Shafter City Council
October 1, 2024

SPOA MOU 2025 14
b. Sworn officers shall be paid four hundred dollars ($400) annually for standard uniform equipment. c. The City shall provide level IIIa or better, bulletproof vests to employees requiring such protection. The City shall also provide personal protective equipment in compliance with the Occupational Safety and Health Administration (OSHA) requirements.
d. Employees shall seek restitution through the courts, with all practical diligence, to replace uniforms and standard uniform equipment damaged while on duty. If restitution is denied by the courts, the employee may submit a Damaged Equipment Claim Form to the Department Head or designee, for review and consideration of replacement by the City. Upon approval, the Department Head or designee shall determine the appropriate rate of reimbursement to replace the damaged uniform or standard uniform equipment.
e. Upon Assignment and at the approval of the Chief of Police, the following shall apply to sworn officers under PC 830.1, effective January 1, 2017:

1. Annual reimbursement up to $150 per collateral assignment, for collateral assignment uniform. f. Uniform and safety equipment allowance shall be paid in an annual lump sum on or near July 1 of each year. When employees leave city service, the annual uniform and safety equipment allowance is prorated, and any unearned portion shall be deducted from the final paycheck.

SECTION 6.3 PROBATION
The probationary period for new employees and promotions is twelve (12) months. However, based upon an unsatisfactory evaluation in an area that may be improved to satisfactory performance, probation may be extended a maximum of six (6) months. Employees who have their probation extended shall not have a salary step increase until successful completion of the probationary period. There is no appeal process to termination by probationary employees.

ARTICLE VII - CLOSING PROVISIONS
SECTION 7.1 TERM
The term of this MOU shall commence on January 1, 2025, and expire on December 31, 2025.

SECTION 7.2 SIGNATURES
This MOU has been ratified and adopted on October 1, 2024, pursuant to the recommendation of the following representatives:

SPOA CITY
_____________________________________________ _____________________________________________ SPOA President Date Lance Lippincott, City Manager Date _____________________________________________ _____________________________________________ SPOA Vice President Date Chad Givens, Mayor Date
_____________________________________________
SPOA Board Member Date
_____________________________________________
SPOA Board Member Date

MANAGEMENT REPORT

CITY OF SHAFTER

CITY COUNCIL REPORT
MEETING DATE: October 1, 2024
FROM: Lance Lippincott, City Manager
PREPARED BY: Michael James, Public Works Director, Ravi Pudipeddi, City Engineer
SUBJECT: AWARD PROFESSIONAL SERVICES AGREEMENT FOR THE
7TH STANDARD ROAD ROUNDABOUT PROJECT

ENGINEERING SERVICES

RECOMMENDATION
Council find the project has already complied with the California Environmental Quality Act; accept proposals received for the Design Engineering Services for the 7th Standard Road Roundabout Project; authorize an award of a professional services contract for the said project to Parsons Transportation Group; authorize Public Works Director to execute said contract on behalf of the City; add said roundabout project to the Fiscal Year 2024-2025 Capital Improvement Program (CIP); and authorize an appropriation of $1.7M in Traffic Impact Fee proceeds to said CIP project.

BACKGROUND
Several traffic circulation projects are being planned to enhance traffic safety and support growth for Shafter. One such project is the 7th Standard Road widening from Galpin Street to State Route 43. The City agreed to serve as the lead agency for environmental clearances and preliminary engineering for this project, which should be completed within the next two years.

More recently, Caltrans has developed a conceptual layout and completed the environmental work for a roundabout at the intersection of State Route 43 and 7th Standard Road to complement and enhance the 7th Standard Road widening project. However, Caltrans does not have the resources or funding to complete the final design or secure the right-of-way needed. Therefore, staff from the County of Kern and the cities of Shafter and Bakersfield have been meeting for the past few months to develop a Cooperative Agreement to fund this work and expedite the project so it is in a position for construction grant funding.

The Cooperative Agreement, which has since been approved by the Council and executed by all parties, provides for each entity to participate equally in financing the pre-construction work, currently valued at $4.5 million, meaning each project sponsor would be responsible for funding $1.5 million. Per the Cooperative Agreement, the County acts as the implementing agency for right-of-way acquisition and utility relocation, whereas Shafter acts as the implementing agency for design. Bakersfield's

AWARD PROFESSIONAL SERVICES AGREEMENT FOR THE 7TH STANDARD ROAD

ROUNDABOUT PROJECT ENGINEERING SERVICES
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role is strictly funding its share of each of these phases.

Public Works released a Request for Proposals (RFP) to procure consulting services for the design work. The RFP resulted in three (3) proposals submitted by qualified firms. The ranking of proposals by Shafter, County, and Caltrans staff, is as follows:

1. Parsons Transportation Group

2. TranSystems Corporation

3. Kimley-Horn and Associates, Inc

ANALYSIS
To comply with typical requirements for professional services funded with grants, ranking submittals for this RFP was strictly based on qualifications. The ranking was specifically based on the scoring criteria previously provided in the RFP.

Parsons Transportation Group (Parsons), based in the Bakersfield area, submitted the highest-ranked proposal. Among the factors that led to their ranking is their lead role in designing comparable projects in the Central Valley. The firm was later asked to submit a supplementary cost proposal for fulfilling the desired scope of work. The cost proposal provided is valued at $1,655,140. Public Works has reviewed the cost proposal and has determined that it is complete and fair, which now enables the City to consider awarding a professional service contract.

FISCAL IMPACT
This project has a cooperative agreement between the cities of Shafter, Bakersfield, and the County of Kern where each entity provides $1.5 million each for the design services, utility relocation, and right of way acquisitions. Design services is the initial step in identifying utility conflicts, relocation, and acquisition of the right of way needed for the project. While the cooperative agreement is in effect, the project has yet to be formally added to the Capital Improvement Program and approved for funding. An appropriation of $1.7M in Traffic Impact Fee proceeds should adequately fund the City's planned expenditures this fiscal year.

CEQA ANALYSIS
An approved Initial Study and Negative Declaration prepared by Caltrans dated October 5th, 2023 was filed for the proposed project. A California Environmental Quality Act Notice of Exemption, dated February 28th, 2024, was filed by Caltrans for the project.

APPROVED BY THE CITY ATTORNEY
Yes

ALTERNATIVES
There is no alternative to the recommended action, which is presented for the City to meet its obligations of the approved and executed Cooperative Agreement.

NEXT STEPS

AWARD PROFESSIONAL SERVICES AGREEMENT FOR THE 7TH STANDARD ROAD

ROUNDABOUT PROJECT ENGINEERING SERVICES
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Upon approval of the recommended items, a professional services contract, using a template provided in the RFP, will be prepared for the consultant and City staff approval. The anticipated design work should be completed by the end of 2025.

ATTACHMENTS

1. Request for Proposals (RFP) for 7th Standard Road Roundabout Project - Design Engineering Services

2. RFP Results Summary Statement

3. Draft Cost Proposal Submitted by Parsons Transportation Group

REQUEST FOR PROPOSALS
7 TH STANDARD ROAD ROUNDABOUT PROJECTDESIGN ENGINEERING SERVICES - RFP DUE DATE -
JULY 19TH, 2024 – 5:00 PM
- PRE-RFP CONFERENCE -
JULY 2ND, 2024 – 10:00 AM
Virtual Meeting - Microsoft Teams
Objective:

Construction Plans for Roundabout at the intersection of 7 th Standard Road and State Route 43 (SR-43)
Prepared By:

City of Shafter
Public Works Department

TABLE OF CONTENTS
REQUEST FOR PROPOSALS............................................................................................................................... 3

1. Introduction ........................................................................................................................................ 3

2. Pre-Qualifications: ............................................................................................................................. 3

3. Instructions ........................................................................................................................................ 3

4. Prevailing Wages ............................................................................................................................... 4 PROJECT BACKGROUND ................................................................................................................................... 6 PROJECT DESCRIPTION ............................................................................................................................... 7 PROJECT OBJECTIVES ...................................................................................................................................... 8

1. General Description of Scope of Work ............................................................................................... 8

2. Applicable Standards ......................................................................................................................... 9

3. information to be provided ................................................................................................................. 9 SCHEDULE ..................................................................................................................................................... 10

1. Project Schedule.............................................................................................................................. 10 METHOD OF PAYMENT .................................................................................................................................... 10 PROPOSAL FORMAT ....................................................................................................................................... 11

1. Cover Letter ..................................................................................................................................... 11

2. Scope of Work and Associated Work Plan ...................................................................................... 11

3. Firm & Subconsultant Qualifications ................................................................................................ 11

4. Firm Organizational Chart & Proposed Staffing Plan ....................................................................... 11

5. Employee Project Resumes and Qualifications ............................................................................... 11

6. Relevant Experience ........................................................................................................................ 11

7. Financial Management and Accounting ........................................................................................... 12

8. Additional information ...................................................................................................................... 12

9. Required Forms ............................................................................................................................... 12

10. References ...................................................................................................................................... 12

11. Sealed Cost Proposal (to be Submitted on Request) ...................................................................... 12 CONSULTANT EVALUATION SHEET BREAKDOWN .............................................................................................. 13

1. Understanding of work to be done ................................................................................................... 13

2. Work plan ........................................................................................................................................ 13

3. Experience with similar kinds of work .............................................................................................. 13

4. Quality of staff for work to be done .................................................................................................. 13

5. Capability of developing innovative or advanced techniques ........................................................... 13

6. Familiarity with state funding requirements and procedures ............................................................ 13

7. Financial responsibility ..................................................................................................................... 13 PROFESSIONAL SERVICES AGREEMENT ........................................................................................................... 16 DIR REGISTRATION CERTIFICATION................................................................................................................. 47 EXHIBIT 10-Q DISCLOSURE OF LOBBYING ACTIVITIES ...................................................................................... 48 EXHIBIT 10-U CONSULTANT IN MANAGEMENT SUPPORT ROLE CONFLICT OF INTEREST AND CONFIDENTIALITY STATEMENT ................................................................................................................. 50 SAMPLE AGREEMENT ACCEPTANCE ................................................................................................................ 52

REQUEST FOR PROPOSALS

1. INTRODUCTION
a. The City of Shafter (“City”) is accepting offers from qualified firms (“Offerors”) for Design Engineering Services for the 7
TH STANDARD ROAD ROUNDABOUT PROJECT. All Offerors must comply with all requirements of the Request for Proposals (“RFP”) and instructions enclosed herein. b. RFP packages are available on the City’s website at http://www.shafter.com/147/Bids-Contracts. c. The City is interested in contracting for design engineering services to develop the following deliverables:
i. Objective: Biddable plans, specifications, and estimate for construction of a roundabout at the intersection of 7th Std Road and State Route-43 (SR-43). The anticipated limits of improvements would extend half a mile (1/2-mile) out on all approaches to the roundabout. d. A complete list of the scope of work can be found in the Scope of Work section of this RFP.

2. PRE-QUALIFICATIONS:
a. There is no separate pre-qualification process for this RFP. b. The following shall be considered minimum required qualifications for your proposal to be considered responsive:

Offerors should have experience in roundabout design within Caltrans’ Right-of-Way, with specific experience developing specifications, special technical studies used for design work, including drainage, environmental, and topographic. All experience shall be demonstrated in the proposal.

This project is a Caltrans Construction Project and Caltrans will be the ultimate approving agency for the design and all submittals.

3. INSTRUCTIONS
a. Interested firms are to submit an electronic proposal to the City as required by this RFP. It is the intent of the City to award the contract to the Offeror that clearly demonstrates the ability to provide these services with high professional standards.
b. Instructions for submitting a proposal are discussed in the proposal section of this RFP c. Proposals will be received electronically no later than JULY 19TH, 2024 at 5:00 P.M. via the City of Shafter Bidnet Direct Portal. The Bidnet Direct portal can be accessed on the City of Shafter website at https://www.shafter.com/147/Bids-Contracts.
d. A pre-proposal conference will be held on JULY 2ND, 2024 at 10:00 am. i. This meeting is being hosted on Microsoft Teams at the link provided below. Please copy/paste this link into your browser to begin the meeting on your computer. https://teams.microsoft.com/l/meetupjoin/19%3ameeting_MmI5NmM0N2YtM2U2NC00NWYyLThlZWQtZjU1ZTBlNzFiZjNi%40thre ad.v2/0?context=%7b%22Tid%22%3a%22fd003f80-6a58-4fa0-bb96- 7f8e9a9a6af6%22%2c%22Oid%22%3a%226ed8966b-bb96-4cc4-a222- 759b43ad9f6d%22%7d
Meeting ID: 255 491 593 826
Passcode: GhA7bS

ii. Attendance is not mandatory. However, it is highly recommended that every Offeror attend the pre-proposal conference.
iii. Prospective Offerors may visit the project site without making arrangements through the City. e. Proposals will not be accepted by fax or email, or mail. Verbal proposals will not be accepted. f. There is no bid bond required for this RFP.
g. All questions should be forwarded in writing to Ravi Pudipeddi, City Engineer via email at [email protected]. Questions must reference the project name DESIGN ENGINEERING SERVICES FOR 7
TH STD ROUNDABOUT PROJECT when requesting information.
h. Deadline for questions from prospective Offerors is JULY 12, 2024 at 5:00 p.m. Questions received after this date and time may not be answered. Questions sent to other City personnel may result in the disqualification of your proposal.
i. The City reserves the right to reject any and all proposals, to evaluate proposals, and to accept portions of any proposal, and accept any proposal, which in its opinion, may be in the best interest of the City. The City reserves the right to waive any and all formalities. j. A sample Professional Services Agreement (“Agreement”) is included with this RFP. Please take time to thoroughly read and understand the entire Agreement and sign the Sample Agreement Acceptance form. The City expects all Offerors are willing and able to sign the Agreement as presented if their proposal is accepted. If an Offeror believes specific items in the Agreement are out of date, not applicable, or places an undue burden or cost on the Offeror or City, the Offeror must present these concerns in writing during the question and answer period. If the City concurs, a revised Agreement will be issued in an addendum to this RFP. Any exception to the Agreement made as part of an Offeror’s proposal is grounds for disqualification of the proposal. k. Any Offeror may protest a contract award if the Offeror believes that the award was inconsistent with City’s policies or this RFP is not in compliance with law. A protest must be filed in writing with City (email is not acceptable) within five (5) business days after date of notification of contract award. Any protest submitted after 5:00 p.m. of the fifth business day after notification of contract award will be rejected by City as invalid and the Offeror’s failure to timely file a protest will waive the Offeror’s right to protest the contract award. The Offeror’s protest must include supporting documentation, legal authorities in support of the grounds for the protest and the name, address and telephone number of the person representing the Offeror for purposes of the protest. Any matters not set forth in the protest shall be deemed waived. City will review and evaluate the basis of the protest provided the protest is filed in strict conformity with the foregoing. City shall provide the Offeror submitting the protest with a written statement concurring with or denying the protest. Action by City relative to the protest will be final and not subject to appeal or reconsideration. The procedure and time limits set forth in this paragraph are mandatory and are the Offeror’s sole and exclusive remedy in the event of protest. Failure to comply with these procedures will constitute a waiver of any right to further pursue the protest, including filing a Government Code claim or legal proceedings.

4. PREVAILING WAGES
Certain labor categories under this project may be subject to prevailing wages as identified in the State of California Labor Code commencing at sections 1720 et seq. and 1770 et seq. If applicable, employees working in these categories at the site must be paid not less than the basic hourly rates of pay and fringe benefits established by the California Department of Industrial Relations. Copies of the State of California wage schedules are available for review at www.dir.ca.gov/dlsr/. In addition, a copy of the prevailing rate of per diem wages will be made available at the City’s office upon request. The successful Offeror shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute

the work under the contract available to interested parties upon request and shall post copies at the successful Offeror’s principal place of business and at the project site.

It shall be mandatory upon the Offeror to whom the contract is awarded, and upon any subconsultants, to comply with all Labor Code provisions, which include but are not limited to the payment of not less than the said specified prevailing wage rates to all workers employed by them in the execution of the contract, employment of apprentices, hours of labor and debarment of contractors and subcontractors. Pursuant to Labor Code sections 1725.5 and 1771.1, the Offeror and all subconsultants must be registered with the Department of Industrial Relations (“DIR”) at the time of submitting a proposal. No proposal will be accepted, nor any contract entered into without proof of the Offeror’s and subcontractors’ current registration with the DIR to perform public work. If awarded a contract, the successful Offeror and its subconsultants, of any tier, shall maintain active registration with the DIR for the duration of the project. The contract awarded pursuant to this RFP may also be subject to compliance monitoring and enforcement by the DIR.

PROJECT BACKGROUND
SR-43 is a 2-lane rural conventional highway on level terrain, which extends 98 miles from SR-119 west of Bakersfield, in Kern County, to SR-99 in Selma. The route is a vital trade corridor that serves disadvantaged communities. It also serves intermodal services such as truck to rail modes and as an alternate north-south route for I-5 as well as SR-99. Within the project segment SR-43 is a 2-lane conventional highway in the City of Shafter suburbs with a posted speed of 55 mph.

In this segment, SR-43 has an intersection with 7th Standard Road. The intersection is four legged and currently operating as an all-way stop controlled intersection. The north approach to the intersection has an existing through-left lane and a flared outside shoulder for right-turns. The southbound approach to the intersection has an existing through-left lane and a short right-turn lane of approximately 25 feet for right turns. There are 12-foot lanes, 4-foot shoulders, and stop signs controlling the northbound and southbound traffic approaching the intersection.

Within the project limits, 7th Standard Road is a two-lane road, oriented in an east-west direction. The eastbound and westbound approached to the intersection have an existing through-left lane and a short rightturn lane of about 25 feet for right turns. Lane widths appear to be standard, and shoulder widths vary in size.

Stop signs control the eastbound and westbound traffic approaching the intersection.

The existing at-grade intersection of SR-43 and 7th Standard Road is adjacent to commercial buildings, light industrial complexes, and undeveloped parcels. More than 90 percent of the land adjacent to the project is in industrial use. The existing intersection has been experiencing delays and performance issues due to increased traffic volumes.

The purpose of this project is to improve the operational performance of the existing all-way stop controlled intersection with a modern-day roundabout to provide better operational performance and lower overall delays at this intersection. The project would construct a single-lane roundabout which would be upgraded to a double-lane roundabout when the volumes warrant a second lane within and approaching the roundabout. The construction of the project will be implemented by Caltrans using Congestion Mitigation Air Quality (CMAQ) funding and other Local Funds. Caltrans will be the ultimate approving agency for the design and all the submittals and studies associated with this RFP. The Right-of-Way (ROW) acquisition component for the project will be handled by County of Kern.

PROJECT DESCRIPTION
The project would replace the existing four-way stop controlled intersection with a double-lane roundabout.

The roundabout would have an approximately 200-foot diameter with a truck apron. The circulatory path surrounding the center of the roundabout would have concrete pavement with contrasted surface treatment for the truck apron, along with minor raised slopes to accommodate oversized, large load trucks. The roadway would have concrete splitter islands separating the direction of travel within the roundabout approaches and departures. The roundabout would include sidewalks, curbs, bike ramps for pedestrian traffic, lighting, flashing beacons, landscaping or hardscaping, architectural features within the central island, and utility relocations.

Acquisition of right-of-way is required for construction of the project. The footprint of the project with anticipated right-of-way takes (partial and full takes) shall be accomplished by mid-December of 2024.

PROJECT OBJECTIVES

1. GENERAL DESCRIPTION OF SCOPE OF WORK
The scope of work and deliverables of the project are described as follows:

Objectives:
 Plans, Specifications, and Estimate for Construction of Roundabout at the intersection of 7th Std Road and State Route-43 (SR-43).
 Prepare exhibits for temporary construction easements, complete and partial ROW acquisitions needed for staging and construction of the Project.

Funding Contributors: City of Shafter, City of Bakersfield, and County of Kern

Scope of Work:
 Develop construction plans, specifications, and engineer’s estimate for permitting and construction of a roundabout at the intersection of SR-43 and 7th Standard Road, 100% PS&E.  The design shall identify the right-of-way needed to improve both the SR-43 and 7th Standard Road to their ultimate width of an Arterial (110-foot ROW). The design shall include improvements to all approaches to the roundabout for a length of one-half mile and transitioning to the existing configuration. The design shall also include artistic features or landscaping/ hardscaping ideas within the central island and along the approaches to the roundabout per coordination with Caltrans.  During the design phase, the offeror would provide exhibits reflecting the partial and complete takes of parcels for ROW needed for the Project. The exhibits shall also include temporary construction easements for staging and construction of the Project.
 Perform utility research and identify utilities needing relocation. Conduct coordination with the utility companies to determine liability of work, to initiate utility agreements, and to obtain utility relocation plans for utilities needing relocation.
 Monthly meetings may be needed to coordinate the design elements and ROW acquisitions with Caltrans, County of Kern, City of Shafter, and other as needed.  Coordination meetings may be needed with the designers from adjacent projects to have a smooth transition between proposed and adjacent projects. The 7th Standard Road Widening Project is one such project that is in the vicinity of the subject project. The limits of the adjacent project are on 7th Std Road between Galpin Street to east of SR-43.
 The plans shall be circulated to Caltrans, County of Kern, and the City of Shafter for review at each stage of submittal (30%, 60%, 90%, & 100%).
 Respond to Contractor’s questions regarding plans and specifications, requests for information (RFI) during the bidding phase of the Project.
 Prepare modifications (if necessary) to plans per RFIs received during construction bidding to support the entity advertising the Project for construction.

Note: Caltrans will be the ultimate approving agency for design, ROW footprint needed for construction (including temporary construction easements), and the final Plans, Specifications, and Estimates for the Project.

County of Kern will be handling the ROW acquisition component of the Project. Coordination with the County of Kern would be necessary for the identification of temporary construction easements, partial & complete ROW takes.

Technical Studies: The anticipated technical studies to develop are as follows:

1. Drainage study

2. Geotechnical study

3. Traffic Counts/ Traffic Study, &

4. Others as needed

2. APPLICABLE STANDARDS
a. Caltrans Highway Design Manual, Latest Edition.
b. American Association of State Highway and Transportation Officials (AASHTO) Highway Safety Manual (HSM)
c. California Department of Transportation Standards and Specification, Latest Edition d. AASHTO Guide for the Planning, Design, and Operation of Pedestrian Facilities, 2nd Edition e. Kern County Hydrology Manual, latest Edition
f. Others as needed

3. INFORMATION TO BE PROVIDED
a. Preliminary layout of the roundabout by others for reference only (with this RFP) b. Approved Project Report (with this RFP)
c. Initial Study with Negative Declaration (with this RFP) d. Survey TOPO File (after Project award)
e. Preliminary plans for 7th Std Widening on 7th Std Road between Galpin Street and SR-43 (after Project award)

SCHEDULE

1. PROJECT SCHEDULE
a. The City desires to complete the below objectives by the dates noted below:
(i) Identification of the right-of-way needed for roundabout and improvements to SR-43 and 7th Std Road to their ultimate width as Arterials for a length of one-half mile approaching the roundabout – December 16th, 2024.
(ii) Utility agreements from the utility owners identifying the responsibility for relocation of the impacted utilities – October 1st, 2025.
(iii) 100% Plans, Specifications, and Estimate Approved for Construction – December 19th, 2025. b. The schedule proposed by the Offeror, including estimated time of completion, milestones, and tasks proposed, will be among several factors considered by the City when ranking proposals. c. The final schedule will be negotiated with the awarded Offeror based on its individual estimate or required time and any changes to the scope of work.
d. It is anticipated that work shall begin within two weeks of an executed Agreement between the City and the awarded Offeror.
e. No work shall begin without a written Notice to Proceed. f. The Offeror shall assume a Notice to Proceed being issued on August 8th, 2024, for generation of a project schedule for a response to this RFP.

METHOD OF PAYMENT
The method of payment for the above items shall be Lump Sum. Request for payment of services shall be billed to the City monthly in accordance with CONSULTANT’S fee proposal which is submitted in response to this RFP. Offerors attention is directed to the Agreement for more information.

PROPOSAL FORMAT
Proposals must be submitted electronically. Proposals shall be organized in a way that clearly conveys all the required information as described in the Scoring Breakdown. The City may at its own discretion request additional information from Offerors if it deems necessary and shall not affect the validity of the RFP.

Proposals shall be reviewed and scored by the City staff and shall, at its own discretion, create an interview list for a further review, if deemed necessary. Additional information shall not be accepted once the RFP date has passed unless the City specifically requests it. The City shall be under no obligation to request additional information from Offerors.

The following items must be included as part of the proposal:

1. COVER LETTER
a. Cover letter shall include: firm name, address, contact information (phone number, email, business address), authorized representative for questions regarding proposal, authorized representative for contract negotiations.
b. Cover letter shall reference the RFP.
c. Cover letter shall be signed by a member of the Offeror that can bind the Offeror to contractual obligations.

2. SCOPE OF WORK AND ASSOCIATED WORK PLAN
a. Describe scope of work as understood and list task items required to meet requirements of the RFP. b. Section shall include a detailed proposed work plan for completing all items. c. Schedule shall clearly show all work items listed in the scope of work with durations for completion in a chart format in Microsoft Excel, Microsoft Project, or equivalent. Clearly show the critical path. d. Scope of work shall be subject to discussion and negotiation.

3. FIRM & SUBCONSULTANT QUALIFICATIONS
a. Provide information that will allow the City to clearly identify that Offeror and subconsultants are established firms, have completed projects of the same size and nature, have the staffing requirements to complete the work, and can meet all requirements set forth in the scope of services in a timely and cost-efficient manner.

4. FIRM ORGANIZATIONAL CHART & PROPOSED STAFFING PLAN
a. Provide an organizational chart of the Offeror, subconsultants, and proposed staffing for the different tasks associated with this RFP. The chart shall indicate points of contact for different tasks and which employees shall manage subcontracted portions of work.
b. Identify the project manager and any assistant managers. Key team members identified in the original proposal/cost proposal shall not change (be different than) in the executed Agreement. c. Identify individual authorized to negotiate the Agreement on behalf of the Offeror if different from the project manager.

5. EMPLOYEE PROJECT RESUMES AND QUALIFICATIONS
a. Proposal shall include employee resumes showing technical experience similar to tasks assigned.

Resumes shall list previous projects and any certifications or licenses held.

6. RELEVANT EXPERIENCE
a. Provide, in detail, relevant experience on projects of similar nature. Section shall demonstrate that Offeror has completed projects of similar nature in a timely and cost-effective manner. Offerors shall

demonstrate experience managing subconsultants (if applicable) on similar projects. Section shall include relevant subconsultant experience.

7. FINANCIAL MANAGEMENT AND ACCOUNTING
a. The contract shall not be awarded to an Offeror without an adequate financial management and accounting system as required by 48 CFR Part 16.301-3, 2 CFR Part 200, and 48 CFR Part 31. b. Proposal shall include evidence of adequate financial management systems that meet these requirements and document its use under relevant experience.

8. ADDITIONAL INFORMATION
a. This section shall include any additional information that the Offeror deems necessary to assist in completing an evaluation of the Offeror and subconsultants.

9. REQUIRED FORMS
a. The following forms, attached hereto and incorporated herein by this reference, shall be filled out and submitted with the proposal:
i. DIR Registration Form
ii. Consultant in Management Support Role Conflict of Interest and Confidentiality Statement (Exhibit 10-U)
iii. Disclosure of Lobbying Activities (Exhibit 10-Q)
iv. DIR Registration Certification

10. REFERENCES
a. Provide a list of three (3) client references that can attest to the technical experience of your firm on similar projects. City staff may not be used as a reference.

11. SEALED COST PROPOSAL (TO BE SUBMITTED ON REQUEST)
a. A cost proposal shall be prepared by the Offeror. If the Offeror is identified as a top ranked candidate, then the City will request the Offeror submit the cost proposal. Cost proposal shall be submitted within three (3) business days of the request.
b. Cost proposal shall be emailed to the City upon request. Do not submit a cost proposal with the Proposal.
c. Cost proposal shall be opened and reviewed after an Offeror has been ranked and interviewed (if necessary) based on criteria set forth in this RFP. Cost proposals shall be subject to discussions and negotiations.
d. Cost proposal must include the costs of materials, direct salaries, payroll additions, other direct costs, indirect costs, fees, and backup calculations.
e. Cost proposal shall not be used as a primary basis for determining firm qualifications or scoring purposes. The City reserves the right to award the project to a firm based on the cost if there is a significant cost savings between the ranked firms meeting the proposal requirements.

Note: An interview may be conducted after the evaluations are completed and firms ranked if the City determines that an interview is needed to finalize the firm for awarding the Project.

CONSULTANT EVALUATION SHEET BREAKDOWN
The following criteria will be used as a basis for evaluating Offeror proposals. A sample evaluation sheet is provided for reference

1. UNDERSTANDING OF WORK TO BE DONE
a. Demonstrate a clear understanding of the scope of work and items required to meet all requirements. b. Demonstrate an understanding of the area and identify potential key problem areas.

2. WORK PLAN
a. Provide a work plan that demonstrates a clear understanding of how work will be completed and how potential key problem areas will be addressed.
b. List scope of work in a schedule view with key start dates and timelines for key items of work.

Schedule shall demonstrate a clear understanding of the required order of work to be completed.

3. EXPERIENCE WITH SIMILAR KINDS OF WORK
a. Demonstrate that projects of a similar scope and nature have been completed in the near past. b. Demonstrate that projects were completed on time.
c. If projects were not completed on time, provide justification. If projects were completed ahead of schedule, explain.
d. Explain how projects listed or previously completed relate directly to situations on this Project.

4. QUALITY OF STAFF FOR WORK TO BE DONE
a. Provide outline of firm structure with regard to employees. b. List each task item to be completed and which staff members shall work on it. Identify the Project Manager that will be assigned to this Project. Staff assigned to tasks shall have previous experience working on similar projects or tasks.
c. Provide similar information of subconsultants and prior work history with said subconsultants as well as firm management proposed for subconsultants.

5. CAPABILITY OF DEVELOPING INNOVATIVE OR ADVANCED TECHNIQUES a. Demonstrate ability to use advanced techniques for proposed improvements within the Project. b. Indicate how those techniques will affect the Project either in cost, accuracy, and/or time. c. Demonstrate any previous experience with said techniques and how they affected cost, accuracy, and/or time of other previous projects.
d. Provide similar information for subconsultants.
e. List any protentional issues with proposed advanced techniques and how firm plans to mitigate them if said issues arise. Indicate cost or time ramifications if advanced techniques are not successful.

6. FAMILIARITY WITH STATE FUNDING REQUIREMENTS AND PROCEDURES a. Provide evidence that staff and firm are familiar with working within state and federal procedures. b. Demonstrate experience completing environmental documentation for CEQA/NEPA documentation. c. Demonstrate experience providing environmental documentation for Caltrans in a timely manner. d. Demonstrate experience working with multiple local agencies on a single given project.

7. FINANCIAL RESPONSIBILITY
a. Provide a work plan that provides evidence that Offeror is using cost effective methods to complete the work in a timely manner.
b. Demonstrate ability based on previous projects to stay within proposed budget.

c. Demonstrate previous experience with projects of similar financial size. d. Demonstrate ability to meet all federal and state audit requirements.

Consultant Evaluation Sheet
OFFEROR/FIRM NAME:

Criteria Max Points Rating
Understanding of the work to be done 25
Work plan 10
Experience with similar kinds of work 20
Quality of staff for work to be done. Identify Project
Manager for this Project 15
Capability of developing innovative or
advanced techniques for proposed improvements 10
Familiarity with State funding requirements and
procedures 10
Financial responsibility 10
Total 100
Evaluator Contract Office
Print Name: Initials:

Signature: Date:

Date:

CITY OF SHAFTER

PROFESSIONAL SERVICES AGREEMENT
This Agreement is made and entered into as of [INSERT DATE] by and between the City of Shafter, a municipal corporation organized and operating under the laws of the State of California with its principal place of business at 336 Pacific Avenue, Shafter, California 93263 (“City”), and [INSERT FULL BUSINESS NAME], with its principal place of business at [LOCATION ADDRESS] (hereinafter referred to as “Consultant”). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement.

RECITALS
A. City is a public agency of the State of California and is in need of professional services for the following project:
7 TH STD ROAD ROUNDABOUT PROJECT (hereinafter referred to as “the Project”).

B. Consultant is duly licensed and has the necessary qualifications to provide such services.

C. Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement.

D. City desires to engage Consultant to render such services for the Project as set forth in this Agreement
E. The Parties desire by this Agreement to establish the terms for City to retain Consultant to provide the services described herein.

AGREEMENT
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:

1. Services and Additional Services
a. Consultant promises and agrees to furnish to City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional services necessary for the full and adequate completion of the Project consistent with the provisions of this Agreement (hereinafter referred to as “Services”). The Services are more particularly described throughout this Agreement, including Exhibit “A” attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, any exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. All Services performed by Consultant shall be subject to the sole and discretionary approval of the City, which approval shall not be unreasonably withheld. b. At City’s request, Consultant may be asked to perform additional services not otherwise included in this Agreement, not included within the scope of services listed in Exhibit “A” attached hereto, and/or not customarily furnished in accordance with generally accepted practices applicable to Consultant’s profession. If changes in the scope of services seem merited by the City, it shall be processed

in the following manner: (1) City shall communicate the requested additional services to Consultant in writing; (2) If Consultant has the capacity and ability to perform the additional services, Consultant shall prepare a letter outlining the changes, which shall be forwarded to the City by Consultant with a statement of estimated changes in fee or time schedule; (3) an amendment to this Agreement shall be prepared by the City and executed by both Parties before performance of such additional services. Consultant shall not perform any additional services prior to execution of a written amendment to this Agreement memorializing the additional services. Once additional services are approved pursuant to a written amendment executed by the Parties, such additional services shall be deemed as being part of the Services and shall be subject to the same terms and conditions of this Agreement as if the additional services had originally been included in the scope of services listed in Exhibit “A”. Any written amendment adding additional services to the scope of services listed in Exhibit “A” shall not render ineffective or invalidate unaffected portions of this Agreement. c. As used herein, “additional services” mean: (1) any services which are determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary for the Consultant to perform at the execution of this Agreement; or (2) any work listed as additional services in Exhibit “A” attached hereto. Consultant shall not perform, nor be compensated for, additional services without prior written authorization from City and without an agreement between the City and Consultant as to the compensation to be paid for such additional services. City shall pay Consultant for any approved additional services, pursuant to the compensation provisions herein, so long as such additional services are not made necessary through the acts or omissions of Consultant.

2. Allowable Costs and Payments
a. The method of payment for this Agreement will be based on lump sum. The total lump sum price paid to Consultant will include compensation for all Services. No additional compensation will be paid to Consultant, unless there is a change in the scope of the Services or the scope of the Project.

In the instance of a change in the scope of Services or scope of the Project, adjustment to the total lump sum compensation will be negotiated between Consultant and City. Adjustment in the total lump sum compensation will not be effective until authorized by Agreement amendment and approved by City. b. Progress payments may be made monthly in arrears based on the percentage of work completed by Consultant. If Consultant fails to submit the required deliverable items according to the schedule set forth in Exhibit “C”, City shall have the right to delay payment or terminate this Agreement in accordance with the provisions of Section 21 Termination. c. Consultant shall not commence performance of Services until this Agreement has been approved by City and notification to proceed has been issued by City’s Contract Administrator. No payment will be made prior to approval of any Service, or for any Service performed prior to approval of this Agreement.
d. Consultant will be reimbursed within thirty (30) days upon receipt by City’s Contract Administrator of itemized invoices in duplicate. Invoices shall be submitted no later than thirty (30) calendar days after the performance of work for which Consultant is billing. Invoices shall detail the work performed on each milestone as applicable. Invoices shall follow the format stipulated for the approved Cost Proposal, attached hereto as Exhibit “B” and incorporated herein by this reference, and shall reference this Agreement number and project title. Final invoice must contain the final cost and all credits due City that include any equipment purchased under the provisions of Section 28 Equipment Purchase. The final invoice must be submitted within sixty (60) calendar days after completion of Consultant’s work unless a later date is approved by the City. Invoices shall be mailed to City’s Contract Administrator at the following address:

City of Shafter
336 Pacific Avenue
Shafter, CA 93263
Attn: Contract Administrator
e. The total amount payable by City shall not exceed [INSERT AMOUNT] ($[INSERT AMOUNT]).

3. Funding Requirements
a. It is mutually understood between the Parties that this Agreement may have been written before ascertaining the availability of funds or appropriation of funds, for the mutual benefit of both Parties, in order to avoid program and fiscal delays that would occur if the Agreement were executed after that determination was made.
b. This Agreement is valid and enforceable only, if sufficient funds are made available to the City for the purpose of this Agreement. In addition, this Agreement is subject to any additional restrictions, limitations, conditions, or any statute enacted by the Congress, State Legislature, or the City governing board that may affect the provisions, terms, or funding of this Agreement in any manner. c. It is mutually agreed that if sufficient funds are not appropriated, this Agreement may be amended to reflect any reduction in funds.
d. The City has the option to void the Agreement under the 30-day termination clause pursuant to Section 20, or by mutual agreement to amend the Agreement to reflect any reduction of funds.

4. Retention of Funds
a. Any subcontract entered into as a result of this Agreement shall contain all of the provisions of this Section.
b. The City shall hold retainage of five percent from the Consultant and shall make prompt and regular incremental acceptances of portions, as determined by the City, of the contract work, and pay retainage to the Consultant based on these acceptances. The Consultant, or subconsultant, shall return all monies withheld in retention from a subconsultant within thirty (30) days after receiving payment for work satisfactorily completed and accepted including incremental acceptances of portions of the contract work by the City. Federal law (49 CFR 26.29) requires that any delay or postponement of payment over thirty (30) days may take place only for good cause and with the City’s prior written approval. Any violation of this provision shall subject the violating Consultant or subconsultant to the penalties, sanctions and other remedies specified in Section 7108.5 of the Business and Professions Code. These requirements shall not be construed to limit or impair any contractual, administrative, or judicial remedies, otherwise available to the Consultant or subconsultant in the event of a dispute involving late payment or nonpayment by the Consultant, deficient subconsultant performance, or noncompliance by a subconsultant. This provision applies to both DBE and non-DBE Consultant and subconsultants.

5. Retention of Records/Audit
For the purpose of determining compliance with Gov. Code § 8546.7, the Consultant, subconsultants, and City shall maintain all books, documents, papers, accounting records, Independent CPA Audited Indirect Cost Rate workpapers, and other evidence pertaining to the performance of the Agreement including, but not limited to, the costs of administering the Agreement. All parties, including the Consultant’s Independent CPA, shall make such workpapers and materials available at their respective offices at all reasonable times during the Agreement period and for three (3) years from the date of final payment under the Agreement. City, Caltrans Auditor, FHWA, or any duly authorized representative of the Federal government having jurisdiction under Federal laws or regulations (including the basis of Federal funding in whole or in part) shall have access to any books, records, and documents of the Consultant, subconsultants, and the Consultant’s Independent CPA, that are pertinent to the Agreement for audits, examinations, workpaper review, excerpts, and transactions, and copies thereof shall be furnished if requested without limitation.

6. Audit Review Procedures
a. Any dispute concerning a question of fact arising under an interim or post audit of this Agreement that is not disposed of by agreement, shall be reviewed by the City’s Chief Financial Officer. b. Not later than 30 days after issuance of the final audit report, Consultant may request a review by the City’s Chief Financial Officer of unresolved audit issues. The request for review shall be submitted in writing.
c. Neither the pendency of a dispute nor its consideration by the City will excuse Consultant from full and timely performance, in accordance with the terms of this Agreement. d. Consultant and subconsultant agreements, including cost proposals and Indirect Cost Rates (ICR), may be subject to audits or reviews such as, but not limited to, an agreement audit, an incurred cost audit, an ICR Audit, or a CPA ICR audit work paper review. If selected for audit or review, the agreement, cost proposal and ICR and related work papers, if applicable, will be reviewed to verify compliance with 48 CFR Part 31 and other related laws and regulations. In the instances of a CPA ICR audit work paper review it is Consultant’s responsibility to ensure federal, City, or local government officials are allowed full access to the CPA’s work papers including making copies as necessary. The agreement, cost proposal, and ICR shall be adjusted by Consultant and approved by City Contract Administrator to conform to the audit or review recommendations. Consultant agrees that individual terms of costs identified in the audit report shall be incorporated into the agreement by this reference if directed by City at its sole discretion.

Refusal by Consultant to incorporate audit or review recommendations, or to ensure that the federal, City or local governments have access to CPA work papers, will be considered a breach of Agreement terms and cause for termination of the Agreement and disallowance of prior reimbursed costs. e. Consultant’s Cost Proposal may be subject to a CPA ICR Audit Work Paper Review and/or audit by Caltrans Audits and Investigation (A&I). Caltrans A&I, at its sole discretion, may review and/or audit and approve the CPA ICR documentation. The Cost Proposal shall be adjusted by the Consultant and approved by the City Contract Administrator to conform to the Work Paper Review recommendations included in the management letter or audit recommendations included in the audit report. Refusal by the Consultant to incorporate the Work Paper Review recommendations included in the management letter or audit recommendations included in the audit report will be considered a breach of the Agreement terms and cause for termination of the Agreement and disallowance of prior reimbursed costs.

1. During Caltrans A&I’s review of the ICR audit work papers created by the Consultant’s independent CPA, Caltrans A&I will work with the CPA and/or Consultant toward a resolution of issues that arise during the review. Each party agrees to use its best efforts to resolve any audit disputes in a timely manner. If Caltrans A&I identifies significant issues during the review and is unable to issue a cognizant approval letter, City will reimburse the Consultant at an accepted ICR until a FAR (Federal Acquisition Regulation) compliant ICR {e.g. 48 CFR Part 31; GAGAS (Generally Accepted Auditing Standards); CAS (Cost Accounting Standards), if applicable; in accordance with procedures and guidelines of the American Association of State Highways and Transportation Officials (AASHTO) Audit Guide; and other applicable procedures and guidelines}is received and approved by A&I. Accepted rates will be as follows:
a. If the proposed rate is less than one hundred fifty percent (150%) - the accepted rate reimbursed will be ninety percent (90%) of the proposed rate. b. If the proposed rate is between one hundred fifty percent (150%) and two hundred percent (200%) - the accepted rate will be eighty-five percent (85%) of the proposed rate. c. If the proposed rate is greater than two hundred percent (200%) - the accepted rate will be seventy-five percent (75%) of the proposed rate.

2. If Caltrans A&I is unable to issue a cognizant letter per subsection e.1 above, Caltrans A&I may require Consultant to submit a revised independent CPA-audited ICR and audit report within three (3) months of the effective date of the management letter. Caltrans A&I will then have up to six (6) months to review the Consultant’s and/or the independent CPA’s revisions.

3. If If the Consultant fails to comply with the provisions of this subsection e, or if Caltrans A&I is still unable to issue a cognizant approval letter after the revised independent CPA audited ICR is submitted, overhead cost reimbursement will be limited to the accepted ICR that was established upon initial rejection of the ICR and set forth in subsection e.1 above for all rendered Services. In this event, this accepted ICR will become the actual and final ICR for reimbursement purposes under this Agreement.

4. Consultant may submit to City final invoice only when all of the following items have occurred: (1) Caltrans A&I accepts or adjusts the original or revised independent CPA audited ICR; (2) all work under this Agreement has been completed to the satisfaction of City; and, (3) Caltrans A&I has issued its final ICR review letter. The CONSULTANT MUST SUBMIT ITS FINAL INVOICE TO CITY no later than sixty (60) calendar days after occurrence of the last of these items. The accepted ICR will apply to this Agreement and all other agreements executed between City and the Consultant, either as a prime or subconsultant, with the same fiscal period ICR.

7. Performance Period
a. This Agreement shall go into effect on [INSERT DATE], contingent upon approval by the City, and Consultant shall commence work after notification to proceed by the City’s Contract Administrator (“Notice to Proceed”). This Agreement shall end on [INSERT DATE], unless extended by written amendment.
b. Consultant is advised that any recommendation for Agreement award is not binding on the City until this Agreement is fully executed and approved by the City.

c. The Notice to Proceed shall set forth the date of commencement of work. Consultant shall not proceed with performance of any Services under this Agreement unless and until the City provides the Notice to Proceed. Consultant shall meet any established schedules and deadlines as specified in Exhibit “C” attached hereto and incorporated herein by this reference. Consultant shall perform all Services hereunder as expeditiously as is consistent with professional skill and care, as well as the orderly progress of the Project work so as not to be the cause, in whole or in part, of delays in the completion of the Project or in the achievement of any Project milestones, as provided herein. Specifically, Consultant shall perform its Services so as to allow for the full and adequate completion of the Project within the time required by the City and within any completion schedules adopted for the Project. Consultant agrees to coordinate with City’s staff, contractors and consultants in the performance of the Services, and shall be available to City’s staff, contractors and consultants at all reasonable times.
d. The Consultant shall only commence work covered by an amendment after the amendment is executed and notification to proceed has been provided by the City’s Contract Administrator. e. Consultant shall submit progress reports at least once a month. The report should be sufficiently detailed for the City’s Contract Administrator to determine, if Consultant is performing to expectations, or is on schedule; to provide communication of interim findings, and to sufficiently address any difficulties or special problems encountered, so remedies can be developed. Consultant’s Project Manager shall meet with City’s Contract Administrator, as needed, to discuss progress on the Agreement.

8. Delays in Performance
a. Neither City nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non-performing Party.

For purposes of this Agreement, such circumstances include but are not limited to, abnormal weather conditions; floods; earthquakes; fire; epidemics; war; riots and other civil disturbances; strikes, lockouts, work slowdowns, and other labor disturbances; sabotage or judicial restraint. b. Should such circumstances occur, the non-performing Party shall, within a reasonable time of being prevented from performing, give written notice to the other Party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement.

9. Compliance with Law
a. Consultant shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local government, including Cal/OSHA requirements. b. If required, Consultant shall assist the City, as requested, in obtaining and maintaining all permits required of Consultant by federal, state and local regulatory agencies. c. If applicable, Consultant is responsible for all costs of clean up and/ or removal of hazardous and toxic substances spilled as a result of its Services or operations performed under this Agreement.

10. Standard of Care
Consultant shall perform all Services under this Agreement in a skillful and competent manner,

consistent with the standards generally recognized as being employed by professionals qualified to perform the Services in the same discipline in the State of California and shall be responsible to City for damages sustained by the City and delays to the Project as specified in the indemnification provision of this Agreement.

Without limiting the foregoing, Consultant shall be fully responsible to the City for any increased costs incurred by the City as a result of any such delays to the Project. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants and represents that all of its employees, experts and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees, experts and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services assigned to or rendered by them and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant’s failure to comply with the standard of care provided for herein. Any employee or subconsultant who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee or subconsultant who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.

11. Key Personnel
Consultant has represented to the City that certain additional key personnel and subconsultants will perform the Services under this Agreement. Should one or more of such personnel or subconsultants become unavailable, Consultant may substitute others of at least equal competence upon written approval of the City.

In the event that City and Consultant cannot agree as to the substitution of key personnel or subconsultants, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel or subconsultants who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel and subconsultants for performance of this Agreement are as follows:
[LIST KEY PERSONNEL, NAME, ROLE]

12. Subcontracting
a. Nothing contained in this Agreement or otherwise, shall create any contractual relation between the City and any subconsultant(s), and no subcontract shall relieve Consultant of its responsibilities and obligations hereunder. Consultant agrees to be as fully responsible to the City for the acts and omissions of its subconsultant(s) and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by Consultant. Consultant’s obligation to pay its subconsultant(s) is an independent obligation from City’s obligation to make payments to the Consultant.
b. Consultant shall perform the Services with resources available within its own organization and no portion of the Services shall be subcontracted without written authorization by the City’s Contract Administrator, except that, which is expressly identified in the Consultant Cost Proposal attached hereto.

c. Consultant shall pay its subconsultants within ten (10) calendar days from receipt of each payment made to Consultant by the City.
d. All subcontracts entered into as a result of this Agreement shall contain all the provisions stipulated in this Agreement to be applicable to subconsultants. e. Any substitution of subconsultant(s) must be approved in writing by the City’s Contract Administrator prior to the start of work by the subconsultant(s).

13. Independent Contractor
Consultant is retained as an independent contractor and is not an employee of City. No employee or agent of Consultant shall become an employee of City. The work to be performed shall be in accordance with the work described in this Agreement, subject to such directions and amendments from City as herein provided.

14. Insurance
Consultant shall not commence work for the City until it has provided evidence satisfactory to the City it has secured all insurance required under this Section. In addition, Consultant shall not allow any subconsultant to commence work on any subcontract until it has secured all insurance required under this Section.
a. Commercial General Liability
(i) The Consultant shall take out and maintain, during the performance of all work under this Agreement, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to the City. (ii) Coverage for Commercial General Liability insurance shall be at least as broad as the following:
(1) Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 00 01) or exact equivalent.
(iii) Commercial General Liability Insurance must include coverage for the following:
(1) Bodily Injury and Property Damage
(2) Personal Injury/Advertising Injury
(3) Premises/Operations Liability
(4) Products/Completed Operations Liability
(5) Aggregate Limits that Apply per Project
(6) Explosion, Collapse and Underground (UCX) exclusion deleted (7) Contractual Liability with respect to this Agreement (8) Property Damage
(9) Independent Consultants Coverage
(iv) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3)

products/completed operations liability; or (4) contain any other exclusion contrary to the Agreement. (v) The policy shall give City, its officials, officers, employees, agents and City designated volunteers additional insured status using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage. (vi) The general liability program may utilize either deductibles or provide coverage excess of a self-insured retention, subject to written approval by the City, and provided that such deductibles shall not apply to the City as an additional insured. b. Automobile Liability
(i) At all times during the performance of the work under this Agreement, the Consultant shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, in a form and with insurance companies acceptable to the City.
(ii) Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto).
(iii) The policy shall give City, its officials, officers, employees, agents and City designated volunteers additional insured status.
(iv) The business automobile liability program may utilize either deductibles or provide coverage excess of a self-insured retention, subject to written approval by the City, and provided that such deductibles shall not apply to the City as an additional insured. c. Workers’ Compensation/Employer’s Liability
(i) Consultant certifies that he/she is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement. (ii) To the extent Consultant has employees at any time during the term of this Agreement, at all times during the performance of the work under this Agreement, the Consultant shall maintain full compensation insurance for all persons employed directly by him/her to carry out the work contemplated under this Agreement, all in accordance with the “Workers’ Compensation and Insurance Act,” Division IV of the Labor Code of the State of California and any acts amendatory thereof, and Employer’s Liability Coverage in amounts indicated herein. Consultant shall require all subconsultants to obtain and maintain, for the period required by this Agreement, workers’ compensation coverage of the same type and limits as specified in this Section.
d. Professional Liability (Errors and Omissions)
At all times during the performance of the work under this Agreement the Consultant shall maintain professional liability or Errors and Omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to the City and in an amount indicated herein. This insurance shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the

Consultant. “Covered Professional Services” as designated in the policy must specifically include work performed under this Agreement. The policy must “pay on behalf of” the insured and must include a provision establishing the insurer's duty to defend.
e. Pollution Liability
Pollution Liability insurance is not required.
f. Minimum Policy Limits Required
(i) The following insurance limits are required for the Agreement:

Combined Single Limit
Commercial General Liability $2,000,000 per occurrence/$4,000,000 aggregate for bodily injury, personal injury, and property
damage
Automobile Liability $1,000,000 combined single limit
Employer’s Liability $1,000,000 per occurrence
Professional Liability $2,000,000 per claim and aggregate (errors and omissions)
(ii) Defense costs shall be payable in addition to the limits. (iii) Requirements of specific coverage or limits contained in this Section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as Additional Insured pursuant to this Agreement.
g. Evidence Required
Prior to execution of the Agreement, the Consultant shall file with the City evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein. Such evidence shall include original copies of the ISO CG 00 01 (or insurer’s equivalent) signed by the insurer’s representative and Certificate of Insurance (Acord Form 25-S or equivalent), together with required endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance.
h. Policy Provisions Required
(i) Consultant shall provide the City at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to the City at least ten (10) days prior to the effective date of cancellation or expiration.

(ii) The Commercial General Liability Policy, Automobile Liability Policy and Pollution Liability Policy shall each contain a provision stating that Consultant’s policy is primary insurance and that any insurance, self-insurance or other coverage maintained by the City or any named insureds shall not be called upon to contribute to any loss.
(iii) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent to the effective date of this Agreement. (iv) All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
(v) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant’s indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law. i. Qualifying Insurers
(i) All policies required shall be issued by acceptable insurance companies, as determined by the City, which satisfy the following minimum requirements:
(1) Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and admitted to transact in the business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law. j. Additional Insurance Provisions
(i) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification. (ii) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement. (iii) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project.

(iv) Neither the City nor any of its officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement. k. Subconsultant Insurance Requirements Consultant shall not allow any subconsultants to commence work on any subcontract until they have provided evidence satisfactory to the City that they have secured all insurance required under this Section. Policies of commercial general liability insurance provided by such subconsultants shall be endorsed to name the City as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Consultant, City may approve in writing different scopes or minimum limits of insurance for particular subconsultants.

15. Safety
a. Consultant shall comply with OSHA regulations applicable to Consultant regarding necessary safety equipment or procedures. Consultant shall comply with safety instructions issued by the City Safety Officer and other City representatives. Consultant personnel shall wear hard hats and safety vests at all times while working on the construction project site. b. Pursuant to the authority contained in Section 591 of the Vehicle Code, the City has determined that such areas are within the limits of the project and are open to public traffic. Consultant shall comply with all of the requirements set forth in Divisions 11, 12, 13, 14, and 15 of the Vehicle Code.

Consultant shall take all reasonably necessary precautions for safe operation of its vehicles and the protection of the traveling public from injury and damage from such vehicles. c. Any subcontract entered into as a result of this Agreement, shall contain all of the provisions of this Section.
d. Consultant must have a Division of Occupational Safety and Health (CAL-OSHA) permit(s), as outlined in California Labor Code Sections 6500 and 6705, prior to the initiation of any practices, work, method, operation, or process related to the construction or excavation of trenches which are five feet or deeper.

16. Indemnification
a. For all matters not arising out of Consultant’s performance of “design professional” services (as that term is defined under Civil Code section 2782.8) and to the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subconsultants or agents in connection with the performance of the Consultant’s Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses.

Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers. b. If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance of “design professional” services (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the

negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.

17. California Labor Code Requirements
a. No Consultant or subconsultant may be awarded an Agreement containing public work elements unless registered with the Department of Industrial Relations (DIR) pursuant to Labor Code §1725.5. Registration with DIR must be maintained throughout the entire term of this Agreement, including any subsequent amendments.
b. The Consultant shall comply with all of the applicable provisions of the California Labor Code requiring the payment of prevailing wages. The General Prevailing Wage Rate Determinations applicable to work under this Agreement are available and on file with the Department of Transportation's Regional/District Labor Compliance Officer
(http://www.dot.ca.gov/hq/construc/LaborCompliance/documents/District-Region_Map_Construction_7-8-

15.pdf). These wage rates are made a specific part of this Agreement by reference pursuant to Labor Code §1773.2 and will be applicable to work performed at a construction project site. Prevailing wages will be applicable to all inspection work performed at City construction sites, at City facilities and at off-site locations that are set up by the construction contractor or one of its subcontractors solely and specifically to serve City projects. Prevailing wage requirements do not apply to inspection work performed at the facilities of vendors and commercial materials suppliers that provide goods and services to the general public. c. General Prevailing Wage Rate Determinations applicable to this project may also be obtained from the Department of Industrial Relations Internet site at http://www.dir.ca.gov. d. Payroll Records.

1. Each Consultant and subconsultant shall keep accurate certified payroll records and supporting documents as mandated by Labor Code §1776 and as defined in 8 CCR §16000 showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by the Consultant or subconsultant in connection with the public work. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following:
i. The information contained in the payroll record is true and correct. ii. The employer has complied with the requirements of Labor Code §1771, §1811, and §1815 for any work performed by his or her employees on the public works project.

2. The payroll records enumerated under Section 17.d.1 above shall be certified as correct by the Consultant under penalty of perjury. The payroll records and all supporting documents shall be made available for inspection and copying by City representative’s at all reasonable hours at the principal office of the Consultant. The Consultant shall provide copies of certified payrolls or permit inspection of its records as follows:
i. A certified copy of an employee's payroll record shall be made available for inspection or furnished to the employee or the employee's authorized representative on request.

ii. A certified copy of all payroll records enumerated in Section 17.d.1 above, shall be made available for inspection or furnished upon request to a representative of City, the Division of Labor Standards Enforcement and the Division of Apprenticeship Standards of the Department of Industrial Relations. Certified payrolls submitted to City, the Division of Labor Standards Enforcement and the Division of Apprenticeship Standards shall not be altered or obliterated by the Consultant. iii. The public shall not be given access to certified payroll records by the Consultant. The Consultant is required to forward any requests for certified payrolls to the City Contract Administrator by both email and regular mail on the business day following receipt of the request.

3. Each Consultant shall submit a certified copy of the records enumerated in Section 17.d.1 above, to the entity that requested the records within ten (10) calendar days after receipt of a written request.

4. Any copy of records made available for inspection as copies and furnished upon request to the public or any public agency by City shall be marked or obliterated in such a manner as to prevent disclosure of each individual's name, address, and social security number. The name and address of the Consultant or subconsultant performing the work shall not be marked or obliterated.

5. The Consultant shall inform City of the location of the records enumerated under Section 17.d.1 above, including the street address, city and county, and shall, within five (5) working days, provide a notice of a change of location and address.

6. The Consultant or subconsultant shall have ten (10) calendar days in which to comply subsequent to receipt of written notice requesting the records enumerated in Section 17.d.1 above.

In the event the Consultant or subconsultant fails to comply within the ten (10) day period, he or she shall, as a penalty to City, forfeit one hundred dollars ($100) for each calendar day, or portion thereof, for each worker, until strict compliance is effectuated. Such penalties shall be withheld by City from payments then due. Consultant is not subject to a penalty assessment pursuant to this section due to the failure of a subconsultant to comply with this section.
e. When prevailing wage rates apply, the Consultant is responsible for verifying compliance with certified payroll requirements. Invoice payment will not be made until the invoice is approved by the City Contract Administrator.
f. Penalty.

1. The Consultant and any of its subconsultants shall comply with Labor Code §1774 and §1775. Pursuant to Labor Code §1775, the Consultant and any subconsultant shall forfeit to the City a penalty of not more than two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the Director of DIR for the work or craft in which the worker is employed for any public work done under the Agreement by the Consultant or by its subconsultant in violation of the requirements of the Labor Code and in particular, Labor Code §§1770 to 1780, inclusive.

2. The amount of this forfeiture shall be determined by the Labor Commissioner and shall be based on consideration of mistake, inadvertence, or neglect of the Consultant or subconsultant in failing to pay the correct rate of prevailing wages, or the previous record of the Consultant or subconsultant in meeting their respective prevailing wage obligations, or the willful failure by the Consultant or subconsultant to pay the correct rates of prevailing wages. A mistake, inadvertence, or neglect in failing to

pay the correct rates of prevailing wages is not excusable if the Consultant or subconsultant had knowledge of the obligations under the Labor Code. The Consultant is responsible for paying the appropriate rate, including any escalations that take place during the term of the Agreement.

3. In addition to the penalty and pursuant to Labor Code §1775, the difference between the prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the prevailing wage rate shall be paid to each worker by the Consultant or subconsultant.

4. If a worker employed by a subconsultant on a public works project is not paid the general prevailing per diem wages by the subconsultant, the prime Consultant of the project is not liable for the penalties described above unless the prime Consultant had knowledge of that failure of the subconsultant to pay the specified prevailing rate of wages to those workers or unless the prime Consultant fails to comply with all of the following requirements:
i. The Agreement executed between the Consultant and the subconsultant for the performance of work on public works projects shall include a copy of the requirements in Labor Code §§ 1771, 1775, 1776, 1777.5, 1813, and 1815. ii. The Consultant shall monitor the payment of the specified general prevailing rate of per diem wages by the subconsultant to the employees by periodic review of the certified payroll records of the subconsultant.
iii. Upon becoming aware of the subconsultant’s failure to pay the specified prevailing rate of wages to the subconsultant’s workers, the Consultant shall diligently take corrective action to halt or rectify the failure, including but not limited to, retaining sufficient funds due the subconsultant for work performed on the public works project. iv. Prior to making final payment to the subconsultant for work performed on the public works project, the Consultant shall obtain an affidavit signed under penalty of perjury from the subconsultant that the subconsultant had paid the specified general prevailing rate of per diem wages to the subconsultant’s employees on the public works project and any amounts due pursuant to Labor Code §1813.

5. Pursuant to Labor Code §1775, City shall notify the Consultant on a public works project within fifteen (15) calendar days of receipt of a complaint that a subconsultant has failed to pay workers the general prevailing rate of per diem wages.

6. If City determines that employees of a subconsultant were not paid the general prevailing rate of per diem wages and if City did not retain sufficient money under the Agreement to pay those employees the balance of wages owed under the general prevailing rate of per diem wages, the Consultant shall withhold an amount of moneys due the subconsultant sufficient to pay those employees the general prevailing rate of per diem wages if requested by City. g. Hours of Labor

1. Eight (8) hours labor constitutes a legal day's work. The Consultant shall forfeit, as a penalty to the City, twenty-five dollars ($25) for each worker employed in the execution of the Agreement by the Consultant or any of its subconsultants for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any

one calendar week in violation of the provisions of the Labor Code, and in particular §§1810 to 1815 thereof, inclusive, except that work performed by employees in excess of eight (8) hours per day, and forty (40) hours during any one week, shall be permitted upon compensation for all hours worked in excess of eight (8) hours per day and forty (40) hours in any week, at not less than one and one-half (1.5) times the basic rate of pay, as provided in §1815.
h. Employment of Apprentices

1. Where either the prime Agreement or the subagreement exceeds thirty thousand dollars ($30,000), the Consultant and any subconsultants under him or her shall comply with all applicable requirements of Labor Code §§ 1777.5, 1777.6 and 1777.7 in the employment of apprentices.

2. Consultant and subconsultants are required to comply with all Labor Code requirements regarding the employment of apprentices, including mandatory ratios of journey level to apprentice workers. Prior to commencement of work, Consultant and subconsultants are advised to contact the DIR Division of Apprenticeship Standards website at https://www.dir.ca.gov/das/, for additional information regarding the employment of apprentices and for the specific journey-to- apprentice ratios for the Agreement work. The Consultant is responsible for all subconsultants’ compliance with these requirements.

Penalties are specified in Labor Code §1777.7.
i. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply of state prevailing wage law and this Section 17.

18. Verification of Employment Eligibility
By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time, and shall require all subconsultants and sub-subconsultants to comply with the same.

19. Cost Principles and Administrative Requirements
a. The Consultant agrees that 48 CFR Part 31, Contract Cost Principles and Procedures, shall be used to determine the allowability of individual terms of cost. b. Consultant also agrees to comply with federal procedures in accordance with 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards.
c. Any costs for which payment has been made to the Consultant that are determined by subsequent audit to be unallowable under 48 CFR Part 31 or 2 CFR Part 200 are subject to repayment by the Consultant to City.
d. When a Consultant or subconsultant is a Non-Profit Organization or an Institution of Higher Education, the Cost Principles for Title 2 CFR Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards shall apply.

20. Laws and Venue
This Agreement shall be interpreted in accordance with the laws of the State of California. If any

action is brought to interpret or enforce any term of this Agreement, the action shall be brought in a state or federal court situated in the County of Kern, State of California.

21. Termination
a. This Agreement may be terminated by City, provided that City gives not less than thirty (30) calendar days’ written notice (delivered by certified mail, return receipt requested) of intent to terminate. Upon termination, City shall be entitled to all work, including but not limited to, reports, investigations, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not, and in accordance with Section 22. b. City may temporarily suspend this Agreement, at no additional cost to City, provided that Consultant is given written notice (delivered by certified mail, return receipt requested) of temporary suspension. If City gives such notice of temporary suspension, Consultant shall immediately suspend its activities under this Agreement. A temporary suspension may be issued concurrent with the notice of termination provided for in subsection A of this section. c. Notwithstanding any provisions of this Agreement, Consultant shall not be relieved of liability to City for damages sustained by City by virtue of any breach of this Agreement by Consultant, and City may withhold any payments due to Consultant until such time as the exact amount of damages, if any, due City from Consultant is determined.
d. In the event of termination, Consultant shall be compensated as provided for in this Agreement, except as provided in this section. Upon termination, City shall be entitled to all work, including but not limited to, reports, investigations, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not, and in accordance with Section 22.

22. Project Documents
a. All original field notes, written reports, drawings and specifications and any other documents prepared pursuant to this Agreement, including, but not limited to, any other works of authorship fixed in any tangible medium of expression such as writings, physical drawings and data magnetically or otherwise recorded on computer diskettes (hereinafter referred to as the “Project Documents”) shall be and remain the property of City. Although the official copyright in all Project Documents shall remain with the Consultant or other applicable subconsultants, the Project Documents shall be the property of City whether or not the work for which they were made is executed or completed. Within thirty (30) calendar days following completion of the Project, Consultant shall provide to City copies of all Project Documents required by City.

In addition, Consultant shall retain copies of all Project Documents on file for a minimum of fifteen (15) years following completion of the Project, and shall make copies available to City upon the payment of reasonable duplication costs. Before destroying the Project Documents following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify or reuse any and all Project Documents and any intellectual property rights therein for any purpose related to the Project.

Consultant shall require any and all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for the work of such subconsultants performed pursuant to this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all copyrights, designs and other intellectual property embodied in the Project Documents that Consultant prepares or causes to be prepared pursuant to this Agreement. Consultant shall indemnify and hold City harmless pursuant to the indemnification provisions of this Agreement for any breach of this Section.

b. It is understood and agreed that all calculations, drawings and specifications, whether in hard copy or machine-readable form, are intended for one-time use in the construction of the project for which this Agreement has been entered into. c. Consultant is not liable for claims, liabilities, or losses arising out of, or connected with the modification, or misuse by the City of the machine-readable information and data provided by Consultant under this Agreement; further, Consultant is not liable for claims, liabilities, or losses arising out of, or connected with any use by the City of the Project Documents on other projects for additions to this Project, or for the completion of this Project by others, except only such use as many be authorized in writing by Consultant.
d. Applicable patent rights provisions regarding rights to inventions shall be included in the contracts as appropriate (48 CFR 27, Subpart 27.3 - Patent Rights under Government Contracts for federal-aid contracts).
e. The City may permit copyrighting reports or other agreement products. If copyrights are permitted; the agreement shall provide that the FHWA shall have the royalty-free nonexclusive and irrevocable right to reproduce, publish, or otherwise use; and to authorize others to use, the work for government purposes.

23. Confidentiality
a. All Project Documents, either created by or provided to Consultant in connection with the performance of this Agreement, shall be held confidential by Consultant to the extent they are not subject to disclosure pursuant to the Public Records Act. All Project Documents shall not, without the written consent of City, be used or reproduced by Consultant for any purposes other than the performance of the Services.

Consultant shall not disclose, cause or facilitate the disclosure of the Project Documents to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City’s name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the written consent of City. b. All financial, statistical, personal, technical, or other data and information relative to the City’s operations, which are designated confidential by the City and made available to Consultant in order to carry out this Agreement, shall be protected by Consultant from unauthorized use and disclosure. c. Permission to disclose information on one occasion, or public hearing held by the City relating to the Agreement, shall not authorize Consultant to further disclose such information, or disseminate the same on any other occasion.
d. Consultant shall not comment publicly to the press or any other media regarding the Agreement or the City’s actions on the same, except to the City’s staff, Consultant’s own personnel involved in the performance of this Agreement, at public hearings or in response to questions from a Legislative committee.
e. All information related to the construction estimate is confidential, and shall not be disclosed by Consultant to any entity other than the City.

24. Disputes
Prior to either Party commencing any legal action under this Agreement, the Parties agree to try in good faith, to settle any dispute amicably between them. If a dispute has not been settled after forty-five (45) days of good-faith negotiations and as may be otherwise provided herein, then either Party may commence legal action against the other.
a. Any dispute, other than audit, concerning a question of fact arising under this Agreement that is not disposed of by agreement shall be decided by a committee consisting of the City’s Contract Administrator and [INSERT DEPARTMENT HEAD OR OFFICIAL], who may consider written or verbal information submitted by Consultant.
b. Not later than 30 days after completion of all deliverables necessary to complete the plans, specifications and estimate, Consultant may request review by the City [INSERT APPLICABLE POSITION] of unresolved claims or disputes, other than audit. The request for review will be submitted in writing.
c. Neither the pendency of a dispute, nor its consideration by the committee will excuse Consultant from full and timely performance in accordance with the terms of this Agreement.

25. Claims Filed by the City’s Construction Contractor
a. If claims are filed by the City’s construction contractor relating to work performed by Consultant’s personnel, and additional information or assistance from Consultant’s personnel is required in order to evaluate or defend against such claims; Consultant agrees to make its personnel available for consultation with the City’s construction contract administration and legal staff and for testimony, if necessary, at depositions and at trial or arbitration proceedings. b. Consultant’s personnel that the City considers essential to assist in defending against construction contractor claims will be made available on reasonable notice from the City. Consultation or testimony will be reimbursed at the same rates, including travel costs that are being paid for Consultant’s personnel services under this Agreement.
c. Services of Consultant’s personnel in connection with the City’s construction contractor claims will be performed pursuant to a written amendment, if necessary, extending the termination date of this Agreement in order to resolve the construction claims.

26. The City’s Contract Administrator
The City hereby designates [***INSERT NAME AND POSITION***], or his or her designee, to act as its Contract Administrator for the performance of this Agreement (“City’s Contract Administrator”). City’s Contract Administrator shall have the power to act on behalf of the City for all purposes under this Agreement.

The City’s Contract Administrator hereby designates [***INSERT NAME AND POSITION***] or his or her designee, as the City’s contact for the implementation of the Services hereunder. Consultant shall not accept direction or orders from any person other than the City’s Contract Administrator or his or her designee.

27. Limitation of Agreement
This Agreement is limited to and includes only the work included in the Project described above.

28. Equipment Purchase
a. Prior authorization in writing, by the City’s Contract Administrator shall be required before Consultant enters into any unbudgeted purchase order, or subcontract for supplies, equipment, or Consultant services. Consultant shall provide an evaluation of the necessity or desirability of incurring such costs.
b. For purchase of any item, service or consulting work not covered in Consultant’s Cost Proposal and exceeding $5,000 prior authorization by the City’s Contract Administrator is required.

Three competitive quotations must be submitted with the request for such purchase, or the absence of bidding must be adequately justified.
c. Any equipment purchased with funds provide under the terms of this Agreement is subject to the following:

1. Consultant shall maintain an inventory of all nonexpendable property. Nonexpendable property is defined as having a useful life of at least two years and an acquisition cost of five thousand dollars ($5,000) or more. If the purchased equipment needs replacement and is sold or traded in, City shall receive a proper refund or credit at the conclusion of the Agreement, or if the Agreement is terminated, Consultant may either keep the equipment and credit City in an amount equal to its fair market value, or sell such equipment at the best price obtainable at a public or private sale, in accordance with established City procedures; and credit City in an amount equal to the sales price. If Consultant elects to keep the equipment, fair market value shall be determined at Consultant’s expense, on the basis of a competent independent appraisal of such equipment. Appraisals shall be obtained from an appraiser mutually agreeable to by City and Consultant, if it is determined to sell the equipment, the terms and conditions of such sale must be approved in advance by City.

2. Regulation 2 CFR, Part 200 requires a credit to Federal funds when participating equipment with a fair market value greater than $5,000 is credited to the Project.

29. Statement of Compliance
a. The Consultant’s signature affixed herein and dated shall constitute a certification under penalty of perjury under the laws of the State of California that the Consultant has, unless exempt, complied with the nondiscrimination program requirements of Gov. Code §12990 and 2 CCR § 8103. b. During the performance of this Agreement, Consultant and its subconsultants shall not deny the Agreement’s benefits to any person on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status, nor shall they unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. Consultant and subconsultants shall insure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment.
c. Consultant and subconsultants shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code §12990 et seq.), the applicable regulations promulgated there

under (2 CCR §11000 et seq.), the provisions of Gov. Code §§11135-11139.5, and the regulations or standards adopted by City to implement such article. The applicable regulations of the Fair Employment and Housing Commission implementing Gov. Code §12990 (a-f), set forth 2 CCR §§8100-8504, are incorporated into this Agreement by reference and made a part hereof as if set forth in full. d. Consultant shall permit access by representatives of the Department of Fair Employment and Housing and the City upon reasonable notice at any time during the normal business hours, but in no case less than twenty-four (24) hours’ notice, to such of its books, records, accounts, and all other sources of information and its facilities as said Department or City shall require to ascertain compliance with this clause.
e. Consultant and its subconsultants shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. f. Consultant shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under this Agreement. g. The Consultant, with regard to the work performed under this Agreement, shall act in accordance with Title VI of the Civil Rights Act of 1964 (42 U.S.C. §2000d et seq.). Title VI provides that the recipients of federal assistance will implement and maintain a policy of nondiscrimination in which no person in the United States shall, on the basis of race, color, national origin, religion, sex, age, disability, be excluded from participation in, denied the benefits of or subject to discrimination under any program or activity by the recipients of federal assistance or their assignees and successors in interest. h. The Consultant shall comply with regulations relative to non-discrimination in federally-assisted programs of the U.S. Department of Transportation (49 CFR Part 21 - Effectuation of Title VI of the Civil Rights Act of 1964). Specifically, the Consultant shall not participate either directly or indirectly in the discrimination prohibited by 49 CFR §21.5, including employment practices and the selection and retention of subconsultants.

30. Debarment and Suspension Certification
a. The Consultant’s signature affixed herein shall constitute a certification under penalty of perjury under the laws of the State of California, that the Consultant or any person associated therewith in the capacity of owner, partner, director, officer or manager:

1. Is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency;

2. Has not been suspended, debarred, voluntarily excluded, or determined ineligible by any federal agency within the past three (3) years;

3. Does not have a proposed debarment pending; and

4. Has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past three (3) years.
b. Any exceptions to this certification must be disclosed to City. Exceptions will not

necessarily result in denial of recommendation for award, but will be considered in determining responsibility.

Disclosures must indicate the party to whom the exceptions apply, the initiating agency, and the dates of agency action.
c. Exceptions to the Federal Government Excluded Parties List System maintained by the U.S. General Services Administration are to be determined by FHWA.

31. Inspection of Work.

Consultant and any subconsultant shall permit the City, the state, and the FHWA if federal participating funds are used in this Agreement; to review and inspect the project activities and files at all reasonable times during the performance period of this Agreement including review and inspection on a daily basis.

32. National Labor Relations Board Certification
In accordance with Public Contract Code Section 10296, Consultant hereby states under penalty of perjury that no more than one final unappealable finding of contempt of court by a federal court has been issued against Consultant within the immediately preceding two-year period, because of Consultant’s failure to comply with an order of a federal court that orders Consultant to comply with an order of the National Labor Relations Board.

33. Disadvantaged Business Enterprises (DBE) Participation Not Applicable.

34. Notice
Any notice or instrument required to be given or delivered by this Agreement may be given or delivered by depositing the same in any United States Post Office, certified mail, return receipt requested, postage prepaid, addressed to:

CITY:

City of Shafter
336 Pacific Avenue
Shafter, CA 93263
Attn: Kevin Harmon
CONSULTANT:
[BUSINESS NAME]
[ADDRESS]
[CITY, STATE, ZIP]
Attn: [CONTACT NAME AND TITLE]
and shall be effective upon receipt thereof.

35. Third Party Rights
Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the City and the Consultant.

36. Equal Opportunity Employment
Consultant represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. Such non-discrimination shall

include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.

37. Labor Certification
By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker’s Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

38. Entire Agreement
This Agreement, with its exhibits, represents the entire understanding of City and Consultant as to those matters contained herein, and supersedes and cancels any prior or contemporaneous oral or written understanding, promises or representations with respect to those matters covered hereunder. Each Party acknowledges that no representations, inducements, promises or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. This Agreement may not be modified or altered except in writing signed by both Parties hereto. This is an integrated Agreement.

39. Severability
The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not render the provisions unenforceable, invalid or illegal.

40. Successors and Assigns
This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of each Party to this Agreement. However, Consultant shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of City. Any attempted assignment without such consent shall be invalid and void.

41. Non-Waiver
None of the provisions of this Agreement shall be considered waived by either Party, unless such waiver is specifically specified in writing.

42. Time of Essence
Time is of the essence for each and every provision of this Agreement.

43. City’s Right to Employ Other Consultants
City reserves its right to employ other consultants in connection with this Project or other projects.

44. Prohibited Interests
a. Contingent Fee
Consultant warrants by execution of this Agreement that no person or selling agency has been employed, or retained, to solicit or secure this Agreement upon an agreement or understanding, for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees, or bona fide

established commercial or selling agencies maintained by Consultant for the purpose of securing business.

For breach or violation of this warranty, the City has the right to annul this Agreement without liability; pay only for the value of the work actually performed, or in its discretion to deduct from the contract price or consideration, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee. For the term of this Agreement, no director, official, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
b. Conflict of Interest

1. During the term of this Agreement, the Consultant shall disclose any financial, business, or other relationship with City that may have an impact upon the outcome of this Agreement or any ensuing City construction project. The Consultant shall also list current clients who may have a financial interest in the outcome of this Agreement or any ensuing City construction project which will follow.

2. Consultant certifies that it has disclosed to City any actual, apparent, or potential conflicts of interest that may exist relative to the Services to be provided pursuant to this Agreement.

Consultant agrees to advise City of any actual, apparent or potential conflicts of interest that may develop subsequent to the date of execution of this Agreement. Consultant further agrees to complete any statements of economic interest if required by either City ordinance or State law.

3. Consultant hereby certifies that it does not now have, nor shall it acquire any financial or business interest that would conflict with the performance of Services under this Agreement.

4. Consultant hereby certifies that the Consultant or subconsultant and any firm affiliated with the Consultant or subconsultant that bids on any construction contract or on any Agreement to provide construction inspection for any construction project resulting from this Agreement, has established necessary controls to ensure a conflict of interest does not exist. An affiliated firm is one, which is subject to the control of the same persons, through joint ownership or otherwise. c. Rebates, Kickbacks or Other Unlawful Consideration.

Consultant warrants that this Agreement was not obtained or secured through rebates kickbacks or other unlawful consideration, either promised or paid to any City employee. For breach or violation of this warranty, City shall have the right in its discretion; to terminate this Agreement without liability; to pay only for the value of the work actually performed; or to deduct from the Agreement price; or otherwise recover the full amount of such rebate, kickback or other unlawful consideration. d. Prohibition of Expending City, State, or Federal Funds for Lobbying.

1. The Consultant certifies that to the best of his or her knowledge and belief that:

A. No state, federal or local agency appropriated funds have been paid, or will be paid by or on behalf of the Consultant to any person for influencing or attempting to influence an officer or employee of any state or federal agency; a Member of the State Legislature or United States Congress; an officer or employee of the Legislature or Congress; or any employee of a Member of the Legislature or Congress, in connection with the awarding of any state or federal contract; the making of any state or federal grant; the making of any state or federal loan; the entering into of any cooperative agreement,

and the extension, continuation, renewal, amendment, or modification of any state or federal contract, grant, loan, or cooperative agreement.

B. If any funds other than federal appropriated funds have been paid, or will be paid to any person for influencing or attempting to influence an officer or employee of any federal agency; a Member of Congress; an officer or employee of Congress, or an employee of a Member of Congress; in connection with this federal contract, grant, loan, or cooperative agreement; Consultant shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying”, attached hereto as Exhibit “D” and incorporated herein by this reference, in accordance with its instructions.

2. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.

3. Consultant also agrees by signing this document that he or she shall require that the language of this certification be included in all lower-tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly.

45. Paper Waste Reduction Policy
Consultant shall utilize double-sided printing and recycled paper for all Project Documents, notices and correspondence placed on standard Letter sized paper (ANSI A - 8.5”x11”) or equivalent whenever practicable. Consultant shall endeavor to utilize electronic correspondence in the performance of the Services, the Project and this Agreement except where written notice is expressly required under the terms of this Agreement in which case Consultant shall comply with the notice requirements set forth above.

46. Assignment
Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination.

47. Evaluation of Consultant
Consultant’s performance will be evaluated by the City. A copy of the evaluation will be sent to Consultant for comments. The evaluation together with the comments shall be retained as part of the Agreement record.

48. Proposal Forms
The following forms provided as part of the Consultant’s proposal are provided in Exhibit “D” and attached hereto and incorporated herein by this reference:
 DIR Registration Certification
 10-Q Disclosure of Lobbying Activities
 10-U Consultant in Management Support Role Conflict of Interest and Confidentiality Statement  Sample Agreement Acceptance

[SIGNATURES ON FOLLOWING PAGE]

SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT

BETWEEN CITY OF SHAFTER
AND [BUSINESS NAME]
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

CITY OF SHAFTER [BUSINESS NAME]
By: By:

Gabriel A. Gonzalez
City Manager Its:

Printed Name:

ATTEST:

By:

City Clerk

EXHIBIT “A”
Scope of Services
[SCOPE OF SERVICES FROM THE ORIGINAL REQUEST FOR PROPOSAL SHALL BE MODIFIED, IF NECESSARY, AND PLACED WITHIN EXHIBIT A]

EXHIBIT “B”
Schedule of Charges/Payments
[INSERT APPROVED COST PROPOSAL FOR CONSULTANT AND SEPARATE COST PROPOSALS FOR EACH SUBCONSULTANT]

EXHIBIT “C”
Activity Schedule
[CITY AND CONSULTANT SHALL NEGOTIATE AN ACTIVITY SCHEDULE THAT PROVIDES SUFFICIENT TIME FOR ALL SCOPE OF WORK ITEMS]

EXHIBIT “D”
Proposal Forms
[ATTACH REQUIRED FORMS FROM PROPOSAL (COMPLETED FORMS) AND CALTRANS WEBSITE (FORMS TO BE COMPLETED FOLLOWING COMPLETION OF SERVICES UNDER AGREEMENT); FORMS TO ATTACH SHOULD INCLUDE AT MINIMUM THE FOLLOWING] DIR Registration Certification
10-Q Disclosure of Lobbying Activities
10-U Consultant in Management Support Role Conflict of Interest and Confidentiality Statement Sample Agreement Acceptance

DIR REGISTRATION CERTIFICATION
Pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to propose on, be listed in a proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations. See http://www.dir.ca.gov/Public-Works/PublicWorks.html for additional information.

No proposal will be accepted, nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the Department of Industrial Relations to perform public work. This requirement will apply to all work under this RFP that is subject to the prevailing wage requirements set forth in Labor Code section 1720, et. seq., (“Prevailing Wage Work”) and to proposer and any subcontractor proposed to perform such work.

Offeror hereby certifies that it is aware of the registration requirements set forth in Labor Code sections 1725.5 and 1771.1 and is currently registered as a contractor with the Department of Industrial Relations.

Name of Proposer: _____________________________________ DIR Registration Number: ______________________________ *Name of Proposed Subcontractor: ____________________________ DIR Registration Number: __________________________________ *Include additional sheets as necessary to list additional proposed subcontractors who will perform Prevailing Wage Work, and DIR registration numbers.

Offeror further acknowledges:

1. Offeror shall maintain a current DIR registration for the duration of the project.

2. Offeror shall include the requirements of Labor Code sections 1725.5 and 1771.1 in its contract(s) with subcontractors engaged to perform any Prevailing Wage Work, and shall ensure that all such subcontractors are registered at the time of proposal opening and maintain registration status for the duration of the project.

3. Failure to submit this form or comply with any of the above requirements may result in a finding that the proposal is non-responsive.

Signature: ______________________________________________ Name and Title: ____________________________________________ Dated:______________________________________________________

EXHIBIT 10-Q DISCLOSURE OF LOBBYING ACTIVITIES
COMPLETE THIS FORM TO DISCLOSE LOBBYING ACTIVITIES PURSUANT TO 31 U.S.C. 1352

1. Type of Federal Action: 2. Status of Federal Action: 3. Report Type:
☐ a. contract ☐ a. bid/offer/application ☐ a. initial
☐ b. grant ☐ b. initial award ☐ b. material change
☐ c. cooperative agreement ☐ c. post-award
☐ d. loan For Material Change Only:
☐ e. loan guarantee year _____ quarter __________
☐ f. loan insurance date of last report _____________

4. Name and Address of Reporting Entity 5. If Reporting Entity in No. 4 is Subawardee, Enter Name and Address of Prime:
☐ Prime ☐ Subawardee
Tier _________ , if known
Congressional District, if known Congressional District, if known

6. Federal Department/Agency: 7. Federal Program Name/Description:

CFDA Number, if applicable __________________________

8. Federal Action Number, if known: 9. Award Amount, if known:

10. Name and Address of Lobby Entity 11. Individuals Performing Services (If individual, last name, first name, MI) (including address if different from No. 10) (last name, first name, MI)
(attach Continuation Sheet(s) if necessary)

12. Amount of Payment (check all that apply) 14. Type of Payment (check all that apply) $_______________ ☐ actual ☐ planned ☐a. retainer
☐b. one-time fee

13. Form of Payment (check all that apply): ☐c. commission ☐ a. cash ☐d. contingent fee
☐ b. in-kind; specify: nature _________________ ☐e. deferred Value _______________ ☐f. other, specify ___________________________

15. Brief Description of Services Performed or to be performed and Date(s) of Service, including officer(s), employee(s), or member(s) contacted, for Payment Indicated in Item 12:
(attach Continuation Sheet(s) if necessary)

16. Continuation Sheet(s) attached: ☐ Yes ☐No

17. Information requested through this form is authorized by Title 31 U.S.C.

Section 1352. This disclosure of lobbying reliance was placed by the tier above when his transaction was made or entered into. This disclosure is required pursuant to 31 U.S.C. 1352. This information will be reported to Congress semiannually and will be available for public inspection. Any person who fails to file the required disclosure shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.

Signature: ______________________________________________ Print Name: ____________________________________________ Title: __________________________________________________ Telephone No.: _________________________ Date: ____________ Authorized for Local Reproduction
Federal Use Only: Standard Form - LLL
Standard Form LLL Rev. 04-28-06
Distribution: Orig- Local Agency Project Files

INSTRUCTIONS FOR COMPLETING EXHIBIT 10-Q DISCLOSURE OF LOBBYING ACTIVITIES This disclosure form shall be completed by the reporting entity, whether subawardee or prime federal recipient at the initiation or receipt of covered federal action or a material change to previous filing pursuant to title 31 U.S.C. Section 1352. The filing of a form is required for such payment or agreement to make payment to lobbying entity for influencing or attempting to influence an officer or employee of any agency, a Member of Congress an officer or employee of Congress or an employee of a Member of Congress in connection with a covered federal action. Attach a continuation sheet for additional information if the space on the form is inadequate. Complete all items that apply for both the initial filing and material change report. Refer to the implementing guidance published by the Office of Management and Budget for additional information.

1. Identify the type of covered federal action for which lobbying activity is or has been secured to influence, the outcome of a covered federal action.

2. Identify the status of the covered federal action.

3. Identify the appropriate classification of this report. If this is a follow-up report caused by a material change to the information previously reported, enter the year and quarter in which the change occurred. Enter the date of the last, previously submitted report by this reporting entity for this covered federal action.

4. Enter the full name, address, city, state, and zip code of the reporting entity. Include Congressional District if known.

Check the appropriate classification of the reporting entity that designates if it is or expects to be a prime or subaward recipient. Identify the tier of the subawardee, e.g., the first subawardee of the prime is the first tier. Subawards include but are not limited to: subcontracts, subgrants, and contract awards under grants.

5. If the organization filing the report in Item 4 checks "Subawardee" then enter the full name, address, city, state, and zip code of the prime federal recipient. Include Congressional District, if known.

6. Enter the name of the federal agency making the award or loan commitment. Include at least one organization level below agency name, if known. For example, Department of Transportation, United States Coast Guard.

7. Enter the federal program name or description for the covered federal action (item 1). If known, enter the full Catalog of Federal Domestic Assistance (CFDA) number for grants, cooperative agreements, loans and loan commitments.

8. Enter the most appropriate federal identifying number available for the federal action identification in item 1 (e.g., Request for Proposal (RFP) number, Invitation for Bid (IFB) number, grant announcement number, the contract grant. or loan award number, the application/proposal control number assigned by the federal agency). Include prefixes, e.g., "RFP-DE-90-001."

9. For a covered federal action where there has been an award or loan commitment by the Federal agency, enter the federal amount of the award/loan commitments for the prime entity identified in item 4 or 5.

10. Enter the full name, address, city, state, and zip code of the lobbying entity engaged by the reporting entity identified in Item 4 to influence the covered federal action.

11. Enter the full names of the individual(s) performing services and include full address if different from 10 (a). Enter Last Name, First Name and Middle Initial (Ml).

12. Enter the amount of compensation paid or reasonably expected to be paid by the reporting entity (Item 4) to the lobbying entity (Item 10). Indicate whether the payment has been made (actual) or will be made (planned). Check all boxes that apply. If this is a material change report, enter the cumulative amount of payment made or planned to be made.

13. Check all boxes that apply. If payment is made through an in-kind contribution, specify the nature and value of the inkind payment.

14. Check all boxes that apply. If other, specify nature.

15. Provide a specific and detailed description of the services that the lobbyist has performed or will be expected to perform and the date(s) of any services rendered. Include all preparatory and related activity not just time spent in actual contact with federal officials. Identify the federal officer(s) or employee(s) contacted or the officer(s) employee(s) or Member(s) of Congress that were contacted.

16. Check whether or not a continuation sheet(s) is attached.

17. The certifying official shall sign and date the form, and print his/her name title and telephone number.

Public reporting burden for this collection of information is estimated to average 30-minutes per response, including time for reviewing instruction, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. Send comments regarding the burden estimate or any other aspect of this collection of information, including suggestions for reducing this burden, to the Office of Management and Budget, Paperwork Reduction Project (0348-0046), Washington, D.C. 20503. SF-LLL-Instructions Rev. 06-04

EXHIBIT 10-U CONSULTANT IN MANAGEMENT SUPPORT ROLE

CONFLICT OF INTEREST AND CONFIDENTIALITY STATEMENT
RFP/RFQ PROCUREMENT NUMBERS (if applicable):

PROJECT NAME (and FPN, if applicable)1:

APPLICABILITY: To be filled out by local agency consultants in management support role. □ I am an employee of a consultant under contract to the local agency that is responsible for the procuring and administering of one or more consultant contracts containing either Federal or State funds.
□ I am in a management position with the local agency, my title is listed below and I have attached my duty statement and scope of work.
□ I hereby certify as follows:

1. I recuse myself from all potential conflicts of interest.

2. I will not directly or indirectly participate in, manage, or oversee any consultant selection procurement process in which the consulting firm of which I am employed is competing as a consultant or subconsultant.

3. I will not directly or indirectly influence any employee, staff member, or other individual participating in any consultant selection procurement process in which the consulting firm of which I am employed is as a consultant or subconsultant.

4. I will not directly or indirectly participate in, manage, or oversee any local agency contract that is with the consulting firm of which I am employed, regardless of whether the involvement of my employer in the contract is as a consultant or subconsultant. Among other things, this includes my not being involved in approving changes in the schedule, scope, deliverables or invoices.

5. I understand that if I am involved in any local agency contract that is with the consulting firm of which I am employed, in violation of 1. or 2. above, that local agency contract will no longer be eligible for Federal or State reimbursement because of my involvement. □ I certify that I have read and understand my responsibilities per 23 CFR 172.7(b)(5) □ I fully understand that it is unlawful for a person to utilize any organization name (i.e. local agency) or auxiliary organization information, which is not a matter of public record, for personal gain. 1 For on-call contracts or contracts for multiple projects, indicate accordingly.

□ I have read and fully understand all of the above.

Date: __________________ Signed:

Name:

Title:

Consultant Firm/Sole Proprietor:

REVIEWED BY PUBLIC WORKS DIRECTOR OR AUTHORIZED LOCAL AGENCY REPRESENTATIVE I have reviewed the foregoing “Conflict of Interest and Confidentiality Statement” and will ensure:
□ That the foregoing named local agency consultant who is under contract and in a management support role with our local agency, abides by the foregoing terms and conditions; □ That should the foregoing named local agency consultant, who is under contract and in a management support role with our local agency, violate any of the foregoing terms and conditions, the Caltrans DLAE will be notified and such violation will be considered a breach of ethics and could be a basis for ineligibility of State or Federal project funds. □ The procedures followed to procure and execute the contract, between the consulting firm and the local agency of which I am employed, comply with all federal and state requirements. Also this contract has a specific date from ________________ to ________________.

Date: __________________ Signed: ________________________________________ Name: ________________________________________
Title: _________________________________________
Department/Local Agency: _____________________________

SAMPLE AGREEMENT ACCEPTANCE

SAMPLE AGREEMENT ACCEPTANCE
I have received and reviewed the sample CONSULTANT’S
AGREEMENT including the INDEMNITY clause which was
included in the City’s RFQ/RFP. My signature above shall signify our firm’s acceptance of said contract if our firm is selected for awarding a contract for the project as described in said RFQ/RFP. This acceptance is made with the
understanding that the Compensation and Time for Completion clauses will be modified or created to contain the amounts and dates established for this contract.

BY: _____________________________
TITLE: ___________________________

PUBLIC WORKS DEPARTMENT
720 Commerce Way, Shafter, CA 93263
(661) 746-5004

DESIGN ENGINEERING SERVICES FOR
7 TH STANDARD ROAD ROUNDABOUT PROJECT

RFP RESULTS
Wednesday, September 4th, 2024
City of Shafter Representatives: Ravi Pudipeddi, City Engineer Alex Gonzalez, Deputy Public Works Director
The City of Shafter Public Works Department would like to extend our sincere appreciation to the following firms for submitting proposals on the above-mentioned project. The City has reviewed the submitted proposals and has ranked them per the list below:

Ranking List

1. Parsons Transportation Group

2. TranSystems Corporation

3. Kimley-Horn and Associates, Inc

At this time, the City would like to invite Parsons Transportation Group to submit a cost proposal on the above project to the City by September 10th 2024.

Please reach out to Ravi Pudipeddi if you have any questions.

Sincerely,
Ravi Pudipeddi
City Engineer, Public Works
[email protected]

7TH STANDARD ROAD

ROUNDABOUT

PROJECT
City of Shafter / September 10, 2024

DESIGN ENGINEERING SERVICES FOR THE

COST PROPOSAL

9600 Ming Avenue, Suite 310, Bakersfield, CA 93311
Direct: +1 626.831.8712 / parsons.com

COVER LETTER
September 10, 2024
Ravi Pudipeddi
City of Shafter
Engineering Department
336 Pacific Avenue
Shafter, CA 93263
Subject: Cost Proposal for State Route 43 (SR-43) /7th Standard Road Roundabout Project Design Engineering Services Dear Mr. Pudipeddi,
Parsons is pleased to submit our cost proposal within the enclosed file.

We look forward to working with you on this important project. Please contact Project Manager Minerva Rodriguez, PE at 559.917.5109 or Minerva.Rodriguez@parsons. com with any questions.

Thank you,
Minerva Rodriguez, PE, PMP
Project Manager
+1 559.917.5109
[email protected]
Nicole DePuy, PE
Vice President
+1 619.200.4755
[email protected]
Gregory Gharib
Principal-in-Charge
+1 626.831.8712
[email protected]
1 City of Shafter - Design Engineering Services for the 7th Standard Road Roundabout Project Cover Letter

COST

PROPOSAL
City of Shafter - Design Engineering Services for the 7th Standard Road Roundabout Project Page 199 of 250
SR 43/7th STANDARD ROUNDABOUT COST PROPOSAL
Project Manager Project Engineer Senior Engineer Engineer II Eningeer I Senior Planner Project Controls $310.00 $230.00 $180.00 $130.00 $100.00 $220.00 $140.00 1 PROJECT MANAGEMENT AND MEETINGS $156,040.00

1.1 PROJECT MANAGEMENT AND CONTROLS 36 120 156 $27,960.00 $63,000 $90,960.001.2 MEETINGS 72 72 108 252 $49,680.00 $49,680.001.3 QA/QC 20 40 60 $15,400.00 $15,400.00 2 SITE INVESTIGATION $163,300.00

2.1 FIELD/UTILITY SURVEY 4 8 12 24 $4,280.00 $50,000 $54,280.002.2 UTILITY POTHOLING 24 6 $1,540.00 $70,000 $71,540.002.3 GEOTECHNICAL BORINGS/INFILTRATION TESTING 8 8 $2,480.00 $35,000 $37,480.00 3 UTILITY COORDINATION $177,570.00

3.1 REQUEST FOR AS-BUILT LETTERS 3 3 $930.00 $10,370 $11,300.003.2 UPDATE UTILITY BASE MAP 4 4 $1,240.00 $14,010 $15,250.003.3 UTILITY DESIGN COORDINATION 16 16 $4,960.00 $39,750 $44,710.003.4 LIABILITY DETERMINATION & RELOCATION PLAN REQUEST 6 6 $1,860.00 $12,300 $14,160.003.5 NOTICE TO OWNER/UTILITY AGREEMENTS/REPORT OF INVESTIGATION 16 16 $4,960.00 $66,250 $71,210.003.6 PG&SERVICE APPLICATIONS 4 4 $1,240.00 $19,700 $20,940.00 4 RIGHT OF WAY $29,650.00

4.1 RIGHT OF WAY REQUIREMENTS MAP 4 16 50 70 $9,920.00 $9,920.004.2 ACQUISITION SUPPORT 10 25 60 95 $14,850.00 $14,850.004.3 RIGHT OF WAY CERTIFICATION 4 8 10 22 $4,880.00 $4,880.00 5 ENVIRONMENTAL $20,700.00

5.1 ENVIRONMENTAL REVALIDATION & ECR COMPLIANCE 10 80 90 $20,700.00 $20,700.00 6 FINAL DESIGN $1,045,210.00

6.1 GEOMETRIC APPROVAL DRAWING
GEOMETRIC APPROVAL DRAWING 3 12 20 40 75 $11,290.00 $11,290.00 FASTEST PATH ANALYSIS 1 5 8 30 44 $6,800.00 $6,800.00TRUCK TURN EXHIBITS 1 5 6 15 27 $4,040.00 $4,040.00SIGHT DISTANCE EXHIBITS 1 5 16 22 $3,540.00 $3,540.00NONSTANDARD FEATURE LIST/DIB 78 CHECKLIST 1 5 8 8 22 $3,700.00 $3,700.00TRAFFIC ANALYSIS 2 6 15 30 50 103 $13,600.00 $13,600.00

6.2 30% PS&E (64 PLANS)
PLANS 15 40 180 275 400 910 $122,000.00 $30,190 $152,190.00 COST ESTIMATE 1 5 8 16 30 60 $7,980.00 $7,980.00STORM WATER DATA REPORT 1 5 12 24 36 78 $10,340.00 $10,340.00DRAINAGE REPORT 1 5 8 18 36 68 $8,840.00 $8,840.00DESIGN STANDARD DECISION DOCUMENT 2 8 16 24 30 80 $11,460.00 $11,460.00

6.3 60% PS&E
PLANS (192 PLANS) 30 90 220 520 1050 1910 $242,200.00 $26,050 $268,250.00 COST ESTIMATE 2 4 8 16 30 60 $8,060.00 $8,300 $16,360.00 TASK
NO.

TASK DESCRIPTIONS ODCs SUBTOTAL

PARSONS
Parsons Subtotal
TOTAL Parsons Total
Hours

SR 43/7th STANDARD ROUNDABOUT COST PROPOSAL
UNCHECKED SPECIAL PROVISIONS PECIFICATIONS 2 9 16 20 47 $7,570.00 $7,570.00NONSTANDARD SPECIAL PROVISION LIST 1 2 4 4 11 $1,890.00 $1,890.00STORM WATER DATA REPORT 1 3 9 16 28 57 $7,500.00 $7,500.00TRANSPORTATION MANAGEMENT PLAN 2 8 24 40 74 $11,980.00 $11,950 $23,930.00DRAINAGE REPORT 1 3 6 15 30 55 $7,030.00 $7,030.00LIFE CYCLE OST ANALYSIS 1 7 12 22 28 70 $9,740.00 $9,740.00DESIGN STANDARD DECISION DOCUMENT 2 5 12 16 20 55 $8,010.00 $8,010.00MATERIALS REPORT 5 5 $1,550.00 $18,000 $19,550.00

6.4 90% PS&E
PLANS (192 PLANS) 15 60 180 375 875 1505 $187,100.00 $14,495 $201,595.00 SPECIAL PROVISIONS 2 5 14 15 36 $5,790.00 $3,860 $9,650.00COST ESTIMATE 2 3 6 10 24 45 $6,090.00 $6,090.00STORM WATER DATA REPORT 1 2 6 12 26 47 $6,010.00 $6,010.00TRANSPORTATION MANAGEMENT PLAN 2 5 12 34 53 $8,350.00 $7,800 $16,150.00DRAINAGE REPORT 1 2 5 12 26 46 $5,830.00 $5,830.00LIFE CYCLE OST ANALYSIS 1 5 10 16 20 52 $7,340.00 $7,340.00DESIGN STANDARD DECISION DOCUMENT 1 5 10 14 18 48 $6,880.00 $6,880.00MATERIALS REPORT 2 2 $620.00 $8,000 $8,620.00

6.5 100% PS&E
PLANS (192 PLANS) 8 20 80 170 380 658 $81,580.00 $7,215 $88,795.00 SPECIAL PROVISIONS 1 3 10 14 28 $4,200.00 $1,680 $5,880.00COST ESTIMATE 1 2 4 5 12 24 $3,340.00 $3,340.00STORM WATER DATA REPORT 2 3 8 16 29 $3,640.00 $3,640.00TRANSPORTATION MANAGEMENT PLAN 3 6 20 29 $4,370.00 $5,150 $9,520.00DRAINAGE REPORT 2 4 8 14 28 $3,620.00 $3,620.00LIFE CYCLE OST ANALYSIS 3 8 12 18 41 $5,490.00 $5,490.00DESIGN STANDARD DECISION DOCUMENT 3 8 12 15 38 $5,190.00 $5,190.00MATERIALS REPORT 1 1 $310.00 $4,000 $4,310.00

6.6 RTL PS&E
PS&E APPROVAL 5 15 30 60 80 190 $26,200.00 $26,200.00
RESIDENT ENGINEER FILE 1 2 8 20 31 $4,210.00 $4,210.00EARTHWORK CROSS SECTIONS 2 4 10 30 60 106 $13,240.00 $13,240.00 7 CONSTRUCTION SUPPORT $62,670.00

7.1 BID SUPPORT 5 10 40 55 $7,850.00 $7,850.007.2 CONSTRUCTION SUPPORT 32 64 192 288 $43,840.00 $43,840.007.3 AS-BUILTS 2 4 8 80 94 $10,980.00 $10,980.00 TOTAL HOURS : 380 629 1024 1876 4030 80 120 7671TOTAL LABOR : $117,800 $144,670 $184,320 $243,880 $403,000 $17,600 $16,800 $1,128,070 $527,070 $1,655,140 Unit Unit Price Total
LS $35,000 $35,000LS $30,000 $30,000LS $50,000 $50,000LS $70,000 $70,000LS $197,380 $197,380LS $91,790 $91,790LS $24,900 $24,900LS $25,000 $25,000LS $3,000 $3,000 Total $527,070
ODCs
Geotechnical Borings - EMI (Tasks 2.3)
Materials Report - EMI (Task 6)
Field/Utility Survey - DPSI (Task 2.3)
Utility Potholing (Task 2.2)
Item
Utility Coordination - TYLIN (Task 3)
Utility Plans and Specifications - TYLIN (Task 6)
TMP - V&A (Task 6)
Travel (Task 1.1)
Printing (Task 1.1)
TOTAL $1,655,140

SR 43/7th STANDARD ROUNDABOUT COST PROPOSAL
Project Manager Project Engineer Senior Engineer Engineer II Eningeer I Senior Planner Project Controls $310.00 $230.00 $180.00 $130.00 $100.00 $220.00 $140.00 O OPTIONAL SERVICES $200,000.00
O.1 AS-NEEDED ADDITIONAL SERVICES (SEE ASSUMPTION 23) 75 125 200 400 600 1400 $200,000.00 TOTAL HOURS : 75 125 200 400 600TOTAL LABOR : $23,250 $28,750 $36,000 $52,000 $60,000 $200,000 17) Right of way base map to be prepared by others.3) 20 Potholes are assumed.4) Includes 8 borings to a depth of 10 feet and two infiltration tests1) RTL will be completed by January 202612) Electrical includes lighting, temporary lights, and flashing beacon.13) The following sheets will be 1'=20": layout sheets, construction details, contour grading, signs, pavement delineation and traffic handling.6) Drainage will use ditches at toe of slope using over sided drains. Existing cross culverts will be extended.7) DSDDs will include up to 4 nonstandard features.8) Transportation Management Plan assumes detours will be nonsignificant delays (less than 15 minutes) and a minor TMP.5) Pavement design includes 20 year and 40 year flexible pavement alternatives and 40 year rigid pavement. Pavement rehabilitation is not included. A Geotechnical Design Report will not be needed.15) Elevations will be shown on construction details and profiles and superelevation diagram sheets are assumed not needed.16) Traffic Analysis will utilize existing volumes. Analysis will use Sidra to determine what year a single lane roundabout will operate at an acceptable level.11) 4 Stages are assumed.14) Other sheets will be 1'=50".9) ECR Compliance includes verifying compliance for Environmental Certification.10) The following plans are assumed: Title Sheet (1), Typical Cross Sections (6), Key Map/Line Index (1), Layout Sheets (7), Construction Details (18), Contour Grading Sheets (7), Temporary Water Pollution Control Plans and Quantities (8 Sheets), Erosion Control Sheets and Quantities (8), Drainage Plans, Profiles, Details, and Quantities (6 Sheets), Utility Plans (8 Sheets), Construction Area Signs (1 Sheet), Stage Construction, Detour, Traffic Handling Plans, and Quantities (54 Sheets), Summary of Quantity Sheets (5 Sheets), Pavement Delineation Sheets, Details, and Quantities (12 Sheets), Sign Sheets, Details, and Quantities (10 Sheets), Electrical Sheets, Details, and Quantities (8 Sheets)Assumptions:
2) Survey includes cross sections at 25 feet within project limits and survey of existing above ground utilities.18) 8 nonstandard special provisions are assumed.19) Assumes Shafter will AAA construction phase.20) Construction Will Be 8 months.21) Assumes 1 PDT meeting a month and 1 focus meeting.22) Planting and Irrigation is not included.

TOTAL OPTIONAL $200,000
23) Additional items including traffic analysis, permit approvals, design, environmental, construction support beyond the effort identified above could be performed under optional services below.

TASK
NO.

TASK DESCRIPTIONS

PARSONS
ODCs SUBTOTAL TOTAL
Total Hours
Parsons Subtotal

© Copyright 2024 Parsons Corporation.

All Rights Reserved.
9600 Ming Avenue
Suite 310
Bakersfield, CA 93311
www.parsons.com

MANAGEMENT REPORT

CITY OF SHAFTER

CITY COUNCIL REPORT
MEETING DATE: October 1, 2024
FROM: Lance Lippincott, City Manager
PREPARED BY: Michael James, Public Works Director, Marcos Torres, Deputy Public Works Director
SUBJECT: AWARD PROFESSIONAL SERVICES AGREEMENT FOR WELL 23 PROJECT

RECOMMENDATION
Council find the requested action is exempt from the California Environmental Quality act; approve the Well No. 23 - Engineering Design Proposal submitted by Dee Jaspar and Associates valued at $99,724; and authorize the Public Works Director to award and excecute a professional services contract for work covered under said proposal.

BACKGROUND
As part of the City's Capital Improvement Plan (CIP), Public Works has prioritized the development of new groundwater wells to address growing water demand and to enhance the reliability and resilience of the City's water supplies. Among the projects identified to meet these objectives is the development of Well No. 23 in the northeast section of the Core City. Tentatively, the planned location of Well No. 23 is within the boundaries of Tract 6614, near the intersection of Beech Avenue and East Tulare Avenue. The final site selection process considers water quality, proximity to existing infrastructure, and long-term sustainability.

Public Works requested a proposal from Dee Jaspar and Associates to provide engineering services for this project. The proposal submitted has three components:
well design, electrical design, and equipping and development of the well site. The estimated total cost for these services is $99,724.00.

ANALYSIS
Dee Jaspar and Associates has performed all the designs for the past five City well sites. The proposed costs for the Well 23 site are consistent with fees paid for their past work.

FISCAL IMPACT
The City's CIP Project #WA00020 has $100,000 in funding programmed in Fiscal Year 2024-2025, to cover engineering design services for this project. No budget action is required.

CEQA ANALYSIS

AWARD PROFESSIONAL SERVICES AGREEMENT FOR WELL 23 PROJECT - 2 -
The project consists of the engineering and construction of Well 23, a new groundwater well. Per Section 15301 of the CEQA Guidelines (Existing Facilities), the project is exempt from the California Environmental Quality Act because it is similar in intensity to other new construction project examples outlined in the section that are exempt such as water main, sewage, electrical, gas, and other utility extensions, including street improvements.

APPROVED BY THE CITY ATTORNEY
No

ALTERNATIVES
The Council can reject the requested action and direct staff to seek competing proposals or defer well projects to preserve CIP funds for other water-based projects. However, supply chain issues and other factors have led to recent projects taking up to three years to complete. To ensure that there are new wells to serve expected growth, the City should be as proactive as possible with work involving planning and engineering. In the case of the City well projects, competing proposals are not required, plus Dee Jaspar and Associates has been the most proven and reputable consultant for this type of work. Therefore, alternative action is not recommended.

NEXT STEPS
Upon Council approval, a professional services contract will be awarded to Dee Jaspar and Associates.

ATTACHMENTS

1. Well 23 Design Proposal

DEE JASPAR & ASSOCIATES, INC.

CONSULTING CIVIL ENGINEERS
2730 UNICORN ROAD, BLDG A
BAKERSFIELD, CA 93308
PHONE (661) 393-4796
FAX (661) 393-4799
____________________________________________________________________________________ September 16, 2024
Marcos Torres, Deputy Public Works Director - Operations c/o City of Shafter
720 Commerce Way
Shafter, CA 93263
RE: Well No. 23 Project
Engineering Proposal
Mr. Torres,
Attached is a cost proposal for providing engineering services for the above referenced project.

The scope of work has been separated into three tasks:

Task No. 1: Well Design
• General Well Design and Correspondence
• Well Site Property Survey
• Preparation of Well Drilling Plans and Specifications • Preparation of an Engineer’s Estimate
Task No. 1 Budget Amount: $9,685.00
Task No. 2: Well Electrical Gear Design
• Design of Electrical Equipment and Emergency Generator • Preparation of Drawings and Specifications for Quotes • Correspondence with Suppliers and Review of Quotes
• Assistance with the Purchase of Equipment and Shop Drawing Review & Approval Task No. 2 Budget Amount: $20,897.00
Task No. 3: Well Equipping & Site Development Design
• Well Site Design and Calculations
• Topographic Surveying of Well Site
• Soils Investigation and Preparation of a Soils Report • Preparation of 60% Level Drawings for Review and Comment

• Preparation of 90% Level Drawings for Review and Comment • Preparation of 90% Level Technical Specifications
• Preparation of an Engineer’s Estimate
Task No. 3 Budget Amount: $69,142.00
The budget proposal for the above described scope of work is $99,724.00 and will be billed on a time and material basis for the actual work performed in accordance with the 2023 DJA Rate Schedule.

Please let me know if you have any questions, concerns, or need anything else. Thank you for the opportunity to serve the City on this project.

Thanks,
Curtis M. Skaggs, PE

Dee Jaspar Associates
Consulting Civil Engineers
City of Shafter
Well No. 23 Design Proposal
Princ pi al Engineer Regis et er d Eng ni eer / Pro ej ct Manager Staff Eng ni eer Draf st pe sr on Su ve r y Crew Krazan & Assoc ai et s, nI c. Ken Schmidt & Assoc ai es t Electr ci al Power Sys ems t , Inc.

Scope of Work Estimated Time (hrs) Estimated Time (hrs) Estimated Time (hrs) Estimated Time (hrs) Estimated Time (hrs) Estimated Cost ($) Estimated Cost ($) Estimated Cost ($) Total1. Well Design $217/hr $169.5/hr $151/hr $109.0/hr $278.5/hr $150/hr $300/hr $330/hrWell Design and General Correspondence 6 8 $3,417Preparation of Well Drilling Plans and Specifications 4888 $4,986 Preparation of Engineer's Estimate 44 $1,282
Subtotal: 0 14 12 8 8 0 8 0 $9,685.00

2. Design for Electrical & Generator ProcurementReview and Design of Electrical Equipment and Generator Set 4 12 8 $5,130Preparation of Equipment Drawings and Specifications for Quotes 4 12 12 $6,450Correspondence with Suppliers and Review of Quotes 2 8 4 $2,867Assistance with the Purchase of Equipment and Shop Drawing Review & Approval 4 12 12 $6,450 Subtotal: 0 14 44 0 0 0 0 36 $20,897.00

3. Well Equipping & Site Development DesignWell Pump Design and Calculations 6 12 8 $5,469 Perform Topographic Field Survey of Well Site 22 8 $2,869 Perform Geotechnical Investigation and Prepare Soils Report 2 2 50 $8,141Prepare 60% Level Plans for City Review and Comment 8 80 40 24 $25,716Prepare 90% Level Plans for City Review and Comment 8 60 24 16 $18,312Prepare 90% Level Technical Specifications 16 16 $5,128 Prepare Engineer's Estimate 24 $943Project Correspondence and Meetings 88 $2,564 Subtotal: 0 52 184 64 8 50 0 48 $69,142.00
Total Hours Estimated: 0 80 240 72 16 50 8 84Total Engineering Estimate: $0 $13,560 $36,240 $7,848 $4,456 $7,500 $2,400 $27,720 $99,724.00 9/18/2024

MANAGEMENT REPORT

CITY OF SHAFTER

CITY COUNCIL REPORT
MEETING DATE: October 1, 2024
FROM: Lance Lippincott, City Manager
PREPARED BY: Michael James, Public Works Director
SUBJECT: APPROVE CORE CITY BIKE LANE IMPROVEMENT PROJECT

GRANT FUNDING AGREEMENT

RECOMMENDATION
Council find the requested action is exempt from the California Environmental Quality Act; approve a grant funding agreement with the San Joaquin Valley Unified Air Pollution Control District for completing the Lerdo Highway and Adjacent Avenues Bike Path Project (Agreement #G-211499-A1); authorize the City Manager to execute said agreement; and authorize a budget amendment of $1,275,000 for grant funding expenditures and reimbursement.

BACKGROUND
State of California Assembly Bill 617 (AB 617) requires the California Air Resources Board (CARB) and air districts to develop and implement emissions reporting, monitoring, reduction plans, and measures to reduce air pollution exposure in disadvantaged communities. In 2018, South Central Fresno and the City of Shafter were the first Valley communities selected by CARB for the investment of additional resources under AB 617. Since then, the Shafter Community Steering Committee (CSC) has been responsible for advising the San Joaquin Valley Air Pollution Control District (District) on its development of the Community Air Monitoring Plan and Community Emission Reduction Program. City leaders and staff have been very active and engaged as CSC members.

Among the initiatives prioritized by CSC for AB 617 funds is safer and more reliable bike lane connectivity within the Core City. Public Works identified routes for bike lane additions and enhancements presented and discussed at a public meeting and workshop hosted by the District and CSC. In some cases, these bike lanes can be painted on existing roadways, but the conditions of other roads require pavement resurfacing to ensure the bike lanes are visible and effective. The District's Governing Board authorized issuing a funding agreement to the City to complete all the proposed work for a cost of $1,275,000.

ANALYSIS
The funding agreement has been reviewed and deemed acceptable by City staff. The agreement does not require a local funding match.

APPROVE CORE CITY BIKE LANE IMPROVEMENT PROJECT GRANT FUNDING AGREEMENT - 2 -

FISCAL IMPACT
The bike lane project is not included in the Capital Improvement Program. A new project plus $1,275,000 in funding to reflect planned grant expenditures and reimbursement needs to be authorized by the Council.

CEQA ANALYSIS
The project consists of restriping and resurfacing existing roads to improve the safety of bike travel within the City core that involves no expansion of use. Therefore, per Section 15301 of the CEQA Guidelines (Existing Facilities), the project is exempt from the California Environmental Quality Act.

APPROVED BY THE CITY ATTORNEY
Yes

ALTERNATIVES
The Council can reject the recommended action and direct staff to explore other uses for the AB 617 funding with the District and CSC. However, this funding presents a unique opportunity to expand bike lane connectivity within the Core City for the benefit of its residents plus will address pavement deterioration on some heavily used local roadways. Additionally, there are limited funding opportunities through the CSC that can directly benefit City infrastructure and facilities. Therefore, alternative action is not recommended.

NEXT STEPS
The funding agreement will be executed, allowing work on the project to commence. The anticipated first step will be to award a professional services contract to a consulting engineer to prepare biddable installation plans, which will be brought before the Council for approval at a future meeting.

ATTACHMENTS

1. Funding Agreement G-211499-A1

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Agreement No. G-211499-A1
City of Shafter

AGREEMENT
Lerdo Highway and Adjacent Avenue Bike Path
This Agreement is made and entered into this day of , 2024, by and between the SAN JOAQUIN VALLEY UNIFIED AIR POLLUTION CONTROL DISTRICT (District), a unified air pollution control district formed pursuant to California Health and Safety Code section 40150 et seq., and CITY OF SHAFTER (Contractor).

WITNESSETH:

WHEREAS, despite major reductions in emissions and corresponding improvements in air quality, the San Joaquin Valley continues to face difficult challenges in meeting the federal ambient air quality standards; and WHEREAS, California Assembly Bill (AB 617) provides mechanisms and resources to implement community-specific air quality monitoring networks; to develop, implement, and track emission reduction programs; to improve availability of data and other technical information; and to invest substantial funding in selected communities through voluntary incentive funding measures; and
WHEREAS, the District prioritized, and the California Air Resources Board (CARB) selected, South Central Fresno, Shafter, Stockton, Arvin and Lamont as disadvantaged communities within the San Joaquin Valley that would benefit from District Board and CARB-approved Community Emissions Reduction Programs (CERPs) under AB 617; and
WHEREAS, the District worked with the selected disadvantaged communities throughout the implementation process, as required by AB 617, where measures are guided by advice and knowledge of local community members, through their input and involvement on Community Steering Committees (CSC) for each AB 617- selected community; and
WHEREAS, the District in conjunction with CSC from the selected

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communities, identified strategies for reducing air pollution impacts from sources of pollution that are of particular concern in the selected communities; and WHEREAS, Contractor represents that it is willing and able to perform the activities set forth herein within the timeframe specified in this Agreement.

NOW, THEREFORE, based on their mutual promises, covenants, and conditions, the parties hereby agree as follows:

1. PROJECT
Contractor shall receive grant funding by the District to implement the Lerdo Highway and Adjacent Avenues Bike Path Project (Project), to construct approximately five miles of new bike lanes along Lerdo Highway and its adjacent local avenues, within the City of Shafter as identified in Exhibit A, and administer the Project as set forth and in accordance with the Project overview, construction cost estimate, and completion schedule (referred to as “Scope of Project”); attached hereto and incorporated herein as Exhibit B. Contractor agrees to furnish all labor, materials, equipment, licenses, permits, fees, and other incidentals necessary to perform and complete, per schedule, in a professional manner, the project described herein.

Contractor represents that Contractor has met the program eligibility requirements described in the Community Air Protection Incentives Program Guidelines (CAP Guidelines), and has the expertise and resources necessary to adequately perform and complete the Project specified in and in accordance with this Agreement and the exhibits incorporated herein.

Contractor agrees to commit to a Project Life of ten (10) years, during which time Contractor agrees to maintain the project. During the Project Term, Contractor must comply with program requirements described in the CAP Guidelines, and make the project available for inspection if requested by the District and/or CARB.

Contractor agrees to comply with prevailing wage laws as set forth in Labor Code section 1720 et. seq. In addition, if any subcontract entered into as a result of this agreement qualifies as a public works contract as defined in California Civil Code section

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8039 or Public Contract Code section 1101, Contractor agrees to comply with any applicable bond requirements pursuant to California Civil Code section 9550 et. seq.

Contractor represents that Contractor has the expertise necessary to adequately perform its part in the Project specified in Exhibit B.

In the event of any conflict between or among the terms and conditions of this Agreement or the exhibit incorporated herein, such conflict shall be resolved by giving precedence in the following order of priority:

1. The text of this Agreement

2. Exhibit A to this Agreement (Boundary Map)

3. Exhibit B to this Agreement (Scope of Project)

4. Exhibit C to this Agreement (Eligible Project Costs)

5. Exhibit D to this Agreement (Claim for Payment Form)

6. Exhibit E to this Agreement (Messaging & Communication)

2. PERIOD OF PERFORMANCE/TIMETABLE
Project Term for this Agreement shall be within two (2) years of contract execution date. Contractor shall commence performance of work and produce all work products in accordance with the Scope of Project as described in Exhibit B within the Project Term, unless otherwise extended in writing by District, or if this Agreement is terminated sooner as provided for in Paragraph 12 of this Agreement. Modifications to this Agreement to allow due date flexibility are subject to the terms specified in Paragraph 20 of this Agreement.

3. REPORTING REQUIREMENTS
Contractor shall complete and submit reports provided by District as specified in the following subparagraphs 3.A. and 3.B.

A. Mid-Year Progress Reports: Contractor shall submit mid-year progress reports to the District on or before May 17th of each year during the Project Term for District’s review and approval. The mid-year progress report shall include project and program level information from November 1 through April 30.

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B. Yearly Reports: Contractor shall submit yearly reports to the District on or before November 15th of each year during the Project Term for the District’s final review and approval. The yearly report shall include project and program level information from May 1 through October 31.

4. STANDARD OF PERFORMANCE
Contractor, its subcontractors and their employees, in the performance of Contractor's work under this Agreement shall be responsible for exercising the degree of skill and care required by customarily accepted good professional practices and procedures used in the Contractor's field.

Any costs for failure to meet the foregoing standard or to correct otherwise defective work that requires duplicate performance of the work, as directed by District, shall be borne in total by Contractor and not District. The failure of a project to achieve the performance goals and objectives stated in this Agreement is not a basis for requesting duplicate performance unless the work conducted by Contractor and/or its subcontractors is deemed by District to have failed the foregoing standard of performance.

A. In the event Contractor or its subcontractors fail to perform in accordance with the above standard:

1. Contractor will perform again, at its own expense, any task which was not performed to the reasonable satisfaction of District. Any duplicate performance pursuant to this paragraph shall be completed within the time limitations originally set forth, or as modified, for the specific task involved. Contractor shall incur any overtime required to meet the deadline for the task at no additional cost to District;

2. District shall provide a new schedule for the duplicate performance of any task pursuant to this paragraph in the event that such performance of a task within the original, or modified, time limitations is not feasible; and

3. District, where necessary, shall have the option to
direct Contractor not to repeat the performance of any task which was not performed to

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the reasonable satisfaction of District and pursuant to application of (1) and (2) above.

In the event District directs Contractor not to repeat the performance of a task, District and Contractor shall negotiate a reasonable settlement for satisfactory work performed.

No previous payment shall be considered a waiver of District’s right to reimbursement.

Nothing contained in this section is intended to limit any of the rights or remedies which or District may have under law.

5. INDEPENDENT CONTRACTOR
In performance of the work, duties, and obligations assumed by Contractor under this Agreement, it is mutually understood and agreed that Contractor, including any and all of Contractor’s subcontractors, officers, agents, and employees, will at all times be acting and performing as an independent contractor and shall act in an independent capacity and not as an officer, agent, servant, employee, joint venture, partner, or associate of District. Furthermore, District shall have no right to control or supervise or direct the manner or method by which Contractor shall perform its work and function. However, District shall retain the right to administer this Agreement so as to verify that Contractor is performing its obligations in accordance with the terms and conditions thereof. Contractor and District shall comply with all applicable provisions of law and the rules and regulations, if any, of governmental authorities having jurisdiction over matters the subject thereof.

Due to its status as an independent contractor, Contractor shall have absolutely no right to employment rights and benefits available to District employees.

Contractor shall be solely liable and responsible for providing to, or on behalf of, itself all legally required employee benefits. In addition, Contractor shall be solely responsible and save District harmless from all matters relating to payment of Contractor’s employees, including compliance with social security, withholding, and all other regulations governing such matters. It is acknowledged that during the Project Term of this Agreement, Contractor may be providing services to others unrelated to District or to this Agreement.

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6. FUNDING
The total obligation of District under this Agreement shall not exceed One Million Two Hundred Seventy-Five Thousand dollars ($1,275,000) and shall only be for eligible items identified in the Eligible Project Costs; attached hereto and incorporated herein as Exhibit C, for Contractor’s part in the Project. Contractor will only be reimbursed for eligible work and services performed and eligible equipment purchased on or after execution of this contract. During the Project Term, if it is determined that the Contractor fails to complete the project in accordance with this agreement, including maintain all records and completing all reports in accordance with this agreement, the District shall have the right to demand of Contractor the repayment to District of any and all funds disbursed to Contractor under this Agreement. Contractor shall refund any such funds within ninety (90) days upon demand from District.

7. FINANCIAL RECORD
Without limitation of the requirement to maintain project accounts in accordance with generally accepted accounting principles, Contractor must:

1. Establish an official file for the Project that will adequately document all significant actions relative to the Project; and

2. Contractor must maintain documentation of all Project funds.

8. PAYMENTS
District agrees to reimburse Contractor for actual allowable expenditures incurred in accordance with the Eligible Project Costs as set forth in Exhibit C and within the Project Term as specified in Paragraph 2. Contractor may request flexibility of the Eligible Project Costs and must be pre-approved in writing by District as allowed in and in accordance with Exhibit C.

Advance payments are not allowed. Payments shall be permitted only at such time that all Project services have been satisfactorily rendered and/or eligible materials have been purchased and the Project has been completed. District shall reimburse Contractor after receipt and verification of a properly supported claim for

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payment and after the claim for payment has been approved by District.

District shall reimburse Contractor after receipt and verification of a properly supported financial claim, which includes the following:

1. Claim for Payment Form (Form) attached hereto and
incorporated herein as Exhibit D. The Form must be completed and submitted with a signature from the contract signing authority.

2. For the reimbursement of eligible costs, Contractor
must submit documentation that supports and substantiates the completion of work and/or milestone. Supporting documentation may include, but is not limited to, copies of invoices, checks, final receipts, labor reports, and time cards. The District may consider other forms of documentation as it deems appropriate.

3. Contractor understands and agrees that prior to the
reimbursement of all costs, District must conduct a post-inspection of the completed project to verify all eligibility requirements of the project are met.

4. The supporting documentation submitted as part of
the financial claim must set forth that the work completed and/or materials purchased for which compensation is sought was satisfactorily completed in accordance and pursuant to this Agreement and as set forth in Exhibit B.

Invoices and all supporting documentation shall be submitted to District for reimbursement via one of the following methods:

Hand-delivery or mail: San Joaquin Valley Air Pollution Control District Attention: Mr. David Lopez
1990 East Gettysburg Avenue
Fresno, California 93726-0244
Email: [email protected]
District may deny reimbursement if any form, report, and/or invoice is erroneous or incomplete, if the proper supporting documentation is not received, or if the claim for payment was deemed ineligible, in whole or in part, by District and/or CARB.

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District is not responsible for reimbursement to Contractor for expenditures, deemed ineligible and/or non-reimbursable. Contractor will only be reimbursed for eligible items as set forth in Exhibit C.

The amount to be paid to Contractor under this Agreement includes sales and use taxes, if any, incurred pursuant to this Agreement, including any such taxes due on equipment purchased by Contractor. Contractor shall not receive additional compensation for reimbursement of such taxes and shall not decrease work to compensate therefore.

9. SURPLUS FUNDS
Any compensation not expended by Contractor pursuant to the terms and conditions of this Agreement by the Project Term end date shall automatically revert to District. Only expenditures incurred by Contractor in the direct performance of this Agreement within the Project Term as identified in Paragraph 2 will be reimbursed by District. Allowable expenditures under this Agreement are specifically established and identified in Exhibit C.

10. CLOSEOUT PERIOD
Contractor shall submit all final claims within 60 days of project completion. No action will be taken by District on claims submitted beyond the closeout period without prior written authorization.

11. USE OF FUNDS RESTRICTION
Contractor agrees that funds under this award cannot be used for emissions reductions that are mandated under federal, state, or local law. Voluntary or elective emissions reductions measures shall not be considered to be "mandated," regardless of whether the reductions are included in the state implementation plan of a state.

12. TERMINATION
District may suspend or terminate this Agreement in whole or in part where, in the determination of District and/or CARB, there is

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1. An illegal or improper use of funds;

2. A failure to comply with any term of this Agreement including the CAP Guidelines and Exhibit B by Contractor;

3. A substantially incorrect or incomplete report or deliverable submitted to District by Contractor; or

4. An improperly performed service and/or improperly
completed project.

If the District makes a determination that one or more of the aforementioned events has occurred which would constitute a breach, the District shall first notify Contractor in writing and provide the Contractor with a thirty (30)-day period to cure the breach. If, after thirty (30) days, the Contractor has not cured the breach, the District may then provide thirty (30) days written notice of District’s intent to suspend or terminate this Agreement.

In no event shall any payment by District constitute a waiver by District of any breach of this Agreement or any default, which may then exist on the part of Contractor. Neither shall such payment impair or prejudice any remedy available to District with respect to the breach or default. District shall have the right to demand of Contractor the repayment to District of any and all funds disbursed to Contractor under this Agreement during the term of this Agreement, which in the judgment of District were not expended in accordance with the terms of this Agreement. Contractor shall refund any such funds within ninety (90) days upon demand from District.

In addition to suspension or termination, District may seek through an appropriate court, any other remedies available at law, in equity, or otherwise specified in this Agreement.

13. GOVERNING LAW
This Agreement shall be governed in all respects by the laws of the State of California. Venue for any action arising out of this Agreement shall only be in Fresno County, California.

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14. AUDITS AND INSPECTIONS
Contractor shall at any time during regular business hours, and as often as District and/or CARB may deem necessary, make available to District and CARB for examination all of its records and data with respect to the matters covered in this Agreement within the terms of this Agreement and in accordance with the CAP Guidelines and Exhibit B. Contractor shall, upon request by District and/or CARB, permit District and CARB to audit and inspect all such records and data necessary to ensure Contractor's compliance with the terms of this Agreement.

If deemed necessary, Contractor shall be subject to an audit by District and/or CARB or its authorized representative to determine if the funding and revenues received by Contractor were utilized as provided by law and this Agreement. If, after audit, District makes a determination that funds provided to Contractor pursuant to this Agreement were not spent in conformance with this Agreement or any other applicable provisions of law, Contractor agrees to immediately reimburse District all funds determined to have been expended not in conformance with said provisions.

Upon written request from District and/or CARB, Contractor shall provide detailed documentation of all expenses and labor reports at any time throughout the project. In addition, Contractor agrees to allow District and/or CARB or their designated representative, upon written request, to have reasonable access to and the right of inspection of all records that pertain to the project during the Project Term of this Agreement and for a period of three (3) years after the end of the Project Term, unless District notifies Contractor, prior to the expiration of such three-year period, that a longer period of record retention is necessary. Further, Contractor agrees to incorporate an audit of this project within any scheduled audits, when specifically requested by the State. Contractor agrees to include a similar right to audit in any subcontract.

Contractor shall be subject to the examination and audit of the auditor general for a period of three (3) years after final payment under contract (Government Code § 8546.7).

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15. RETENTION OF RECORDS
Contractor shall retain all project records and data for activities performed under this Agreement, including financial and service revenue records, program information and materials, and payment requests as specified in Exhibit D, for a minimum of three (3) years after the final payment has been received or three (3) years after the end of the Project Term or until all state audits are completed for that fiscal year, whichever is later, unless otherwise specified in the funding Agreement.

16. FALSE CLAIM
Contractor is advised that providing false, fictitious, or misleading information with respect to the receipt and disbursement of District grant funds may result in criminal, civil, or administrative fines and/or penalties. Contractor, and its subgrantees, must promptly refer to Office of the Inspector General and District any credible evidence that a principal, employee, agent, sub-grantee contractor, subcontractor, loan recipient, or other person has submitted a false claim under the False Claims Act or has committed a criminal or civil violation of laws pertaining to fraud, conflict of interest, bribery, gratuity, or similar misconduct involving funds provided under this grant or subgrants awarded by District.

17. CONFLICT OF INTEREST
No officer, employee, or agent of District who exercises any function or responsibility for planning and carrying out the services provided under this Agreement shall have any direct or indirect personal financial interest in this Agreement. Contractor shall comply with all federal and state conflict-of-interest laws, statutes, and regulations, which shall be applicable to all parties and beneficiaries under this Agreement and any officer, agent, or employee of District.

18. COMPLIANCE WITH LAWS
Contractor shall comply with all federal and state laws, statutes, regulations, rules, and guideline that apply to performance and obtain any and all permits required to its performance under this Agreement and those specified in Exhibit B,

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including California driving eligibility, financial liability, prevailing wage and/or public works laws.

19. NONDISCRIMINATION STATEMENT OF COMPLIANCE
During the performance of this Agreement, Contractor and its subcontractors shall not unlawfully discriminate, harass or allow harassment, against any employee or applicant for employment because of sex, sexual orientation, race, color, ancestry, religious creed, national origin, disability (including HIV and AIDS), medical condition (cancer), age, marital status, and denial of family care leave. Contractor and its subcontractors shall insure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination and harassment. Contractor and its subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code Sections 12990 et seq.) and the applicable regulations promulgated thereunder (California Code of Regulations, Title 2, Section 7285.0 et seq.).

The applicable regulations of the Fair Employment and Housing Commission implementing Government Code Section 12990 (a-f) , set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations are incorporated into this Agreement by reference and made a part of it as if set forth in full. Contractor and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement.

Contractor shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under this Agreement.

20. MODIFICATION
Any matters of this Agreement may be modified from time to time by the written consent of all the parties without affecting the remainder. Determination of whether a change to the Agreement is significant or non-significant will be at the discretion of the District.

A. Significant Changes to the Agreement
Significant changes to this Agreement must be approved by District

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through a formal amendment. The determination of a significant change is at the sole discretion of the District. Significant changes include, but are not limited to:

1. Change of Contractor's legal name;

2. Change of Contractor and Sub-Contractor(s);

3. Changes to the Project that significantly modify the work to be completed as identified in Exhibit B;
Contractor shall submit a request in writing to District for any significant change. District will notify Contractor of the appropriate action in writing.

B. Non-significant Changes to the Agreement
Changes that are not significant to the Agreement may not need to be approved through a formal amendment as determined by the District. Request for changes to the Agreement believed to be non-significant shall be submitted by Contractor to District in writing. Changes to the Agreement deemed non-significant by District shall be documented in writing.

C. Project Schedule
The schedule for specific tasks in the Project may be adjusted as necessary to accommodate reasonable and/or unforeseen circumstances that can cause delay in the completion of the tasks. District will work directly with Contractor to ensure all adjustments to the Project description in Exhibit B are reasonable and adequate to complete the Project in a satisfactory manner by the Project Term end date of the Agreement.

21. NON-ASSIGNMENT
Neither party shall assign or transfer this Agreement, nor their rights or duties under this Agreement, without the prior express, written consent of the other party, which shall not be unreasonably withheld or delayed.

22. SUBCONTRACTORS
Contractor shall not subcontract any part of this Agreement without obtaining prior express, written consent of the District. Contractor shall provide a copy of

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any sub-agreements with Subcontractors to the District for review. If at any time Contractor finds it necessary to subcontract with a party other than those heretofore identified in Exhibit B, and such party has obtained prior, express written consent of the District, such party agrees to secure a payment bond from its respective subcontractor in a form acceptable to the District, unless the District expressly agrees to waive the payment bond requirement.

In addition, any party authorized to subcontract all or any part of this Agreement shall ensure that the following contract terms are included in writing in all subcontracts, subject to District approval:

A. Requirements of the Insurance section of this Agreement; B. Indemnification of the District as stated in the Indemnification section of this Agreement; and
C. Language addressing bond requirements of California Civil Code section 9550 et.seq.; if applicable, if the subcontract qualifies as a public works contract as defined in California Civil Code section 8038 or Public Contract Code section 1101. Note that this determination is independent of public works determinations for the purposes of prevailing wage requirements of California Labor Code section 1720 et.seq.; D. Language specifying that subcontractor agrees to comply with prevailing wage laws, if applicable, as set forth in Labor Code section 1720 et.seq.; and E. All other applicable provisions as stated in this Agreement.

23. BINDING ON SUCCESSORS
This Agreement, including all covenants and conditions contained herein, shall be binding upon and inure to the benefit of the parties, including their respective successors-in-interest, assigns, and legal representatives.

24. INDEMNIFICATION
Contractor agrees to indemnify, save, hold harmless, and at District’s request, and at Contractor’s sole expense, defend District, its boards, committees, representatives, officers, agents, and employees from and against any and all costs and

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expenses (including reasonable attorneys’ fees and litigation costs), damages, liabilities, claims, and losses (whether in contract, tort, or strict liability, including, but not limited to, personal injury, death, and property damage) occurring or resulting to District that arises from any negligent or wrongful acts or omissions of Contractor, its officers, agents, subcontractors, or employees in their performance of this Agreement, save and except claims or litigation arising out of the sole negligence or sole willful misconduct of District.

25. INSURANCE
Without limiting District’s right to obtain indemnification from Contractor or any third parties, Contractor, at its sole expense, shall maintain, in full force and effect, the following insurance policies throughout the term of this Agreement:

A. Commercial general liability insurance with minimum limits of coverage in the amount of Two Million Dollars ($2,000,000) per occurrence; B. Commercial automobile liability insurance which covers bodily injury and property damage with a combined single limit with minimum limits of coverage in the amount of one million dollars ($1,000,000) per occurrence.

C. Workers' compensation insurance for all of its employees who will be engaged in the performance of this Agreement in accordance with California law.

Except for workers’ compensation insurance, such insurance policies shall name District, its officers, agents, and employees, individually and collectively, as additional insureds. Such additional insured coverage shall apply as primary insurance and any other insurance, or self-insurance, maintained by District, its officers, agents, and employees, shall be excess only and not contributing with insurance provided under Contractor’s policies herein. These insurances shall not be canceled or changed without providing District written notice at least thirty (30) days prior to such cancelation or change taking effect.

Prior to the commencement of performing its obligations under this Agreement, Contractor shall provide certificates of insurance and additional insured endorsements on the foregoing policies, as required herein, to District, stating that such

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insurance coverages have been obtained and are in full force; that District, its officers, agents, and employees will not be responsible for any premiums on the policy. This insurance shall not be canceled or changed without a minimum of thirty (30) days’ advance, written notice given to District.

In the event Contractor fails to keep in effect at all times insurance coverage as herein provided, District may, in addition to other remedies it may have, suspend or terminate this Agreement upon the occurrence of such event.

26. ADVERTISING, OUTREACH AND PROMOTIONS
Contractor shall prepare outreach and educational materials in consultation with the District and CSC, and conduct public outreach, press releases, and press events necessary for the project to be successful. Contractor shall operate in compliance with the Messaging & Communications Guide attached hereto and incorporated herein as Exhibit E. The community engagement plan from the Contractor is included in Exhibit B.

All outreach and education materials that include reference to this project, such as fact sheets, infographics, multimedia tools such as videos, and websites must display logos from the California Climate Investments and the District. The District shall provide to Contractor the official logos.

The Contractor agrees to acknowledge the District and the California Climate Investments program as a funding source whenever this project is publicized in any news media, websites, brochures, publications, audiovisuals, or other types of promotional material. The acknowledgment must read as follows:
• “[Insert Project Name] Project is a part of California Climate Investments, a statewide initiative that puts billions of Cap-and-Trade dollars to work reducing greenhouse gas emissions, strengthening the economy, and improving public health and the environment – particularly in disadvantaged communities.” • “[Insert Project Name] Project is a program of the Valley Air District.” • “[Insert Project Name] Project un programa del Distrito del Aire del Valle.”

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Contractor shall notify the District via email of any planned advertising, outreach or program promotion prior to launch.

27. NOTICES
The persons and their addresses having authority to give and receive notices under this Agreement are as follows:

CONTRACTOR DISTRICT
Gabriel A. Gonzalez
City Manager
City of Shafter
336 Pacific Avenue
Shafter, CA 93263
Samir Sheikh
Executive Director/APCO
San Joaquin Valley Unified APCD
1990 East Gettysburg Avenue
Fresno, CA 93726
Any and all notices between District and Contractor provided for or permitted under this Agreement or by law shall be in writing and shall be deemed duly served when personally delivered to one of the parties, or in lieu of such personal service, when deposited in the United States mail, postage prepared, addressed to such party.

28. TIME IS OF THE ESSENCE
It is understood that for Contractor's performance under this Agreement, time is of the essence. The parties reasonably anticipate that Contractor will, to the reasonable satisfaction of District, complete all activities described in the Scope of Project in Exhibit B to this Agreement, with schedule and deadline flexibility as allowed and pre-approved by District provided that Contractor is not caused unreasonable delay in such performance.

29. NO THIRD-PARTY BENEFICIARIES
Notwithstanding anything else stated to the contrary herein, it is understood that Contractor's services and activities under this Agreement are being rendered only for its own benefit, and no other person, firm, corporation, or entity shall be deemed an intended third-party beneficiary of this Agreement. ///

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30. SEVERABILITY
In the event that one or more of the provisions contained in this Agreement shall for any reason be held to be unenforceable in any respect by a court of competent jurisdiction, such holding shall not affect any other provisions of this Agreement, and the Agreement shall then be construed as if such unenforceable provisions are not a part hereof.

31. FORCE MAJEURE
Neither District nor the Contractor shall be liable for or deemed to be in default or delay or failure in performance under the Grant Agreement or interruption of services resulting, directly or indirectly, from acts of God, or acts or inaction of any third party or third parties beyond the reasonable control of Contractor, such as supplier delays, enemy or hostile government actions, civil commotion, strikes lockouts, labor disputes, fire or other casualty, etc.

32. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between Contractor and District with respect to the subject matter hereof and supersedes all previous negotiations, proposals, commitments, writings, advertisements, publications, and understandings of any nature whatsoever unless expressly included in this Agreement.

Any and all notices between District and Contractor provided for or permitted under this Agreement or by law shall be in writing and shall be deemed duly served when personally delivered to one of the parties, or in lieu of such personal service, when deposited in the United States mail, postage prepared, addressed to such party.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the day and year first hereinabove written.
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CONTRACTOR DISTRICT
City of Shafter
________________________________
Gabriel A. Gonzalez
City Manager
San Joaquin Valley Unified Air Pollution
Control District
_______________________________
Vito Chiesa
Governing Board Chair
Recommended for approval:

San Joaquin Valley Unified Air Pollution
Control District
________________________________
Samir Sheikh
Executive Director/APCO
Approved as to legal form:

San Joaquin Valley Unified Air Pollution
Control District
________________________________
Annette A. Ballatore
District Counsel
Approved as to accounting form:

San Joaquin Valley Unified Air Pollution
Control District
________________________________
Mario Orosco
Director of Administrative Services
For accounting use only:

Program: ________________________
Accounting No.:____________________

SHAFTER COMMUNITY BOUNDARY (LIGHT BLUE)

AND SEVEN MILE RADIUS (DARK BLUE)

GEOGRAPHIC LOCATION
Exhibit A, Boundary Map
AB 617 Shafter Community
Road, Sidewalk, and Bike Infrastructure
A-1

GͲ211499 City of Shafter
Lerdo Highway and Adjacent Avenues Bike Path WƌŽũĞĐƚ
Project Overview
Project Description:

Lerdo ,ŝŐŚǁĂLJĂŶĚĚũĂĐĞŶƚǀĞŶƵĞƐBike Path Project (Project) will construct approximately five miles of new bike lanes along Lerdo Highway and its adjacent local avenues in Shafter, which will link local schools, parks, transit centers, and downtown businesses.

Shafter Community Benefits
The Project will afford community members residing near and around the aforementioned streets increased and enhanced modes of transportation by creating a dedicated bicycle path ultimately reducing emissions through less vehicle trips. Additional community benefits of this Project include:
x Reducing harmful vehicle emissions when automobile trips are replaced with bicycling x Improving the quality of life for residents by providing safer, more costͲeffective means of pedestrian and bicycle travel to important community resources and locations x Improving accessibility and transportation services for the economically disadvantaged, nonͲdrivers, and senior citizens
Project Costs and Grant Funding
The City of Shafter has identified the following work items included in the project cost estimate:
grinding, asphalt concrete, pavement sealing and bike lanes. Additionally, costs weƌĞ estimated for engineering, administrative, and special studies fees. The total cost for the aforementioned work was estimated to be $1,242,035.20.

The San Joaquin Valley Air Pollution Control District (District) governing board approved in Ɖƌŝů 202ϰ grant funding for this project for up to $1,275,000 of eligible costs, as identified in the Shafter community AB 617 Road, Sidewalk, and Bike Infrastructure Improvement Program Plan, approved by CARB in June 2022.

Exhibit B, Scope of Project
AB 617 Shafter Community
Road, Sidewalk, and Bike Infrastructure
B-1

Project Timeline
The City of Shafter has proposed a project implementation and completion timeline of approximately 9 months:
x July 2024 – August 2024: Funding agreement correspondence with the District, including contract offer and execution
x September 2024 – November 2024: ZĞƋƵĞƐƚĨŽƌWƌŽƉŽƐĂůƐ;RFPͿ for Ğngineering Ɛervices and Ăward ĞngineeringƐervices contract
x November 2024 – December 2024: CEQAĚŽĐƵŵĞŶƚĂƚŝŽŶĂŶĚƉƌĞƉĂƌĂƚŝŽŶ x December 2024 – February 2025: WƌĞƉĂƌĂƚŝŽŶŽĨ Đonstruction Ɖlans x February 2025 – March 2025: Project and construction bidding x March 2025 – April 2025͗ WƌŽũĞĐƚĂŶĚĐŽŶƐƚƌƵĐƚŝŽŶĂǁĂƌĚ x April 2025 – May 2025: WƌŽũĞĐƚĐonstructionĂŶĚĐŽŵƉůĞƚŝŽŶ Exhibit B, Scope of Project
AB 617 Shafter Community
Road, Sidewalk, and Bike Infrastructure
B-2

6+$)7(5/(5'2+:<
$(5,$/,0$*(
Exhibit B, Scope of Project
AB 617 Shafter Community Road, Sidewalk, and Bike Infrastructure B-3

ID Task Name Duration
1 Funding Agreement Execution 0 days
2 RFP for Engineering Services 2 mons3 Award Engineering Services Contract 0 days4 CEQA 1 mon5 Prepare Construction Plans 2 mons6 Construction Bidding 1 mon7 Award Construction 1 mon8 Construction 2 mons Month -1 Month 1 Month 2 Month 3 Month 4 Month 5 Month 6 Month 7 Month 8 Month 9 Month 10 Project: AB 617 Shafter Bike Lan Task MilestoneDate: Thu 6/20/24 Exhibit B, Scope of Project
AB 617 Shafter Community Road, Sidewalk, and Bike Infrastructure B-4

Street L W Pavement Grinding Pavement Asphalt Overlay Pavement Sealing Bike Lanes E. Tulare Avenue Shafter Avenue - Mannel Avenue 2,640 36 $0.00 $0.00 $47,520.00 $10,560.00Walker Street Tulare Avenue - Mannel Avenue 3,500 48 $0.00 $0.00 $84,000.00 $14,000.00Mannel Avenue Tulare Avenue - Lerdo Highway 2,400 48 $0.00 $0.00 $57,600.00 $9,600.00 N. Shafter Avenue Tulare Avenue - Lerdo Highway 2,640 48 $63,360.00 $237,600.00 $63,360.00 $10,560.00S. Shafter Avenue Lerdo Highway - Los Angeles Avenue 2,640 56 $0.00 $0.00 $73,920.00 $10,560.00 West Lerdo Highway Schnaidt Street - Highway 43 5,280 46 $0.00 $0.00 $121,440.00 $21,120.00 East Lerdo Highway Highway 43 - Beech Avenue 2,640 70 $0.00 $0.00 $92,400.00 $10,560.00South Schnaidt Street Lerdo Highway - Los Angeles Avenue 2,640 46 $0.00 $0.00 $60,720.00 $10,560.00 West Los Angeles Avenue Schnaidt Street - Shafter Avenue 2,640 46 $0.00 $0.00 $60,720.00 $10,560.00 Totals $63,360.00 $237,600.00 $661,680.00 $108,080.00
Construction Total $1,070,720.00
Engineering (10% of Const.) $107,072.00
Admin. (8% of Const.) $64,243.20
Grand Total $1,242,035.20
Limits
Appr. Dimensions (ft)
Exhibit B, Scope of Project
AB 617 Shafter Community Road, Sidewalk, and Bike Infrastructure B-5
Contingency - $32,964.80Total Grant Amount - $1,275,000.00

ELIGIBLE PROJECT COST6
Contractor: &LW\RI6KDIWHU
Project Number: G-

$
The Sroject costs in the table below have been identified as eligible for reimbursement.

Contractor is responsible for any costs/expenditures that exceed the WRWDOREOLJDWLRQRI WKH'LVWULFW listed in 6HFWLRQRI$JUHHPHQW*

$. Items not listed in the
table below are ineligible for reimbursement. Any changes to the costs necessary for the implementation of the Project are to be approved in advance by District in writing. $OOHOLJLEOHFRVWVPXVWEHVXSSRUWHGE\DSSURSULDWHGRFXPHQWDWLRQ Eligible Project CostV
· Supplies, equipment, and materials
· Labor and construction (including contracted services, mobilization, and traffic control)
· Signs and interpretive aids communicating information about the project
· Up to 25% for non-construction costs (i.e. permitting, design, and administration etc.)
· Up to 30 % may be budgeted for contingency costs
Exhibit C, Eligible Project Costs
AB 617 Shafter Community
Road Paving and Sidewalks
C-1

Project Number:

Payee/Grantee :

Address :

City: Zip:

Federal Tax I.D. # :

Social Security # :

Telephone # :

Fax # :

Date of
Invoice
Total Claim
Signature of Signing Authority Date
-
-
-
Stipend -
Expense -
Table -
$
1099 Code
For District Use Only
Audited By Date
Reviewed By Date
Amount
SJVUAPCD Approval Date
Entity
Vendor Number:

Administrative Services Use Only
ObjectFundYearDeptSub-DeptTypeProgramPhase
For District Use Only
State:

Limited Liability Company
(C=C Corp, S= S Corp,
P=Partnership)
________
Amount
Trust/Estate
Other __________________
Reimbursable Item Description Paid
S Corporation (S Corp)
Grant
Amount
San Joaquin Valley Air Pollution Control District
Claim for Payment Form
5RDG3DYLQJDQG6LGHZDON,QIUDVWUXFWXUH3URMHFW
Please check
one of the
following :

Individual/Sole Proprietor
C Corporation (C Corp)
Partnership
Exhibit D, Claim for Payment Form
AB 617 Shafter Community
Road Paving and Sidewalks
D-1

OUTREACH AND COMMUNICATIONS DEPARTMENT

PREPARED BY THE

MESSAGING, BRAND &

COMMUNICATIONS GUIDE
Exhibit E, Messaging & Communications
AB617 Shafter Community
Road Paving and Sidewalks
E-1

OVERVIEW
Exhibit E, Messaging & Communications
AB617 Shafter Community
Road Paving and Sidewalks
E-2

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Exhibit E, Messaging & Communications
AB617 Shafter Community
Road Paving and Sidewalks
E-3

LOGO & BRANDING
Exhibit E, Messaging & Communications
AB617 Shafter Community
Road Paving and Sidewalks
E-4

MEDIA

RELEASES
& EVENTS

SOCIAL MEDIA
Exhibit E, Messaging & Communications
AB617 Shafter Community
Road Paving and Sidewalks
E-5

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Exhibit E, Messaging & Communications
AB617 Shafter Community
Road Paving and Sidewalks
E-6

TYPES OF MEDIA
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CONT'D
Exhibit E, Messaging & Communications
AB617 Shafter Community
Road Paving and Sidewalks
E-7

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Exhibit E, Messaging & Communications
AB617 Shafter Community
Road Paving and Sidewalks
E-8

PHOTOGRAPHY

AND VIDEO

RIGHTS AND

RELEASES
Exhibit E, Messaging & Communications
AB617 Shafter Community
Road Paving and Sidewalks
E-9

REVIEW & APPROVALS
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Exhibit E, Messaging & Communications
AB617 Shafter Community
Road Paving and Sidewalks
E-10

LOGO EXAMPLES
Exhibit E, Messaging & Communications
AB617 Shafter Community
Road Paving and Sidewalks
E-11

APPROVED HASHTAGS
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Exhibit E, Messaging & Communications
AB617 Shafter Community
Road Paving and Sidewalks
E-12

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AB617 Shafter Community
Road Paving and Sidewalks
E-13