Services a vendor management fee (“VMF”) of 0.15 percent on the purchase price for all Master Contract sales (the purchase price is the total invoice price less applicable sales tax).
(a) The sum owed by Contractor to Enterprise Services as a result of the VMF is calculated as follows:

Amount owed to Enterprise Services = Total Master Contract sales invoiced (not including sales tax) x .00150.
(b) The VMF must be rolled into Contractor’s current pricing. The VMF must not be shown as a separate line item on any invoice unless specifically requested and approved by Enterprise Services.
(c) Enterprise Services will invoice Contractor quarterly based on Master Contract sales reported by Contractor. Contractors are not to remit payment until they receive an invoice from Enterprise Services. Contractor’s VMF payment to Enterprise Services must reference this Master Contract number, work request number (if applicable), the year and quarter for which the VMF is being remitted, and the Contractor’s name as set forth in this Master Contract, if not already included on the face of the check. (d) Failure to accurately report total net sales, to submit a timely usage report, or remit timely payment of the VMF, may be cause for Master Contract suspension or termination or the exercise of other remedies provided by law. Without limiting any other available remedies, the Parties agree that Contractor’s failure to remit to Enterprise Services timely payment of the VMF shall obligate Contractor to pay to Enterprise Services, to offset the administrative and transaction costs incurred by the State to identify, process, and collect such sum, the sum of $200.00 or twenty-five percent (25%) of the outstanding amount, whichever is greater, or the maximum allowed by law, if less.
(e) Enterprise Services reserves the right, upon thirty (30) days advance written notice, to increase, reduce, or eliminate the VMF for subsequent purchases, and reserves the right to renegotiate Master Contract pricing with Contractor when any subsequent adjustment of the VMF might justify a change in pricing.

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8.3. ANNUAL MASTER CONTRACT SALES REPORT. Contractor shall provide to Enterprise Services a detailed annual Master Contract sales report. Such report shall include, at a minimum: Product description, part number or other Product identifier, per unit quantities sold, and Master Contract price. This report must be provided in an electronic format that can be read by MS Excel.

9. RECORDS RETENTION & AUDITS.

9.1. RECORDS RETENTION. Contractor shall maintain books, records, documents, and other evidence pertaining to this Master Contract and orders placed by Participants under it to the extent and in such detail as shall adequately reflect performance and administration of payments and fees.

Contractor shall retain such records for a period of six (6) years following expiration or termination of this Master Contract or final payment for any order placed by a Participant against this Master Contract, whichever is later; Provided, however, that if any litigation, claim, or audit is commenced prior to the expiration of this period, such period shall extend until all such litigation, claims, or audits have been resolved.

9.2. AUDIT. Enterprise Services reserves the right to audit, or have a designated third party audit, applicable records to ensure that Contractor has properly invoiced Participants and that Contractor has paid all applicable contract management fees. Accordingly, Contractor shall permit Enterprise Services, any Participant, and any other duly authorized agent of a governmental agency, to audit, inspect, examine, copy and/or transcribe Contractor’s books, documents, papers and records directly pertinent to this Master Contract or orders placed by a Participant under it for the purpose of making audits, examinations, excerpts, and transcriptions.

This right shall survive for a period of six (6) years following expiration or termination of this Master Contract or final payment for any order placed by a Participant against this Master Contract, whichever is later; Provided, however, that if any litigation, claim, or audit is commenced prior to the expiration of this period, such period shall extend until all such litigation, claims, or audits have been resolved.

9.3. OVERPAYMENT OF PURCHASES OR UNDERPAYMENT OF FEES. Without limiting any other remedy available to any Participant, Contractor shall (a) reimburse Participants for any overpayments inconsistent with the terms of this Master Contract or orders, at a rate of 125% of such overpayments, found as a result of the examination of the Contractor’s records; and (b) reimburse Enterprise Services for any underpayment of fees, at a rate of 125% of such fees found as a result of the examination of the Contractor’s records (e.g., if Contractor underpays the Vendor Management Fee by $500, Contractor would be required to pay to Enterprise Services $500 x 1.25 = $625).

10. INSURANCE.

10.1. REQUIRED INSURANCE. During the Term of this Master Contract, Contractor, at its expense, shall maintain in full force and effect the insurance coverages set forth in Exhibit C – Insurance Requirements. All costs for insurance, including any payments of deductible amounts, shall be considered incidental to and included in the prices for goods/services and no additional payment shall be made.

10.2. WORKERS COMPENSATION. Contractor shall comply with applicable workers compensation statutes and regulations (e.g., RCW Title 51, Industrial Insurance). If Contractor fails to provide industrial insurance coverage or fails to pay premiums or penalties on behalf of its employees as may be required by law, Enterprise Services may terminate this Master Contract. This provision does not waive any of the Washington State Department of Labor and Industries (L&I) rights to collect DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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from Contractor. In addition, Contractor waives its immunity under RCW Title 51 to the extent it is required to indemnify, defend, and hold harmless the State of Washington and its agencies, officials, agents, or employees.

11. WARRANTY.

11.1. CONTRACTOR WARRANTY. Warranties in this document are in addition to any statutory remedies or warranties imposed on Contractor. Consistent with this requirement, Contractor warrants and guarantees to Participant each complete Transit Bus and specific subsystems and components as follows.

Contractor warrants the Transit Buses are of good material and workmanship and agrees to promptly replace any part or parts, at no cost to the Participant, which by reason of defective materials or workmanship fail under normal use, free of negligence or accident during the applicable warranty period. Contractor warranties include the replacement of parts and services associated with the replacement and repair, including but not limited to any diagnostic, refurbishment, shipping, or travel costs.

Performance requirements based on design criteria will not be deemed a warranty item.

Contractor shall insure in its procurement arrangements that the warranty requirements of this Master Contract are enforceable through and against the Contractor's suppliers, vendors, material men, and subcontractors. Any inconsistency or difference between the warranties extended to Participants by Contractor and those extended to Contractor by its suppliers, vendors, material men, and subcontractors, are at the risk and expense of Contractor. Such inconsistency or difference will not excuse Contractor's full compliance with its obligations under this Contract.

11.2. WARRANTY INFORMATION. Upon Participant’s request, Contractor promptly shall provide complete copies of all written warranties or guarantees and documentation of any other arrangement relating to such warranties or guarantees extended by Contractor's suppliers, sub-suppliers, vendors, material men, and subcontractors covering parts, components, and systems utilized in the bus. Contractor shall ensure that such suppliers, sub-suppliers, vendors, material men, and subcontractors satisfactorily perform warranty related work when requested to do so by Participant.

11.3. SYSTEM WARRANTIES. The following systems are warranted to be free from defects and related defects for the years and mileage listed in the table below, whichever comes first. Each warranty is based on regular operation of the bus under the operating conditions prevailing in Participant’s locale.

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Warranty Description Years/Mileage
Complete Bus Complete bus, propulsion system,
components, major subsystems, and
body and chassis structure
2 years, 100,000 miles;
Class 1 or 2 Failures: 12
years, 500,000 miles
Body And Chassis
Structure
Body, body structure, structural elements
of the suspension and engine cradle
3 years, 150,000 miles
Body and Chassis
Corrosion Failure or
Fatigue Failure
Primary load-carrying members of the
bus structure, including structural
elements of the suspension
Class 1 or 2 Failures: 12
years, 500,000 miles
Propulsion System
(Diesel, CNG, Hybrid)
engine, transmission or drive motors, and
generators (for hybrid technology) and
drive and non-drive axles
2 years, 100,000 miles
Propulsion System
(Electric)
traction motors, traction motor
controllers, transmission, drive motors,
drive and non-drive axles, and any other
propulsion system-related replacement
component
3 years, 100,000 miles
Energy Storage
System
traction battery, Battery Management
System, and any other ESS-related
replacement component
6 years, 300,000 miles
Emission Control
System
complete exhaust system, including
catalytic converter (if required), after
treatment device, components identified
as emission control devices
5 years, 100,000 miles
The ESS is warranted to remain within warrantable end of life during the warranty period. The ESS original specified energy storage capacity and warrantable end of life, as a percentage of the original specified energy capacity, must be clearly defined by the Contractor. Acceptable methods for measuring or obtaining ESS storage capacity with respect to its original specified capacity must be clearly identified by the manufacturer. The manufacturer will propose the test method, and certify the results are true and accurate. The test will be performed according to a documented test procedure. Participant may engage third-parties for capacity testing.

11.4. SUBSYSTEMS WARRANTY. The Contractor warrants the following subsystems to be free from defects and related defects for at least two years or 100,000 miles, whichever comes first. Brake system: Foundation brake components, including advancing mechanisms, as supplied with the axles, excluding friction surfaces.
Destination signs: All destination sign equipment for the front, side and rear signs, power modules and operator control.
Heating, ventilating: Roof and/or rear main unit only, excluding floor heaters and front defroster.
AC unit and compressor: Roof and/or rear main unit only, excluding floor heaters and front defroster.
Door systems: Door operating actuators and linkages. ** Warranty of One Year/Unlimited Miles
Air compressor.
Air dryer. ** Warranty of One Year/Unlimited Miles
Wheelchair lift and ramp system: Lift and/or ramp parts and mechanical only.

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Starter.
Alternator: Alternator only. Does not include the drive system. Charge air cooler: Charge air cooler including core, tanks and including related surrounding framework and fittings.
Fire suppression: Fire suppression system including tank and extinguishing agent dispensing system.
Hydraulic systems: Including radiator fan drive and power steering as applicable. Propulsion cooling systems: Radiator including core, tanks and related framework, including surge tank. Transmission cooler.
Power electronics: DC/DC converters, inverters, if supplied Passenger seating excluding upholstery.
Fuel storage and delivery system.
Surveillance system including cameras and video recorders.

Contractor warrants the following subsystems to be free from defects and related defects for at least two years or 100,000 miles, whichever comes first:
Low voltage and high voltage electrical wiring and harnesses

11.5. SERIAL NUMBERS. Prior to final delivery of each bus, Contractor shall provide a complete electronic list of serialized units installed on each bus to facilitate warranty tracking. The list will include, but is not limited to the following:
Engine
Transmission or Traction Motor
Alternator
Starter
Destination/Luminator (Major
components)
Drive axle and non-drive axle(s)
DVR unit, supporting electronics
(Monitors)
Driver's seat
Battery equalizer
Radiator package
Exhaust emission components
A/C compressor and
condenser/evaporator unit
Power steering unit
Fuel cylinders (if applicable)
Air compressor
Wheelchair ramp (if applicable)
Contractor shall provide updated serial numbers resulting from warranty campaigns. The format of the list will be approved by Participant prior to delivery of the first production bus.

11.6. EXTENSION OF WARRANTY. If, during the warranty period, repairs or modifications on any bus are made necessary by defective design, materials, or workmanship but are not completed due to lack of material or inability to provide the proper repair for thirty (30) calendar days, then the applicable warranty period shall be extended by the number of days equal to the delay period.

11.7. VOIDING OF WARRANTY. The warranty will not apply to the failure of any part or component of the bus that directly results from misuse, negligence, accident, or repairs not conducted in accordance with the Contractor-provided maintenance manuals and with workmanship performed by adequately trained personnel in accordance with recognized standards of the industry. The warranty will be void if Participant fails to conduct normal inspections and scheduled preventive maintenance procedures as recommended in the Contractor’s maintenance manuals and if that omission caused the part or component failure. Participant should maintain documentation, auditable by Contractor, verifying service activities in conformance with the Contractor’s maintenance manuals.

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11.8. EXCEPTIONS AND ADDITIONS TO WARRANTY. Warranties will not apply to the following items:
scheduled maintenance items
normal wear-out items, such as brake linings, filters, belts, and wiper blades items furnished by Participant
Should Participant require the use of a specific product and has rejected Contractor’s request for an alternate product, then the standard supplier warranty for that product will be the only warranty provided to Participant. This product will not be eligible under “Fleet Defects,” below.

11.9. PASS-THROUGH/SUPERIOR WARRANTY. If any vendor to the Contractor offers, at no additional cost, a warranty on a component that is longer or more comprehensive than the required warranties on this Contract, Contractor shall inform Participant of the additional warranty and pass it through to Participant at no additional cost.

Contractor shall state in writing that Participant’s warranty reimbursements will not be impacted.

Contractor also shall state in writing any exceptions and reimbursement including all costs incurred in transport of vehicles and/or components. At any time during the warranty period, Contractor may request approval from Participant to assign its warranty obligations to others, but only on a case-by-case basis approved in writing by Participant. Otherwise, Contractor shall be solely responsible for the administration of the warranty as specified. Warranty administration by others does not eliminate the warranty liability and responsibility of Contractor.

11.10. FLEET DEFECTS. “Fleet Defect” means cumulative failures of twenty five (25%) percent of the same components in the same or similar application in a minimum fleet size of twelve (12) or more buses where such items are covered by warranty. A Fleet Defect applies only to the base warranty period in for Complete Bus, Propulsion System, and Subsystems Warranty. When a Fleet Defect is declared, the remaining warranty period on that item/component is suspended. The warranty period does not resume until the Fleet Defect is corrected.

For the purpose of Fleet Defects, each order shall be treated as a separate bus fleet. In addition, if there is a change in a major component within the order, the buses containing the new major component will become a separate bus fleet for the purposes of determining Fleet Defects.

Contractor shall correct a Fleet Defect under the warranty provisions defined in Section 13 Repair Procedure. After correcting the Fleet Defect, Participant and Contractor shall mutually agree to and Contractor shall promptly undertake and complete a work program reasonably designed to prevent the occurrence of the same Fleet Defect in all other buses and spare parts purchased under the order. Where the specific Fleet Defect is solely attributed to particular identifiable parts, the work program will include redesign and/or replacement of only the defectively designed and/or manufactured parts. In all other cases, the work program will include inspection and/or correction of all the buses in the fleet via a mutually agreed-to arrangement. Contractor shall update, as necessary, technical support information (parts, service and operator’s manuals) due to changes resulting from warranty repairs. Participant may immediately declare a defect in design resulting in a safety hazard to be a Fleet Defect. Contractor shall be responsible to furnish, install and replace all defective units.

The Fleet Defect warranty provisions do not apply to Participant-supplied items, such as radios, fare collection equipment, communication systems, and tires. In addition, Fleet Defects do not apply to interior and exterior finishes, hoses, fittings, and fabric.

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12. REPAIR PROCEDURE.

12.1. REPAIR PERFORMANCE. Contractor is responsible for all warranty-covered repair work, including diagnostics of warranty covered parts. To the extent practicable, Participant will allow Contractor or its designated representative to perform repair work. At its discretion, Participant may perform such repair work if it determines it needs to do so based on transit service or other requirements. Contractor shall reimburse Participant for any warranty-covered repair work it performs.

12.2. REPAIRS BY THE CONTRACTOR. Participant shall notify Contractor’s designated representative within thirty (30) days if Participant detects a defect within the warranty periods defined in this Master Contract or the applicable Participant Order. Contractor or its designated representative shall, if requested, begin repair work on warranty-covered repairs within five (5) calendar days after receiving notification of a defect from Participant. Participant will make the bus available to complete repairs timely with the Contractor’s repair schedule.

Contractor shall provide at its own expense all spare parts, tools, and space required to complete repairs. At Participant’s option, Contractor may be required to remove the bus from Participant’s property while repairs are made. If the bus is removed from Participant’s property, then repair procedures must be diligently pursued by Contractor’s representative.

12.3. REPAIRS BY PARTICIPANT. If Participant performs the warranty-covered repairs, then it must correct or repair the defect and any related defects utilizing parts supplied by Contractor specifically for this repair. At its discretion, Participant may use Contractor-specified parts available from its own stock if deemed in its best interests. Parts supplied by Contractor may be remanufactured but must have the same form, fit and function, and warranty. The parts will be shipped prepaid to Participant from any source selected by Contractor within fourteen (14) days of receipt of the request for said parts and shall not be subject to a handling charge.

12.4. DEFECTIVE COMPONENT RETURN. Contractor may request that parts covered by the warranty be returned to the manufacturing plant. Contractor will pay the freight costs for this action.

12.5. FAILURE ANALYSIS. Upon specific request of Participant, Contractor will provide a failure analysis of Fleet Defect or safety-related parts, or major components, removed from buses under the terms of the warranty that could affect fleet operation. Such reports will be delivered within 60 days of the receipt of failed parts.

12.6. REIMBURSEMENT FOR LABOR AND OTHER RELATED COSTS. Contractor shall reimburse Participant for repair labor. The amount is determined by Participant for a qualified mechanic at a straight time wage rate per hour, which includes fringe benefits and overhead adjusted for Participant’s most recently published rate in effect at the time the repair work is performed, plus the cost of towing the bus if such action was necessary and if the bus was in the normal service area. These wage and fringe benefit rates shall not exceed the rates in effect in Participant’s service garage at the time the defect correction is made.

12.7. REIMBURSEMENT FOR PARTS. Contractor shall reimburse Participant for defective parts and for parts that must be replaced to correct the defect. The reimbursement will be at the current price at the time of repair and include taxes where applicable, plus fifteen (15) percent handling costs.

Handling costs will not be paid if parts are supplied by Contractor and shipped to Participant.

12.8. REIMBURSEMENT REQUIREMENTS. Contractor shall respond to parts warranty claims with an accept/reject decision including necessary failure analysis no later than sixty (60) days after DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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Participant submits the claim and defective part(s), when requested. Reimbursement for all accepted claims shall occur no later than sixty (60) days from the date of acceptance of a valid claim. Participant may dispute rejected claims or claims for which Contractor did not reimburse the full amount. Contractor and Participant will review disputed warranty claims during the following quarter to reach an equitable decision to permit the disputed claim to be resolved and closed. Contractor and Participant will review all claims at least once per quarter throughout the entire warranty period to ensure that open claims are being tracked and properly dispositioned.

12.9. WARRANTY AFTER REPLACEMENT/REPAIRS. If any component, unit, or subsystem is repaired, rebuilt, or replaced by Contractor or by Participant with the concurrence of Contractor, then the component, unit, or subsystem will have the unexpired warranty period of the original. Repairs will not be warranted if Contractor-provided or authorized parts are not used for the repair, unless Contractor has failed to respond within five days, in accordance with Section 13.2 Repairs by the Contractor.

If an item is declared to be a Fleet Defect, then the warranty stops with the declaration of the Fleet Defect. Once the Fleet Defect is corrected, the items shall have three (3) months or the remaining time and/or miles of the original warranty, whichever is greater. This remaining warranty period will begin on the repair/replacement date for corrected items on each bus if the repairs are completed by Contractor or on the date Contractor provides all parts to Participant if repairs are completed by Participant.

12.10. WARRANTY PROCESSING PROCEDURES. The following list represents information required by Contractor from the Participant for processing warranty claims. One failure per bus per claim is allowed.
bus number and VIN
total vehicle life mileage at time of repair
date of failure/repair
acceptance/in-service date
Contractor part number and description
component serial number
description of failure
all costs associated with each failure/repair (invoices may be required for third-party costs):
o towing
o road calls
o labor
o materials
o parts
o handling
o troubleshooting time
The Participant’s forms will be accepted by Contractor if all of the above information is included.

Electronic submittal may be used if available between Contractor and Participant.

12.11. RETURN OF PARTS. When returning defective parts to Contractor, Participant will tag each part with the following:
bus number and VIN
claim number
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part number
serial number (if available)

12.12. TIMEFRAME. Each claim must be submitted no more than thirty (30) days from the date of failure and/or repair, whichever is later. All defective parts must be returned to the Contractor, when requested, no more than forty-five (45) days from the date of repair.

13. QUALITY ASSURANCE

13.1. QUALITY ASSURANCE ORGANIZATION ESTABLISHMENT. Contractor shall establish and maintain an effective in-plant quality assurance organization.

13.2. QUALITY CONTROL. The quality assurance organization shall exercise quality control over all phases of production, from initiation of design through manufacture and preparation for delivery. The organization shall also control the quality of supplied articles.

13.3. AUTHORITY AND RESPONSIBILITY. The quality assurance organization shall have the authority and responsibility for reliability, quality control, inspection planning, establishment of the quality control system, and acceptance/rejection of materials and manufactured articles in the production of the transit buses.

13.4. MINIMUM FUNCTIONS. The quality assurance organization shall include the following minimum functions:
Work instructions: The quality assurance organization shall verify inspection operation instructions to ascertain that the manufactured product meets all prescribed requirements. Records maintenance: The quality assurance organization shall maintain and use records and data essential to the effective operation of its program. These records and data shall be available for review by the resident inspectors. Inspection and test records for this procurement shall be available for a minimum of one year after inspections and tests are completed.
Corrective action: The quality assurance organization shall detect and promptly ensure correction of any conditions that may result in the production of defective transit buses.

These conditions may occur in designs, purchases, manufacture, tests or operations that culminate in defective supplies, services, facilities, technical data or standards.

13.5. BASIC STANDARDS AND FACILITIES. The following standards and facilities shall be basic in the quality assurance process:
Configuration control: Contractor shall maintain drawings, assembly procedures and other documentation that completely describe a qualified bus that meets all of the options and special requirements of each Purchase Order. The quality assurance organization shall verify that each transit bus is manufactured in accordance with these controlled drawings, procedures and documentation.
Measuring and testing facilities: Contractor shall provide and maintain the necessary gauges and other measuring and testing devices for use by the quality assurance organization to verify that the buses conform to all specification requirements. These devices shall be calibrated at established periods against certified measurement standards that have known, valid relationships to national standards. Production tooling as media of inspection: When production jigs, fixtures, tooling masters, templates, patterns and other devices are used as media of inspection, they shall DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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be proved for accuracy at formally established intervals and adjusted, replaced or repaired as required to maintain quality.
Equipment use by resident inspectors: Contractor’s gauges and other measuring and testing devices shall be made available for use by the resident inspectors to verify that the buses conform to all specification requirements. If necessary, the Contractor’s personnel shall be made available to operate the devices and to verify their condition and accuracy.

13.6. MAINTENANCE OF CONTROL. Contractor shall maintain quality control of purchases:
Supplier control: Contractor shall require each supplier to maintain a quality control program for the services and supplies that it provides. Contractor’s quality assurance organization shall inspect and test materials provided by suppliers for conformance to specification requirements. Materials that have been inspected, tested and approved shall be identified as acceptable to the point of use in the manufacturing or assembly processes.

Controls shall be established to prevent inadvertent use of nonconforming materials. Purchasing data: Contractor shall verify that all applicable specification requirements are properly included or referenced in purchase orders of articles to be used on transit buses.

13.7. MANUFACTURING CONTROL. Contractor shall maintain quality control of production:
Controlled conditions: Contractor shall ensure that all basic production operations, as well as all other processing and fabricating, are performed under controlled conditions.

Establishment of these controlled conditions shall be based on the documented work instructions, adequate production equipment and special working environments if necessary.
Completed items: A system for final inspection and test of completed transit buses shall be provided by the quality assurance organization. It shall measure the overall quality of each completed bus.
Nonconforming materials: The quality assurance organization shall monitor the Contractor’s system for controlling nonconforming materials. The system shall include procedures for identification, segregation and disposition. Statistical techniques: Statistical analysis, tests and other quality control procedures may be used when appropriate in the quality assurance processes. Inspection status: A system shall be maintained by the quality assurance organization for identifying the inspection status of components and completed transit buses. Identification may include cards, tags or other normal quality control devices.

13.8. Inspection System. The quality assurance organization shall establish, maintain and periodically audit a fully documented inspection system. The system shall prescribe inspection and test of materials, Work in process and completed articles. At a minimum, it shall include the following controls:
Inspection personnel: Sufficient trained inspectors shall be used to ensure that all materials, components and assemblies are inspected for conformance with the qualified bus design.
Inspection records: Acceptance, rework or rejection identification shall be attached to inspected articles. Articles that have been accepted as a result of approved materials review actions shall be identified. Articles that have been reworked to specified drawing DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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configurations shall not require special identification. Articles rejected as unsuitable or scrap shall be plainly marked and controlled to prevent installation on the bus. Articles that become obsolete as a result of engineering changes or other actions shall be controlled to prevent unauthorized assembly or installation. Unusable articles shall be isolated and then scrapped. Discrepancies noted by the Contractor or resident inspectors during assembly shall be entered by the inspection personnel on a record that accompanies the major component, subassembly, assembly or bus from start of assembly through final inspection.

Actions shall be taken to correct discrepancies or deficiencies in the manufacturing processes, procedures or other conditions that cause articles to be in nonconformity with the requirements of the Contract specifications. The inspection personnel shall verify the corrective actions and mark the discrepancy record. If discrepancies cannot be corrected by replacing the nonconforming materials, then the Agency shall approve the modification, repair or method of correction to the extent that the Contract specifications are affected. Quality assurance audits: The quality assurance organization shall establish and maintain a quality control audit program. Records of this program shall be subject to review by the Agency.

14. CLAIMS.

14.1. ASSUMPTION OF RISKS; CLAIMS BETWEEN THE PARTIES. Contractor assumes sole responsibility and all risks of personal injury or property damage to itself and its employees, and agents in connection with its operations under this Master Contract. Neither Enterprise Services nor any Participant has made any representations regarding any factor affecting Contractor’s risks. Contractor shall pay for all damage to any Participant’s property resulting directly or indirectly from its acts or omissions under this Master Contract.

14.2. THIRD-PARTY CLAIMS; INDEMNITY. To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless Enterprise Services and any Participant and their employees and agents from and against all claims, demands, judgments, assessments, damages, penalties, fines, costs, liabilities or losses including, without limitation, sums paid in settlement of claims, attorneys’ fees, consultant fees, and expert fees (collectively “claims”) arising from any act or omission of Contractor or its successors, agents, and subcontractors under this Master Contract, except claims caused solely by Enterprise Services or any Participants’ negligence. Contractor shall take all steps needed to keep Participant’s property free of liens arising from Contractor’s activities, and promptly obtain or bond the release of any such liens that may be filed.

15. DISPUTE RESOLUTION.

15.1. DISPUTE PROCEDURE. The parties shall cooperate to resolve any dispute pertaining to this Master Contract efficiently, as timely as practicable, and at the lowest possible level with authority to resolve such dispute. If, however, a dispute persists and cannot be resolved, it may be escalated within each organization. In such situation, upon notice by either party, each party, within five (5) business days shall reduce its description of the dispute to writing and deliver it to the other party. The receiving party then shall have three (3) business days to review and respond in writing. In the event that the parties cannot then agree on a resolution of the dispute, the parties shall schedule a conference between the respective senior manager of each organization to attempt to resolve the dispute. In the event the parties cannot agree, either party may resort to court to resolve the dispute.

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15.2. PERFORMANCE DURING DISPUTE. Unless otherwise directed by Enterprise Services, Contractor shall continue performance under this Master Contract while matters in dispute are being resolved.

16. SUSPENSION & TERMINATION.

16.1. SUSPENSION & TERMINATION FOR DEFAULT. Enterprise Services may suspend Contractor’s operations under this Master Contract immediately by written cure notice of any default. In such case, the notice of suspension will state the time period in which cure is permitted and other appropriate conditions. Suspension shall continue until the default is remedied to Enterprise Services’ reasonable satisfaction; Provided, however, that, if after thirty (30) days from such a suspension notice, Contractor remains in default, Enterprise Services may terminate Contractor’s rights under this Master Contract. All of Contractor’s obligations to Enterprise Services and Participants survive termination of Contractor’s rights under this Master Contract, until such obligations have been fulfilled.

16.2. DEFAULT. Each of the following events shall constitute default of this Master Contract by Contractor:
(a) Contractor fails to perform or comply with any of the terms or conditions of this Master Contract including, but not limited to, Contractor’s obligation to pay vendor management fees when due;
(b) Contractor breaches any representation or warranty provided herein; or (c) Contractor enters into proceedings relating to bankruptcy, whether voluntary or involuntary.

16.3. REMEDIES FOR DEFAULT.
(a) Enterprise Services’ rights to suspend and terminate Contractor’s rights under this Master Contract are in addition to all other available remedies. (b) In the event of termination for default, Enterprise Services may exercise any remedy provided by law including, without limitation, the right to procure for all Participants replacement goods and/or services. In such event, Contractor shall be liable to Enterprise Services for damages as authorized by law including, but not limited to, any price difference between the Master Contract price and the replacement or cover price.

16.4. LIMITATION ON DAMAGES. Notwithstanding any provision to the contrary, the parties agree that in no event shall any party or Participant be liable to the other for exemplary or punitive damages.

16.5. GOVERNMENTAL TERMINATION.
(a) Termination for Withdrawal of Authority. Enterprise Services may suspend or terminate this Master Contract if, during the term hereof, Enterprise Services’ procurement authority is withdrawn, reduced, or limited such that Enterprise Services, in its judgment, would lack authority to enter into this Master Contract; Provided, however, that such suspension or termination for withdrawal of authority shall only be effective upon twenty (20) days prior written notice; and Provided further, that such suspension or termination for withdrawal of authority shall not relieve any Participant from payment for goods and/or services already ordered as of the effective date of such notice. Except as stated in this provision, in the event DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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of such suspension or termination for withdrawal of authority, neither Enterprise Services nor any Participant shall have any obligation or liability to Contractor. (b) TERMINATION FOR CHANGE OF AUTHORITY. Enterprise Services may suspend or terminate this Master Contract if, during the term hereof, federal procurement authority is withdrawn, reduced, or limited such that Enterprise Services, in its judgment, would lack authority to enter into this Master Contract as a State Cooperative Purchasing Schedule under applicable federal law; Provided, however, that such suspension or termination for withdrawal of authority shall only be effective upon twenty (20) days prior written notice; and Provided further, that such suspension or termination for withdrawal of authority shall not relieve any Participant from payment for goods and/or services already ordered as of the effective date of such notice. Except as stated in this provision, in the event of such suspension or termination for withdrawal of authority, neither Enterprise Services nor any Participant shall have any obligation or liability to Contractor.
(c) TERMINATION FOR PUBLIC CONVENIENCE. Enterprise Services, for public convenience, may terminate this Master Contract; Provided, however, that such termination for public convenience must, in Enterprise Services’ judgment, be in the best interest of the State of Washington; and Provided further, that such termination for public convenience shall only be effective upon sixty (60) days prior written notice; and Provided further, that such termination for public convenience shall not relieve any Participant from payment for goods and/or services already ordered as of the effective date of such notice. Except as stated in this provision, in the event of such termination for public convenience, neither Enterprise Services nor any Participant shall have any obligation or liability to Contractor.

16.6. TERMINATION PROCEDURE. Regardless of basis, in the event of suspension or termination (in full or in part), the parties shall cooperate to ensure an orderly and efficient suspension or termination.

Accordingly, Contractor shall deliver to Participants all goods and/or services that are complete (or with approval from Enterprise Services, substantially complete) and Participants shall inspect, accept, and pay for the same in accordance with this Master Contract and the applicable Purchase Order. Unless directed by Enterprise Services to the contrary, Contractor shall not process any orders after notice of suspension or termination inconsistent therewith.

17. FTA ROLE IN DISPUTES, BREACHES, DEFAULTS, OR OTHER LITIGATION.

17.1. FTA INTEREST. The U.S. Federal Transit Administration (“FTA”) has a vested interest in the settlement of any violation of federal law, regulation, or requirement, or any disagreement involving the award, this Master Contract, and any amendments thereto including, but not limited to, a default, breach, major dispute, or litigation. Accordingly, FTA shall have the right to concur in such any settlement or compromise.

17.2. NOTIFICATION TO FTA. If a current or prospective legal matter that may affect the Federal Government emerges, Enterprise Services and Participant promptly shall notify the FTA Chief Counsel, or FTA Regional Counsel for the Region in which Enterprise Services and Participant are located.

1. The types of legal matters that require notification include, but are not limited to, a major dispute, breach, default, litigation, or naming the Federal Government as a party to litigation or a legal disagreement in any forum for any reason.

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2. Matters that may affect the Federal Government include, but are not limited to, the Federal Government’s interests in the award, this Master Contract, and any amendments thereto, or the Federal Government’s administration or enforcement of federal laws, regulations, and requirements.

3. If Enterprise Services or Participant have credible evidence that a Principal, Official, Employee, Agent, or Third Party Participant of Enterprise Services or Participant, or other person has submitted a false claim under the False Claims Act, 31 U.S.C. § 3729 et seq., or has committed a criminal or civil violation of law pertaining to such matters as fraud, conflict of interest, bribery, gratuity, or similar misconduct involving federal assistance, Enterprise Services and Participant promptly shall notify the U.S. DOT Inspector General, in addition to the FTA Chief Counsel or Regional Counsel for the Region in which the Enterprise Services and Participant are located.

17.3. FEDERAL INTEREST IN RECOVERY. The Federal Government retains the right to a proportionate share of any proceeds recovered from any third party, based on the percentage of the federal share for this Master Contract.

18. GENERAL PROVISIONS.

18.1. TIME IS OF THE ESSENCE. Time is of the essence for each and every provision of this Master Contract.

18.2. COMPLIANCE WITH LAW. Contractor shall comply with all applicable law.

18.3. INTEGRATED AGREEMENT. This Master Contract constitutes the entire agreement and understanding of the parties with respect to the subject matter and supersedes all prior negotiations, representations, and understandings between them. There are no representations or understandings of any kind not set forth herein.

18.4. AMENDMENT OR MODIFICATION. Except as set forth herein, this Master Contract may not be amended or modified except in writing and signed by a duly authorized representative of each party.

18.5. AUTHORITY. Each party to this Master Contract, and each individual signing on behalf of each party, hereby represents and warrants to the other that it has full power and authority to enter into this Master Contract and that its execution, delivery, and performance of this Master Contract has been fully authorized and approved, and that no further approvals or consents are required to bind such party.

18.6. NO AGENCY. The parties agree that no agency, partnership, or joint venture of any kind shall be or is intended to be created by or under this Master Contract. Neither party is an agent of the other party nor authorized to obligate it.

18.7. ASSIGNMENT. Contractor may not assign its rights under this Master Contract without Enterprise Services’ prior written consent and Enterprise Services may consider any attempted assignment without such consent to be void; Provided, however, that, if Contractor provides written notice to Enterprise Services within thirty (30) days, Contractor may assign its rights under this Master Contract in full to any parent, subsidiary, or affiliate of Contractor that controls or is controlled by or under common control with Contractor, is merged or consolidated with Contractor, or purchases a majority or controlling interest in the ownership or assets of Contractor. Unless otherwise agreed, Contractor guarantees prompt performance of all obligations under this Master Contract notwithstanding any prior assignment of its rights.

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18.8. BINDING EFFECT; SUCCESSORS & ASSIGNS. This Master Contract shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

18.9. PUBLIC INFORMATION. This Master Contract and all related documents are subject to public disclosure as required by Washington’s Public Records Act, RCW chapter 42.56. The Purchase Order and all related documents are subject to the public disclosure requirements of the Participant’s jurisdiction.

18.10. ASSIGNMENT OF ANTITRUST RIGHTS REGARDING PURCHASED GOODS/SERVICES. Contractor irrevocably assigns to Enterprise Services, on behalf of the State of Washington, or any applicable Participant any claim for relief or cause of action which the Contractor now has or which may accrue to the Contractor in the future by reason of any violation of state or federal antitrust laws in connection with any Transit Buses provided in Washington for the purpose of carrying out the Contractor’s obligations under this Master Contract, including, at Enterprise Services' option, the right to control any such litigation on such claim for relief or cause of action.

18.11. FEDERAL FUNDS. To the extent that any Participant uses federal funds to purchase goods and/or services pursuant to this Master Contract, such Participant shall specify, with its order, any applicable requirement or certification that must be satisfied by Contractor at the time the order is placed or upon delivery.

18.12. SEVERABILITY. If any provision of this Master Contract is held to be invalid or unenforceable, such provision shall not affect or invalidate the remainder of this Master Contract, and to this end the provisions of this Master Contract are declared to be severable. If such invalidity becomes known or apparent to the parties, the parties agree to negotiate promptly in good faith in an attempt to amend such provision as nearly as possible to be consistent with the intent of this Master Contract.

18.13. WAIVER. Failure of either party to insist upon the strict performance of any of the terms and conditions hereof, or failure to exercise any rights or remedies provided herein or by law, or to notify the other party in the event of breach, shall not release the other party of any of its obligations under this Master Contract, nor shall any purported oral modification or rescission of this Master Contract by either party operate as a waiver of any of the terms hereof. No waiver by either party of any breach, default, or violation of any term, warranty, representation, contract, covenant, right, condition, or provision hereof shall constitute waiver of any subsequent breach, default, or violation of the same or other term, warranty, representation, contract, covenant, right, condition, or provision.

18.14. SURVIVAL. All representations, warranties, covenants, agreements, and indemnities set forth in or otherwise made pursuant to this Master Contract shall survive and remain in effect following the expiration or termination of this Master Contract, Provided, however, that nothing herein is intended to extend the survival beyond any applicable statute of limitations periods.

18.15. GOVERNING LAW. The validity, construction, performance, and enforcement of this Master Contract shall be governed by and construed in accordance with the laws of the State of Washington, without regard to its choice of law rules. The validity, construction, performance, and enforcement of Purchase Orders shall be governed by and construed in accordance with the laws of the Participant’s jurisdiction.

18.16. JURISDICTION & VENUE. In the event that any action is brought to enforce any provision of this Master Contract, the parties agree to exclusive jurisdiction in Thurston County Superior Court for the State of Washington and agree that in any such action venue shall lie exclusively at Olympia, DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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Washington. In the event that any action is brought to enforce any provision of a Purchase Order, the parties agree to submit to exclusive jurisdiction and venue in the Participant’s jurisdiction.

18.17. ATTORNEYS’ FEES. Should any legal action or proceeding be commenced by either party in order to enforce this Master Contract or any provision hereof, or in connection with any alleged dispute, breach, default, or misrepresentation in connection with any provision herein contained, the prevailing party shall be entitled to recover reasonable attorneys’ fees and costs incurred in connection with such action or proceeding, including costs of pursuing or defending any legal action, including, without limitation, any appeal, discovery, or negotiation and preparation of settlement arrangements, in addition to such other relief as may be granted.

18.18. FAIR CONSTRUCTION & INTERPRETATION. The provisions of this Master Contract shall be construed as a whole according to their common meaning and not strictly for or against any party and consistent with the provisions contained herein in order to achieve the objectives and purposes of this Master Contract. Each party hereto and its counsel has reviewed and revised this Master Contract and agrees that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be construed in the interpretation of this Master Contract. Each term and provision of this Master Contract to be performed by either party shall be construed to be both a covenant and a condition.

18.19. FURTHER ASSURANCES. In addition to the actions specifically mentioned in this Master Contract, the parties and any applicable Participant shall each do whatever may reasonably be necessary to accomplish the transactions contemplated in this Master Contract including, without limitation, executing any additional documents reasonably necessary to effectuate the provisions and purposes of this Master Contract.

18.20. EXHIBITS. All exhibits referred to herein are deemed to be incorporated in this Master Contract in their entirety.

18.21. CAPTIONS &HEADINGS. The captions and headings in this Master Contract are for convenience only and are not intended to, and shall not be construed to, limit, enlarge, or affect the scope or intent of this Master Contract nor the meaning of any provisions hereof.

18.22. ELECTRONIC SIGNATURES. A signed copy of this Master Contract or any other ancillary agreement transmitted by facsimile, email, or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original executed copy of this Master Contract or such other ancillary agreement for all purposes.

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18.23. COUNTERPARTS. This Master Contract may be executed in any number of counterparts, each of which shall be deemed an original and all of which counterparts together shall constitute the same instrument which may be sufficiently evidenced by one counterpart. Execution of this Master Contract at different times and places by the parties shall not affect the validity thereof so long as all the parties hereto execute a counterpart of this Master Contract.

EXECUTED as of the date and year first above written.

STATE OF WASHINGTON
Department of Enterprise Services

GILLIG LLC
a California company
By: ___________________________
Elena McGrew
By: ___________________________
William F Fay, Jr.

Its: Enterprise Procurement Manager Its: Vice President Sales a company
____________________
illiam F Fay Jr
ment of Enterprise Services
______________________
Elena McGrew
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WASHINGTON COOPERATIVE PURCHASE AGREEMNET

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COOPERATIVE PURCHASING AGREEMENT
FOR

TRANSIT BUSES
CONTRACT NO. 06719
This Cooperative Purchasing Agreement for Transit Buses (“Agreement”) is made and entered into by and between the State of Washington acting by and through the Department of Enterprise Services, a Washington State governmental agency (“Enterprise Services”) and the Santa Monica Department of Transportation, (“Authorized Purchasing Entity”) and is dated and effective as of January 25, 2023.

R E C I T A L S
A. Pursuant to Legislative authorization, Enterprise Services, on behalf of the State of Washington, is authorized to develop, solicit, and establish procurement solutions, including statewide contracts (‘Contract”), for goods and/or services to support Washington state agencies. See RCW 39.26.050(1). The Washington State Legislature also has authorized Enterprise Services to make these contracts available, pursuant to an agreement in which Enterprise Services ensures full cost recovery, to other local or federal government agencies or entities, public benefit nonprofit organizations, and any tribes located in the State of Washington. See RCW 39.26.050(1) & (2).

B. In addition, Enterprise Services is authorized “to participate in, sponsor, conduct, or administer a cooperative purchasing agreement.” See RCW 39.26.060(1).

C. Cooperative Purchasing Agreements provide an opportunity for Enterprise Services to meet the needs of its customers and, by designing and developing the Competitive Solicitation and resulting Contract to include the opportunity for cooperative utilization by Authorized Purchasing Entities through a Cooperative Purchasing Agreement, to meet the needs of similarly situated purchasing entities who collectively enable an innovative, cost-effective, and efficient procurement solution for awarded contractors and eligible purchasers.

D. The above-referenced Contract was competitively bid, evaluated, and awarded pursuant to the State of Washington’s procurement laws for goods/services. See RCW 39.26. The procurement and resulting Contracts were designed to create competition and awarded contractors for a variety of Transit Buses (contract categories).

E. The above-referenced Contract was designed to and meets Federal Transit Administration (“FTA”) requirements for a State Cooperative Purchasing Contract under the FAST Act Sec. 3019. See Pub.L. 114-94.

F. There are no pending protests or lawsuits pertaining to the procurement or award of the Contract.

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G. Enterprise Services maintains procurement and contract records pertaining to the Contract including the Competitive Solicitation, Bid Tab, Bidder Profiles, and resulting Contracts. In addition, Enterprise Services Transit Buses website identifies the various awarded contractors.

H. The purpose of this Agreement is to enable the Authorized Purchasing Entity to utilize the above referenced Contract consistent with the terms thereof and the terms and conditions set forth herein.

A G R E E M E N T
NOW THEREFORE, in consideration of the mutual promises, covenants, and conditions set forth herein, the parties hereto hereby agree as follows:

1. TERM. Upon execution, this Cooperative Purchasing Agreement shall continue for the term of the applicable Contract, as amended or extended; Provided, however, that, upon written notice to Enterprise Services, Purchasing Entity may terminate its participation in this Cooperative Purchasing Agreement and its ability to utilize the above-referenced Contract.

2. AUTHORIZATION TO UTILIZE THE CONTRACT. Consistent with the terms and conditions of the Contract and Purchasing Entity’s applicable procurement law, Purchasing Entity is authorized to utilize the abovereferenced Contract as a procurement solution. The State of Washington makes no representation or warranty regarding Purchasing Entity’s governing law or whether the Contract is an appropriate procurement solution for Purchasing Entity.

3. CONTRACTOR CONSENT. Consistent with its applicable procurement authority, Purchasing Entity may propose and negotiate jurisdiction-specific terms with the applicable awarded Contractor to meet Purchasing Entity’s needs; Provided, however, that any such jurisdiction-specific modifications are subject to agreement with the applicable awarded Contractor. Under no circumstances, however, will Purchasing Entity’s jurisdiction-specific modifications change or modify the Contract obligations between the State of Washington and the applicable awarded Contractor. Upon execution of Purchasing Entity’s agreement with the applicable awarded Contractor, Purchasing Entity shall provide a copy of the same to Enterprise Services prior to making any purchases under the Contract.

4. VENDOR MANAGEMENT FEE. The Vendor Management Fee set forth in the Contract shall be paid by the applicable Contractor to Enterprise Services on all applicable purchases. In no event shall Purchasing Entity modify, waive, or terminate the Vendor Management Fee. Any such modification, waiver, or termination of the Vendor Management Fee shall be deemed a material breach of this Agreement and shall terminate the Agreement; and, in the event Purchasing Entity attempts to modify, waive, or terminate the Vendor Management Fee, Purchasing Entity shall, by such act, agree to notify Enterprise Services of the same and to pay to Enterprise Services, within thirty (30) days, the equivalent of the otherwise applicable Vendor Management Fee.

5. ACCURATE PURCHASES. Purchasing Entity shall make orders within the scope of the Contract. Any purchases outside of the scope of the Contract shall constitute a breach of this Agreement. IN the event of such breach, Enterprise Services may terminate this Agreement, including the authorization for any purchases by Purchasing Entity under the Contract. Purchasing Entity represents and warrants that it shall use reasonable, good faith efforts to assist the Contractor in obtaining and reporting to Enterprise Services accurate purchases under the Contract for purposes of the applicable Vendor Management Fee.

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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6. AGREEMENT MANAGEMENT; NOTICES; PURCHASING ENTITY CONTRACT ADMINISTRATOR. (a) AGREEMENT MANAGEMENT; NOTICES. The parties hereby designate the following contacts as the respective single points of contact for purposes of this Agreement. The parties may change such individuals by written notice as set forth below. Any notices required or desired shall be in writing and sent by U.S. mail, postage prepaid, or sent via email, and shall be sent to the respective addressee at the respective address or email address set forth below or to such other address or email address as the parties may specify in writing:

Enterprise Services Santa Monica Department of Transportation Attn: Bus Purchases
Department of Enterprise Services
PO Box 41411
Olympia, WA 98504-1411
Email: [email protected]
Attn: David Nanjo
1660 7th Street
Santa Monica, CA 90401
Tel: (310) 458-1975 ext. 2387
Email: [email protected]
Notices shall be deemed effective upon the earlier of receipt, if mailed, or, if emailed, upon transmission to the designated email address of said addressee. (b) PURCHASING ENTITY INFORMATION. Purchasing Entity hereby designates the following contract administrator as the single point of contact for business activities under this Agreement.

Purchasing Entity Information
Organization Name City of Santa Monica DOT
Tax Identification Number 95-6000790
State Business Identification Number
(Required for Non-Profit entities)
Contact Name for Contract Administrator David Nanjo
Title Transit Maintenance Administrator
Address 1660 7th Street
City, State, Zip Santa Monica, CA 90401
Phone Number (310) 458 – 1975 ext. 2387
Email Address [email protected]

7. COMMUNICATION. In the event Purchasing Entity becomes aware of a significant contract performance issue pertaining to the Contract that, in Purchasing Entity’s reasonable judgment, could adversely impact the State of Washington, Purchasing Entity shall communicate the same to Enterprise Services.

8. CONTRACTOR DISPUTES. Purchasing Entity is responsible for resolving any disputes between itself and the applicable Contract Contractor regarding its purchases. Purchasing Entity shall notify Enterprise Services of any material dispute between Purchasing Entity and the applicable Contract Contractor.

When appropriate, Enterprise Services may assist Purchasing Entity in resolving such disputes.

9. NO LIABILITY. Other than those obligations expressly set forth in this Agreement, including the right of the State of Washington to the Vendor Management Fee, the parties shall have no liability whatsoever to each other with regard to transactions arising out of this Agreement or the Contract.

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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10. TAXES/FEES. Unless otherwise agreed with Contractor, Purchasing Entity shall pay applicable sales and use taxes imposed by the tax jurisdictions in which purchase delivery occurs. Contractor agrees not make any charge for federal excise taxes and Purchasing Entity shall furnish Contractor with an exemption certificate where appropriate.

11. SCOPE OF PARTICIPATION. Purchasing Entity shall provide Enterprise Services with Purchasing Entity’s estimates for purchases under the Contract. Purchasing Entity shall provide timely updates regarding such estimated purchases if there is a material change in such planned purchases. The purchasing estimates are for Enterprise Services’ planning purposes in managing and approving purchases on the Contract.

Category Estimated Purchases
Heavy Duty (15) 35’ Gillig Battery Electric Buses
Light/Medium Duty
Double Decker
Rebuilt
Refurbish
Repower

12. APPROVAL PROCESS. Purchasing Entity shall submit purchase information to Enterprise Services for approval of purchases under the Contract. Purchasing Entity shall provide necessary purchase information for each purchase including but not limited to, the final purchase order, the use of FTA funding, FTA grant number, and applicable Department of Transportation contact for approval.

Enterprise Services shall include the respective state Department of Transportation for purchasing using FTA funds which require state DOT approval.

13. GENERAL PROVISIONS
(a) ENTIRE AGREEMENT. This Agreement constitutes the entire agreement and understanding of the parties with respect to the subject matter and supersedes all prior negotiations and representations. There are no representations or understandings of any kind not set forth herein.
(b) AMENDMENT OR MODIFICATION. Except as set forth herein, this Agreement may not be amended or modified except in writing signed by a duly authorized representative of each party. (c) AUTHORITY. Each party to this Agreement, and each individual signing on behalf of each party, hereby represents and warrants to the other that it has full power and authority to enter into this Agreement and that its execution, delivery, and performance of this Agreement has been fully authorized and approved, and that no further approvals or consents are required to bind such party.
(d) ELECTRONIC SIGNATURES. An electronic signature or electronic record of this Agreement or any other ancillary agreement shall be deemed to have the same legal effect as delivery of an original executed copy of this Agreement or such other ancillary agreement for all purposes.

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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Packet Pg. 470 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) WASHINGTON STATE TRANSIT BUSES COOPERATIVE PURCHASING AGREEMENT PAGE 5 (Rev 2021-10-01)
(e) COUNTERPARTS. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, and all of which counterparts together shall constitute the same instrument which may be sufficiently evidenced by one counterpart. Execution of this Agreement at different times and places by the parties shall not affect the validity thereof so long as all the parties hereto execute a counterpart of this Agreement.

EXECUTED as of the date and year first above written.

TRANSIT BUSES COOPERATIVE

STATE OF WASHINGTON

DEPARTMENT OF ENTERPRISE SERVICES

CITY OF SANTA MONICA
By: _____________________________
Name:

Title:

By: _____________________________
Name: David White
Title: City Manager
Approved as to form:
_____________________________
Name: Douglas Sloan
Title : City Attorney
Attest: _____________________________
Name: Denise Anderson-Warren
Title : City Clerk
Return this Agreement to Enterprise Services at:
[email protected]

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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Packet Pg. 471 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) EXHIBIT 5

PRODUCTION & DELIVERY SCHEDULE
The Production Schedule for up to fifteen (15) battery electric Low Floor 35-foot heavy duty transit buses shall be as follows:
x First article bus production – February 2025.
x First article bus delivery – March 2025
x BBB Acceptance testing of first article bus – Testing completed by May 2025 x Second through fifteenth - fourteen (14) Production buses – Production start May 2025 DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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Packet Pg. 472 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) EXHIBIT 6

FTA CLAUSES

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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FEDERAL TRANSIT ADMINISTRATION REQUIRED CLAUSES
It is the responsibility of the Bidder to ensure that all clauses applicable to the Work of the Agreement resultant from this Purchase Order are adhered to by the Contractor and its Sub-contractors when applicable.

Sec. Contract Clause Applicability to Type of Contract
1 Fly America Requirements When Transportation Paid By FTA Funds 2 Buy America Requirements Value > 100K for Construction, Goods, Rolling Stock 3 Charter Bus Requirements Operational Service
4 School Bus Requirements Operational Service
5 Cargo Preference Requirements Equipment/Material/Commodities Transported By Ocean
6 Seismic Safety Requirements New Construction/Additions 7 Special Department of Labor (DOL) Equal
Employment Clause
Value > 10K for Construction
8 Energy Conservation Requirements All
9 Clean Water Requirements Value > 100K
10 Bus Testing Rolling Stock Acquisition
11 Pre-Award and Post Delivery Audit
Requirements
Rolling Stock Acquisition
12 Lobbying All
13 Access to Records and Reports All
14 Federal Changes All
15 Bonding Requirements Construction > 100K
16 Clean Air Value > 100K
17 Recycled Products Value > 10K In Fiscal Year
18 Davis-Bacon and Copeland Anti-Kickback
Acts
Construction > $2000
19 Contract Work Hours and Safety Standards
Act
Construction > $2000, Rolling Stock, Operational >
$2,500
20 No Government Obligation to Third Parties All
21 Program Fraud and False or Fraudulent
Statements and Related Acts
All
22 Termination Value > 10K
23 Government-Wide Debarment and
Suspension (Non-procurement)
Value > 25K
24 Privacy Act All
25 Civil Rights Requirements All
26 ADA Access Requirements All
27 Breaches and Dispute Resolution Value > 100K
28 Patent and Rights in Data Research Projects Only
29 Transit Employee Protective Agreements Transit Operations 30 Disadvantaged Business Enterprise (DBE) All
31 Incorporation of FTA Terms All
32 Drug and Alcohol Testing Operational Service/Safety Sensitive 33 Transit Vehicle Manufacturer (TVM)
Certifications
Rolling Stock, All Vehicle Procurements
34 Metric Requirements Sealed Bid Procurements, Rolling Stock, Construction
35 Conformance with National ITS
Architecture
Contracts and Solicitations for ITS projects only
36 Corridor Preservation Right of Way Development
37 Veterans Employment Capital Projects
DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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1. FLY AMERICA REQUIREMENTS
49 U.S.C. §40118
41 CFR Part 301-10.131 - 301-10.143
Applicability to Contracts: The Fly America requirements apply to the transportation of persons or property, by air, between a place in the U.S. and a place outside the U.S., or between places outside the U.S., when the FTA will participate in the costs of such air transportation. Transportation on a foreign air carrier is permissible when provided by a foreign air carrier under a code share agreement when the ticket identifies the U.S. air carrier's designator code and flight number. Transportation by a foreign air carrier is also permissible if there is a bilateral or multilateral air transportation agreement to which the U.S.

Government and a foreign government are parties and which the Federal DOT has determined meets the requirements of the Fly America Act.

Flow down Requirements: The Fly America requirements flow down from NCTD to first tier consultants, who are responsible for ensuring that lower tier consultants and sub-consultants are in compliance.

Fly America - The Consultant agrees to comply with 49 U.S.C. 40118 (the "Fly America" Act) in accordance with the General Services Administration's regulations at 41 CFR Part 301-10.131 - 301-10.143, which provide that recipients and sub-recipients of Federal funds and their consultants are required to use U.S.

Flag air carriers for U.S Government-financed international air travel and transportation of their personal effects or property, to the extent such service is available, unless travel by foreign air carrier is a matter of necessity, as defined by the Fly America Act. The Consultant shall submit, if a foreign air carrier was used, an appropriate certification or memorandum adequately explaining why service by a U.S. flag air carrier was not available or why it was necessary to use a foreign air carrier and shall, in any event, provide a certificate of compliance with the Fly America requirements. The Consultant agrees to include the requirements of this section in all subcontracts that may involve international air transportation.

2. BUY AMERICA REQUIREMENTS
49 U.S.C. 5323(j)
49 U.S.C. 5323(h)
49 CFR Part 661
Applicability to Contracts: The Buy America requirements apply to the following types of contracts:

Construction Contracts and Acquisition of Goods or Rolling Stock (valued at more than $100,000).

Flow down Requirements: The Buy America requirements flow down from NCTD to first tier Consultant, who are responsible for ensuring that lower tier consultants and sub-consultants are in compliance.

Buy America - The Consultant agrees to comply with 49 U.S.C. 5323(j) as amended by MAP-21, 49 U.S.C. 5323(h), 49 CFR Part 661, and FAST Act (Pub. L. 114-94) which provide that Federal funds may not be obligated unless steel, iron, and manufactured products used in FTA-funded projects are produced in the United States, unless a waiver has been granted by FTA or the product is subject to a general waiver.

General waivers are listed in 49 CFR 661.7 and was amended by Section 3011 of the FAST Act (Pub. L. 114-94). Separate requirements for rolling stock are set out at 5323(j)(2)(C) and 49 CFR 661.11. Rolling stock not subject to a general waiver must be manufactured in the United States and have a sixty percent (60%) domestic content for FY16 & FY17; sixty-five percent (65%) domestic content for FY18 & FY19; and seventy percent (70%) domestic content for FY20 & beyond.

General waivers for small purchases do not apply to Consultants equipment purchases when Consultant’s contract value exceeds $150,000 in value. Consultant must submit to NCTD the appropriate Buy America certification with all bids on FTA-funded contracts, except those subject to a general waiver. Bids or offers that are not accompanied by a completed Buy America certification must be rejected as non-responsive.

This requirement does not apply to lower tier sub-consultants.

EXCEPTION SPECIFIC TO THIS PROCUREMENT: NCTD is seeking Buy America compliant [bids/proposals] with this [RFP/IFB/RFQ]. However, NCTD holds a FTA Non-Availability Waiver that is applicable to this procurement. Accordingly, the inability to certify Buy America compliance on this procurement shall not result in the [bid/proposal] being deemed non-responsive. The requirement for the proposal to include a completed Buy America Certificate, however, is not waived by this exception.

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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3. CHARTER BUS REQUIREMENTS
49 U.S.C. 5323(d)
49 CFR Part 604
Applicability to Contracts: The Charter Bus requirements apply to the following type of contract:

Operational Service Contracts.

Flow down Requirements: The Charter Bus requirements flow down from NCTD to first tier service Consultants.

Charter Service Operations - The consultant agrees to comply with 49 U.S.C. 5323(d) and 49 CFR Part 604, which provides that recipients and sub-recipients of FTA assistance are prohibited from providing charter service using federally funded equipment or facilities if there is at least one private charter operator willing and able to provide the service, except under one of the exceptions at 49 CFR 604.9. Any charter service provided under one of the exceptions must be "incidental," i.e., it must not interfere with or detract from the provision of mass transportation.

4. SCHOOL BUS REQUIREMENTS
49 U.S.C. 5323(F)
49 CFR Part 605
Applicability to Contracts: The School Bus requirements apply to the following type of contract:

Operational Service Contracts.

Flow down Requirements: The School Bus requirements flow down from NCTD to first tier service consultants.

School Bus Operations - Pursuant to 69 U.S.C. 5323(f) and 49 CFR Part 605, recipients and subrecipients of FTA assistance may not engage in school bus operations exclusively for the transportation of students and school personnel in competition with private school bus operators unless qualified under specified exemptions. When operating exclusive school bus service under an allowable exemption, recipients and sub-recipients may not use federally funded equipment, vehicles, or facilities.

5. CARGO PREFERENCE REQUIREMENTS
46 U.S.C. 55305
Applicability to Contracts: The Cargo Preference requirements apply to all contracts involving equipment, materials, or commodities which may be transported by ocean vessels.

Flow down Requirements: The Cargo Preference requirements apply to all subcontracts when the subcontract may be involved with the transport of equipment, material, or commodities by ocean vessel.

Cargo Preference - Use of United States-Flag Vessels - The contractor agrees: a. to use privately owned United States-Flag commercial vessels to ship at least 50 percent of the gross tonnage (computed separately for dry bulk carriers, dry cargo liners, and tankers) involved, whenever shipping any equipment, material, or commodities pursuant to the underlying contract to the extent such vessels are available at fair and reasonable rates for United States-Flag commercial vessels; b. to furnish within 20 working days following the date of loading for shipments originating within the United States or within 30 working days following the date of leading for shipments originating outside the United States, a legible copy of a rated, "on-board" commercial ocean bill-of -lading in English for each shipment of cargo described in the preceding paragraph to the Division of National Cargo, Office of Market Development, Maritime Administration, Washington, DC 20590 and to the FTA recipient (through the contractor in the case of a subcontractor's bill-of-lading.) c. to include these requirements in all subcontracts issued pursuant to this contract when the subcontract may involve the transport of equipment, material, or commodities by ocean vessel.

Cargoes Procured, Furnished, or Financed by the United States Government - (a) Definition.- In this section, the term “privately-owned commercial vessel of the United States” does not include a vessel that, after September 21, 1961, was built or rebuilt outside the United States or documented under the laws of a DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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Packet Pg. 476 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) foreign country, until the vessel has been documented under the laws of the United States for at least three (3) years.
(b) Minimum Tonnage.-When the United States Government procures, contracts for, or otherwise obtains for its own account, or furnishes to or for the account of a foreign country, organization, or persons without provision for reimbursement, any equipment, materials, or commodities, or provides financing in any way with Federal funds for the account of any persons unless otherwise exempted, within or without the United States, or advances funds or credits, or guarantees the convertibility of foreign currencies in connection with the furnishing or obtaining of the equipment, materials, or commodities, the appropriate agencies shall take steps necessary and practicable to ensure that at least fifty percent (50%) of the gross tonnage of the equipment, materials, or commodities (computed separately for dry bulk carriers, dry cargo liners, and tankers) which may be transported on ocean vessels is transported on privately-owned commercial vessels of the United States, to the extent those vessels are available at fair and reasonable rates for commercial vessels of the United States, in a manner that will ensure a fair and reasonable participation of commercial vessels of the United States in those cargoes by geographic areas. (c) Waivers.-The President, the Secretary of Defense, or Congress (by concurrent resolution or otherwise) may waive this section temporarily by-
(1) Declaring the existence of an emergency justifying a waiver; and (2) Notifying the appropriate agencies of the waiver.
(d) Programs of Other Agencies.-
(1) Each department or agency that has responsibility for a program under this section shall administer that program with respect to this section under regulations and guidance issued by the Secretary of Transportation. The Secretary, after consulting with the department or agency or organization or person involved, shall have the sole responsibility for determining if a program is subject to the requirements of this section.
(2) The Secretary-
(A) shall conduct an annual review of the administration of programs determined pursuant to paragraph (1) as subject to the requirements of this section;
(B) may direct agencies to require the transportation on United States-flagged vessels of cargo shipments not otherwise subject to this section in equivalent amounts to cargo determined to have been shipped on foreign carriers in violation of this section;
(C) may impose on any person that violates this section, or a regulation prescribed under this section, a civil penalty of not more than $25,000 for each violation willfully and knowingly committed, with each day of a continuing violation following the date of shipment to be a separate violation; and (D) may take other measures as appropriate under the Federal Acquisition Regulations issued pursuant to section 25(c)(1) 1 of the Office of Federal Procurement Policy Act (41 U.S.C. 421(c)(1) 2 or contract with respect to each violation.
(e) Security of Government-Impelled Cargo.-
(1) In order to ensure the safety of vessels and crewmembers transporting equipment, materials, or commodities under this section, the Secretary of Transportation shall direct each department or agency (except the Department of Defense), when responsible for the carriage of such equipment, materials, or commodities, to provide armed personnel aboard vessels of the United States carrying such equipment, materials, or commodities if the vessels are transiting high-risk waters. (2) The Secretary of Transportation shall direct each department or agency responsible to provide armed personnel under paragraph (1) to reimburse, subject to the availability of appropriations, the owners or operators of applicable vessels for the cost of providing armed personnel. (3) In this subsection, the term “high-risk waters” means waters so designated by the Commandant of the Coast Guard in the Port Security Advisory in effect on the date on which an applicable voyage begins.

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 477 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) (Pub. L. 109–304, §8(c), Oct. 6, 2006, 120 Stat. 1642; Pub. L. 110–417, div. C, title XXXV, §3511(a), (b), Oct. 14, 2008, 122 Stat. 4769; Pub. L. 112–213, title V, §503, Dec. 20, 2012, 126 Stat. 1575.)

6. SEISMIC SAFETY REQUIREMENTS
42 U.S.C. 7701 et seq.
49 CFR Part 41
Applicability to Contracts: The Seismic Safety requirements apply only to contracts for the construction of new buildings or additions to existing buildings.

Flow down Requirements: The Seismic Safety requirements flow down from NCTD to first tier consultants to assure compliance, with the applicable building standards for Seismic Safety, including the work performed by all sub-consultants.

Seismic Safety - The consultant agrees that any new building or addition to an existing building will be designed and constructed in accordance with the standards for Seismic Safety required in Department of Transportation Seismic Safety Regulations 49 CFR Part 41 and will certify to compliance to the extent required by the regulation. The consultant also agrees to ensure that all work performed under this contract including work performed by a sub-consultant is in compliance with the standards required by the Seismic Safety Regulations and the certification of compliance issued on the project. The consultant will facilitate and follow Executive Order No. 12699, “Seismic Safety of Federal and Federally-Assisted or Regulated New Building Construction,” 42 U.S.C. 7704 note, except as the Federal Government determines otherwise in writing.

7. SPECIAL DOL EQUAL EMPLOYMENT CLAUSE
41 CFR Part 60
See Section 25 – Contract Clause Civil Rights Requirements

8. ENERGY CONSERVATION REQUIREMENTS
42 U.S.C. 6321 et seq.
49 CFR Part 622
Applicability to Contracts: The Energy Conservation requirements are applicable to all contracts.

Flow down Requirements: The Energy Conservation requirements extend to all third party consultants and their contracts at every tier and, sub-recipients and their sub-agreements at every tier.

Energy Conservation - The Consultant agrees to comply with mandatory standards and policies relating to energy efficiency which are contained in the State energy conservation plan issued in compliance with the Energy Policy and Conservation Act. The consultant agrees to perform an energy assessment for any building constructed, reconstructed, or modified with FTA funds required under FTA regulations, “Requirements for Energy Assessments,” 49 CFR part 622, subpart C.

9. CLEAN WATER REQUIREMENTS
33 U.S.C. 1251 - 1377
Applicability to Contracts: The Clean Water requirements apply to each contract and subcontract which exceeds $100,000.

Flow down Requirements: The Clean Water Act requirements flow down to NCTD third party consultants and their contracts at every tier, and sub-recipients and their sub-agreements at every tier.

Clean Water - (a) The consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Water Act, as amended, 33 U.S.C. 1251 – 1377 et seq. (b) The consultant agrees to report each violation to NCTD and understands and agrees that NCTD will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office in compliance with the notice of violating facility provisions in section 508 of the Clean Water Act, as amended, 33 U.S.C. 1368
DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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Packet Pg. 478 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) (c) The consultant agrees to protect underground sources of drinking water in compliance with the Safe Drinking Water Act of 1974, as amended, 42 U.S.C. 300f – 300j-6. (d) The consultant also agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA.

10. BUS TESTING
49 U.S.C. 5318(e)
49 U.S.C. 5323(c)
49 CFR Part 665
Applicability to Contracts: The Bus Testing requirements pertain only to the acquisition of Rolling Stock/Turnkey.

Flow down Requirements: The Bus Testing requirements should not flow down, except to the turnkey consultant as stated in the most current FTA Master Agreement.

Bus Testing - The Consultant [Manufacturer] agrees to comply with 49 U.S.C. 5323(c) and FTA’s implementing regulation at 49 CFR Part 665 and shall perform the following:
a) A manufacturer of a new bus model or a bus produced with a major change in components or configuration shall provide a copy of the final test report to the recipient at a point in the procurement process specified by the recipient which will be prior to the recipient's final acceptance of the first vehicle.
b) A manufacturer who releases a report under paragraph 1 above shall provide notice to the operator of the testing facility that the report is available to the public. c) If the manufacturer represents that the vehicle was previously tested, the vehicle being sold should have the identical configuration and major components as the vehicle in the test report, which must be provided to the recipient prior to recipient's final acceptance of the first vehicle. If the configuration or components are not identical, the manufacturer shall provide a description of the change and the manufacturer's basis for concluding that it is not a major change requiring additional testing. d) If the manufacturer represents that the vehicle is "grandfathered" (has been used in mass transit service in the United States before October 1, 1988, and is currently being produced without a major change in configuration or components), the manufacturer shall provide the name and address of the recipient of such a vehicle and the details of that vehicle's configuration and major components.

11. PRE-AWARD AND POST-DELIVERY AUDITS REQUIREMENTS
49 U.S.C. 5323
49 C.F.R. 661.12
49 CFR Part 663
Applicability to Contracts: These requirements apply only to the acquisition of Rolling Stock/Turnkey.

Flow down Requirements: These requirements should not flow down, except to the turnkey consultant as stated in Master Agreement
- Buy America certification is mandated under FTA regulation, "Pre-Award and Post-Delivery Audits of Rolling Stock Purchases," 49 C.F.R. 663.13.

A Buy America certification under this part shall be issued in addition to any certification which may be required by part 661 of this title. Nothing in this part precludes FTA from conducting a Buy America investigation under part 661 of this title “Pre-Award and Post-Delivery Audit Requirements” - The Consultant agrees to comply with "Buy America Requirements--Surface Transportation Assistance Act of 1982, as amended," 49 C.F.R. 661.12, but has been modified to include FTA's Buy America requirements codified at 49 U.S.C. A 5323(j).

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

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Packet Pg. 479 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) Pre-Award and Post-Delivery Audit Requirements - The Contractor agrees to comply with 49 U.S.C. § 5323(l) and FTA's implementing regulation at 49 C.F.R. Part 663 and to submit the following certifications:
(1) Buy America Requirements: The Consultant shall complete and submit a declaration certifying either compliance or noncompliance with Buy America. If the Firm certifies compliance with Buy America, it shall submit documentation which lists 1) component and subcomponent parts of the rolling stock to be purchased identified by manufacturer of the parts, their country of origin and costs; 2) The location of the final assembly point for the rolling stock, including a description of the activities that will take place at the final assembly point and the cost of final assembly.
(2) Solicitation Specification Requirements: The Consultant shall submit evidence that it will be capable of meeting the bid specifications.
(3) Federal Motor Vehicle Safety Standards (FMVSS): The Consultant shall submit a) manufacturer's FMVSS self-certification sticker information that the vehicle complies with relevant FMVSS or b) manufacturer's certified statement that the contracted buses will not be subject to FMVSS regulations.

12. LOBBYING
31 U.S.C. 1352
49 CFR Part 19
49 CFR Part 20
Applicability to Contracts: The Lobbying requirements apply to Construction/Architectural and Engineering/Acquisition of Rolling Stock/Professional Service Contract/Operational Service Contract/Turnkey contracts.

Flow Down Requirements The Lobbying requirements mandate the maximum flow down, pursuant to Byrd Anti-Lobbying Amendment, 31 U.S.C. § 1352(b)(5) and 49 C.F.R. Part 19, Appendix A, Section 7.

Byrd Anti-Lobbying Amendment, 31 U.S.C. 1352, as amended by the Lobbying Disclosure Act of 1995, P.L. 104-65 [to be codified at 2 U.S.C. § 1601, et seq.] - Consultants who apply or bid for an award of $100,000 or more shall file the certification required by 49 CFR part 20, "New Restrictions on Lobbying." Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of a Federal agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier certifies to the tier above that it will not and has not taken any action involving the Project or the Underlying Agreement for the Project, including any award, extension, or modification. Each tier shall also disclose the name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on its behalf with non-Federal funds with respect to that Federal contract, grant or award covered by 31 U.S.C. 1352. Such disclosures are forwarded from tier to tier up to NCTD.

13. ACCESS TO RECORDS AND REPORTS
49 U.S.C. 5325
18 CFR 18.36(i)
49 CFR 633.17
Applicability to Contracts: Reference Chart "Requirements for Access to Records and Reports by Type of Contracts", Item 6 of this Section.

Flow down Requirements FTA does not require the inclusion of these requirements in subcontracts.

Access to Records - The following access to records requirements apply to this Contract:
(1) The Consultant agrees to provide NCTD, the FTA Administrator, the Comptroller General of the United States or any of their authorized representatives access to any books, documents, papers and records of the Consultant which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts and transcriptions. Consultant also agrees, pursuant to 49 C.F.R. 633.17 to provide the FTA Administrator or his authorized representatives including any PMO Consultant access to Consultant's DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 480 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) records and construction sites pertaining to a major capital project, defined at 49 U.S.C. 5302(a)1, which is receiving federal financial assistance through the programs described at 49 U.S.C. 5307, 5309 or 5311. (2) Where NCTD or a sub-grantee of NCTD in accordance with 49 U.S.C. 5325(a) enters into a contract for a capital project or improvement (defined at 49 U.S.C. 5302(a) 1) through other than competitive bidding, the Consultant shall make available records related to the contract to NCTD, the Secretary of Transportation and the Comptroller General or any authorized officer or employee of any of them for the purposes of conducting an audit and inspection.
(3) The Consultant agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. (4) The Consultant agrees to maintain all books, records, accounts and reports required under this contract for a period of not less than three (3) years after the date of termination or expiration of this contract, except in the event of litigation or settlement of claims arising from the performance of this contract, in which case Consultant agrees to maintain same until NCTD, the FTA Administrator, the Comptroller General, or any of their duly authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related thereto. Reference 49 CFR 18.39(i) (11).
(5) FTA does not require the inclusion of these requirements in subcontracts. (6) Requirements for Access to Records and Reports by Types of Contract Sources of Authority: 1 18 CFR 18.36 (i)

14. FEDERAL CHANGES
49 CFR Part 18
Applicability to Contracts: The Federal Changes requirement applies to all contracts.

Flow down Requirements: The Federal Changes requirement flows down appropriately to each applicable changed requirement.

Federal Changes - Consultant shall at all times comply with all applicable FTA regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the Master Agreement between NCTD and FTA , as they may be amended or promulgated from time to time during the term of this contract. Consultant's failure to so comply shall constitute a material breach of this contract.

15. BONDING REQUIREMENTS
Contract
Characteristics
Operational
Service
Contract
Turnkey Construction Architectural
Engineering
Acquisition
of Rolling
Stock
Professional
Services
Non State
Grantees
a. Contracts
below SAT
($100,000)
b. Contracts
above $100,000/
Capital Projects
Yes1
Yes1
Those
imposed
on nonstate
Grantee
pass thru
to
Consultant
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 481 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) This section applies only to construction or facility improvement contracts exceeding $100,000.

16. CLEAN AIR
42 U.S.C. 7401 – 7601(q)
40 CFR 15.61
49 CFR Part 18
Applicability to Contracts: The Clean Air requirements apply to all contracts exceeding $100,000, including indefinite quantities where the amount is expected to exceed $100,000 in any year.

Flow down Requirements: The Clean Air requirements flow down to all subcontracts which exceed $100,000.

Clean Air - (1) The Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. §§ 7401 – 7601(q) et seq . The Consultant agrees to report each violation to NCTD and understands and agrees that NCTD, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office. (2) The Consultant also agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA.

17. RECYCLED PRODUCTS
42 U.S.C. 6962
40 CFR Part 247
Executive Order 12873
Applicability to Contracts: The Recycled Products requirements apply to all contracts for items designated by the EPA, when the Consultant procures $10,000 or more of one (1) of these items during the fiscal year, or has procured $10,000 or more of such items in the previous fiscal year, using Federal funds.

Flow down Requirements: These requirements flow down to all consultant and sub-consultant tiers.

Recovered Materials - The consultant agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), including but not limited to the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. The consultant agrees to comply with the U.S. Environmental Protection Agency (US EPA), “Comprehensive Procurement Guideline for Products Containing Recovered Materials,” 40 CFR part 247.

18. DAVIS-BACON AND COPELAND ANTI-KICKBACK ACTS
49 U.S.C. 5333
40 U.S.C. 3141 – 3144
40 U.S.C. 3146 – 3147
18 U.S.C. 874
40 U.S.C. 3145
Applicability to Contracts: The Davis-Bacon and Copeland Acts are codified at 40 USC 3141, et seq. and 18 USC 874. The Acts apply to grantee construction contracts and subcontracts that “at least partly are financed by a loan or grant from the Federal Government.” 40 USC 3145(a), 29 CFR 5.2(h), 49 CFR

18.36(i) (5). The Acts apply to any construction contract over $2,000. 40 USC 3142(a), 29 CFR 5.5(a). ‘Construction,’ for purposes of the Acts, includes “actual construction, alteration and/or repair, including painting and decorating.” 29 CFR 5.5(a). The requirements of both Acts are incorporated into a single clause (see 29 FR 3.11) enumerated at 29 CFR 5.5(a) and reproduced below.

Flow down Requirements: Applies to third party consultants and sub-consultants (1) Minimum wages - (i) All laborers and mechanics employed or working upon the site of the work (or under the United States Housing Act of 1937 or under the Housing Act of 1949 in the construction or development of the project), will be paid unconditionally and not less often than once a week, and without DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 482 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) subsequent deduction or rebate on any account (except such payroll deductions as are permitted by regulations issued by the Secretary of Labor under the Copeland Act (29 CFR part 3)), the full amount of wages and bona fide fringe benefits (or cash equivalents thereof) due at time of payment computed at rates not less than those contained in the wage determination of the Secretary of Labor which is attached hereto and made a part hereof, regardless of any contractual relationship which may be alleged to exist between the consultant and such laborers and mechanics.

Contributions made or costs reasonably anticipated for bona fide fringe benefits under section 1(b)(2) of the Davis-Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph (1)(iv) of this section; also, regular contributions made or costs incurred for more than a weekly period (but not less often than Monthly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such weekly period. Such laborers and mechanics shall be paid the appropriate wage rate and fringe benefits on the wage determination for the classification of work actually performed, without regard to skill, except as provided in 29 CFR Part 5.5(a)(4). Laborers or mechanics performing work in more than one (1) classification may be compensated at the rate specified for each classification for the time actually worked therein: Provided, that the employer's payroll records accurately set forth the time spent in each classification in which work is performed. The wage determination (including any additional classifications and wage rates conformed under paragraph (1)(ii) of this section) and the Davis-Bacon poster (WH-1321) shall be posted at all times by the consultant and its sub-consultants at the site of the work in a prominent and accessible place where it can be easily seen by the workers. (ii)(A) The Contracting Officer shall require that any class of laborers or mechanics, including helpers, which is not listed in the wage determination and which is to be employed under the contract shall be classified in conformance with the wage determination. The Contracting Officer shall approve an additional classification and wage rate and fringe benefits therefore only when the following criteria have been met:
(1) Except with respect to helpers as defined as 29 CFR 5.2(n) (4), the work to be performed by the classification requested is not performed by a classification in the wage determination; and (2) The classification is utilized in the area by the construction industry; and (3) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination; and
(4) With respect to helpers as defined in 29 CFR 5.2(n) (4), such a classification prevails in the area in which the work is performed.
(B) If the consultant and the laborers and mechanics to be employed in the classification (if known), or their representatives, and the Contracting Officer agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken shall be sent by the Contracting Officer to the Administrator of the Wage and Hour Division, Employment Standards Administration, U.S. Department of Labor, Washington, DC 20210. The Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification action within thirty (30) days of receipt and shall advise the Contracting Officer or will notify the Contracting Officer within the thirty (30) day period that additional time is necessary.
(C) In the event the consultant, the laborers or mechanics to be employed in the classification or their representatives, and the Contracting Officer do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the Contracting Officer shall refer the questions, including the views of all interested parties and the recommendation of the Contracting Officer, to the Administrator for determination. The Administrator, or an authorized representative, will issue a determination within thirty (30) days of receipt and shall advise the Contracting Officer or will notify the Contracting Officer within the thirty (30) day period that additional time is necessary. (D) The wage rate (including fringe benefits where appropriate) determined pursuant to paragraphs (a)(1)(ii) (B) or (C) of this section, shall be paid to all workers performing work in the classification under this contract from the first day on which work is performed in the classification. (iii) Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the consultant shall either pay the benefit DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 483 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof.
(iv) If the consultant does not make payments to a trustee or other third person, the consultant may consider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program, Provided, That the Secretary of Labor has found, upon the written request of the consultant, that the applicable standards of the Davis-Bacon Act have been met.

The Secretary of Labor may require the consultant to set aside in a separate account assets for the meeting of obligations under the plan or program.
(v)(A) The Contracting Officer shall require that any class of laborers or mechanics which is not listed in the wage determination and which is to be employed under the contract shall be classified in conformance with the wage determination. The Contracting Officer shall approve an additional classification and wage rate and fringe benefits therefor only when the following criteria have been met:
(1) The work to be performed by the classification requested is not performed by a classification in the wage determination; and
(2) The classification is utilized in the area by the construction industry; and (3) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination.
(B) If the consultant and the laborers and mechanics to be employed in the classification (if known), or their representatives, and the Contracting Officer agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken shall be sent by the Contracting Officer to the Administrator of the Wage and Hour Division, Employment Standards Administration, Washington, DC 20210. The Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification action within thirty (30) days of receipt and so advise the Contracting Officer or will notify the Contracting Officer within the thirty (30) day period that additional time is necessary.
(C) In the event the consultant, the laborers or mechanics to be employed in the classification or their representatives, and the Contracting Officer do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the Contracting Officer shall refer the questions, including the views of all interested parties and the recommendation of the Contracting Officer, to the Administrator for determination. The Administrator, or an authorized representative, will issue a determination with thirty (30) days of receipt and shall advise the Contracting Officer or will notify the Contracting Officer within the thirty (30) day period that additional time is necessary. (D) The wage rate (including fringe benefits where appropriate) determined pursuant to paragraphs (a)(1)(v) (B) or (C) of this section, shall be paid to all workers performing work in the classification under this contract from the first day on which work is performed in the classification. (2) Withholding - NCTD shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld from the consultant under this contract or any other Federal contract with the same prime consultant, or any other federally-assisted contract subject to Davis-Bacon prevailing wage requirements, which is held by the same prime consultant, so much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprentices, trainees, and helpers, employed by the consultant or any sub-consultant the full amount of wages required by the contract. In the event of failure to pay any laborer or mechanic, including any apprentice, trainee, or helper, employed or working on the site of the work (or under the United States Housing Act of 1937 or under the Housing Act of 1949 in the construction or development of the project), all or part of the wages required by the contract, NCTD may, after written notice to the consultant, sponsor, applicant, or owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased. (3) Payrolls and basic records - (i) Payrolls and basic records relating thereto shall be maintained by the consultant during the course of the work and preserved for a period of three (3) years thereafter for all laborers and mechanics working at the site of the work (or under the United States Housing Act of 1937, or under the Housing Act of 1949, in the construction or development of the project). Such records shall DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 484 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) contain the name, address, and social security number of each such worker, his or her correct classification, hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in section 1(b) (2) (B) of the Davis-Bacon Act), daily and weekly number of hours worked, deductions made and actual wages paid. Whenever the Secretary of Labor has found under 29 CFR 5.5(a)(1)(iv) that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in section 1(b)(2)(B) of the Davis-Bacon Act, the consultant shall maintain records which show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. Consultants employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs. (ii)(A) The consultant shall submit weekly for each week in which any contract work is performed a copy of all payrolls to NCTD for transmission to the Federal Transit Administration. The payrolls submitted shall set out accurately and completely all of the information required to be maintained under section 5.5(a) (3) (i) of Regulations, 29 CFR part 5. This information may be submitted in any form desired. Optional Form WH-347 is available for this purpose and may be purchased from the Superintendent of Documents (Federal Stock Number 029-005-00014-1), U.S. Government Printing Office, Washington, DC 20402. The prime consultant is responsible for the submission of copies of payrolls by all sub-consultants. (B) Each payroll submitted shall be accompanied by a "Statement of Compliance," signed by the consultant or sub-consultant or his or her agent who pays or supervises the payment of the persons employed under the contract and shall certify the following:
(1) That the payroll for the payroll period contains the information required to be maintained under section

5.5(a) (3) (i) of Regulations, 29 CFR part 5 and that such information is correct and complete; (2) That each laborer or mechanic (including each helper, apprentice, and trainee) employed on the contract during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in Regulations, 29 CFR part 3; (3) That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination incorporated into the contract.
(C) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH-347 shall satisfy the requirement for submission of the "Statement of Compliance" required by paragraph (a)(3)(ii)(B) of this section.
(D) The falsification of any of the above certifications may subject the consultant or sub-consultant to civil or criminal prosecution under section 1001 of title 18 and section 231 of title 31 of the United States Code. (iii) The consultant or sub-consultant shall make the records required under paragraph (a)(3)(i) of this section available for inspection, copying, or transcription by authorized representatives of the Federal Transit Administration or the Department of Labor, and shall permit such representatives to interview employees during working hours on the job. If the consultant or sub-consultant fails to submit the required records or to make them available, the Federal agency may, after written notice to the consultant, sponsor, applicant, or owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR 5.12. (4) Apprentices and trainees - (i) Apprentices - Apprentices will be permitted to work at less than the predetermined rate for the work they performed when they are employed pursuant to and individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and Training Administration, Bureau of Apprenticeship and Training, or with a State Apprenticeship Agency recognized by the Bureau, or if a person is employed in his or her first ninety (90) days of probationary employment as an apprentice in such an apprenticeship program, who is not individually registered in the DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 485 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) program, but who has been certified by the Bureau of Apprenticeship and Training or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice. The allowable ratio of apprentices to journeymen on the job site in any craft classification shall not be greater than the ratio permitted to the consultant as to the entire work force under the registered program. Any worker listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated above, shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. Where a consultant is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentages of the journeyman's hourly rate) specified in the Consultant's or Sub-consultant's registered program shall be observed. Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice's level of progress, expressed as a percentage of the journeymen hourly rate specified in the applicable wage determination. Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator of the Wage and Hour Division of the U.S. Department of Labor determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination. In the event the Bureau of Apprenticeship and Training, or a State Apprenticeship Agency recognized by the Bureau, withdraws approval of an apprenticeship program, the consultant will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved.
(ii) Trainees - Except as provided in 29 CFR 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the U.S. Department of Labor, Employment and Training Administration. The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by the Employment and Training Administration.

Every trainee must be paid at not less than the rate specified in the approved program for the trainee's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. Trainees shall be paid fringe benefits in accordance with the provisions of the trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman wage rate on the wage determination which provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate who is not registered and participating in a training plan approved by the Employment and Training Administration shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. In the event the Employment and Training Administration withdraws approval of a training program, the consultant will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved.
(iii) Equal employment opportunity - The utilization of apprentices, trainees and journeymen under this part shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended and 29 CFR part 30.
(5) Compliance with Copeland Act requirements - The consultant shall comply with the requirements of 29 CFR part 3, which are incorporated by reference in this contract. (6) Subcontracts - The consultant or sub-consultant shall insert in any subcontracts the clauses contained in 29 CFR 5.5(a)(1) through (10) and such other clauses as the Federal Transit Administration may by appropriate instructions require, and also a clause requiring the sub-consultants to include these clauses in any lower tier subcontracts. The prime consultant shall be responsible for the compliance by any subconsultant or lower tier sub-consultant with all the contract clauses in 29 CFR 5.5. (7) Contract termination: debarment - A breach of the contract clauses in 29 CFR 5.5 may be grounds DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 486 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) for termination of the contract, and for debarment as a consultant and a sub-consultant as provided in 29 CFR 5.12.
(8) Compliance with Davis-Bacon and Related Act requirements - All rulings and interpretations of the Davis-Bacon and Related Acts contained in 29 CFR parts 1, 3, and 5 are herein incorporated by reference in this contract.
(9) Disputes concerning labor standards - Disputes arising out of the labor standards provisions of this contract shall not be subject to the general disputes clause of this contract. Such disputes shall be resolved in accordance with the procedures of the Department of Labor set forth in 29 CFR parts 5, 6, and 7.

Disputes within the meaning of this clause include disputes between the consultant (or any of its subconsultants) and the contracting agency, the U.S. Department of Labor, or the employees or their representatives.
(10) Certification of eligibility - (i) By entering into this contract, the consultant certifies that neither it (nor he or she) nor any person or Consultant who has an interest in the consultant's Consultant is a person or Consultant ineligible to be awarded Government contracts by virtue of section 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1).
(ii) No part of this contract shall be subcontracted to any person or Consultant ineligible for award of a Government contract by virtue of section 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1). (iii) The penalty for making false statements is prescribed in the U.S. Criminal Code, 18 U.S.C. 1001. (b) Contract Work Hours and Safety Standards Act. The Agency Head shall cause or require the contracting officer to insert the following clauses set forth in paragraphs (b)(1), (2), (3), and (4) of this section in full in any contract in an amount in excess of $100,000 and subject to the overtime provisions of the Contract Work Hours and Safety Standards Act. These clauses shall be inserted in addition to the clauses required by §5.5(a) or §4.6 of part 4 of this title. As used in this paragraph, the terms laborers and mechanics include watchmen and guards.
(1) Overtime requirements. No consultant or sub-consultant contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half (1.5) times the basic rate of pay for all hours worked in excess of forty (40) hours in such workweek.
(2) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (b)(1) of this section the consultant and any sub-consultant responsible therefor shall be liable for the unpaid wages. In addition, such consultant and sub-consultant shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (b)(1) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (b)(1) of this section. (3) Withholding for unpaid wages and liquidated damages. The (write in the name of the Federal agency or the loan or grant recipient) shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the consultant or sub-consultant under any such contract or any other Federal contract with the same prime consultant, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime consultant, such sums as may be determined to be necessary to satisfy any liabilities of such consultant or sub-consultant for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (b)(2) of this section. (4) Subcontracts. The consultant or sub-consultant shall insert in any subcontracts the clauses set forth in paragraph (b)(1) through (4) of this section and also a clause requiring the sub-consultants to include these clauses in any lower tier subcontracts. The prime consultant shall be responsible for compliance by any DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 487 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) sub-consultant or lower tier sub-consultant with the clauses set forth in paragraphs (b)(1) through (4) of this section.
(c) In addition to the clauses contained in paragraph (b), in any contract subject only to the Contract Work Hours and Safety Standards Act and not to any of the other statutes cited in §5.1, the Agency Head shall cause or require the contracting officer to insert a clause requiring that the consultant or sub-consultant shall maintain payrolls and basic payroll records during the course of the work and shall preserve them for a period of three years from the completion of the contract for all laborers and mechanics, including guards and watchmen, working on the contract. Such records shall contain the name and address of each such employee, social security number, correct classifications, hourly rates of wages paid, daily and weekly number of hours worked, deductions made, and actual wages paid. Further, the Agency Head shall cause or require the contracting officer to insert in any such contract a clause providing that the records to be maintained under this paragraph shall be made available by the consultant or sub-consultant for inspection, copying, or transcription by authorized representatives of the (write the name of agency) and the Department of Labor, and the consultant or sub-consultant will permit such representatives to interview employees during working hours on the job.
(The information collection, recordkeeping, and reporting requirements contained in the following paragraphs of this section were approved by the Office of Management and Budget:

OMB Control Number
(a)(1)(ii)(B) 1215-0140
(a)(1)(ii)(C) 1215-0140
(a)(1)(iv) 1215-0140
(a)(3)(i) 1215-0140,
1215-0017
(a)(3)(ii)(A) 1215-0149
(c) 1215-0140,
1215-0017
[48 FR 19540, Apr. 29, 1983, as amended at 51 FR 12265, Apr. 9, 1986; 55 FR 50150, Dec. 4, 1990; 57 FR 28776, June 26, 1992; 58 FR 58955, Nov. 5, 1993; 61 FR 40716, Aug. 5, 1996; 65 FR 69693, Nov. 20, 2000; 73 FR 77511, Dec. 19, 2008]
Effective Date Note: At 58 FR 58955, Nov. 5, 1993, §5.5 was amended by suspending paragraph (a)(1)(ii) indefinitely.

19. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT
29 CFR Part 5
40 U.S.C. 3701 et seq.
40 U.S.C. 3702
Applicability to Contracts: The Contract Work Hours and Safety Standards Act is codified at 40 USC 3701, et seq. The Act applies to grantee contracts and subcontracts “financed at least in part by loans or grants from … the [Federal] Government.” 40 USC 3701(b) (1) (B) (iii) and (b) (2), 29 CFR 5.2(h), 49 CFR

18.36(i) (6).

The Act applies to construction contracts and, in very limited circumstances, non-construction projects that employ “laborers or mechanics on a public work” with a value greater than $100,000. These nonconstruction applications do not generally apply to transit procurements because transit procurements (to include rail cars and buses) are deemed “commercial items.” 40 USC 3707, 41 USC 403 (12) Flow down Requirements: Applies to third party consultants and sub-consultants. (1) Overtime requirements - No consultant or sub-consultant contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty (40) hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half (1.5) times the basic rate of pay for all hours worked in excess of forty (40) hours in such workweek.

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 488 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) (2) Violation; liability for unpaid wages; liquidated damages - In the event of any violation of the clause set forth in paragraph (1) of this section the consultant and any sub-consultant responsible therefor shall be liable for the unpaid wages. In addition, such consultant and sub-consultant shall be liable to the United States for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (1) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty (40) hours without payment of the overtime wages required by the clause set forth in paragraph (1) of this section. (3) Withholding for unpaid wages and liquidated damages - NCTD shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the consultant or sub-consultant under any such contract or any other Federal contract with the same prime consultant, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime consultant, such sums as may be determined to be necessary to satisfy any liabilities of such consultant or sub-consultant for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (2) of this section.
(4) Subcontracts - The Consultant or sub-consultant shall insert in any subcontracts the clauses set forth in paragraphs (1) through (4) of this section and also a clause requiring the sub-consultants to include these clauses in any lower tier subcontracts. The prime consultant shall be responsible for compliance by any sub-consultant or lower tier sub-consultant with the clauses set forth in paragraphs (1) through (4) of this section.

20. NO GOVERNMENT OBLIGATION TO THIRD PARTIES
Applicability to Contracts: Applicable to all contracts.

Flow down Requirements: This concept should flow down to all levels to clarify, to all parties to the contract, that the Federal Government does not have contractual liability to third parties, absent specific written consent.

No Obligation by the Federal Government.
(1) NCTD and the Consultant acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this contract and shall not be subject to any obligations or liabilities to NCTD, Consultant, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract. (2) The Consultant agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clause shall not be modified, except to identify the sub-consultant who will be subject to its provisions.

21. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND RELATED ACTS 31 U.S.C. 3801 et seq.
49 CFR Part 31
18 U.S.C. 1001
49 U.S.C. 5307
Applicability to Contracts: These requirements are applicable to all contracts.

Flow down Requirements: These requirements flow down to consultants and sub-consultants who make, present, or submit covered claims and statements.

Program Fraud and False or Fraudulent Statements or Related Acts (1) The Consultant acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. §§ 3801 et seq. and U.S. DOT regulations, "Program Fraud Civil Remedies," 49 C.F.R.

Part 31, apply to its actions pertaining to this Project. Upon execution of the underlying contract, the Consultant certifies the truthfulness and accuracy of any statement it has made, it makes, it may make, or DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 489 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) causes to be made, pertaining to the underlying contract or the FTA assisted project for which this contract work is being performed. In addition to other penalties that may be applicable, the Consultant further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on the Consultant to the extent the Federal Government deems appropriate.
(2) The Consultant also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. § 5307, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001 and 49 U.S.C. § 5307(n)(1) on the Consultant, to the extent the Federal Government deems appropriate.
(3) The Consultant agrees to include the above two (2) clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the sub-consultant who will be subject to the provisions.

22. TERMINATION
49 CFR Part 18
FTA Circular 4220.1F
See Section 16 of the Purchase Order Terms & Conditions

23. GOVERNMENT-WIDE DEBARMENT AND SUSPENSION (NON-PROCUREMENT) 49 CFR 18
2 CFR 1200
2 CFR 180
Executive Orders 12549 and 12689
31 U.S.C. 6101
Background and Applicability: In addition to the contracts covered under 2 CFR 180.220(b) of the OMB guidance, this part applies to any contract, regardless of tier, that is awarded by a consultant, subconsultant, supplier, Consultant, or its agent or representative in any transaction, if the contract is to be funded or provided by the Department of Transportation under a covered non-procurement transaction and the amount of the contract is expected to equal or exceed $25,000. This extends the coverage of the Department of Transportation non-procurement suspension and debarment requirements to all lower tiers of subcontracts under covered non-procurement transactions, as permitted under the OMB guidance at 2 CFR 180.220(c) (see optional lower-tier coverage in the figure in the appendix to 2 CFR part 180).This government-wide regulation implements Executive Order 12549, Debarment and Suspension, Executive Order 12689, Debarment and Suspension, and 31 U.S.C. 6101 note (Section 2455, Public Law 103-355, 108 Stat. 3327).

These provisions apply to all NCTD contracts and subcontracts at any level expected to equal or exceed $25,000 as well as any contract or subcontract (at any level) for federally required auditing services. These are contracts and subcontracts referred to in the regulation as “covered transactions.” Grantees, consultants, and sub-consultants (at any level) that enter into covered transactions are required to verify that the entity (as well as its principals and affiliates) they propose to contract or subcontract with is not excluded or disqualified. They do this by (a) Checking the Excluded Parties List System (EPLS), (b) Collecting a certification from that person, or (c) Adding a clause or condition to the contract or subcontract.

Grantees, consultants, and sub-consultants who enter into covered transactions also must require the entities they contract with to comply 2 CFR 180 and include this requirement in their own subsequent covered transactions (i.e., the requirement flows down to subcontracts at all levels).

Flow down Requirements: These requirements flow down to consultants and sub-consultants at all levels.

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 490 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) Suspension and Debarment: This contract is a covered transaction for purposes of 49 CFR Part 18. As such, the consultant is required to verify that none of the consultant, its principals, are excluded or disqualified as defined under Executive Orders Nos. 12549 and 12689.

The consultant is required to comply with 2 CFR 1200, and must include the requirement to comply with 2 CFR 1200, Subpart C in any lower tier covered transaction it enters into.

By signing and submitting its bid or proposal, the Firm certifies as follows:

The certification in this clause is a material representation of fact relied upon by NCTD. If it is later determined that the Firm knowingly rendered an erroneous certification, in addition to remedies available to NCTD, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. The Firm agrees to comply with the requirements 2 CFR 180 while this offer is valid and throughout the period of any contract that may arise from this offer. The Firm further agrees to include a provision requiring such compliance in its lower tier covered transactions.

24. PRIVACY ACT
5 U.S.C. 552
Applicability to Contracts: When NCTD maintains files on drug and alcohol enforcement activities for FTA, and those files are organized so that information could be retrieved by personal identifier, the Privacy Act requirements apply to all contracts.

Flow down Requirements: The Federal Privacy Act requirements flow down to each third party consultant and their contracts at every tier.

Contracts Involving Federal Privacy Act Requirements: The following requirements apply to the Consultant and its employees that administer any system of records on behalf of the Federal Government under any contract:
(1) The Consultant agrees to comply with, and assures the compliance of its employees with, the information restrictions and other applicable requirements of the Privacy Act of 1974, 5 U.S.C. § 552a.

Among other things, the Consultant agrees to obtain the express consent of the Federal Government before the Consultant or its employees operate a system of records on behalf of the Federal Government. The Consultant understands that the requirements of the Privacy Act, including the civil and criminal penalties for violation of that Act, apply to those individuals involved, and that failure to comply with the terms of the Privacy Act may result in termination of the underlying contract.

25. CIVIL RIGHTS REQUIREMENTS
29 U.S.C. § 623, 42 U.S.C. § 2000
42 U.S.C. § 6102, 42 U.S.C. § 12112
42 U.S.C. § 12132, 49 U.S.C. § 5332
29 CFR Part 1630, 41 CFR Parts 60 et seq.

1. The Contractor will be required to comply with these applicable civil rights, nondiscrimination, and equal employment opportunity laws and regulations:
i. 49 CFR Part 21, 49 CFR Part 25, 49 CFR Part 26, 49 CFR Part 27, 49 CFR Part 37, 49 CFR Part 38, 49 CFR Part 39, 20 U.S.C. §§ 1681 – 1683 and 1685 – 1687, 21 U.S.C. § 1101, 29 U.S.C. § 794, et seq., 42 U.S.C. § 290dd – 290dd-2, 42 U.S.C. § 2000d, 42 U.S.C. § 3601, 42 U.S.C. § 4541, 42 U.S.C. § 6101 – 6107, 42 U.S.C. § 12101, et seq., 42 U.S.C § 12132, 49 U.S.C § 5307 (c)(1)(D)(ii), 49 U.S.C § 5332, California Civil Code § 51, California Government Code § 11135 ii. 29 CFR Part 1630, 41 CFR Part 60, 29 U.S.C. § 623, 42 U.S.C. § 2000e, 42 U.S.C. § 12112, California Government Code § 12900 - 12996
iii. 49 U.S.C. § 5325 (k).
iv. Fixing America’s Surface Transportation (FAST) Act, Public Law No: 114-94, as may be amended.

2. The Civil Rights requirements flow down to all third party sub-contractors and their subcontracts at every tier.

3. The following requirements apply to a contract awarded as a result of this solicitation:

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 491 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) i. Nondiscrimination - In accordance with U.S. Department of Transportation (DOT), Federal, and State of California regulations 49 CFR Part 21, 49 CFR Part 25, 49 CFR Part 27, 49 CFR Part 37, 49 CFR Part 38, 49 CFR Part 39, the Rehabilitation Act of 1973, as amended, 20 U.S.C. §§ 1681 – 1683 and 1685 – 1687, 21 U.S.C. § 1101, 29 U.S.C. § 794, Title VI of the Civil Rights Act, as amended, 42 U.S.C. § 290dd – 290dd-2, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 3601, 42 U.S.C. § 4541, 42 U.S.C. § 6102, 42 U.S.C. § 6101 – 6107, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12101, 42 U.S.C. § 12132, Federal transit law 49 U.S.C § 5307 (c)(1)(D)(ii), Federal transit law 49 U.S.C. § 5332, FTA Circular 4702.1, “Title VI Requirements and Guidelines for Federal Transit Administration Recipients.”, DOT Order to Address Environmental Justice in Minority Populations and Low-Income Populations, Executive Order No. 13166 and DOT Policy Guidance Concerning Recipients’ Responsibilities to Limited English Proficiency (70 FR 74087, Dec. 14, 2005), the Unruh Civil Rights Act, California Civil Code § 51, and California Government Code § 11135, the Contractor agrees that it will comply with the identified Federal and State of California laws and regulations, pertaining to NCTD programs and activities, to ensure that no person will be denied the benefits of, or otherwise be subjected to, discrimination (particularly in the level and quality of transportation services and transportation-related benefits) on the bases of race, color, religion, national origin, ancestry, sex, sexual orientation, gender identity, gender expression, age, marital status, genetic information, medical condition, or disability. In addition, the Contractor agrees to comply with applicable Federal implementing regulations, other implementing requirements that DOT or FTA may issue, and any other applicable Federal and State of California statutes and/or regulations that may be signed into law or promulgated.
ii. Equal Employment Opportunity - The following equal employment opportunity requirements apply to a contract awarded as a result of this solicitation:
a) Race, Color, Ancestry, Marital Status, Medical Condition, Genetic Information, Religion, National Origin, Sex, Sexual Orientation, Gender Identity, Gender Expression - In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. § 2000e, 49 U.S.C. § 5332, FTA Circular 4704.1, “Equal Employment Program Guidelines for Grant Recipients”, and , the Contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, including "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41 C.F.R. Parts 60, et seq., (which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive Order No. 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," 42 U.S.C. § 2000e note), Fair Employment and Housing Act, California Government Code Sections 12900 - 12996 and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect Bidder agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, ancestry, religion, marital status, medical condition, genetic information, national origin, sex, sexual orientation, gender identity, gender expression, or age. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship.

In addition, the Contractor agrees to comply with any implementing requirements that DOT or FTA may issue, and any other applicable Federal statutes that may be signed into law or Federal regulations that may be promulgated.
b) Sex – The Contractor agrees to comply with all applicable requirements of Title IX of the Education Amendments of 1975, as amended, 20 U.S.C. § 1681, and 49 CFR part 25. In addition, the Contractor agrees to comply with any implementing requirements that DOT or FTA may issue.
c) Age - The Contractor agrees to comply with all applicable requirements of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6101, 45 CFR part 90, the Age Discrimination in Employment Act, 29 U.S.C. §§ 621-634, and Equal Employment Opportunity Commission (EEOC) implementing regulations 29 CFR part 1625. In addition, the Contractor agrees to comply with any implementing requirements that DOT or FTA may issue.

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 492 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) d) Disabilities - The Contractor agrees to comply with Section 504 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. § 794, Section 508 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. § 794(d), 36 CFR part 1194, the Americans with Disabilities Act of 1990, as amended, 42 U.S.C. § 12101, 49 CFR parts 27, 37, 38, and 39, and FTA Circular 4710.1, “Americans with Disabilities Act: Guidance”. In addition, the Contractor agrees to comply with any implementing requirements that DOT or FTA may issue.

4. The Contractor agrees to include these requirements in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties.

26. ADA ACCESS REQUIREMENTS
49 U.S.C. § 5301, 29 U.S.C. § 794, 42 U.S.C. § 12101
Applicability to Contracts: The Consultant shall comply with 49 USC 5301(d), stating Federal policy that the elderly and persons with disabilities have the same rights as other persons to use mass transportation services and facilities and that special efforts shall be made in planning and designing those services and facilities to implement that policy. Consultant shall also comply with all applicable requirements of Sec. 504 of the Rehabilitation Act (1973), as amended, 29 USC 794, which prohibits discrimination on the basis of handicaps, and the Americans with Disabilities Act of 1990 (ADA), as amended, 42 USC 12101 et seq., which requires that accessible facilities and services be made available to persons with disabilities, including any subsequent amendments thereto.

27. BREACHES AND DISPUTE RESOLUTION
49 CFR Part 18
FTA Circular 4220.1F
Applicability to Contracts: All contracts in excess of $100,000 shall contain provisions or conditions which will allow for administrative, contractual, or legal remedies in instances where consultants violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. This may include provisions for bonding, penalties for late or inadequate performance, retained earnings, liquidated damages or other appropriate measures.

Flow Down Requirements: The Breaches and Dispute Resolutions requirements flow down to all tiers.

Disputes - Disputes arising in the performance of this Contract which are not resolved by agreement of the parties shall be decided in writing by the authorized representative of NCTD. This decision shall be final and conclusive unless within ten (10) days from the date of receipt of its copy, the Consultant mails or otherwise furnishes a written appeal to the NCTD. In connection with any such appeal, the Consultant shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of NCTD shall be binding upon the Consultant and the Consultant shall abide be the decision.

Performance During Dispute - Unless otherwise directed by NCTD, Consultant shall continue performance under this Contract while matters in dispute are being resolved.

Claims for Damages - Should either party to the Contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefore shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage.

Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between the NCTD and the Consultant arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State in which the NCTD is located.

Rights and Remedies - The duties and obligations imposed by the Contract Documents and the rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by NCTD or Consultant shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 493 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing.

28. PATENT AND RIGHTS IN DATA
37 CFR Part 401
49 CFR Parts 18 and 19
Applicability to Contracts: Patent and rights in data requirements for federally assisted projects ONLY apply to research projects in which FTA finances the purpose of the grant is to finance the development of a product or information. These patent and data rights requirements do not apply to capital projects or operating projects, even though a small portion of the sales price may cover the cost of product development or writing the user's manual.

Flow down Requirements: The Patent and Rights in Data requirements apply to all consultants and their contracts at every tier.

CONTRACTS INVOLVING EXPERIMENTAL, DEVELOPMENTAL, OR RESEARCH WORK.

A. Rights in Data - The following requirements apply to each contract involving experimental, developmental or research work:
(1) The term "subject data" used in this clause means recorded information, whether or not copyrighted, that is delivered or specified to be delivered under the contract. The term includes graphic or pictorial delineation in media such as drawings or photographs; text in specifications or related performance or design-type documents; machine forms such as punched cards, magnetic tape, or computer memory printouts; and information retained in computer memory. Examples include, but are not limited to: computer software, engineering drawings and associated lists, specifications, standards, process sheets, manuals, technical reports, catalog item identifications, and related information. The term "subject data" does not include financial reports, cost analyses, and similar information incidental to contract administration. (2) The following restrictions apply to all subject data first produced in the performance of the contract to which this Attachment has been added:
(a) Except for its own internal use, NCTD or Consultant may not publish or reproduce subject data in whole or in part, or in any manner or form, nor may NCTD or Consultant authorize others to do so, without the written consent of the Federal Government, until such time as the Federal Government may have either released or approved the release of such data to the public; this restriction on publication, however, does not apply to any contract with an academic institution. (b) In accordance with 49 C.F.R. § 18.34 and 49 C.F.R. § 19.36, the Federal Government reserves a royaltyfree, non-exclusive and irrevocable license to reproduce, publish, or otherwise use, and to authorize others to use, for "Federal Government purposes," any subject data or copyright described in subsections (2)(b)1 and (2)(b)2 of this clause below. As used in the previous sentence, "for Federal Government purposes," means use only for the direct purposes of the Federal Government. Without the copyright owner's consent, the Federal Government may not extend its Federal license to any other party.

1. Any subject data developed under that contract, whether or not a copyright has been obtained; and

2. Any rights of copyright purchased by NCTD or Consultant using Federal assistance in whole or in part provided by FTA.
(c) When FTA awards Federal assistance for experimental, developmental, or research work, it is FTA's general intention to increase transportation knowledge available to the public, rather than to restrict the benefits resulting from the work to participants in that work. Therefore, unless FTA determines otherwise, NCTD and the Consultant performing experimental, developmental, or research work required by the underlying contract to which this Attachment is added agrees to permit FTA to make available to the public, either FTA's license in the copyright to any subject data developed in the course of that contract, or a copy of the subject data first produced under the contract for which a copyright has not been obtained. If the experimental, developmental, or research work, which is the subject of the underlying contract, is not completed for any reason whatsoever, all data developed under that contract shall become subject data as defined in subsection (a) of this clause and shall be delivered as the Federal Government may direct. This DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 494 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) subsection (c), however, does not apply to adaptations of automatic data processing equipment or programs for NCTD or Consultant's use whose costs are financed in whole or in part with Federal assistance provided by FTA for transportation capital projects. (d) Unless prohibited by state law, upon request by the Federal Government, NCTD and the Consultant agree to indemnify, save, and hold harmless the Federal Government, its officers, agents, and employees acting within the scope of their official duties against any liability, including costs and expenses, resulting from any willful or intentional violation by NCTD or Consultant of proprietary rights, copyrights, or right of privacy, arising out of the publication, translation, reproduction, delivery, use, or disposition of any data furnished under that contract. Neither NCTD nor the Consultant shall be required to indemnify the Federal Government for any such liability arising out of the wrongful act of any employee, official, or agents of the Federal Government.
(e) Nothing contained in this clause on rights in data shall imply a license to the Federal Government under any patent or be construed as affecting the scope of any license or other right otherwise granted to the Federal Government under any patent.
(f) Data developed by NCTD or Consultant and financed entirely without using Federal assistance provided by the Federal Government that has been incorporated into work required by the underlying contract to which this Attachment has been added is exempt from the requirements of subsections (b), (c), and (d) of this clause, provided that NCTD or Consultant identifies that data in writing at the time of delivery of the contract work.
(g) Unless FTA determines otherwise, the Consultant agrees to include these requirements in each subcontract for experimental, developmental, or research work financed in whole or in part with Federal assistance provided by FTA.
(3) Unless the Federal Government later makes a contrary determination in writing, irrespective of the Consultant's status (i.e., a large business, small business, state government or state instrumentality, local government, nonprofit organization, institution of higher education, individual, etc.), NCTD and the Consultant agree to take the necessary actions to provide, through FTA, those rights in that invention due the Federal Government as described in
U.S. Department of Commerce regulations, "Rights to Inventions Made by Nonprofit Organizations and Small Business Consultants under Government Grants, Contracts and Cooperative Agreements," 37 C.F.R. Part 401.
(4) The Consultant also agrees to include these requirements in each subcontract for experimental, developmental, or research work financed in whole or in part with Federal assistance provided by FTA.

B. Patent Rights - The following requirements apply to each contract involving experimental, developmental, or research work:
(1) General - If any invention, improvement, or discovery is conceived or first actually reduced to practice in the course of or under the contract to which this Attachment has been added, and that invention, improvement, or discovery is patentable under the laws of the United States of America or any foreign country, NCTD and Consultant agree to take actions necessary to provide immediate notice and a detailed report to the party at a higher tier until FTA is ultimately notified. (2) Unless the Federal Government later makes a contrary determination in writing, irrespective of the Consultant's status (a large business, small business, state government or state instrumentality, local government, nonprofit organization, institution of higher education, individual), NCTD and the Consultant agree to take the necessary actions to provide, through FTA, those rights in that invention due the Federal Government as described in U.S. Department of Commerce regulations, "Rights to Inventions Made by Nonprofit Organizations and Small Business Consultants Under Government Grants, Contracts and Cooperative Agreements," 37 C.F.R. Part 401.
(3) The Consultant also agrees to include the requirements of this clause in each subcontract for experimental, developmental, or research work financed in whole or in part with Federal assistance provided by FTA.

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 495 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification)

29. TRANSIT EMPLOYEE PROTECTIVE AGREEMENTS
49 U.S.C. § 5310, § 5311, and § 5333
29 CFR Part 215
Applicability to Contracts: The Transit Employee Protective Provisions apply to each contract for transit operations performed by employees of a Consultant recognized by FTA to be a transit operator. (Because transit operations involve many activities apart from directly driving or operating transit vehicles, FTA determines which activities constitute transit "operations" for purposes of this clause.) Flow down Requirements: These provisions are applicable to all contracts and subcontracts at every tier. (a) General Transit Employee Protective Requirements - To the extent that FTA determines that transit operations are involved, the Consultant agrees to carry out the transit operations work on the underlying contract in compliance with terms and conditions determined by the U.S. Secretary of Labor to be fair and equitable to protect the interests of employees employed under this contract and to meet the employee protective requirements of 49 U.S.C. A 5333(b), and U.S. DOL guidelines at 29 C.F.R. Part 215, and any amendments thereto. These terms and conditions are identified in the letter of certification from the U.S.

DOL to FTA applicable to NCTD's project from which Federal assistance is provided to support work on the underlying contract. The Consultant agrees to carry out that work in compliance with the conditions stated in that U.S. DOL letter. The requirements of this subsection (1), however, do not apply to any contract financed with Federal assistance provided by FTA either for projects for elderly individuals and individuals with disabilities authorized by 49 U.S.C. § 5310(a)(2), or for projects for non-urbanized areas authorized by 49 U.S.C. § 5311. Alternate provisions for those projects are set forth in subsections (b) and (c) of this clause.
(b) Transit Employee Protective Requirements for Projects Authorized by 49 U.S.C.§ 5310(a)(2) for Elderly Individuals and Individuals with Disabilities - If the contract involves transit operations financed in whole or in part with Federal assistance authorized by 49 U.S.C. § 5310(a)(2), and if the U.S. Secretary of Transportation has determined or determines in the future that the employee protective requirements of 49 U.S.C. § 5333(b) are necessary or appropriate for the state and the public body sub-recipient for which work is performed on the underlying contract, the Consultant agrees to carry out the Project in compliance with the terms and conditions determined by the U.S. Secretary of Labor to meet the requirements of 49 U.S.C. § 5333(b), U.S. DOL guidelines at 29 C.F.R. Part 215, and any amendments thereto. These terms and conditions are identified in the U.S. DOL's letter of certification to FTA, the date of which is set forth Grant Agreement or Cooperative Agreement with the state. The Consultant agrees to perform transit operations in connection with the underlying contract in compliance with the conditions stated in that U.S.

DOL letter.
(c) Transit Employee Protective Requirements for Projects Authorized by 49 U.S.C. § 5311 in Nonurbanized Areas - If the contract involves transit operations financed in whole or in part with Federal assistance authorized by 49 U.S.C. § 5311, the Consultant agrees to comply with the terms and conditions of the Special Warranty for the Non-urbanized Area Program agreed to by the U.S. Secretaries of Transportation and Labor, dated May 31, 1979, and the procedures implemented by U.S. DOL or any revision thereto.
(2) The Consultant also agrees to include the any applicable requirements in each subcontract involving transit operations financed in whole or in part with Federal assistance provided by FTA.

30. DISADVANTAGED BUSINESS ENTERPRISE (DBE)
49 CFR Part 26
Section 1101(b) of MAP-21 (23 U.S.C. § 101 note)

1. NCTD encourages DBE participation in this solicitation. In order to qualify as a DBE, a Contractor, or a Contractor’s sub-contractor, must be certified as a DBE under 49 CFR Part 26. As a recipient of Federal funds, NCTD must comply, and insure that it’s Contractor(s) comply with 49 CFR Part 26 and Section 1101(b) of the Fixing America’s Surface Transportation Act (FAST Act).

2. DBE Requirements/DBE Obligation:

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 496 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) i. The Contract to be awarded may be funded in part by the U.S. Department of Transportation (DOT) FTA. As a condition of financial assistance agreements between NCTD and the U.S. DOT, NCTD has established a DBE Program and overall triennial DBE goal in accordance with Title 49 CFR, Part 26.
ii. The Contract to be awarded may be funded in part by the U.S. DOT FTA. As a condition of financial assistance agreements between NCTD and the U.S. DOT, NCTD has established a DBE Program and overall triennial DBE goal in accordance with Title 49 CFR, Part 26. iii. Pursuant to Race-Neutral DBE policy directive issued by the U.S. DOT in response to the Ninth Circuit U.S. Court of Appeals decision in Western States Paving v. Washington State Department of Transportation and the FTA’s Guidance (Docket No. FTA-2006-24063; dated March 23, 2006), NCTD will strictly utilize race-neutral measures to meet its overall DBE goals and objectives.

Contractors are encouraged to afford small businesses, including DBEs, an equitable opportunity to compete for and perform on a contract resulting from this solicitation. iv. The Contractor, and any of its sub-contractors, are to ensure that DBE as defined in 49 CFR Part 26 have equal opportunities to participate in the performance of NCTD contracts. In this regard, the Contractor shall take all necessary and reasonable steps in accordance with 49 CFR Part 26 to ensure that DBEs have the equal opportunities to compete for and are awarded contracts. The Contractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The Contractor shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of this U.S. DOT-assisted contract. Each subcontract the Contractor signs with a sub-contractor must include the assurance in this paragraph (see 49 CFR

26.13(b)).
v. 1101(b) of the FAST Act extends the Federal statutory requirement that FTA make available at least 10 percent (10%) of its funding under that Act for contracts with small business concerns owned and controlled by socially and economically disadvantaged people. NCTD and subrecipients (Contractor and its sub-contractors) of FTA-funding assists FTA in meeting this national goal. To receive FTA assistance, NCTD and sub-recipients (Contractor and its sub-contractors) of FTA-funding must comply with applicable requirements of DOT regulations 49 CFR Part 26, “Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs”.

3. DBE Financial Institutions
i. The Contractor is to investigate the full extent of services offered by financial institutions owned and controlled by socially and economically disadvantaged individuals in the community, to make reasonable efforts to use these institutions, and to encourage sub-contractors to make use of these institutions also.
ii. A list of Minority Owned Banks is on the Federal Reserve website at http://federalreserve.gov/releases/mob/current/default.htm. The Federal Reserve website is updated periodically.
iii. The Contractor is encouraged to use the services offered by banks in the community which are owned and controlled by minorities or women when feasible and beneficial.

4. DBE Reporting and Certification
i. Monthly reporting requires the submittal of a “Monthly Sub-contractor Payment Report”, which is used by NCTD to verify payments to DBE and non-DBE sub-contractors. When completing this form, the Contractor must designate DBE sub-contractors by placing an asterisk in front of their name. As Federal law requires that NCTD have proof of payment to a DBE sub-contractor, the sub-contractor must initial the form and verify payment received. Failure to submit a properly executed form will result in delayed payment. Failure to submit these reports in a timely manner may result in a penalty of $10 per day, per report.
ii. In order for the Contractor to submit a properly executed “Monthly Sub-contractor Payment Report,” the Contractor must verify that Sub-contractors DBE certification is current at time of payment.

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 497 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) iii. Certified Contractors can be found at the State of California web site:
http://www.dot.ca.gov/hq/bep/find_certified.htm

5. DBE Contract Assurance (49 CFR 26.13)
i. NCTD does not discriminate on the basis of race, color, national origin, or sex in the award and performance of any U.S. DOT assisted contract or in the administration of its DBE Program or the requirements of 49 CFR Part 26. NCTD takes all necessary and reasonable steps under 49 CFR Part 26 to ensure nondiscrimination in the award and administration of U.S. DOT assisted contracts. NCTD’s DBE Program as required by 49 CFR Part 26 and as approved by U.S. DOT will be is incorporated by reference into the contract resulting from this solicitation. ii. The Contractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The Contractor shall carry out applicable requirements of 49 CFR part 26 in the award and administration of DOT-assisted contracts. Failure by the Contractor to carry out these requirements is a material breach of this Agreement, which may result in the termination of this Agreement or such other remedy as the recipient deems appropriate, which may include, but is no limited to:
a. Withholding monthly progress payments;
b. Assessing sanctions;
c. Liquidated damages; and/or
d. Disqualifying the Contractor from future bidding as non-responsible.

6. DBE Prompt Payment (49 CFR 26.29)
i. Not later than ten (10) days after receipt of each progress payment from NCTD, the successful Offeror shall pay to any sub-Contractor performing any work, the respective amounts allowed to the successful Offeror for work performed by the sub-Contractor, to the extent of each subContractor’s interest therein, unless otherwise agreed to in writing. In addition, for projects that invoice only at the completion of the project, within seven (7) days of the successful Offerors receipt of released retention from NCTD upon completion of the project as defined in California Public Contract Code section 7107 the successful Offeror shall pay each of its sub-Contractors from whom retention has been withheld, each sub-Contractors share of the retention received, in accordance with the provisions of California Public Contract Code section 7107. For projects that issue progress payment invoices, upon incremental acceptance of any portion of the work by NCTD, the successful Offeror shall pay each of its sub-Contractors from whom retention has been withheld, each subContractors share of the retention received, in accordance with the provisions of California Public Contract Code section 7107. This clause applies to both DBE and non-DBE sub-Contractors. ii. Failure to comply with these provisions or delay in payment without prior written approval from NCTD will constitute noncompliance, which will result in appropriate administrative sanctions, including, but not limited to a penalty of 2% of the amount due per month for every month that payment is not made.

7. Civil Rights Policy Statements
i. NCTD’s DBE Policy Statement for its FTA approved DBE program is located at the following website: http://www.gonctd.com/wp-content/uploads/2013/05/Policy-25.pdf ii. NCTD’s Discrimination Complaint Procedures Policy Statement for its Title VI/Unruh program is located at the following website:
http://www.gonctd.com/wp-content/uploads/2013/05/Policy-26.pdf iii. NCTD’s EEO Policy Statement for its EEO program is located at the following website:
http://www.gonctd.com/wp-content/uploads/2013/05/Policy-27.pdf

31. INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS FTA Circular 4220.1F
DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 498 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) Applicability to Contracts: The incorporation of FTA terms applies to all contracts and subcontracts at every tier.

Flow Down Requirements The incorporation of FTA terms has unlimited flow down.

Incorporation of Federal Transit Administration (FTA) Terms - The preceding provisions include, in part, certain Standard Terms and Conditions required by DOT, whether or not expressly set forth in the preceding contract provisions. All contractual provisions required by DOT, as set forth in the most current FTA Circular 4220, are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement. The Consultant shall not perform any act, fail to perform any act, or refuse to comply with any NCTD requests which would cause NCTD to be in violation of the FTA terms and conditions.

32. DRUG AND ALCOHOL TESTING
49 U.S.C. §5331
49 CFR Part 655
49 CFR Part 382
Applicability to Contracts: The Drug and Alcohol testing provisions apply to Operational Service Contracts.

Flow down Requirements: Anyone who performs a safety-sensitive function for the recipient or subrecipient is required to comply with 49 CFR 655 as amended by MAP-21, with certain exceptions for contracts involving maintenance services. Maintenance CONSULTANTs for non-urbanized area formula program grantees are not subject to the rules. Also, the rules do not apply to maintenance sub-consultants.

Drug and Alcohol Testing: The Consultant agrees to establish and implement a drug and alcohol testing program that complies with 49 CFR Part 655, produce any documentation necessary to establish its compliance with Part 655, and permit any authorized representative of the United States Department of Transportation or its operating administrations, the State Oversight Agency of California, or NCTD, to inspect the facilities and records associated with the implementation of the drug and alcohol testing program as required under 49 CFR Part 655 and review the testing process. The consultant agrees further to certify annually its compliance with Part 655 before June 30 and to submit the Management Information System (MIS) reports before January 15 to NCTD. To certify compliance the Consultant shall use the "Substance Abuse Certifications" in the "Annual List of Certifications and Assurances for Federal Transit Administration Grants and Cooperative Agreements," which is published annually in the Federal Register.

33. TRANSIT VEHICLE MANUFACTURER (TVM) CERTIFICATIONS
49 CFR Part 26
49 CFR §26.49 Consultant must submit to NCTD a certification from each transit vehicle manufacture that desires to bid or propose upon a DOT-assisted transit vehicle procurement that it has complied with the requirements of 49 CFR §26.49. NCTD may, however, with FTA approval, establish project-specific goals for DBE participation in the procurement of transit vehicles in lieu of complying through the overall goalsetting procedures.

34. METRIC REQUIREMENTS
15 U.S.C. §§205
2007-Pub. L. 110–69
As required by U.S. DOT or FTA, NCTD agrees to use the metric system of measurement in its Project activities, pursuant to the Metric Conversion Act, as amended by the Omnibus Trade and Competitiveness Act, 15 U.S.C. §§ 205a et seq.; Executive Order No. 12770, "Metric Usage in Federal Government Programs," 15 U.S.C. § 205a note; and other U.S. DOT or FTA regulations, guidelines, and policies. To the extent practicable and feasible, the NCTD agrees to accept products and services with dimensions expressed in the metric system of measurement.

35. NATIONAL INTELLIGENT TRANSPORTATION SYSTEMS (ITS) ARCHITECTURE AND STANDARDS DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 499 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) 23 U.S.C. Section 517(d)
23 U.S.C. §502
Intelligent transportation system (ITS) property and services must comply with the National ITS Architecture and Standards to the extent required by 23 U.S.C. Section 517(d) and FTA Notice, “FTA National ITS Architecture Policy on Transit Projects,” 66 FR 1455 et seq., January 8, 2001, and later published policies or implementing directives FTA may issue. Consequently, third party contracts involving ITS are likely to require provisions to ensure compliance with Federal requirements.

36. CORRIDOR PRESERVATION
49 U.S.C. 5323(q)
The Recipient agrees not to develop right-of way acquired under 49 U.S.C. § 5323(q), as amended by MAP-21, in anticipation of its Project until all required environmental reviews for that Project have been completed.

37. VETERANS EMPLOYMENT
49 U.S.C. 5325 (k)
Veterans Employment. As provided by 49 U.S.C. § 5325(k):
a. To the extent practicable, Contractor agrees that it:

1. Will give a hiring preference to veterans (as defined in 5 U.S.C. § 2108), who have the skills and abilities required to perform construction work required under a third party contract in connection with a capital project supported with funds made available or appropriated for 49 U.S.C. chapter 53, and

2. Will not require an employer to give a preference to any veteran over any equally qualified applicant who is a member of any racial or ethnic minority, female, an individual with a disability, or a former employee, and
b. Contractor also assures that its sub-contractor will:

END OF SECTION
DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 500 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) EXHIBIT 7

WARRANTY LIST
Bumper to Bumper 24 months or 100,000 miles
Body Structure 36 months or 150,000 miles
Corrosion & Structural Integrity 144 months or 500,0000 miles Meritor Front Steering Axle 60 months or 300,000 miles
Meritor Rear Drive Axle 60 months or 300,0000 miles
Brakes - Bendix valves 24 months or 100,000 miles
Meritor Brakes 24 months or 100,000 miles
Propulsion System (Electric) 36 months or 100,000 miles Energy Storage System 72 months or 300,000 miles
Thermo King A/C system 36 months unlimited miles
Lift-U Wheelchair Ramp 24 months unlimited miles
Vapor Door Systems 24 months unlimited miles
Emissions Warranty 5 years or 100,000 miles

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 501 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) EXHIBIT 8
Insurance Requirements
Contractor shall procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Contractor, its agents, representatives, employees or subcontractors.

Minimum Scope and Limits of Insurance
Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal and advertising injury, with limits of no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (Insurance Services Office Form CG 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: Insurance Services Office Form CA 00 01 covering Code 1 (any auto), or if Contractor has no owned autos, Code 8 (hired) and Code 9 (non-owned), with limits of no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation: Workers’ Compensation insurance as required by the State of California, with Statutory Limits and Employers’ Liability Insurance with limits of no less than $1,000,000 per accident for bodily injury or disease (see footnote #1).

If the Contractor maintains broader coverage or higher limits than the minimums shown above, the City of Santa Monica requires and shall be entitled to the broader coverage or higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Santa Monica.

Other Insurance Provisions

1. The insurance policies are to contain, or be endorsed to contain, the following provisions:
a. Additional Insured Status: The City of Santa Monica, its officers, officials, employees and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of Contractor including materials, parts, or equipment furnished in connection with such work or operations. CGL coverage can be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as Insurance Services Office Form CG 20 10 11 85, or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38 and CG 20 37).

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 502 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) b. Primary Coverage: For any claims related to this Agreement, the Contractor’s insurance shall be primary coverage as least as broad as Insurance Services Office Form CG 20 01 04 13 as respects the City of Santa Monica, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the City of Santa Monica, its officers, officials, employees or volunteers shall be in excess of the Contractor’s insurance and shall not contribute with it. c. Notice of Cancellation: Each insurance policy required herein shall state that coverage shall not be cancelled except after notice has been given to the City of Santa Monica. d. Waiver of Subrogation: Contractor hereby grants to the City of Santa Monica a waiver of any right of subrogation which any insurer of said Contractor may acquire against the City of Santa Monica by virtue of payment of any loss. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Santa Monica has received a waiver of subrogation endorsement from the insurer.

The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City of Santa Monica for all work performed by the Contractor, its employees, agents and subcontractors.

Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City of Santa Monica. The City of Santa Monica may require the Contractor to purchase coverage with a lower retention or provide satisfactory proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the selfinsured retention may be satisfied by either the name insured or the City of Santa Monica.

Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in California with a current A.M.

Best rating of no less than A:VII, unless otherwise acceptable to the City of Santa Monica.

Verification of Coverage
Contractor shall furnish the City of Santa Monica with original certificates and amendatory endorsements (or copies of the applicable policy language effecting coverage provided by this clause). All certificates and endorsements are to be received and approved by the City of Santa Monica before work commences. However, failure to obtain required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City of Santa Monica reserves the right to require complete, certified copies of all required insurance policies, including the endorsements required herein, at any time.

Failure to Maintain Insurance Coverage
DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 503 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) If Contractor, for any reason, fails to maintain insurance coverage which is required pursuant to this Agreement, the same shall be deemed a material breach of contract. The City of Santa Monica, at its sole option, may terminate this Agreement and obtain damages from the Contractor resulting from said breach.

Subcontractors
Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein. All exceptions must be approved in writing by the Risk Manager.

Footnotes
# 1: Workers’ Compensation insurance coverage is not required if the Contractor does not have employees. The Contractor must, however, execute the City’s Workers’ Compensation Coverage Exemption Declaration Form.

DocuSign Envelope ID: 0BCAE3B2-ECE2-4C1D-B546-7D2DDB787623

4.B.d
Packet Pg. 504 Attachment: CSA_11364_-_(15)_Gillig_35'_BEBs - SIGNED (7707 : Gillig Electric Bus Purchase Contract Modification) 1 Rev. October 2023
FIRST MODIFICATION OF AGREEMENT NO. 11364 (CCS)
This First Modification of Agreement Number 1164 (CCS) (“First Modification”), entered into as of _________________ (“Execution Date”), by and between the City of Santa Monica, a municipal corporation (“City”), and GILLIG, LLC (GILLIG) is made with reference to the following:

RECITALS
A. On or about April 28, 2023, the City and GILLIG entered into Agreement Number 1164 (CCS) for purchase of fifteen (15) 35-foot battery electric buses (“Original Agreement”).

B. The City and GILLIG desire to modify the Original Agreement to purchase thirty (30) additional 40-foot battery electric buses and to increase the agreement price to pay for those additional buses.

TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Original Agreement as follows:

1. Section 2 of the Original Agreement entitled “PURCHASE OF BUSES” shall be modified by adding the following paragraph:

Additional Buses. GILLIG will perform all of the additional services (“Additional Services”) described in Exhibit A-1, Scope of Services. GILLIG will complete the Additional Services in accordance with Exhibit B-1, Budget.

2. Section 3 of the Original Agreement entitled “Payment” shall be modified by adding the following paragraph:

Payment. The City will compensate GILLIG for the Additional Services in an amount not to exceed forty-three million, five hundred fifty-three thousand, one hundred forty dollars ($43,553,140) as set forth in Exhibit B-1.

The total agreement price for services pursuant to the Original Agreement and this First Modification shall not exceed sixty-one million, seven hundred thousand, eight hundred ten dollars ($61,700,810).

3. Exhibit A-1 and Exhibit B-1 are attached hereto incorporated herein by this reference.

4. Execution in Counterparts. This First Modification may be executed in counterparts with the same effect as if both parties hereto had executed the same document. All counterparts shall be construed together and shall constitute a single modification. Any signature to this First Modification transmitted electronically through Docusign Envelope ID: 342E8ADF-67F7-4DCC-B81C-061BD11EBFAD 5/21/2025

4.B.e
Packet Pg. 505 Attachment: Contract_11364_-_Mod._1 (2) (7707 : Gillig Electric Bus Purchase Contract Modification) 2 Rev. October 2023
DocuSign or PDF shall be deemed an original signature and be binding upon the parties hereto (it being agreed that such electronic signature shall have the same force and effect as an original signature).

5. Except as expressly modified by this First Modification, all other terms and conditions of the Original Agreement shall be and remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this First Modification as of the date and year first written above.

ATTEST:
______________________________

DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________

LANE DILG
City Attorney

CITY OF SANTA MONICA,
a municipal corporation
By:
______________________________

RICK COLE
City Manager
GILLIG Corporation
#VENDOR
By:
_______________________________
Docusign Envelope ID: 342E8ADF-67F7-4DCC-B81C-061BD11EBFAD 5/6/2025
City Attorney

DOUGLAS SLOAN
5/16/2025

GILLIG LLC
William F. Fay, Jr.

Vice President Sales
5/21/2025
Interim City Manager
Elaine Polachek
5/21/2025
Nikima Newsome
City Clerk

4.B.e
Packet Pg. 506 Attachment: Contract_11364_-_Mod._1 (2) (7707 : Gillig Electric Bus Purchase Contract Modification) 3 Rev. October 2023
Exhibit A-1
Scope

ITEM STATE OF WASHINGTON, WA SANTA MONICA VARIANCE

EXTERIOR STYLING PACKAGE LOW FLOOR PLUS LOW FLOOR PLUS -

CUMMINS EV TRACTION MOTOR,

INVERTERS & POWER

MANAGEMENT SYSTEMS

INCLUDED REQUIRED -

ESS ENERGY STORAGE SYSTEM
WITH 6 BATTERY ENCLOSURES
TOTALING588 KWH CAPACITY
INCLUDED ESS ENERGY STORAGE SYSTEM WITH 7

BATTERY ENCLOSURES TOTALING
686 KWH CAPACITY
64,573.00

DEPOT PLUG-IN CHARGING PORT
PER SAE J1772
(1) CCS TYPE 1 CONNECTOR
(REAR - CURBSIDE)
(2) CCS TYPE 1 CONNECTOR
(REAR - CS & FRONT - SS)
6,850.00

OVERHEAD CHARGE RAILS NOT INCLUDED NOT REQUIRED -
ASSET WORKS FJ3 VIB NOT INCLUDED REQUIRED 814.00

REGENERATION LIGHT TO REAR OF
BUS
NOT INCLUDED REQUIRED 180.00

COOLANT FILTER FOR EBUS

APPLICATION

INCLUDED REQUIRED -

BRAKES DISC BRAKES DISC BRAKES -
BRAKE VALVE BENDIX E-8 BENDIX E-10 192.00

AXLE HUB SEALS GREASE SEALS GREASE SEALS -

MERITOR FRONT & REAR AXLES INCLUDED REQUIRED -

MAGNETIC AXLE DRAIN PLUGS INCLUDED REQUIRED -

ELECTRONIC STABILITY CONTROL INCLUDED REQUIRED -

AUTOMATIC TRACTION CONTROL INCLUDED REQUIRED -

HILL HOLDER SWITCH MOUNTED

AT DASH

NOT INCLUDED NOT REQUIRED -

HUBODOMETER NOT INCLUDED NOT REQUIRED -

WHEEL MOUNTING HUB PILOTED HUB PILOTED -
WHEELS (6) ALUMINUM

FULL POLISHED WHEELS
(6) ALUMINUM

FULL POLISHED WHEELS
-

DURAFLANGE WHEELS NOT INCLUDED NOT REQUIRED -

TIRES CUSTOMER SUPPLIED CUSTOMER SUPPLIED -

ELECTRIC STEERING ASSIST NOT INCLUDED NOT REQUIRED -
VIP TEXTURED STEERING WHEEL NOT INCLUDED REQUIRED 79.00

GAUGES IN REAR RUN BOX ELECTRIC FORSTER GAUGE ELECTRIC FORSTER GAUGE -

POWER PORT AT REAR RUN BOX

FOR LAPTOP
NOT INCLUDED REQUIRED 210.00
SWAT SWITCH NOT INCLUDED REQUIRED 270.00

ELECTRIC HYDRAULIC PUMP INCLUDED REQUIRED -

ELECTRICAL TOW CONNECTION NOT INCLUDED NOT REQUIRED -

AD-IP AIR DRYER FOR EBUS

APPLICATION

INCLUDED REQUIRED -

REMOTE MTD INTERLOCK TEST
PORTS
NOT INCLUDED REQUIRED 180.00
ENGINE SKID PROTECTION NOT INCLUDED REQUIRED 519.00

PAINT PROTECTION FILM TO REAR

I/O PANEL DOOR
NOT INCLUDED REQUIRED 222.00
A-POST SKID PLATES NOT INCLUDED REQUIRED - CS & SS 206.00

HORN SPLASH SHIELD NOT INCLUDED NOT REQUIRED -
LEVEL 2 INSULATION INCLUDED REQUIRED -
BATTERY TYPE (2) ODYSSEY AGM GROUP 31 (2) ODYSSEY AGM GROUP 31 -

CRIMPED & SOLDERED ENDS
(CHASSIS CABLE CONNECTORS)
NOT INCLUDED REQUIRED 300.00

BATTERY JUMP START CONN INCLUDED
(REAR CONNECTION)

REQUIRED
(FRONT & REAR CONNECTION)
545.00
Docusign Envelope ID: 342E8ADF-67F7-4DCC-B81C-061BD11EBFAD

4.B.e
Packet Pg. 507 Attachment: Contract_11364_-_Mod._1 (2) (7707 : Gillig Electric Bus Purchase Contract Modification) 4 Rev. October 2023

RETAINING SPRINGS FOR BATTERY
DISCONNECT ACCESS DOOR NOT INCLUDED REQUIRED - (2) 150.00 WHEELCHAIR RAMP LIFT-U LU18 LIFT-U LU18 -
TK ELECTRIC HVAC SYSTEM TE18 INCLUDED REQUIRED -
REFRIGERANT R407C R407C -

REFRIGERANT PRESSURE DISPLAY NOT INCLUDED NOT REQUIRED - HINGED HVAC RETURN GRILLE NOT INCLUDED REQUIRED 285.00

DRIVERS HEATER MOTORS BRUSHLESS BRUSHLESS -

FRESH AIR MAKE-UP NOT INCLUDED NOT REQUIRED -

EBUS COLD WEATHER PACKAGE W/

DUAL DIESEL & ELECTRIC FIRED

AUXILIARY COOLANT HEATER

NOT INCLUDED NOT REQUIRED -

FRONT THRESHOLD HEATER NOT INCLUDED NOT REQUIRED -

REAR CURBSIDE HEATER NOT INCLUDED NOT REQUIRED -

UNDERSEAT HEATER NOT INCLUDED NOT REQUIRED -

DASH FAN(S) NOT INCLUDED NOT REQUIRED -

SENSTIVE EDGE REAR DOOR ONLY REAR DOOR ONLY -
REAR DOOR 34" AIR OPEN/SPRING CLOSE 34" ELECTRIC OPEN/ CLOSE - DOOR CONTROLS (FRONT & REAR) AIR-FULL DRIVER CONTROL ELECTRIC-FULL DRIVER CONTROL 6,595.00 VAPOR CLASS W/OVERRIDE SW NOT INCLUDED REQUIRED 4,534.00

VAPOR ELECTRONIC DOOR

CONTROL W/ BUTTONS

NOT INCLUDED NOT REQUIRED -

EXTERIOR FRONT DOOR RELEASE NOT INCLUDED NOT REQUIRED - ELECTRICAL EQUIPMENT CABINET 44" H W/ (2) FANS 44" H W/ (2) FANS -

ELECTRICAL EQUIPMENT CABINET

INTERIOR LIGHTS
NOT INCLUDED REQUIRED 180.00
CS WHEELWELL STORAGE BOX NOT INCLUDED REQUIRED (13-41988F021BW) BLACK

W/GAS SHOCK
630.00
SS WHEELWELL STORAGE BOX NOT INCLUDED REQUIRED 515.00

FRONT CS WHEELWELL

PACKAGE RACK
NOT INCLUDED REQUIRED 150.00

CONTOURED VERTICAL

STANCHIONS
NOT INCLUDED REQUIRED 732.00
PASSENGER INFO STATION NOT INCLUDED INNOCOM IC 21.5/28 2P-IL-SANTA MONICA 419.00 REGISTRATION PERMIT HOLDER NOT INCLUDED (1) 9.13 x 6.13 x .09 42.00

EXTERIOR AD FRAMES NOT INCLUDED NOT REQUIRED -
PASSENGER SEATS AMSECO INSIGHT W/ A.R.M, Q'STRAINT

RESTRAINTS

AMSECO INSIGHT CLASSIC W/ E-LEATHER
FABRIC

W/ CLEARRIDE ANTIMICROBIAL
TREATMENT, W/ 1-Q' POD
W/ SLIM F/U SEATS ON SS, BC55 FLIP

SEATS ON CS & QUANTUM ACTIVATION

BUTTON ON SEAT BOTTOM (PER SANTA

MONICA SPECS)
14,856.00
QUANTUM (CURBSIDE) NOT INCLUDED REQUIRED 15,567.00

FRONT CS & SS WHEELWELL

VERTICAL STANCHION
NOT INCLUDED REQUIRED - CS & SS 300.00
DRIVERS SEAT RECARO ERGO METRO AM80 W/
HEADREST & 2-PT BLACK BELT
USSC G2A W/LEATHER, HEADREST & 3-

POINT ORANGE BELT
5,052.00

SEAT BELT ALARM NOT INCLUDED NOT REQUIRED -
SEAT CUSHION ALARM NOT INCLUDED REQUIRED 185.00

SEAT ARMREST NOT INCLUDED NOT REQUIRED -

PASSENGER SIGNALS PULL CORDS PULL CORDS -
Docusign Envelope ID: 342E8ADF-67F7-4DCC-B81C-061BD11EBFAD

4.B.e
Packet Pg. 508 Attachment: Contract_11364_-_Mod._1 (2) (7707 : Gillig Electric Bus Purchase Contract Modification) 5 Rev. October 2023

STOP REQUEST AT REAR DOOR

STANCHION

NOT INCLUDED NOT REQUIRED -
STOP REQUEST LAMP AT DASH NOT INCLUDED REQUIRED 52.00

DRIVERS BARRIER WRAPAROUND

W/ OUT SCHEDULE HOLDERS

WRAPAROUND

W/ OUT SCHEDULE HOLDERS
-
DRIVERS PROTECTION BARRIER NOT INCLUDED AROW GLOBAL MV308 W/EXTENDED GLASS
7,217.00

MODESTY PANEL FWD OF REAR
DOOR
NOT INCLUDED REQUIRED 303.00
OVERHEAD GRAB STRAPS NOT INCLUDED (10) GREY OUTER PVC & INNER POLYESTER WEBBING STRAP 11"
340.00

STANCHIONS YELLOW POWDER COATED SSTL -

PASSENGER WINDOWS AROW

STD FRAME / UPPER TRANSOM

RICON STD FRAME / UPPER TRANSOM
W/LOCKS, W/4-LAYER GRAFFITI FILM
12,554.00

GLAZING GUARDS NOT INCLUDED NOT REQUIRED -

HEAD LAMPS LED LOW & HIGH BEAMS LED LOW & HIGH BEAMS -
STOP/TAIL/TURN/BACK UP LAMPS 4" ROUND DIALIGHT LED 4" ROUND DIALIGHT LED -

REAR CAP GRILLE LOWER

CENTER STOP LAMPS
(2) 4" RED LED LAMPS (2) 18" RED LED STRIP LAMPS 138.00 AUX BRAKE LAMPS NOT INCLUDED (2) 4" LED AT UPPER REAR HVAC DOOR

CORNERS
250.00

YIELD SIGN NOT INCLUDED NOT REQUIRED -

BATTERY COMPARTMENT LAMPS NOT INCLUDED NOT REQUIRED -

INTERIOR LAMPS LED I/O CONTROLS LED I/O CONTROLS -

PLEASURE RADIO NOT INCLUDED NOT REQUIRED -
2-WAY RADIO PRE-WIRE W/ ANTENNA PRE-WIRE W/ ANTENNA -

PA SYSTEM/VOICE ANNUCIATOR STD REI INCLUDED W/ CLEVER DEVICES ITS -

CAD / AVL ITS SYSTEM NOT INCLUDED
CLEVER DEVICES W/ IVN5, W/ IBR1700

ROUTER & ANTENNA
CLEVER VISON W/ 37" MONITOR,
APC (BOTH DOORS) & EVMS 1-YR ONLY
(SAAS) ANNUAL FEE
(PER SANTA MONICA NEW SPECS)
56,579.00

INTERIOR LED STOP REQUEST SIGN
(REAR OF BUS) NOT INCLUDED REQUIRED
2,325.00

DRIVERS SPEAKER NOT INCLUDED NOT REQUIRED -

HAND HELD MIC NOT INCLUDED NOT REQUIRED -

BOOM MIC INCLUDED REQUIRED -

HEATED FRONT GLAZING NOT INCLUDED NOT REQUIRED -

DESTINATION SIGNS TWIN VISION AMBER (FRONT, CS &
REAR)

LUMINATOR WHITE (FRONT,

CURBSIDE & REAR)
5,734.00
FRONT RUN SIGN NOT INCLUDED LUMINATOR WHITE LED 1,732.00

FAREBOX PRE-WIRE ONLY PRE-WIRE ONLY -

FAREBOX GUARD INCLUDED REQUIRED -
CEILING MTD FAREBOX LAMP NOT INCLUDED REQUIRED 121.00

TRANSFER CUTTER NOT INCLUDED NOT REQUIRED -
TAP CARD VALIDATOR NOT INCLUDED CUBIC PREWIRE ONLY 958.00 TELEMATICS SYSTEM 2-YEAR SUBSCRIPTION

VIRICITI CLOUD BASED SYSTEM
2-YEAR SUBSCRIPTION

VIRICITI CLOUD BASED SYSTEM
-

FULL COMPOSITE FLOOR INCLUDED REQUIRED -

FLOORING MATERIAL ALTRO ALTRO CHROMA META -
INTERIOR SIDEWALL MATERIAL STD MELAMINE LEATHER GRAINED ALUMINUM 1,545.00 SOUND INSULATION AT 3RD DECK

AND REAR STEPS
NOT INCLUDED REQUIRED 315.00
FLOORING TRIM MATERIAL STD RUBBER SSTL 857.00
ROOF HATCHES (1) REAR - MANUAL (1) REAR - MANUAL -
EXTERIOR MIRRORS 8" X 8" 1-PC,

NON-HEATED W/ REMOTE
8" X 11" 1-PC W/5x7 CONVEX

HEATED W/ REMOTE
473.00
Docusign Envelope ID: 342E8ADF-67F7-4DCC-B81C-061BD11EBFAD

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TURN SIGNAL INDICATOR

ON MIRROR
NOT INCLUDED REQUIRED - CS & SS 250.00
DRIVER SUNSHADE CORD RELEASE FLEXI VISOR 50.00

FIRE SUPRESSION

WITHOUT ESS SUPRESSION
AMEREX V-25 W/ BACK-UP BATTERY AMEREX V-30 SAFETY NET W/ 72 HOUR

BACK-UP BATTERY
3,688.00

TRAFFIC LIGHT PREEMPTION NOT INCLUDED NOT REQUIRED -
VIDEO SURVEILLANCE NOT INCLUDED LUMINATOR (12) CAMERA, 4TB DVR & 10"

MONITOR
16,449.00

BACK UP CAMERA NOT INCLUDED NOT REQUIRED -

BIKE RACK SPORTWORKS

MOUNTING BRACKETS ONLY

SPORTWORKS

MOUNTING BRACKETS ONLY
-
BIKE RACK MIRROR NOT INCLUDED REQUIRED 50.00
BIKE RACK DEPLOYED LAMP NOT INCLUDED REQUIRED AT DASH 275.00

MEDICAL AID KIT NOT INCLUDED NOT REQUIRED -

BLOODBORN PATHOGEN KIT NOT INCLUDED NOT REQUIRED -

WHEEL CHOCKS (SET) NOT INCLUDED NOT REQUIRED -

FIBEROPTIC DASH PANEL

BACKLIGHTING
NOT INCLUDED REQUIRED 1,171.00

ELECTRONIC MFD MULTI FUNCTION

DASH DISPLAY (MFD II)

INCLUDED REQUIRED -
12V POWER PORT AT DASH NOT INCLUDED NOT REQUIRED -

CUP HOLDER NOT INCLUDED NOT REQUIRED -
WASTE CONTAINER NOT INCLUDED REQUIRED 234.00

I/O PROGRAM MODULE NOT INCLUDED NOT REQUIRED
ADJUSTABLE PEDALS NOT INCLUDED REQUIRED 1,556.00
EXTERIOR PAINT 1-COLOR 2-COLOR 2,961.00
CLEAR COAT BUS NOT INCLUDED REQUIRED 1,238.00
EXTERIOR GRAPHICS BUS NUMBERS ONLY SANTA MONICA, CA CUSTOM GRAPHICS 2,268.00 ROOF NUMBERS NOT INCLUDED REQUIRED 150.00
WARRANTY (BASIC BUS) 24 MONTHS / 100,000 MILES 24 MONTHS / 100,000 MILES -

WARRANTY - (STRUCTURAL

INTEGRITY CORROSION)
144 MONTHS / 500,000 MILES 144 MONTHS / 500,000 MILES - WARRANTY - ESS (BATTERIES) 72 MONTHS / 300,000 MILES 72 MONTHS / 300,000 MILES - WARRANTY - (TRACTION MOTOR) 36 MONTHS / 100,000 MILES 36 MONTHS / 100,000 MILES - WARRANTY - (HVAC TK ELECTRIC) 36 MONTHS / UNL MILES 36 MONTHS / UNL MILES -

WARRANTY (ALL OTHERS) BASE COVERAGE PER

WASHINGTON CONTRACT

BASE COVERAGE PER

WASHINGTON CONTRACT
-

TRAINING NOT INCLUDED NOT REQUIRED -
TOTAL SANTA MONICA, CA VARIANCES 247,165.00
STATE OF WASHINGTON, WA 40' BATTERY ELECTRIC LOW FLOOR BASE UNIT PRICE (FEB 2021) 813,044.00 DELIVERY 1,898.00
SANTA MONICA, CA 40' BATTERY ELECTRIC LOW FLOOR PLUS NON-ADJUSTED BASE UNIT PRICE 1,062,107.00 PPI 1413 ADJUSTMENT PER WA STATE CONTRACT AMENDMENT #1 = 11.78% 95,777.00 PPI 1413 ADJUSTMENT PER WA STATE CONTRACT AMENDMENT #3 = 15% 136,323.00 PPI 1413 ADJUSTMENT PER WA STATE CONTRACT AMENDMENT #4 = 7.15% (ONE TIME REDUCTION TO 5%) 52,257.00 SPARE / TOOLING BUDGET (1%) 13,465.00
SANTA MONICA, CA 40' BATTERY ELECTRIC LOW FLOOR PLUS CURRENT ADJ PRICE (10/28/2024) 1,359,929.00

NON -TAXABLE ITEMS CALCULATIONS
NON-TAXABLE ADA EQUIPMENT 35,118.00
DELIVERY 1,898.00

TRAINING -
SANTA MONICA, CA NON-TAXABLE ITEMS 37,016.00

CURRENT BUS PRICE CALCULATIONS INCLUDING CA SALES TAX
SANTA MONICA, CA 40' BATTERY ELECTRIC UNIT PRICE (NON-TAXED) 1,359,929.00 SANTA MONICA, CA NON-TAXABLE ITEMS (37,016.00)
SANTA MONICA, CA 40' BATTERY ELECTRIC TAXABLE PRICE 1,322,913.00 ADD CALIFORNIA SALES TAX - SANTA MONICA, CA (10.25% ADJUSTED TO 6.3125% ZERO EMISSION) 83,509.00 Docusign Envelope ID: 342E8ADF-67F7-4DCC-B81C-061BD11EBFAD

4.B.e
Packet Pg. 510 Attachment: Contract_11364_-_Mod._1 (2) (7707 : Gillig Electric Bus Purchase Contract Modification) 7 Rev. October 2023
SANTA MONICA, CA NON-TAXABLE ITEMS 37,016.00
SANTA MONICA, CA 40' BATTERY ELECTRIC BUS CURRENT ADJUSTED PRICE, W/ CA SALES TAX (10/28/2024) 1,443,438.00 Docusign Envelope ID: 342E8ADF-67F7-4DCC-B81C-061BD11EBFAD

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Packet Pg. 511 Attachment: Contract_11364_-_Mod._1 (2) (7707 : Gillig Electric Bus Purchase Contract Modification) 8 Rev. October 2023
Exhibit B-1
Budget
Base Price for each BEB (February 2021) 813,044
City and DOT technical requirements 247,165
Delivery 1,898
Pre-tax unit price 1,062,107
PPI Adjustment per WA Contract (2021-2024) 297,822
Current Pre-Tax Unit Price 1,359,929
Applicable taxes 83,509
Total current unit price including taxes 1,443,438
Price for 30 electric buses 43,303,140
Spare Parts 150,000
Training 100,000
Total Contract Amount Not to Exceed 43,553,140
Docusign Envelope ID: 342E8ADF-67F7-4DCC-B81C-061BD11EBFAD

4.B.e
Packet Pg. 512 Attachment: Contract_11364_-_Mod._1 (2) (7707 : Gillig Electric Bus Purchase Contract Modification)

4.B.f
Packet Pg. 513 Attachment: 11364_CSA_Mod. 2 [Revision 1] (7707 : Gillig Electric Bus Purchase Contract Modification)

4.B.f
Packet Pg. 514 Attachment: 11364_CSA_Mod. 2 [Revision 1] (7707 : Gillig Electric Bus Purchase Contract Modification)

4.B.f
Packet Pg. 515 Attachment: 11364_CSA_Mod. 2 [Revision 1] (7707 : Gillig Electric Bus Purchase Contract Modification)

4.B.f
Packet Pg. 516 Attachment: 11364_CSA_Mod. 2 [Revision 1] (7707 : Gillig Electric Bus Purchase Contract Modification) 1 David Yakobson
From: Kevin McKeown <[email protected]>
Sent: Tuesday, August 4, 2026 10:15 PM
To: councilmtgitems
Cc: Caroline Torosis; Jesse Zwick; Lana Negrete; Dan Hall; Ellis Raskin; Barry Snell; Natalya Zernitskaya; Oliver Chi; Anuj Gupta
Subject: Item 4-B: More electric buses!
Follow Up Flag: Follow up
Flag Status: Completed

EXTERNAL
Eleven years ago the United Nations invited me, as Santa Monica’s Mayor, to present the Big Blue Bus electrification story at the COPS-21 climate conference in Paris.

Delegates from around the world were gathered to contemplate how humanity might respond to our climate crisis. Our electric buses of Santa Monica’s Big Blue fleet were one of the success stories they heard.

Replacing old CNG buses with electric ones has taken time, of course. This is another step forward. Please vote to go ahead.

Thanks,
Kevin McKeown
————————————
K e v i n M c K e o w n
https://urldefense.com/v3/__http://www.mckeown.net__;!!OfuUnHCITYtmmjM!tE9-BBRV3KKEkBRqbZHtGDfRRl1vI-4D05xvv6_5dhetOaYA5Go-a0UnWHtODGk42A4eC8q5dvK3TxDiXzS8FR8Qf4$ Choose to be conscious
————————————
Item 4-B
August 11, 2026
Item 4-B
August 11, 2026

4.B.g
Packet Pg. 517 Attachment: Written Comments (7707 : Gillig Electric Bus Purchase Contract Modification) Agenda Item #4B
August 11, 2026
Santa Monica Department of Transportation
Battery Electric Bus
Purchase
Item 4-B
August 11, 2026
Item 4-B
August 11, 2026

4.B.h
Packet Pg. 518 Attachment: PowerPoint Presentation (7707 : Gillig Electric Bus Purchase Contract Gillig Battery Electric Bus Cost Increase Summary –
Per Unit increase from December 2024 Council Report
• Producer Price Increases (PPI)
• Uses annual PPI for Truck and Bus Bodies (PPI 1413)
• PPI Increase 1 –11.78%
• PPI Increase 2 –15%
• PPI Increase 3 –7.15%
• PPI Increase 4 –3.79%
• Total PPI Cost Increase from 2024 Order -$65,460
• Santa Monica specification cost increases -$32,137
• Santa Monica specified equipment include CAD/AVL system, destination signs, video surveillance system, passenger seating, and extra high-voltage battery pack
• Sales Tax -$62,093
Item 4-B
August 11, 2026
Item 4-B
August 11, 2026

4.B.h
Packet Pg. 519 Attachment: PowerPoint Presentation (7707 : Gillig Electric Bus Purchase Contract Electric Bus Funding Sources
• 80% of transit Bus funding comes from Federal Section 5307 Funds • Federal Funds allocated based on formula
• Funds are dispensed on a reimbursement basis
• May be used for the following activities
• Capital investment in buses
• Bus and Bus Stop Facilities
• SMDOT uses these funds exclusively for bus purchases
• 20% of funding comes from CA’s TIRCP grant program
• Transit and Intercity Rail Capital Program competitive grant • Funds are dispensed on a reimbursement basis
• Received $53.3 Million in 2024 to fund electric bus charging infrastructure and purchase of electric buses
Item 4-B
August 11, 2026
Item 4-B
August 11, 2026

4.B.h
Packet Pg. 520 Attachment: PowerPoint Presentation (7707 : Gillig Electric Bus Purchase Contract City Council
Report
City Council Meeting: August 11, 2026
Agenda Item: 4.C
1 of 8
To: Mayor and City Council
From: Christopher Dishlip, Director of Public Works, Engineering Services Division Subject: Award Bid #SP2574 to Alfaro Communications Construction, Inc. for Construction Services for the Street Lighting Modernization Program – Package 2, and Authorization to Enter Into a Third Modification to Agreement #9337 with Willdan Engineering for Design and Construction Support Services
Recommended Action
Staff recommends that the City Council:

1. Adopt findings of Categorical Exemption pursuant to Section 15302 (Replacement or Reconstruction), and 15303 (New Construction or Conversion of Small Structures) of the California Environmental Quality Act (CEQA) Guidelines;

2. Award Bid #SP2574 to Alfaro Communications Construction, Inc. for construction services for the Street Lighting Modernization Program – Package 2 project for the Public Works Department;

3. Authorize the City Manager to execute a contract with Alfaro Communications Construction, Inc. in an amount not to exceed $4,276,998.00 (including a 15% contingency), with future year funding contingent on Council budget approval; and

4. Authorize the City Manager to execute a third modification to agreement #9337 (CCS) in the amount of $50,000 with Willdan Engineering for design and construction support services for the Public Works Department. This would result in a nineteen-year amended agreement with a new total amount not to exceed $685,000, with future year funding contingent on Council budget approval.

Summary
The Street Lighting Modernization Program – Package 2 (Project) would convert aging high-voltage series street lighting circuits to modern 120-volt multiple circuits and replace older luminaires with energy-efficient light emitting diodes (LED) fixtures. The Project would consist of three coordinated street-lighting improvements: (1) the

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conversion of high-voltage circuits, (2) the Copper Wire Protection Program which would install security lids and related improvements to protect street lighting infrastructure from copper wire theft, and (3) the Olympic Drive Lighting Enhancements, which would improve lighting along Olympic Drive adjacent to Tongva Park to enhance pedestrian visibility and public safety. Bundling these capital improvements into a single construction contract allows the City to streamline construction, reduce mobilization costs, and coordinate work within overlapping corridors. Staff recommends awarding Bid # SP2574 to Alfaro Communications Construction, Inc. and executing an agreement in an amount not to exceed $4,276,998.00 (including a 15% contingency) to provide construction services. Staff also recommends amending agreement #9337 (CCS) with Willdan Engineering for a new total amount not to exceed $685,000 and extending the agreement for an additional three years to December 31, 2030, for design and construction support services to support the Street Lighting Modernization Program.

Discussion
Street Lighting Modernization Program
The Street Lighting Modernization Program consists of five projects to convert the City’s remaining series circuits to multiple circuits (Figure 1). • Package 1: Completed in November 2018.
• Package 2: The current Project, if awarded, is anticipated to be completed in 2027.
• Package 3: Completed in May 2025.
• Package 4: Staff anticipates the design for this package to be completed in FY2026-27, followed by construction in FY2027-28.
• Package 5: Staff anticipates that the final package would be designed and constructed in FY2027-28 and FY2029-30, contingent on budget availability.

The total cost to complete the remaining two packages (Packages 4 and 5) is estimated to be $17-19 million.

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Figure 1. Street Lighting Modernization Program Map
Street Lighting Modernization Program – Package 2
The Project would convert existing high-voltage series street lighting circuits to modern 120-volt multiple circuits and replace aging luminaires with energy-efficient LED fixtures.

The project includes replacement of existing electrical wiring, installation of new conduits and pull boxes, installation of new electrical service equipment, and replacement of existing luminaires. These improvements would enhance system reliability, reduce maintenance requirements, and allow the City to benefit from energyefficient lighting technology. The Project would modernize street lighting on the following streets in the Ocean Park neighborhood:
• Second Street from Strand Street to southern City limits. • Third Street from Pico Boulevard to southern City limits. • Fourth Street from Pico Boulevard to Hill Street.

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• Ozone, Navy, and Marine Streets from Highland Avenue to Lincoln Boulevard.

Copper Wire Protection Program
The Copper Wire Protection Program addresses ongoing copper wire theft from street lighting infrastructure throughout the City. Theft of copper wiring from street lighting pull boxes can disable entire lighting circuits, resulting in dark streets and increased maintenance costs. The Project would install tamper-resistant security lids and related improvements at street lighting pull boxes in an area of the City bounded by Pico Boulevard to the north, Lincoln Boulevard to the east, Ocean Avenue to the west, and the southern City limit to the south, to deter theft and protect City infrastructure.

Olympic Drive Lighting Enhancements
The Olympic Drive Lighting Enhancements project would install new lighting improvements on Olympic Drive adjacent to Tongva Park to improve nighttime visibility and enhance safety for pedestrians and cyclists. The Project would install six new pedestrian lighting poles with associated conduit, wiring, and service connections to improve illumination levels along the corridor.

Design and Construction Support Services
Staff recommends authorizing a third modification to professional services agreement #9337 (CCS) with Willdan Engineering to provide additional funding for design and construction support services for the Street Lighting Modernization Program – Package

4. Additional funds are needed for both design and construction phases to update the Package 4 plans and specifications to include the installation of new pedestrian lighting poles with receptacles to provide electrical infrastructure for holiday tree lighting along Montana Avenue from 6th Court to 17th Street, and to perform additional coordination with Southern California Edison.

Past Council Actions

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Meeting Date Description
2/8/2011 (Attachment A) Awarded RFP for Street Lighting Design Services (SP2121) to Willdan Engineering
9/27/2016 (Attachment B) Awarded bid #SP2406 for Street Lighting Modernization – Package 1
7/18/2023 (Attachment C) Awarded bid #SP2598 for Street Lighting Modernization – Package 3 and authorized Modification #2 to professional services agreement #9337 (CCS) with Willdan Engineering Vendor Selection – Construction Services
Bidder Recommendation
Best Bidder Alfaro Communications Construction, Inc.

Evaluation Criteria The following criteria listed under SMMC Section 2.24.100(a) were determined to be applicable in selecting the best bidder:
(1) Price; (2) The ability, capacity, and skill of the bidder to perform or provide the materials or services; (3) The capacity of the bidder to perform the contract or provide the service promptly, within the time specified, and without delay or interference; (4) The sufficiency of the bidder's financial resources; and (5) The character, integrity, reputation, judgment, training, experience, and efficiency of the bidder.

Municipal Code SMMC 2.24.100(a)
Bid Data
Date
Posted Posted On
Advertise In
(City Charter & SMMC)
Vendors
Downloaded
Date Publicly
Opened
5/21/2026 City's Online
Bidding Site
Santa Monica Daily
Press
65 6/22/2026
Best Bidder Justification
Submittals Received
Elecnor Belco
Electric, Inc. $3,645,960.00 Servitek Electric, Inc. $4,778,992.00 Alfaro
Communications
Construction, Inc.
$3,719,128.51 Select Electric, Inc. $4,877,113.00
International Line
Builder’s, Inc. dba
ILB Electric
$4,599,635.00 Crosstown Electrical
and Data, Inc. $5,513,945.00

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Staff recommends awarding Bid #SP2574 to Alfaro Communications Construction, Inc. as the best bidder based on the evaluation of the applicable criteria identified in SMMC Section 2.24.100(a), including the contractor's bid price; ability, capacity, and skill to perform the work; capacity to complete the work within the required schedule and without delay or interference; sufficiency of financial resources; and demonstrated character, integrity, reputation, judgment, training, experience, and efficiency. The contractor's qualifications were supported by previous experience completing electrical improvements for state and municipal agencies throughout California, including, but not limited to, Caltrans Districts 3, 7, and 8 fiber optic cable upgrades, communications system installations, ramp metering systems, traffic signal modifications, and lighting improvements, and the City of Industry’s Nelson Avenue Intersection Improvements at Puente Avenue and Sunset Avenue. In addition, references contacted by City staff confirmed satisfactory performance on similar projects. The City rejected the bid of the apparent low bidder, Elecnor Belco Electric, Inc., based on a bidding irregularity in the bid pricing table that was self-disclosed by the bidder after the close of bidding.

Community Outreach
Construction is expected to begin in fall 2026 and last for nine months. Prior to and during construction, the contractor, Alfaro Communications Construction, Inc., would distribute construction notifications to residents and businesses located near project areas. Notifications would provide information regarding project scope, construction schedules, and potential traffic or access impacts. Periodic updates would be provided as necessary through construction notices and the City’s communication channels.

Social media would be utilized to notify the public about general construction updates.

Environmental Review
The award contract for the Street Lighting Modernization Program is categorically exempt from CEQA pursuant to Section 15302 (Class 2 - Replacement or Reconstruction) and Section 15303 (Class 3 – New Construction or Conversion of Small Structures) of the CEQA Guidelines. Section 15302 exempts the replacement or reconstruction of existing structures and facilities where the new structure would be located on the same site as the structure replaced and would have substantially the same purpose and capacity as the structure replaced. Section 15303 exempts the construction and location of limited numbers of new, small facilities or structures; the installation of small new equipment and facilities in small structures; and the conversion

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of existing small structures from one use to another where only minor modifications are made to the exterior of the structure. This project would replace the existing street lighting system with a new street lighting system, which would include new pedestrian lighting poles. Therefore, the project is exempt pursuant to Sections 15302 and 15303.

Furthermore, none of the exceptions to categorical exemptions set forth in the CEQA Guidelines, Section 15300.2, apply to these exemptions.

Financial Impacts and Budget Actions
Staff seeks authority to approve available funding from the General and Local Return Funds to award a contract with Alfaro Communications Construction, Inc. to provide construction services for the Street Lighting Modernization Program – Package 2 Project. Funds are currently budgeted in the Capital Improvement Program and have been set aside for this project.

Contract Request Construction
Funding
Source
FY 2026-27
Request
Amount
CIP Account # Account
Description
Total Contract
Amount
Local Return $1,373,380 C2704590.689110
Streetlight
ModernizationMeasure M$1,373,380
Local Return $1,001,647 C2704590.689120
Streetlight
ModernizationMeasure R$1,001,647
Local Return $1,156,613 C2704590.689130
Streetlight
ModernizationProp C$1,156,613
General Fund $50,000 C0104590.689000 Streetlight
Modernization $50,000
General Fund $595,000 C0109130.689000
Copper Wire
Protection
Program
$595,000
General Fund $100,358 C0107920.689000 Park Safety
Enhancements $100,358
Total Construction $4,276,998

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Packet Pg. 527
8 of 8
Staff also seeks authority to approve available funding from the General Fund to increase the amount of professional service agreement #9337 with Willdan Engineering for design and construction support services for the Street Lighting Modernization Program. Funds are currently budgeted in the Capital Improvement Program and have been set aside for this project.

Agreement Modification Request
Agreement # Current
Authorized
Amount
FY 2026-27
Budget Request
Amount
CIP Account # Total Revised
Contract Amount
9337 $635,000 $50,000 C0104590.689000 $685,000
Future year funding is contingent on Council budget approval.

Prepared By: Saman Nedjati, Civil Engineer
Approved Forwarded to Council
Attachments:

A. February 8, 2011 Staff Report
B. September 27, 2016 Staff Report (Web Link)
C. July 18, 2023 Staff Report (Web Link)
D. PSA #9337
E. PSA #9337 Modification #1
F. PSA #9337 Modification #2
G. California Levine Act Disclosure - Willdan
H. Oaks Initiative Disclosure Form - Willdan
I. California Levine Act Disclosure - Alfaro
J. Oaks Initiative Disclosure Form - Alfaro

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Packet Pg. 528
City Council Meeting: February 8, 2~110"
Agenda Item:

To: Mayor and City Council
From: Martin Pastucha, Director of Public Works
Subject: Professional Services Agreement for Street Lighting Design Services Recommended Action
Staff .recommends that the City Council authorize the City Manager to negotiate and execute a professional services agreement with Willdan Engineering, aCalifornia-based company, in an amount not to exceed $ 429,000 to provide street lighting design services for the multi-year street light conversion program.

Executive Summary
The street light conversion program will replace all remaining high-voltage street lighting circuits and fixtures on various streets with modern, safe, reliable and energy-efficient T20-volt street lighting-circuits and fixtures. Willdan Engineering is recommended to provide street lighting design services for the conversion program in an amount not to exceed $429,000,
Discussion
The multi-year street light conversion program will replace aII remaining high-voltage street lighting circuits and fixtures with modern, safe, reliable and energy-efficient 120- volt street lighting circuits and fixtures. The multi-year street light conversion program is a 15-year program, approximately 60% complete. Staff anticipates completion of this program in FY2014-15. This program is coordinated with sidewalk replacement and street resurfacing projects.

Attachment 1 of this staff report provides the phasing and locations for the multi-year conversion program. The street lighting design consultant will develop construction documents, including plans specifications-and cost estimates, which will be used to issue construction contracts to implement the multi-year street light conversion program. 1 4.C.a
Packet Pg. 529 Attachment: February 8, 2011 Staff Report (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2) Consultant Selection
On March 29, 2010, the City issued a Request for Proposals ( RFP) for street lighting design services related to the multi-year street light conversion program. The RFP was made available on the City's online bidding system, PlanetBids. Sixty prospective bidders made requests for the RFP. and eight proposals were received on April 22, 2010. Proposals were reviewed by a selection committee comprised of Public Works staff from the Engineering and Facilities Maintenance Divisions. Each proposal was ranked based on specific criteria including understanding of the project scope, past experience with similar projects, qualifications of key personnel, and quality of deliverables. Interviews were conducted with the top four ranked firms to evaluate the qualifications and experience of the proposed personnel. Staff recommends Willdan Engineering located in the City of Industry, California, as the best qualified firm. Willdan Engineering recently completed similar projects for the cities of Newport Beach, Anaheim and South Gate successfully. Willdan's
proposed project team has extensive
experience with conversion of municipal high voltage series street Ilght circuits to low voltage circuits. Willdan's staff demonstrated athorough understanding of the scope and objectives of the project and provided details on their quality assurance and quality control plan. References for the cities of Newport . Beach and South Gate were contacted and reported that Willdan's work was completed on schedule, within budget and project deliverables were of good quality. Additionally, Willdan's proposed fee and hourly rates were competitive with other firms.
2 4.C.a
Packet Pg. 530 Attachment: February 8, 2011 Staff Report (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2) Financial Impacts & Budget Actions
The total cost for street lighting design services to implement the multi-year street light conversion program is $429,000 including a 10% contingency. Funds are included in the FY2010-11 budget in account number 0010724.589000 -Street & Park Lighting Retrofit.

Prepared by: Allan Sheth, Civil Engineering Associate
Approved:

Martin
C~
Pastucha
Director of Public Works
Forwarded to Council:

Rod Gould
City Manager
Attachment 1 - Multi Year Street Light Conversion Program and Map 3 4.C.a
Packet Pg. 531 Attachment: February 8, 2011 Staff Report (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

ATTACHMENTI
City of Santa Monica
Multi Year Street Light Conversion Program
The City's multi-year conversion program will convert the existing 5KV series street lighting systems within the City to 120V multiple systems. For capital program funding and budgeting purposes the remaining 5KV series systems within the City have-been divided into five contract package groups as indicated in the attached map and the list below. For design and construction purposes it is anticipated that five separate bidding/project documents will be developed by the consultant selected pursuant to this process.

List of remaining 5KV series street lighting systems grouped by contract package see attached map as well)

CIRCUIT

NUMBER LOCATION
APPROX.

LENGTH (ft.)
Contract Package 1 (FY 2010/71)
4 25th Street -San Vicente to Montana 5,201
5 24th Street -San Vicente to Montana 5,309
6 23th Street -San Vicente to Montana 5,550
21 18th 8 19th Streets -San Vicente to Montana 11,362
8 22nd Street -San Vicente to Montana 5,470
11 21st Place -San Vicente to Montana 5,479
13 20th & 21st Streets -San Vicente to Montana 10,976
Contract Package 2 (FY 2011/12)
23 22nd Street -Montana to Washington, 21st Street -Montana to Idaho 3,184 45 Montana Ave - 12th Street to 17th Street 4,153
84 Montana Ave - 7th Street to 12th Street 4,258
150 17th Street @ Olympic and I-10 1,160
265 24th Street -Ocean Park to Grant Elementary 610
300 4th Street -Pico to Hill 7,421
Contract Package 3 (FY 2012/13)
25 Montana Ave @ 20th Street 403
114 16th Street -Santa Monica to Colorado 1,718
172 14th Street -Olympic to Pico 2,721
297 3rd Street -Pico to SE City Limit 8,320

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Packet Pg. 532 Attachment: February 8, 2011 Staff Report (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2) ATTACHMENT1
List of remaining 5KV series street lighting systems grouped by contract package see attached map as well)

CIRCUIT

NUMBER LOCATION
APPROX.

LENGTH (ft.)
308 Oak Street - 11th to Euclid, Euclid Street -Hill to Oak, Hill Street - 11th to 14th
3,029
318 2nd Street -Strand to SE City Limit 6,253
Contract Package 4 (FY 2013/14)
9 Stanford Street -Montana to Washington 1,498
91 15th & 16th Streets -Wilshire to Arizona, Arizona Ave - 15th to 16th Ct.
2,409
92 Stewart Street -Colorado to Exposition 4,234
102 Pennsylvania Ave - 26th Street to Steward 1,968
212 11th Street -Pico to Olympic 2,889
335 Area bounded by Highland, Ozone, Lincoln and Marine 4,368 Contract Package 5 (FY 2014/15)
242 Area bounded by Pico, Lincoln, Ocean Park and 16th 10,035 249 Area bounded by Pico, Lincoln, Ocean Park and 16th 6,885 260 Area bounded by Pico, Lincoln, Ocean Park and 16th 5,701 261 Area bounded by Pico, Lincoln, Ocean Park and 16th 6,099 263 Area bounded py Pico, Lincoln, Ocean Park and 16th 3,901 353 . Area bounded by Pico, Lincoln, Ocean Park and 16th 6,891

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Packet Pg. 534 Attachment: February 8, 2011 Staff Report (7764 : Award Construction Bid SP2574 for Street Lighting

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Packet Pg. 535 Attachment: February 8, 2011 Staff Report (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 536 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 537 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 538 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 539 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 540 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 541 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 542 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 543 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 544 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 545 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 546 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 547 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 548 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 549 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 550 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 551 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 552 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 553 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

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Packet Pg. 570 Attachment: PSA #9337 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2) 1 August 2017

FIRST MODIFICATION OF DESIGN CONSULTANT PROFESSIONAL
SERVICES AGREEMENT NO. 9337 (CCS)
This First Modification of Agreement Number 9337 (CCS) (“First Modification”), entered into as of ______________, by and between the City of Santa Monica, a municipal corporation (“City”), and Willdan Engineering (“Willdan”) is made with reference to the following:

RECITALS
A. On or about July 5, 2011, the City and Willdan entered into Agreement Number 9337 (CCS) for design consultant professional services on the following Project:

SP2121 STREET LIGHTING DESIGN SERVICES.

B. The City and Willdan desire to modify the Original Agreement to clarify the agreement duration and project scope, and update consultant billing rates.

TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Original Agreement as follows:

1. Article 2.1.3 of the Original Agreement entitled “Agreement Duration” shall be deleted in its entirety and replaced with the following paragraph:

Agreement Duration. This Agreement begins on the Execution Date and terminates on December 31, 2024 (“Expiration Date”), unless sooner terminated or extended in accordance with the provisions of the Agreement. In the event of delays in the performance of the services beyond the control of the Design Consultant, the City may, at its sole and complete discretion, extend the Expiration Date for a limited time period in writing pursuant to a Notice of Extension issued by the Director of Public Works, City Engineer, Capital Program Manager, or other designee of the City Manager. The Notice of Extension shall specify the revised Expiration Date, and must be issued prior to Expiration Date of the Agreement.”

2. Article 3.1 of the Original Agreement entitled “Additional Services” shall be modified by adding the following paragraph:

Willdan will perform all of the additional services described in Exhibit A-1, Additional Services. Willdan will complete the Additional Services in accordance with Exhibit B-1, Budget Modification 1 Additional Services.

3. Article 5.1.1 of the Original Agreement entitled “Design Consultant’s Fee” shall be modified by adding the following paragraph:

Design Consultant’s Fee. The City will compensate Willdan for the additional services described in Exhibit A-1 in an amount not to exceed DocuSign Envelope ID: B7656BCE-74FA-4E9D-AC2C-53428AD0BD81 10/18/2021

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Packet Pg. 571 Attachment: PSA #9337 Modification #1 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2) 2 August 2017

ONE HUNDRED SIXTY-THREE THOUSAND NINE HUNDRED
SEVENTY-NINE DOLLARS ($163,979), as set forth in Exhibit B-1, Budget Modification 1 Additional Services. The total contract price for services pursuant to the Original Agreement and this First Modification shall not exceed FOUR HUNDRED TWENTY-NINE THOUSAND DOLLARS ($429,000).

4. Exhibit B-1, Budget Modification 1 Additional Services, and Exhibit A-1, Additional Services, are attached hereto and incorporated herein by this reference.

5. Except as expressly modified by this First Modification, all other terms and conditions of the Original Agreement shall be and remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this First Modification as of the date and year first written above.

ATTEST:
______________________________

DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________

JOSEPH LAWRENCE
Interim City Attorney

CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________

DAVID WHITE
City Manager
Willdan Engineering
________________________________
DocuSign Envelope ID: B7656BCE-74FA-4E9D-AC2C-53428AD0BD81 10/11/2021
President
10/13/2021
Vanessa Munoz
10/18/2021 10/25/2021

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Packet Pg. 572 Attachment: PSA #9337 Modification #1 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2) September 16, 2021
Mr. Robert Zak, P.E.

Civil Engineer
City of Santa Monica
Civil Engineering Division
1685 Main Street
Santa Monica, CA 90401
Via email to: [email protected]
Subject: Proposal to Provide Professional Engineering Design Services for the Conversion of Existing 5KV Series Circuit Street Lighting Systems on Various Streets to 120V Multiple Circuit Street Lighting Systems (Packages 4 & 5) and SCE Utility Coordination for Package 3
Dear Mr. Zak:

Willdan Engineering is pleased to submit this proposal to provide professional engineering design services for the conversion of existing 5KV series circuit street lighting systems on various streets to 120V multiple circuit street lighting systems. We understand City staff has identified thirteen (13) existing 5KV series circuits in the northwest part of the City to convert to 120V multiple circuit systems. These converted circuits will be combined to create Contract Packages 4 and 5 under the City’s multi-year street lighting conversion program. The conversion of the 5KV series circuits to 120V multiple circuits will require removal or abandonment of the existing 5KV infrastructure including wiring, conduit, pull boxes, services and luminaries; and the installation of new conduit, wiring, pull boxes, services and LED luminaries. The project limits of each Contract Package are listed below:

Contract Package 4
Circuit
Number Location Approx. Length (ft.)
23 22nd Street – Montana to Washington
21st Street – Montana to Idaho 3,184
45 Montana Ave – 12th Street to 17th Street 4,153
84 Montana Ave – 7
th Street to 12th Street 4,258
114 16th Street – Santa Monica to Colorado 1,718
9 Stanford Street – Montana to Washington 1,498
91 15th & 16th Streets – Wilshire to Arizona
Arizona Ave – 15thto 16th Ct. 2,409
Total 17,220
Exhibit A-1
DocuSign Envelope ID: B7656BCE-74FA-4E9D-AC2C-53428AD0BD81

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Packet Pg. 573 Attachment: PSA #9337 Modification #1 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2) City of Santa Monica
Street Lighting Design Packages 4 & 5
September 16, 2021

Page 2 ends

Contract Package 5
Circuit
Number Location Approx. Length (ft.)
4 25th Street – San Vicente to Montana 5,201
5 24th Street – San Vicente to Montana 5,309
6 23rd Street – San Vicente to Montana 5,550
21 18th & 19th Streets – San Vicente to Montana 11,362
8 22nd Street – San Vicente to Montana 5,470
11 21st Place – San Vicente to Montana 5,479
13 20th & 21st Streets – San Vicente to Montana 10,976
Total 49,347
Additionally, the City has requested Willdan to resume utility coordination with Southern California Edison (SCE) to finalize Package 3 service feed points. The design for Package 3 is complete pending final service maps from SCE.

We also understand that our existing Professional Services Agreement No. 9337 with the City for street lighting design services has a remaining budget of $163,979. In order to stay within the remaining budget, our scope of services will include SCE utility coordination for Package 3, complete PS&E design for Package 4, and preliminary design for Package 5. A separate proposal will be submitted to complete the final design of Package 5 and provide engineering support during construction for Packages 2, 3, 4, and 5.

The following is our scope of work, schedule and fee:

SCOPE OF WORK
SCE Utility Coordination for Package 3

1. Resume coordination of new service feed point locations with Southern California Edison (SCE) for Package 3 design. Once service locations have been established and confirmed with SCE and final design maps have been issued, that information will be incorporated into the final Package 3 street lighting plans.

Exhibit A-1
DocuSign Envelope ID: B7656BCE-74FA-4E9D-AC2C-53428AD0BD81

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Packet Pg. 574 Attachment: PSA #9337 Modification #1 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2) City of Santa Monica
Street Lighting Design Packages 4 & 5
September 16, 2021

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Plans, Specifications, and Estimates (PS&E) for Package 4

1. Meet with the City staff to review specific street lighting design and construction requirements. Obtain record drawings of utility plans, roadway plans, and street lighting plans.

2. Conduct a field review of the entire project limits to verify the accuracy and completeness of existing street lighting data. Topographic features will also be noted which may affect the design of the lighting system. These features include catch basins, trees, utilities, existing streetlights, pull boxes, etc.

3. Mail notices to utility companies in accordance with City’s procedures. Documentation of contacts and responses will be copied to the City. Willdan Engineering will prepare utility notices and deliver them to the City for mailing under City letterhead. If so desired by the City, Willdan Engineering can transmit these notices under Willdan Engineering’s letterhead; however, the City shall be responsible for any fees assessed to Willdan Engineering by the utility companies. In either case, all responses, questions, and correspondence from the utility companies will be addressed to Willdan Engineering’s utility coordinator.

4. Coordinate new service point locations with Southern California Edison (SCE) for Package 4 design. Once service locations have been established and confirmed with SCE and final design maps have been issued, that information will be incorporated into the final Package 4 street lighting plans.

5. Prepare twelve (12) street lighting electrical design plans at 1”=40’ scale on AutoCAD 2018, stamped and signed by a Registered Engineer. The new street lighting will be designed as a 120V multiple circuit street lighting system. The final construction plans shall identify all work to be done, with clear call-outs, construction notes and general notes referencing materials, sizes, depths, distances, dimensions, quantities and manufacturer model numbers for the construction of a fully functional street lighting system consistent with best principles and practices. The construction plans shall include but not be limited to the following:
a. Title Sheet, including vicinity and location maps;
b. General and Construction Notes Sheet;
c. Symbols and Abbreviations Sheet (may be combined with other sheets); d. Electrical Plan Sheets; with load calculations and circuit diagrams where applicable.

We estimate that Package 4 will consist of 12 electrical plan sheets.

6. Provide technical specifications for the installation of the new 120V street lighting systems including conduits, wiring, pull boxes, foundations, luminaries, services, cabinets and other appurtenant components consistent with best practices for street lighting construction. The above technical specifications shall ONLY be required where they differ from the relevant standards and practices defined in the latest edition of the Exhibit A-1
DocuSign Envelope ID: B7656BCE-74FA-4E9D-AC2C-53428AD0BD81

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Packet Pg. 575 Attachment: PSA #9337 Modification #1 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2) City of Santa Monica
Street Lighting Design Packages 4 & 5
September 16, 2021

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“Standard Plans for Public Works Construction” (GREENBOOK) and “Standard Plans for Public Works Construction”.

7. Prepare construction cost estimate for the street lighting design.

8. Submit 90% and 100% PS&E to the City for review and comments.

9. Upon receipt of final comments, make final revisions and submit final PS&E with the plans plotted on mylar for City advertisement and bidding.

Preliminary Design for Package 5

1. Meet with the City staff to review specific street lighting design and construction requirements. Obtain record drawings of utility plans, roadway plans, and street lighting plans.

4. Coordinate new service point locations with Southern California Edison (SCE) for Package 5 design. Once service locations have been established and confirmed with SCE and final design maps have been issued, that information will be incorporated into the final Package 5 street lighting plans.

5. Prepare preliminary design level street lighting electrical design plans at 1”=40’ scale on AutoCAD 2018. We estimate that Package 5 will consist of 20 street lighting plan sheets.

The new street lighting will be designed as a 120V multiple circuit street lighting system.

The preliminary construction plans shall depict all proposed work to be done, with general notes referencing materials, sizes, depths, distances, dimensions, quantities and manufacturer model numbers for the construction of a fully functional street lighting system consistent with best principles and practices. The construction plans shall include but not be limited to the following:
a. Title Sheet, including vicinity and location maps;
b. General and Construction Notes Sheet;
c. Symbols and Abbreviations Sheet (may be combined with other sheets); Exhibit A-1
DocuSign Envelope ID: B7656BCE-74FA-4E9D-AC2C-53428AD0BD81

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Packet Pg. 576 Attachment: PSA #9337 Modification #1 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2) City of Santa Monica
Street Lighting Design Packages 4 & 5
September 16, 2021

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d. Electrical Plan Sheets; with load calculations and circuit diagrams where applicable.

We anticipate one submittal to the City as a progress/status and overall layout check.

Construction notes, call-outs, and details will be added during the final design phase of Package 5 (under a separate proposal) and included in the 90% PS&E submittal to the City for review.

6. Prepare preliminary construction cost estimate for the street lighting design.

FEE
We propose to provide the street lighting design services for a not-to-exceed fee of $163,979 based on the enclosed breakdown. This fee is based on our current 2021/2022 hourly rate schedule. Our original rate schedule that was included in Profession Services Agreement No. 9337 for street lighting design services is 10 years old.

SCHEDULE
Package 4 90% PS&E can be completed for review within 24 weeks from a Notice-to-Proceed.

Final Package 4 PS&E can be completed within 8 weeks of receipt of City comments. and Package 5 preliminary plans and estimate can be completed for review within 20 weeks from a Notice-to-Proceed.

Please indicate the City’s approval and authorization to proceed by either printing out and signing two originals and returning one hardcopy original to our office, or by scanning one signed original and returning it by e-mail.

Thank you for the opportunity to be of service to the City of Santa Monica. We recognize the importance of this project and are committed to realizing its timely and successful completion.

Should you have any questions regarding this proposal, please contact Ms. Vanessa Muñoz at (562) 368-4848 or Mr. Jeff Lau at (562) 364-8526.

Respectfully submitted, Approval and Authorization to Proceed By:

WILLDAN ENGINEERING CITY OF SANTA MONICA
Vanessa Muñoz, PE, TE, PTOE
President/Director of Engineering Signature

Date
Enclosure
910005/WW.00.60/P21-303R1_22400
Exhibit A-1
DocuSign Envelope ID: B7656BCE-74FA-4E9D-AC2C-53428AD0BD81

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Packet Pg. 577 Attachment: PSA #9337 Modification #1 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2) Exhibit B-1
DocuSign Envelope ID: B7656BCE-74FA-4E9D-AC2C-53428AD0BD81

4.C.e
Packet Pg. 578 Attachment: PSA #9337 Modification #1 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2) ACU Holder Identifier : 7777777707070700077761616045571110776617006304557307553127673506210073641577147321120767150513067511207463140227265512070632265620277710755736703712267607744415716274570076727242035772000777777707000707007 7777777707070700073525677115456000723111506136102007022326253073111070232362431730000712223734216211107022236243063111070223362421621110712333634207310007033336243172111077756163351765540777777707000707007 Certificate No : 570084807911

CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY)
11/02/2020
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

PRODUCER
Aon Risk Insurance Services West, Inc.

Los Angeles CA Office
707 Wilshire Boulevard
Suite 2600
Los Angeles CA 90017-0460 USA
PHONE
(A/C. No. Ext):

E-MAIL
ADDRESS:

INSURER(S) AFFORDING COVERAGE NAIC #
(866) 283-7122
INSURED INSURER A: Travelers Property Cas Co of America 25674 INSURER B: Lexington Insurance Company 19437
INSURER C:

INSURER D:

INSURER E:

INSURER F:

FAX
(A/C. No.): (800) 363-0105

CONTACT
NAME:

Willdan Engineering
2401 East Katella Avenue
Suite 300
Anaheim CA 92806 USA
COVERAGES CERTIFICATE NUMBER: 570084807911 REVISION NUMBER:

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. Limits shown are as requested

POLICY EXP
(MM/DD/YYYY)

POLICY EFF
(MM/DD/YYYY)
SUBR
WVD
INSR
LTR

ADDL TYPE OF INSURANCE INSD POLICY NUMBER LIMITS

COMMERCIAL GENERAL LIABILITY

CLAIMS-MADE OCCUR

POLICY LOC

EACH OCCURRENCE

DAMAGE TO RENTED
PREMISES (Ea occurrence)
MED EXP (Any one person)

PERSONAL & ADV INJURY

GENERAL AGGREGATE

PRODUCTS - COMP/OP AGG
X
X
X
X
X
GEN'L AGGREGATE LIMIT APPLIES PER:
$1,000,000
$1,000,000
$15,000
$1,000,000
$2,000,000
$2,000,000
Employee Benefits Liability
Contractual Liability Included
A 6307J366586TIL20 11/09/2020 11/09/2021
PROJECT
OTHER:

AUTOMOBILE LIABILITY

ANY AUTO
OWNED

AUTOS ONLY

SCHEDULED
AUTOS

HIRED AUTOS
ONLY

NON-OWNED

AUTOS ONLY
BODILY INJURY ( Per person)

PROPERTY DAMAGE
(Per accident)
X
BODILY INJURY (Per accident)
$1,000,000 A 11/09/2020 11/09/2021 COMBINED SINGLE LIMIT (Ea accident)
810-7N676545-20-43-G

EXCESS LIAB
OCCUR

CLAIMS-MADE AGGREGATE

EACH OCCURRENCE
DED

UMBRELLA LIAB

RETENTION
E.L. DISEASE-EA EMPLOYEE
E.L. DISEASE-POLICY LIMIT
E.L. EACH ACCIDENT $1,000,000
X
OTHER
A 11/09/2020 11/09/2021 PER STATUTE
$1,000,000
Y / N
(Mandatory in NH)

ANY PROPRIETOR / PARTNER / EXECUTIVE
OFFICER/MEMBER EXCLUDED? N N / A

WORKERS COMPENSATION AND

EMPLOYERS' LIABILITY
If yes, describe under
DESCRIPTION OF OPERATIONS below
$1,000,000
UB0L6636782043G
028174912 11/09/2020 11/09/2021 Aggregate
SIR applies per policy terms & conditions Per Claim $1,000,000 B Archit&Eng Prof $2,000,000
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Re: Street lighting design services (SP2121), PSA 9337 (CCS) City of Santa Monica, its officers, officials, employees, and volunteers are included as additional insured as respects to General and Auto Liability; Primary and Non-Contributing coverage, Waiver of Subrogation applies to GL & Auto Liability; and Waiver of subrogation for Work Comp is included in accordance with GL, AL and WC policy provisions. (INDUSTRY). General Liability policy excludes claims arising out of the performance of professional services. Independent Contractors are included as respects to General Liability.

CERTIFICATE HOLDER CANCELLATION
City of Santa Monica AUTHORIZED REPRESENTATIVE
Allan - Dept. of Public Works
1437 4th Street #300
Santa Monica CA 90401 USA
ACORD 25 (2016/03)
©1988-2015 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE

EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

DocuSign Envelope ID: B7656BCE-74FA-4E9D-AC2C-53428AD0BD81

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Packet Pg. 579 Attachment: PSA #9337 Modification #1 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)       
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                          
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
                                     
                                                                                                    Policy Number: 630-7J366586-TIL-20
DocuSign Envelope ID: B7656BCE-74FA-4E9D-AC2C-53428AD0BD81

4.C.e
Packet Pg. 580 Attachment: PSA #9337 Modification #1 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)       
                                                                                                                                                                                                                                                                                                                                                                                                                           
              
              DocuSign Envelope ID: B7656BCE-74FA-4E9D-AC2C-53428AD0BD81

4.C.e
Packet Pg. 581 Attachment: PSA #9337 Modification #1 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

XTEND ENDORSEMENT FOR ARCHITECTS, ENGINEERS

AND SURVEYORS
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
GENERAL DESCRIPTION OF COVERAGE This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered.

A. Non-Owned Watercraft 75 Feet Long Or Less H. Blanket Additional Insured Governmental B. Who Is An Insured Unnamed Subsidiaries Entities Permits Or Authorizations Relating To Premises
C. Who Is An Insured Retired Partners, Members,
Directors And Employees
I. Blanket Additional Insured Governmental
Entities Permits Or Authorizations Relating To D. Who Is An Insured Employees And Volunteer Operations Workers Bodily Injury To Co-Employees, CoVolunteer Workers And Retired Partners, J. Incidental Medical Malpractice Members, Directors And Employees K. Medical Payments Increased Limit E. Who Is An Insured Newly Acquired Or Formed L. Amendment Of Excess Insurance Condition Limited Liability Companies Professional Liability
F. Blanket Additional Insured Controlling Interest M. Blanket Waiver Of Subrogation When Required G. Blanket Additional Insured Mortgagees, By Written Contract Or Agreement Assignees, Successors Or Receivers N. Contractual Liability Railroads PROVISIONS uses or is responsible for the use of a
watercraft that you do not own that is: A. NON-OWNED WATERCRAFT 75 FEET LONG OR LESS (1) 75 feet long or less; and

1. The following replaces Paragraph (2) of (2) Not being used to carry any person Exclusion g., Aircraft, Auto Or Watercraft, or property for a charge; in Paragraph 2. of SECTION I B. WHO IS AN INSURED UNNAMED COVERAGES COVERAGE A BODILY SUBSIDIARIES
INJURY AND PROPERTY DAMAGE The following is added to SECTION II WHO IS LIABILITY: AN INSURED
:
(2) A watercraft you do not own that is: Any of your subsidiaries, other than a partnership (a) 75 feet long or less; and or joint venture, that is not shown as a Named (b) Not being used to carry any person Insured in the Declarations is a Named Insured or property for a charge; if:

2. The following replaces Paragraph 2.e. of a. You are the sole owner of, or maintain an SECTION II WHO IS AN INSURED: ownership interest of more than 50% in, such e. Any person or organization that, with subsidiary on the first day of the policy your express or implied consent, either period; and
CG D3 79 02 19 ú 2017 The Travelers Indemnity Company. All rights reserved. Page 1 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission.

POLICY NUMBER: 630-7J366586-TIL-20
DocuSign Envelope ID: B7656BCE-74FA-4E9D-AC2C-53428AD0BD81

4.C.e
Packet Pg. 582 Attachment: PSA #9337 Modification #1 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

COMMERCIAL GENERAL LIABILITY
b. Such subsidiary is not an insured under Unless you are in the business or occupation similar other insurance. of providing professional health care services, Paragraphs (1)(a), (b), (c) and (d) No such subsidiary is an insured for "bodily above do not apply to "bodily injury" arising injury" or "property damage" that occurred, or out of providing or failing to provide first aid "personal and advertising injury" caused by an or "Good Samaritan services" by any of your offense committed: retired partners, members, directors or a. Before you maintained an ownership interest "employees", other than a doctor. Any such of more than 50% in such subsidiary; or retired partners, members, directors or "employees" providing or failing to provide b. After the date, if any, during the policy period first aid or "Good Samaritan services" during that you no longer maintain an ownership their work hours for you will be deemed to be
interest of more than 50% in such subsidiary. acting within the scope of their employment For purposes of Paragraph 1. of Section II Who by you or performing duties related to the Is An Insured, each such subsidiary will be conduct of your business. deemed to be designated in the Declarations as: (2) "Personal injury":
a. A limited liability company; (a) To you, to your current or retired b. An organization other than a partnership, partners or members (if you are a joint venture or limited liability company; or partnership or joint venture), to your c. A trust; current or retired members (if you are a
limited liability company), to your other as indicated in its name or the documents that current or retired directors or govern its structure. "employees" while in the course of his or C. WHO IS AN INSURED RETIRED PARTNERS, her employment or performing duties MEMBERS, DIRECTORS AND EMPLOYEES related to the conduct of your business, or to your other "volunteer workers" The following is added to Paragraph 2. of while performing duties related to the SECTION II WHO IS AN INSURED: conduct of your business; Any person who is your retired partner, member, (b) To the spouse, child, parent, brother or director or "employee" that is performing services sister of that current or retired partner, for you under your direct supervision, but only for member, director, "employee" or acts within the scope of their employment by you "volunteer worker" as a consequence of or while performing duties related to the conduct Paragraph (2)(a) above; of your business. However, no such retired (c) For which there is any obligation to partner, member, director or "employee" is an share damages with or repay someone insured for: else who must pay damages because of
the injury described in Paragraph (2)(a)
(1) "Bodily injury": or (b) above; or
(a) To you, to your current partners or
(d) Arising out of his or her providing or members (if you are a partnership or failing to provide professional health care
joint venture), to your current members
services. (if you are a limited liability company) or
to your current directors; (3) "Property damage" to property:
(b) To the spouse, child, parent, brother or (a) Owned, occupied or used by; or sister of that current partner, member or
(b) Rented to, in the care, custody or control director as a consequence of Paragraph of, or over which physical control is
(1)(a) above; being exercised for any purpose by; (c) For which there is any obligation to you, any of your retired partners, members share damages with or repay someone else who must pay damages because of or directors, your current or retired the injury described in Paragraph (1)(a) "employees" or "volunteer workers", any or (b) above; or current partner or member (if you are a partnership or joint venture), or any current (d) Arising out of his or her providing or failing to provide professional health care member (if you are a limited liability services. company) or current director.

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Includes copyrighted material of Insurance Services Office, Inc. with its permission.

DocuSign Envelope ID: B7656BCE-74FA-4E9D-AC2C-53428AD0BD81

4.C.e
Packet Pg. 583 Attachment: PSA #9337 Modification #1 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

COMMERCIAL GENERAL LIABILITY
D. WHO IS AN INSURED EMPLOYEES AND organization will be deemed to be VOLUNTEER WORKERS BODILY INJURY designated in the Declarations as:

TO CO-EMPLOYEES, CO-VOLUNTEER a. A limited liability company; WORKERS AND RETIRED PARTNERS, MEMBERS, DIRECTORS AND EMPLOYEES b. An organization other than a partnership, joint venture or limited liability company; The following is added to Paragraph 2.a.(1) of or SECTION II WHO IS AN INSURED:
c. A trust; Paragraphs (1)(a), (b) and (c) above do not as indicated in its name or the documents apply to "bodily injury" to a current or retired cothat govern its structure. "employee" while in the course of the co- "employee's" employment by you or performing F. BLANKET ADDITIONAL INSURED duties related to the conduct of your business, or CONTROLLING INTEREST to "bodily injury" to your other "volunteer 1. The following is added to SECTION II workers" or retired partners, members or WHO IS AN INSURED: directors while performing duties related to the Any person or organization that has financial conduct of your business. control of you is an insured with respect to E. WHO IS AN INSURED NEWLY ACQUIRED liability for "bodily injury", "property damage" OR FORMED LIMITED LIABILITY COMPANIES or "personal and advertising injury" that The following replaces Paragraph 3. of arises out of:

SECTION II WHO IS AN INSURED: a. Such financial control; or

3. Any organization you newly acquire or form, b. Such person's or organization's other than a partnership or joint venture, and ownership, maintenance or use of of which you are the sole owner or in which premises leased to or occupied by you. you maintain an ownership interest of more The insurance provided to such person or than 50%, will qualify as a Named Insured if organization does not apply to structural there is no other similar insurance available to that organization. However: alterations, new construction or demolition operations performed by or on behalf of such a. Coverage under this provision is person or organization. afforded only:

2. The following is added to Paragraph 4. of (1) Until the 180th day after you acquire SECTION II WHO IS AN INSURED: or form the organization or the end of the policy period, whichever is This paragraph does not apply to any earlier, if you do not report such premises owner, manager or lessor that has organization in writing to us within financial control of you. 180 days after you acquire or form it; G. BLANKET ADDITIONAL INSURED or MORTGAGEES, ASSIGNEES, SUCCESSORS
(2) Until the end of the policy period, OR RECEIVERS
when that date is later than 180 days The following is added to SECTION II WHO IS after you acquire or form such AN INSURED:
organization, if you report such
organization in writing to us within Any person or organization that is a mortgagee, 180 days after you acquire or form it; assignee, successor or receiver and that you have agreed in a written contract or agreement b. Coverage A does not apply to "bodily to include as an additional insured on this
injury" or "property damage" that Coverage Part is an insured, but only with occurred before you acquired or formed
respect to its liability as mortgagee, assignee,
the organization; and
successor or receiver for "bodily injury", "property
c. Coverage B does not apply to "personal damage" or "personal and advertising injury" and advertising injury" arising out of an that:
offense committed before you acquired a. Is "bodily injury" or "property damage" that or formed the organization. occurs, or is "personal and advertising injury" For the purposes of Paragraph 1. of Section caused by an offense that is committed, II Who Is An Insured, each such
CG D3 79 02 19 ú 2017 The Travelers Indemnity Company. All rights reserved. Page 3 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission.

DocuSign Envelope ID: B7656BCE-74FA-4E9D-AC2C-53428AD0BD81

4.C.e
Packet Pg. 584 Attachment: PSA #9337 Modification #1 (7764 : Award Construction Bid SP2574 for Street Lighting Modernization Program - Package 2)

COMMERCIAL GENERAL LIABILITY
subsequent to the signing of that contract or openings, sidewalk vaults, elevators, street agreement; and banners or decorations.
b. Arises out of the ownership, maintenance or I. BLANKET ADDITIONAL INSURED use of the premises for which that GOVERNMENTAL ENTITIES PERMITS mortgagee, assignee, successor or receiver OR AUTHORIZATIONS RELATING TO is required under that contract or agreement OPERATIONS to be included as an additional insured on The following is added to SECTION II WHO IS this Coverage Part. AN INSURED:

The insurance provided to such mortgagee, Any governmental entity that has issued a permit assignee, successor or receiver is subject to the or authorization with respect to operations following provisions: performed by you or on your behalf and that you a. The limits of insurance provided to such are required by any ordinance, law, building code mortgagee, assignee, successor or receiver or written contract or agreement to include as an will be the minimum limits that you agreed to additional insured on this Coverage Part is an provide in the written contract or agreement, insured, but only with respect to liability for or the limits shown in the Declarations, "bodily injury", "property damage" or "personal whichever are less. and advertising injury" arising out of such operations. b. The insurance provided to such person or organization does not apply to: The insurance provided to such governmental (1) Any "bodily injury" or "property damage" entity does not apply to:
that occurs, or any "personal and a. Any "bodily injury", "property damage" or advertising injury" caused by an offense "personal and advertising injury" arising out that is committed, after such contract or of operations performed for the agreement is no longer in effect; or governmental entity; or (2) Any "bodily injury", "property damage" or b. Any "bodily injury" or "property damage" "personal and advertising injury" arising included in the "products-completed out of any structural alterations, new operations hazard". construction or demolition operations J. INCIDENTAL MEDICAL MALPRACTICE performed by or on behalf of such mortgagee, assignee, successor or 1. The following replaces Paragraph b. of the receiver. definition of "occurrence" in the
DEFINITIONS Section: H. BLANKET ADDITIONAL INSURED
GOVERNMENTAL ENTITIES PERMITS OR b. An act or omission committed in AUTHORIZATIONS RELATING TO PREMISES providing or failing to provide "incidental medical services", first aid or "Good The following is added to SECTION II WHO IS Samaritan services" to a person, unless AN INSURED: you are in the business or occupation of Any governmental entity that has issued a permit providing professional health care or authorization with respect to premises owned services. or occupied by, or rented or loaned to, you and 2. The following replaces the last paragraph of that you are required by any ordinance, law, Paragraph 2.a.(1) of SECTION II WHO IS building code or written contract or agreement to AN INSURED:
include as an additional insured on this Unless you are in the business or occupation Coverage Part is an insured, but only with of providing professional health care respect to liability for "bodily injury", "property services, Paragraphs (1)(a), (b), (c) and (d) damage" or "personal and advertising injury" above do not apply to "bodily injury" arising arising out of the existence, ownership, use, out of providing or failing to provide:
maintenance, repair, construction, erection or (a) "Incidental medical services" by any of removal of any of the following for which that your "employees" who is a nurse, governmental entity has issued such permit or nurse assistant, emergency medical authorization: advertising signs, awnings, technician, paramedic, athletic trainer, canopies, cellar entrances, coal holes, audiologist, dietician, nutritionist, driveways, manholes, marquees, hoist away

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Santa Monica City CouncilAugust 11, 2026

Santa Monica City Council
August 11, 2026