Professional Services Contract – KIMLEY-HORN AND ASSOCIATES, INC. – PROJECT NO. WT22008/ FEDERAL PROJECT NO. STPLR-7500(289)
(Updated 07/12/22)
PROFESSIONAL SERVICES CONTRACT
THIS CONTRACT is entered into this day of 2023, between the CITY OF STOCKTON, a munici pal corporation (“City”), and KIMLEY-HORN AND ASSOCIATES INC. whose address is 1300 CLAY STREET, UNIT 325, OAKLAND, CA 94612 (“Consultant”) for the WEST LANE QUEUE CUTTER, (PROJECT NO.
WT22008/FEDERAL PROJEC T NO. STPLR-7500(289)) , hereinafter referred to as “Project”.
RECITALS
A. Consultant represents that it is licensed in the St ate of California and is qualified, willing and able to provide t he services proposed in the SCOPE OF WORK section of this Contract.
B. City finds it necessary and advisable to use the services of the Consultant for the purposes provided in this Contract.
NOW THEREFORE , in consideration of the mutual promises, covenants and conditions in this Contract, City and Consultant agree as follows:
1. SCOPE OF SERVICES. Subject to the terms and conditions set forth in this Contract, Consultant shall undertake and complete the services described in Exhibit A. Consultant shall provide said services at the time, place, and in the manner specified in Exhibit A and compatible with t he standards of the prof ession. Consultant agrees that it shall produce a fully complete project that is acceptable to the City.
2. COMPENSATION. City shall pay Consultant for services outlined in Exhibit A according to the fee not to exceed the schedule detailed in Exhibit B, which is attached to this Contract and incorporated by this reference. Consultant agrees this fee is for full remuneration for performing a ll services and furnishing all staffing and materials called for in the scope of services. The payments shall be made on a monthly basis upon receipt and approval of Consultant’s invoice. Total compensation for services and reimbursement for costs shall not exceed $298,716.60 or as otherwise mutually agreed to in a Contract Amendment.
3. INSURANCE. During the term of this Contra ct, Consultant shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit D and shall otherwise comply wit h the other provisions of Exhibit D.
ATTACHMENT B
Professional Services Contract – KIMLEY-HORN AND ASSOCIATES, INC. – PROJECT NO. WT22008/ FEDERAL PROJECT NO. STPLR-7500(289)
(Updated 07/12/22)
4. INDEMNITY AND HOLD HARMLESS. With the exception that this section shall in no event be construed to r equire indemnification by Consultant to a greater extent than permitted under the public policy of the State of California, Consultant shall indemnify, and hold harmless Cit y, its Mayor, Council, officials, and employees from and against any and all claims and causes of action which result in liabilities, judgments, awards, losses, damages, expenses, and costs (including reasonable attorneys’ fees, expert and consultant fees, and other expenses of litigation) including, but not limited to, death or injury to persons, or damage to property, which arise out of any violation of federal, state, or municipal la w or ordinance, to the extent damages are caused by the Consultant’s negligent services provided under this Agreement, or are in any way caused by the negligent performanc e of work by the Consultant or Consultant’s officers, agents, employees, or subcontractor. Consultant shall not be obligated to indemnify or defend City for claims finally determined by a court of law or arbitrator to arise from the negligence or willful misconduct of the City. It is the intent of the Parties that this indemnity obl igation is at least as broad as is permitted under California law. To the extent California Civil Code sections 2782, et seq., limit the defense or indemnity obligations of Consultant to City, the intent hereunder is to provide the maximum defense and indemnity obligations allowed by Consultant under the law.
The indemnity set forth in this section sha ll not be limited by insu rance requirements or by any other provision of this Agreement.
With the exception that this section shall in no event be construed to require indemnification by Consultant to a greater ex tent than permitted under the public policy of the State of California, and in addition to the other indem nity obligations in this Agreement, Consultant shall indemnify, defend, and hold harmless City, its Mayor, Council, officials, representatives, and employees from and against claims, losses, expenses, and costs including, but not limited to, reasonable attorneys’ fees, arising out of any claim brought against the City by an employee of Consultant, regardless of whether such claim may be covered by any applicable workers compensation insurance. Consultant’s indemnification obligation is not limited in any way by any limitation on the amount or type of damages, compensation, or benefits payable by or for the Consultant under worker s’ compensation acts, disability acts, or other employee benefit acts.
5. SCHEDULE AND TERM. Consultant shall perform the scope of work as described in Exhibit A according to the schedule detailed in Exhibit C , which is attached to this Contract and incorporated by this reference. This contract shall commence on the date written above and shall expire on December 31, 2027 , unless extended by mutual agreement through the issuance of a Contract Amendment.
a. Invoices submitted by Consultant to City must contai n a brief description of work performed, time used and City project number. Pa yment shall be made within thirty (30) days of approval of invoice by City.
ATTACHMENT B
Professional Services Contract – KIMLEY-HORN AND ASSOCIATES, INC. – PROJECT NO. WT22008/ FEDERAL PROJECT NO. STPLR-7500(289)
(Updated 07/12/22)
b. Upon completion of work and acceptance by City, Consultant shall have sixty (60) days in which to submit final invoicing for payment. An extension may be granted by City upon receiving a written request thirty (30) days in advance of said time limit ation. City shal l have no obligation or liability to pay any invoice for wo rk performed which Consultant fails or neglects to submit within sixty (60) da ys, or any extension thereof granted by the City, after work is accepted by City.
6. CONFORMANCE TO APPLICABLE LAWS . Consultant shall comply with all applicable Federal, State, and Municipa l laws, rules, and ordinances. Consultant shall not discriminate in the employment of persons or in the provision of services under this Contract on the basis of any legally pr otected classification, including race, color, national origin, ancestry, sex or religion of such person.
a. TITLE VI
Title VI of the Civil Rights Act of 1964 r equires that “no person in the United States shall, on the grounds of race, color, or national or igin, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any pr ogram or activity receiving federal financial assistance.” (42 USC Section 2000d).
http://www.dol.gov/oasam/regs/statutes/titlevi.htm .
The City of Stockton requires compliance with the requirements of Title VI in all of its programs and activities regardless of funding source.
b. DISCRIMINATION AND HARASSMENT POLICY
The City of Stockton has a Discrim ination and Harassment Policy ( Exhibit E). The purpose of this policy is to reaffirm the City’s commitment to demonstrating respect for all individuals by strictly prohibiting discrimination and harassment, including sexual harassm ent in the workplace, to define the types of behavior and conduct prohibited by this policy, and to set forth a procedure for reporting, investigat ing, and resolving complaints of discrimination and harassment in the workplace.
c. LABOR STANDARDS PROVISIO NS/CALIFORNIA LABOR CODE
The bidder shall understand that conditions set forth in Chapter 1, Part 7, Division 2 of the California Labor Code shall be considered part of the contract agreement.
https://leginfo.legislature.ca.gov/faces/codes_displayText.xhtml?lawCode=L AB&division=2.&title=&part=7.&chapter=1.&article=2.
ATTACHMENT B
Professional Services Contract – KIMLEY-HORN AND ASSOCIATES, INC. – PROJECT NO. WT22008/ FEDERAL PROJECT NO. STPLR-7500(289)
(Updated 07/12/22)
d. PREVAILING WAGE RATES
Consultant and any subcontractor s hall pay each employee engaged in the trade or occupation not le ss than the prevailing hour ly wage rate. In accordance with the provisions of Section 1770 of the Labor Code, the Director of Department of Industrial Relations of t he State of California has determined the general prevailing rates of wages and employer payments for health and welfare, pension, vacation, travel time, and subsistence pay as provided for in Section 1773.1, apprent iceship or other training programs authorized by Section 3093 and similar pur poses applicable to the work to be done. Consultant performing the work under this contract shall obtain a copy of the wage rate determination and shall distribute copies to each subcontractor. As the wage determi nation for each craft reflects an expiration date, it shall be the prim e Consultant and each subcontractor's responsibility to ensure that the prevai ling wage rates of concern is current and paid to the employee.
i. The Consultant performing the work shall be responsible for obtaining a copy of the State wage rate determination. State wage rates may be obtained at
http://www.dir.ca.gov/OPRL/pwd/Determinations/Northern/Northern.pdf.
The Consultant shall be responsible for posting said wage rates at a prominent location at the work site and shall maintain same in a good readable condition for the duration of the work.
ii. Should the Consultant choose to work on a Saturday, Sunday or on a holiday recognized by the Labor Unions, the Consultant shall reimburse the City the actual cost of engineer ing, inspection, superintendence, and or other overhead expenses which are directly chargeable to the contract. Should such work be under taken at the request of the City, reimbursement will not be required. To confor m strictly with the provisions of Division 2, Part 7, C hapter 1, Article 2, of the Labor Code of the State of California. To fo rfeit as a penalty to City the sum of TWENTY FIVE AND NO/100 DOLLARS ($25.00) for each laborer, worker, or mechanic employed by Consultant, or by any subcontractor under Consultant, in the execution of this contract, for each calendar day during which any laborer, worker, or mechanic is required or permitted to work more than eight (8) hours and who is not paid the general prevailing rate of per diem wages for holiday and overtime work in violation of the provisions of Sections 1770 to 1781 of the Labor Code of the State of California. That all sums forfeited under the provisions of the foregoing sections shall be deducted from the payments to be made under the terms of this contract.
ATTACHMENT B
Professional Services Contract – KIMLEY-HORN AND ASSOCIATES, INC. – PROJECT NO. WT22008/ FEDERAL PROJECT NO. STPLR-7500(289)
(Updated 07/12/22)
iii. PAYROLL RECORDS The Consul tant to whom the contract is awarded shall ensure that the prime and each subc ontractor will, in accordance with Section 1776 of the Labor Code, maintain certified payroll records. A copy of said records shall be provided with each invoice to the Public Works D epartment, Attention: Contract Compliance Officer. It shall be the Consultant’s responsibility to obtain copies of the current prevailing wage rate determination for all subcontractors. Additionally, certified payroll records must be uploaded to the DIR website as required by labor code.
iv. APPRENTICESHIP STANDARDS The Consultant shall comply with the provisions established in Section 1777.5 of the Labor Code concerning the 1) cert ified approval by lo cal joint apprenticeship committees for the employment and training of apprentices, and 2) contribution of funds to admin ister and conduct apprenticeship programs, if applicable to the job.
e. APPENDIX E OF TH E TITLE VI ASSURANCES
During the performance of this contract, the contractor, for itself, its assignees, and successors in interest agrees to comply with the Appendix E of the Title VI Assurances attached as Exhibit G.
f. SANCTIONS
Deliverables must conform with a ll applicable federal, state, and local laws. Such conformity includes compliance with federal sanctions, and Contractor certifies that it has not and will not e ngage in prohibited transactions with sanctioned persons or entities.
7. RIGHTS AND DUTIES OF CITY. City shall make available to Consultant all data and information in the possession of City which both parties deem necessary to complete the work, and City shall actively ai d and assist Consultant in obtaining such information as may be deemed necessary from other agencies and individuals.
8. OBLIGATIONS OF CONSULTANT. Throughout the term of this Contract, Consultant represents and warrant s that it has or will have at the time this Contract is executed, all licenses, permits , qualifications, insurance, and approvals of whatsoever nature which are legally requir ed for the Consultant to pr actice its professions, and Consultant shall, at its own cost and expense, keep in e ffect during the life of this Contract all such licenses, permits, qualificat ions, insurance, and approvals. Consultant shall meet with the Public Wor ks Director or other personnel of City or third parties as necessary on all matters connected with the carrying out of Consultant’s services. Such meetings shall be held at the request of either party hereto. Consultant further warrants that it will follow the best current, generally accepted and professional practices to make
ATTACHMENT B
Professional Services Contract – KIMLEY-HORN AND ASSOCIATES, INC. – PROJECT NO. WT22008/ FEDERAL PROJECT NO. STPLR-7500(289)
(Updated 07/12/22)
findings, render opinions, prepare factual pr esentations, and provide professional advice and recommendations regarding this project.
9. OWNERSHIP OF WORK. All reports, drawings, designs, plan review comments, work product, and all other document s completed or partially completed by Consultant in the performance of this Contract shall become and remain the property of the City. Any and all copyrightable subject ma tter in all materials is hereby assigned to the City and the Consultant agrees to exec ute any additional do cuments that may be necessary to evidence such assignment. All materials shall be delivered to the City upon completion or termination of the work under this Contract. If any materials are lost, damaged, or destroyed befor e final delivery to the Cit y, the Consultant shall replace them at its own exp ense. Consultant shall k eep materials confidential.
Materials shall not be used for purposes other than performance of services under this Contract and shall not be disclosed to any one not connected with these services unless the City expressly provides prior written consent.
10. CONTRACT AMENDMENTS. City reserves the right to make such alterations as may be deemed necessary or advisable and to require such extra work as may be required for the proper completion of the work contemplated by Consultant. Any such changes will be set forth in a Contract Amendment which will specify, in addition to the work done in connection with the change made, adjustment of contract
time, if any, and the basis of compensation for such work. A Contract Amendment will not become effective until approved by the authorized City official.
11. TERMINATION. The City may terminate this Contract upon thirty (30) calendar days written notice to Consultant with the reason for termination stated in the notice. The Contract shall then be deemed terminated and no further work shall be performed by Consultant. If t he Contract is so terminated, the Consultant shall be paid for that percentage of work actually completed at the time the notice of termination is received.
12. CONSULTANT STATUS. In performing the obligat ions set forth in this Contract, Consultant shall have the status of an independent contractor and Consultant shall not be considered to be an employee of the City for any purpose. All persons working for or under the direction of Cons ultant are its agents and employees, and are not agents of the City. Subcontractors shall not be recognized as having any direct or contractual relationship with the City. The persons engaged in the work, including employees of subcontractors and supplie rs, will be considered employees of Consultant. The Consultant shall be responsi ble for the work of subcontractors, which shall be subject to the provisions of this Cont ract. The Consultant is responsible to the City for the acts and omissions of its subcontractor s and persons directly or indirectly employed by them.
ATTACHMENT B
Professional Services Contract – KIMLEY-HORN AND ASSOCIATES, INC. – PROJECT NO. WT22008/ FEDERAL PROJECT NO. STPLR-7500(289)
(Updated 07/12/22)
a. If in the performance of this Contra ct any third persons are employed by Consultant, such persons shall be entirely and exclusively under the direction, supervision, and control of C onsultant. All terms of employment including hours, wages, working c onditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by Consultant.
i. It is further understood and agreed t hat Consultant must issue W-2 forms or other forms as requi red by law for income and employment tax purposes for all of Consultant’s personnel.
ii. As an independent cont ractor, Consultant he reby indemnifies and holds City harmless from any and all claims that may be made against the City based upon any content ion by any third party that employer-employee relationship exists by reason of this Contract.
13. ASSIGNMENT. Consultant shall not assign, sublet, or transfer this Contract or any interest or ob ligation in the Contract without the prior written consent of the City, and then only upon such terms and conditi ons as City may set forth in writing.
Consultant shall be solely responsible for reimbursing subcontractors.
14. HEADINGS NOT CONTROLLING. Headings used in the Contract are for reference purposes only and shall not be considered in construing this Contract.
15. NOTICES. Any and all notices herein require d shall be in writing and shall be sent by certified or registered mail, postage prepaid, addressed as follows:
To Consultant: Kimley Horn and Associates, Inc. To City: Public Works Director 1300 Clay Street City of Stockton
Unit 325 22 E. Weber Ave., Rm. 301
Oakland, CA 94612 Stockton, CA 95202
16. LICENSES, CERTIFICATIONS, AND PERMITS. Prior to the City’s execution of this Contract and prior to t he Consultant’s engaging in any operation or activity set forth in this Contract, Consulta nt shall obtain a City of Stockton business license, which must be kept in effect duri ng the term of this Contract. Consultant covenants that it has obtained al l certificates, licenses, permits and the like required to perform the services under this Contract.
17. RECORDS AND AUDITS. City reserves the right to periodically audit all charges made by Consultant to City for serv ices under this Contract. Upon request, Consultant agrees to furnish City, or a designated representat ive, with necessary information and assistance.
ATTACHMENT B
Professional Services Contract – KIMLEY-HORN AND ASSOCIATES, INC. – PROJECT NO. WT22008/ FEDERAL PROJECT NO. STPLR-7500(289)
(Updated 07/12/22)
Consultant agrees that City or its delegate s hall have the right to review, obtain, and copy all records pertaining to performance of the Contract. C onsultant agrees to provide City or its delegate with any relevant information requested, and shall permit City or its delegate access to its premises, upon reasonab le notice, during normal business hours for the purpose of interviewing employees and inspecting and copying such books, records, accounts, and other mate rial that may be relevant to a matter under investigation for the pur poses of determining compli ance with this Contract.
Consultant agrees to maintain such records for a period of three years from the date that final payment is made.
18. CONFIDENTIALITY. Consultant shall exercise reasonable precautions to prevent the unauthorized disclosure and use of City reports, information or conclusions.
19. CONFLICTS OF INTEREST. Consultant covenants that other than this Contract, Consultant has no financial interest with any official, employee, or other representative of the City. Consultant and its princi pals do not have any financial interest in real property, sour ces of income or investment that would be affected in any manner or degree by the performance of Consultant’s services under this Contract. If such an interest arises, Consultant will immediately notify City.
20. WAIVER. In the event either City or C onsultant at any time waive any breach of this Contract by the other, such wa iver shall not constitute a waiver of any other or succeeding breach of this Contract, whether of the same or of any other covenant, condition, or obligation.
21. GOVERNING LAW. California law shall govern any legal action pursuant to this Contract with venue for all claims in the Superior Court of the County of San Joaquin, Stockton Branch or, where applicable, in the federal District Court of California, Eastern District, Sacramento Division.
22. NO PERSONAL LIABILITY. No official or employee of City shall be personally liable to Consultant in the event of any default or breach by City or for any amount due Consultant.
23. INTEGRATION AND MODIFICATION. The response by Consultant to the Request for Proposals and the Request for Proposals on file with the City Clerk are hereby incorporated herein by reference to the extent that such documents do not differ from the provisions and terms of this Contract that shall supersede such response to Request for Proposals. This Contract r epresents the entire in tegrated agreement between Consultant and City, supersedes all prior negotiati ons, representations, or agreements, either written or oral, between the parties , and may be amended only by written instrument signed by C onsultant and City. All exhibi ts and this contract are intended to be construed as a single docum ent. Should any inconsistency occur
ATTACHMENT B
ATTACHMENT B
City of Stockton TRTO85015.2022
7
PROPOSAL FOR PROFESSIONAL SERVICES FOR THE
West Lane Queue Cutter
4. PROJECT UNDERSTANDING
Project Background
The City of Stockton (City) and the Union Pacific Railroad (UPRR) were both awarded Caltrans Railway-Highway Crossing Program (RHCP) Section 130 funding to implement necessary roadway and traffic signal improvements to reduce the number and severity of highway accidents and to improve safety for motorists, bicyclists, and pedestrians at existing at-grade railroad crossings. This includes modifying traffic signals and lane striping to add new queue cutter traffic signal and safety lighting equipment as well as other crossing warning equipment to current standards and an interconnection to a new UPRR grade crossing equipment house as well. Other improvements will include the installation of new ADA compliant wheelchair sidewalk and curb ramps as applicable, pavement delineators, and roadside signs. These improvements will be implemented at West Lane but include a traffic signal interconnection (fiber-optic) to the East Alpine Avenue/West Lane traffic signal.
The Section 130 Railroad-Highway Crossings Program is managed by the Division of Local Assistance. The Caltrans RHCP is a collaborative effort led by CPUC, funded by the Federal Highway Administration (FHWA) and implemented by Caltrans in cooperation with local agencies and railroads throughout California. Caltrans is responsible for administering funds, contracting, and oversight of the Section 130 projects. CPUC is responsible for creating the Section 130 priority funding list, development of scope, and preliminary cost estimates. Local agencies and the railroad companies, such as the City of Stockton and UPRR, must work together to complete design, environmental, and construction for Section 130 funded safety improvements.
TThe queue cutter will ideally eliminate the recurrence of vehicles that are queuing along northbound West Lane over the tracks, especially during back- to-back train movements occurring suddenly after an already long gate down timeframe. Train crossing times of nearly five minutes have been observed.
Project Understanding
The City intends to hire a highly qualified consultant to provide project management, preliminary studies and designs, permitting assistance, final design services, and construction design support services for the installation of a queue cutter traffic signal at the railroad tracks between East Alpine Avenue and El Pinal Drive along West Lane. The final product will be construction contract documents including plans, specifications, and cost estimates ready for bid.
UPRR has also secured funding for their portion of the work which includes a new signal house and circuitry from the wayside signal equipment to the track connections at both the grade crossing predictor equipment and the insulated joint locations defining the island track circuits that provide the logic necessary to operate the at-grade crossing automatic gates and flashers. They will likely self-perform the construction work and utilize Alfred Benesch and Company (Benesch), a third-party consultant, to manage the day-to-day interface, coordination and project management on behalf of the railroad. Kimley-Horn staff have worked directly with Nick Vineyard, the Benesch employee assigned to these crossings, and other members of UPRR’s consultant teams on many different rail crossing projects and will bring this experience to streamline the planning and design process and secure UPRR and CPUC approvals.
In order to provide the safest traffic systems possible along West Lane with the addition of the queue cutter, it is critical that the project team thoroughly understands the traffic movements along West Lane and the interaction with East Alpine Road. Traffic signals and grade crossing preemption interactions must also understand and take into consideration typical train movements and freight operations. In addition, an understanding of the design work and new replacement rail crossing activation equipment and the interface to the traffic control relay and grade crossing relay connections will be imperative to provide the most efficient coordination.
The railroad’s design standards and requirements are ever evolving for the better to provide the safest interface with the highway crossing.
The City’s design consultant is best suited to have in-depth knowledge of these latest standards in order to expedite design cycles. This will ultimately reduce review periods to the minimum in order to deliver this project quickly the travelling patrons of Stockton
Finally, it is understood that the City has obtained NEPA Categorical Exclusion, is securing the CEQA Categorical Exemption, and completed a preliminary environmental study (PES) to Caltrans and no additional environmental studies are required at this time. If needed, Kimley-Horn has the necessary environmental services capabilities to quickly assist the City should a reevaluation be warranted and requested.
We have included a design exhibit on the following page which displays our team’s proposed improvements to the West Lane railroad crossing.
5. DETAILED WORK PLAN
This detailed work plan is based on Kimley-Horn’s preliminary field investigations, our understanding of the goals and objectives of the project, our interpretation of the tasks outlined in the RFP , and experience preparing PS&E for similar signal projects for the City of Stockton.
TASK 1: Background Research
Kimley-Horn will review readily available project documents and design standards and compile public utility system maps, previous design plans, and details for use in project design. We will conduct field reviews and verify as-builts provided by the City and utility companies. Kimley-Horn will also gather information and more detailed observations on existing traffic conditions, pedestrian conditions, posted speed limits, and visible utilities (above and below ground), existing traffic signal elements, conduit runs, pull boxes, overhead utilities (measured heights), sidewalks, roadway pavement conditions, and other readily apparent features. Utility locating services will be conducted for the entire stretch of the proposed sidewalks along the west side of West Lane between Alpine Avenue and El Pinal Drive and at the proposed queue cutter signal location.
EXHIBIT A
ATTACHMENT B
PROPOSAL FOR PROFESSIONAL SERVICES FOR THE
West Lane Queue Cutter
City of Stockton TRTO85015.2022
8
Exhibit 1 — West Lane Railroad Crossing Improvements
PROPOSAL FOR PROFESSIONAL SERVICES FOR THE
West Lane Queue Cutter
Placeholder for footer
West LaneWest Lane
To Alphine RoadTo Alphine Road
To El Pinal DriveTo El Pinal Drive
Install Queue loops
Install new street lighting
Install conduit for
Queue loops
Cross tracks at
90-degrees per UPRR/
CPUC Guidance
(see scope for details)
Install queue cutter signal pole
Relocate all advanced warning signs per CA MUTCD
Relocate/Refresh all existing pavement markings per CA MUTCD Relocate all CPUC Standard
No. 9 warning devices per
UPRR Guidance
Install queue cutter signal
pole with illumination
Extend both medians closer to
tracks to mitigate U-turns
Install fiber optic and conduit to connect queue
cutter to signal at West Ln / Alpine Rd intersection
Provide 5’ wide sidewalk from Alpine Road to
El Pinal Drive where no sidewalk currently exists
Connect signal controller cabinet to
signal house for railroad preemption
Complete preemption calculations and
UPRR preemption request form
Relocate UPRR signal cabinet
Install CPUC Standard
No. 8 warning devices
Install new traffic
controller cabinet
Existing luminaire
to remain
Remove all existing dynamic
envelope per UPRR guidance
Coordinate Wireline Crossing
Agreement with UPRR
Install gravity retaining wall along back of sidewalk to account for existing slope
CITY OF STOCKTON WEST LANE RAILROAD CROSSING IMPROVEMENTS Raise/Relocate existing electric lines per UPRR
clearance requirements to gate arm
EXHIBIT A
ATTACHMENT B
City of Stockton TRTO85015.2022
9
PROPOSAL FOR PROFESSIONAL SERVICES FOR THE
West Lane Queue Cutter
Peak period turning movement counts will be collected at the West Lane/ Alpine Avenue and West Lane/El Pinal Drive intersections along with 24- hour average daily traffic counts along West Lane north of the tracks. The turning movement counts will be collected on one weekday (AM, midday, and PM) and one weekend day (afternoon peak), while the 24-hour counts will be collected on one weekday. These counts will be utilized for signal timing planning and design as well as provide up to date crossing information data for CPUC and FRA database updates.
Kimley-Horn will prepare a brief summary technical memorandum documenting the results of the background research presenting our basis of design prior to utility coordination and final design.
S Task 1 Deliverables
 Field photos
 Traffic counts
 Topographic Surveys
 Compiled assessor maps
 Pothole information
 Encroachment permits
 Summary Memorandum –
Basis of Design
TASK 2: Utility Coordination
Kimley-Horn will submit utility information request letters to private and public utility companies including, but not limited to, California Water Service Company, Stockton Municipal Utilities Department (MUD), sewer districts, Pacific Gas & Electric (PG&E), various telecommunications companies, and other privately-owned utility companies with facilities located in the public right-of-way that may be affected by the project. We will prepare Utility “A” letters to obtain utility mapping from utility companies and develop a utility base map. A utility matrix will be created to track discussions and data received from the various utility agencies.
If needed, Utility “B” letters will be prepared at the 65% design stage and sent to the City for review and approve. Once approved, Kimley-Horn will send the Utility “B” Letter and two copies of the 65% plans to the utility companies for review and to indicate where there are conflicts with their utilities (existing and future). Also, if needed, Utility “C” letters will be prepared at the 100% design stage and submitted to the City for review and approval prior to send to the affected utility companies.
As necessary, Kimley-Horn will coordinate with PG&E for the electrical service required at West Lane at-grade crossing for the queue cutter signal equipment. We will start this coordination process at the 65% design stage given this will likely be a long-lead coordination item. It is assumed that all PG&E application and engineering fees will be paid directly by the City.
S Task 2 Deliverables
 Utility Matrix
 Copies of Utility “A” Letters
 Copies of Utility “B” and “C”
Letters
TASK 3: Plans, Specifications,
and Estimate
Prior to the start of detailed design, our subconsultant, UNICO Engineering, Inc. will complete a topographic survey at the existing at- grade crossing location as indicated in Task 1. The detailed survey will include all four quadrants of the at-grade rail crossing including survey limits approximately 150 feet in each direction along the rail alignment and 750 feet in each direction of West Lane starting from the concrete rail crossing panels and continue at 25-foot intervals.
Since the intersection of El Pinal Drive could interface geometrically, each quadrant and curb return will be captured there as well.
Cross sections
will be taken at 5-ft beyond beginning of curb return, beginning of curb return, 1/3 of curb return, 1/2 of curb return, 3/4 of curb return, end of curb return, and 5-ft beyond curb return. Cross sections will include elevations for the following: 5-ft from the back of sidewalk, intermediate sidewalk grade breaks, top and bottom of curb ramps, top of curb, gutter flow line, lip of gutter, and roadway pavements at 5-ft and 10-ft and 20-ft from the face of curb. Survey will also provide pavement grades adjacent to each crosswalk ramp, for verifying ADA compliance.
All utility structures including boxes, vaults, poles, inlets, manholes, meters, and all appurtenances within the area will be surveyed including inverts of drainage structures and accessible storm drain manholes, sanitary sewer manholes, and curb inlets. Survey control will tie into the City’s listed survey monuments. The survey will provide right- of-way and easements based on County records and will be tied to the City’s Horizontal and Vertical System. Project specifications will include language to preserve all monumentation affected by the work being performed.
Prior to the development of the 30% PS&E documents, we will set up intersection base maps with new information we have collected (e.g., field work, topographic survey data, utilities, etc.) for this project. This effort includes updating utility information based on information received from the City and utility companies. Once base mapping is complete, we will begin the preparation of the 30% design which will show initial proposed elements such as new traffic signal pole and mast arm placement, proposed cabinets, existing and new conduit routing, signing and striping, safety lighting, and new sidewalk and pedestrian crossing footprints.
We are confident that this crossing improvement project will require the accommodation of a 90-degree crossing angle for pedestrians due to the latest standards, best practices, and recent experiences with UPRR and CPUC. We have indicated that on our proposed layout concept shown in Exhibit 1. You can see this type of configuration on recently installed crossings that we’re further improving as part our Alameda County Rail Safety Enhancements project as shown in Figure 1.
Figure 1 — Alvarado Street Crossing, San Leandro
We will prepare truck turning templates taking into consideration the vehicles from UPRR that will need to continue to maintain access to their tracks. The turning template exhibits will be submitted with the 30% design documents.
Kimley-Horn will conduct a lighting photometric analysis at the proposed queue cutter and the area around the railroad tracks where new sidewalks are proposed which will be based on current City standards
EXHIBIT A
ATTACHMENT B
City of Stockton TRTO85015.2022
10
PROPOSAL FOR PROFESSIONAL SERVICES FOR THE
West Lane Queue Cutter
and design guidelines. The analysis will be used to determine where additional safety lighting may be needed to meet the required lighting levels. A lighting analysis will be prepared and submitted with the 30% design documents. Lighting along the proposed sidewalk will be based on the City’s standards.
The anticipated breakdown of sheets for the 30% plans is as follows:
 Title Sheet
 Layout Plans
[6 sheets]
 Signing and Striping
Plans [6 sheets]
 Signal Plans [2 sheets]
The technical specifications will be prepared using the latest City Technical Specifications with modifications to include elements of this project, in particular the bid item list and descriptions. The specifications will be submitted in Microsoft Word and PDF formats.
We will prepare an initial engineer’s estimate based on the 30% design which will include a complete list of the bid items and their respective costs. The intent of this estimate is to provide the City with the refined initial determination of whether the funding aligns with the proposed improvements. The engineer’s estimate will be submitted in Microsoft Excel and PDF formats.
We anticipate that UPRR will review each of the design submittal phases.
We know that the required submittals to UP are typically Concept, 30%, and Final (100%) plans. As such, any other plans prior to Final (100%) will be reviewed at the 30% level until approved. It is generally expected that the 100% plans will require few minor comments, and as such, our proposed fee assumes this level of effort.
Kimley-Horn will review the City’s and UPRR’s comments on the 30% design documents and incorporate them in the 65% design. We will prepare a comments matrix with responses to each of the City’s comments along with their disposition.
The 65% design will be a more detailed design version of the 30% design, including utility information (as received from the utility companies), additional sidewalk and pedestrian crossing design details such as grading information, retaining wall plan/profiles (if needed), and conduit and traffic signal equipment information. As stipulated in the RFP , the 65% designs will be developed with enough detail to identify locations of utilities, geometric features, and other design elements for the City to review and make necessary comments.
We will initiate coordination with PG&E for the implementation of new service required at West Lane at-grade crossing for the queue cutter signal equipment. This includes the installation of a new service meter to a new service pedestal and connection of nearby service point connections to that new pedestal.
We will prepare railroad preemption calculations using the recently updated LADOT methodology for the queue cutter and will fill out and submit the UPRR Preemption Request Form at the 65% design stage.
The anticipated breakdown of sheets for the 65% plans is as follows:
 Title Sheet including Legends
and Abbreviations [1 sheet]
 General Notes [1 sheet]
 Horizontal Control Plan [1 sheet]
 Demolition Plan [6 sheets]
 Layout Plan [8 sheets]
 Grading Plan [8 sheets]
 Signing and Striping
Plans [8 sheets]
 Construction Details
[2 sheets]
 Paving Plans [2 sheets]
 Staging Plans [4 sheets]
 System Diagram [1 sheet]
 Signal Plans [4 sheets]
 Details [2 sheets]
The design will include drawing details showing traffic signal controller and communication equipment connections to adjacent signals and railroad crossing signal house. The technical specifications and estimate will be revised based on comments from the 30% design submittal.
Kimley-Horn will review the City and UPRR’s comments on the 65% design documents and incorporate them in the 95% design. We will prepare a comments matrix with responses to each of the City’s comments along with their disposition. If necessary, we will organize a design review meeting to discuss any critical City comments.
Potholing efforts will be conducted after the 65% design comments are received. Up to four (4) clearance holes are included.
The 95% design will provide all of the design details, including complete utility information, detailed ADA curb ramp designs, and detailed conduit and traffic signal equipment information. All equipment and conductor schedules will be completed.
The anticipated 95% design plan set includes, but is not limited to the anticipated breakdown of sheets as indicated at 65% design.
Kimley-Horn will develop the 95% technical specifications to include all the required provisions including the complete bid list and bid item descriptions, language for PG&E coordination, and the construction timeline (working days). Kimley-Horn will update the engineer’s estimate based on the comments received.
If required, Kimley-Horn will prepare Rights of Entry letters and exhibits depicting locations where work is required within private right-of-way (temporary construction easement). We will submit the Rights of Entry letters to impacted property owners.
Kimley-Horn will review the City’s and UPRR’s comments on the 95% design documents and incorporate them in the 100% design. We will prepare a comments matrix with responses to each of the City’s comments along with their disposition. If necessary, we will organize a design review meeting to discuss any critical City comments.
The 100% design documents will be submitted to the City for review.
It is anticipated that the City will route the 100% design documents for review and approval. Once the final set of City comments are received by Kimley-Horn we will prepare the final PS&E package.
The final full-sized (24-inch by 36-inch) hard copy plans will be wet-signed by the professional engineer in responsible charge. The final technical specifications will be signed and sealed and submitted to the City in electronic format (Word and PDF), and the final engineer’s estimate will be signed and sealed and submitted in electronic format (PDF). The Acknowledgement of Monument Preservation will be signed and submitted to the City.
ATTACHMENT B
EXHIBIT A
City of Stockton TRTO85015.2022
11
PROPOSAL FOR PROFESSIONAL SERVICES FOR THE
West Lane Queue Cutter
S Task 3 Deliverables
 Comment Resolution Matrix
 City’s redlines on the 30%,
65%, and 95% design
documents
 100% Plans, Specifications
and Estimate (PDF, Word, and
Excel formats)
 Signed Quality Control Checklist
 Final signed and sealed plans
(mylar)
 Final signed and sealed
Technical Specifications
(W
ord and PDF)
 Final signed and sealed
Engineer’s Estimate (PDF)
 Signed Acknowledgement of
Monument Preservation Form
TASK 4: General Order 88-B (GO 88-B)
Kimley-Horn will develop exhibits and draft General Order (GO) 88-B Form for submittal to CPUC for review. It is expected that the design team will work with the City to provide a draft copy for purposes of a courtesy review to UPRR as well as the local CPUC representative for review and comment. We will incorporate modifications requested to clarify any of the intended design elements and/or operating conditions as a result of the queue cutter signal. We will obtain signatures from the City and UPRR on the final form which we shall submit on behalf of the City at least 45 days prior to start of construction.
S Task 4 Deliverables
 Project vicinity map and
design exhibit
 Draft GO 88-B Form
 Final GO 88-B Form
TASK 5: Public Outreach
Kimley-Horn will research and develop a stakeholder database of potentially interested parties, updating it throughout the project to include names from the public meeting(s). A minimum of two (2) public information meetings are assumed, based on the RFP , to present concepts and design features to the neighboring residents and businesses, and to the public. We will collaborate with City staff to determine a location near the project site to have the meeting.
Kimley-Horn will schedule the public information meetings and make all meeting arrangements. This includes preparing and e-mailing/mailing (via first-class mail) the meeting notices to stakeholders and via third- class mail to nearby residents. We will prepare agendas, sign-in sheets, comment sheets, presentations, and other printed materials and will facilitate and present at the meetings. Following each meeting, we will develop a summary of the meeting including all feedback received and any photos. The meetings will be scheduled after the 65% design stage.
S Task 5 Deliverables
 Public meeting notices
 Public meeting materials
 Public meeting agendas
and notes
TASK 6: Coordination/ Meetings/ Schedules
Following receipt of Notice to Proceed (NTP), Kimley-Horn will schedule a project kick-off meeting with the City to discuss project goals, objectives, tasks, roles, and responsibilities. Kimley-Horn will prepare meeting agenda and meeting materials. Kimley-Horn also will prepare meeting notes capturing action items and key next steps. This task includes up to eight (8) meetings beyond the kick-off meeting, including a field meeting with City staff to review the proposed improvements at each of the project intersections.
Given that a field diagnostic meeting has already occurred, Kimley-Horn will schedule a virtual pre-diagnostic validation meeting and an in-person field diagnostic validation meeting with the City, UPRR, CPUC, Caltrans, and the Kimley-Horn team. The pre-diagnostic meeting will be held virtually a minimum of one (1) week in advance of the field diagnostic meeting. Kimley-Horn will prepare a site map, exhibit of conceptual improvements, and agenda for both meetings, and will provide a sign- in sheet for use during the field diagnostic meeting. Kimley-Horn will prepare draft and final meeting minutes from both meetings, which will be circulated to all in attendance for review and approval. The field diagnostic meeting minutes will be the guiding document for developing the crossing improvements throughout the design phase of this project.
S Task 6 Deliverables
 Monthly progress reports
and invoices
 Meeting agendas and
meeting notes
 Pre-diagnostic validation and
field diagnostic validation
meeting materials
 Draft and final pre-diagnostic
validation and field diagnostic
validation meeting minutes
TASK 7: Design Support During
Construction
Bidding and construction phase engineering support will include answering City staff questions during the bid and award of the contract, review of submittals, responding to contractor requests for information (RFIs), review of contract change orders (CCOs), preparation of addenda, and preparation of record drawings.
Kimley-Horn will prepare start-up signal timing plans for the project intersections. We will calculate recommended yellow time, red time, and flashing intervals based on City standards contained in the City’s Traffic Signal Design and Operations Guide which Kimley-Horn led the development for. The proposed start-up signal timing data will be provided as signal timing sheet mark-ups and submitted to the City for review and approval. Kimley-Horn will provide field support with implementation of the signal timing and signal coordination plans. Where necessary, signal coordination plans will be prepared for up to three peak periods.
When requested, Kimley-Horn will perform the traffic signal controller and preemption operations testing as anticipated by UPRR. This could include railroad preemption interconnect bench test coordination and support to work with the City’s controller manufacturer. We’ll work with the City and UPRR to schedule the bench test and conduct the test. Kimley- Horn will provide coordination and technical support services during the field testing and implementation of the proposed railroad preemption interconnect system.
Kimley-Horn will prepare record drawings upon completion of construction. Kimley-Horn will submit the record drawing to the City for the City’s retention and use.
S Task 7 Deliverables
 Responses to RFIs and CCOs
 Reviews of contractor submittals
 Revised Signal Timings and
Coordination Plans (PDF format)
 Railroad Preemption Testing
and Implementation Reports
 Record Drawings
ATTACHMENT B
EXHIBIT A
194.54% Overhead% Name
Kevin
Aguigui
Peter
Meyerhofer
Brent
Ogden
Elbert
Chang
194.38% Overhead% w/o FCCM Category/Title
Project
Manager
Principal-in-
Charge
QA/QC
Manager - Rail
QA/QC
Manager
10% Fee% Direct Rate $124.04 $99.86 $121.40 $99.52 $111.86 $77.07 $68.02 $58.79 $50.63 $43.04 $40.80 Billing Rate $401.86 $323.52 $393.31 $322.42 $362.40 $249.69 $220.37 $190.47 $164.03 $139.44 $132.18 Task 1 9 2 2 8 4 58 50 133 $ 29,929.15
1.1 2248 12 28 $ 6,099.73
1.2 4 2 2 10 14 32 $ 7,618.99
1.3 2 2 16 16 36 $ 7,678.93
1.4 22 16 8 28 $ 6,366.69
1.5 1 89 $ 2,164.82
6.77% 1.50% 1.50% 6.02% 3.01% 43.61% 37.59%
Task 2 2 1 26 14 16 8 28 95 $ 18,968.39
2.1 42 6 $ 1,439.50
2.2 81 2 20 $ 3,670.80
2.3 12 4 8 15 $ 2,819.90
2.4 88 16 $ 3,113.04
2.5 24 8 16 8 38 $ 7,925.15
2.11% 1.05% 27.37% 14.74% 16.84% 8.42% 29.47%
Task 3 12 5 6 35 106 140 248 552 $ 100,989.19
3.1 2 1 10 24 40 72 149 $ 26,311.03
3.2 4 2 2 10 36 40 66 160 $ 29,962.91
3.3 4 2 2 12 36 40 70 166 $ 31,165.52
3.4 2 1 1 3 10 20 40 77 $ 13,549.73
2.17% 0.91% 1.09% 6.34% 19.20% 25.36% 44.93%
Task 4 21 28 12 25 $ 5,357.95
4.1 21 28 12 25 $ 5,357.95
8.00% 4.00% 8.00% 32.00% 48.00%
Task 5 81 2 12 32 $ 6,610.32
5.1 81 2 12 32 $ 6,610.32
25.00% 37.50% 37.50%
Task 6 32 42 52 16 8 16 166 $ 41,083.71
6.1 12 18 20 8 8 66 $ 15,897.15
6.2 20 24 32 16 8 100 $ 25,186.57
19.28% 25.30% 31.33% 9.64% 4.82% 9.64%
Task 7 8 2 12 22 52 12 12 12 132 $ 31,088.22
7.1 61 2 18 $ 4,142.58
7.2 4 8 8 8 12 40 $ 10,552.74
7.3 28 8 1 8 $ 4,564.20
7.4 41 68 28 $ 6,287.77
7.5 2 2 8 4 12 28 $ 5,540.93
6.06% 1.52% 9.09% 16.67% 39.39% 9.09% 9.09% 9.09%
65 7 8 39 20 104 302 44 234 296 16 1135
26,121.05$ 2,264.67$ 3,146.47$ 12,574.49$ 7,248.04$ 25,967.74$ 66,551.69$ 8,380.53$ 38,383.03$ 41,274.28$ 2,114.93$ $ 234,026.93 $ 64,689.67
$ 2,925.34
$ 500.00
$ 250.00
$ 150.00
$ 33,184.33
$ 25,430.00
$ 2,250.00
$ 298,716.60
Outside Printing
Fed Ex/Courier/Overnight Delivery
Task 7 Percentage of Work
Labor Escalation
Coordination/Meetings/Schedules
Design Support During Construction
TOTAL HOURS
Subtotal Labor:
Bid Support
Other Direct Costs
Sr.
Professional I
Prepare Utility Letters (A, B, & C)
Perform Utility Investigations
Coordination with Utility Owners
Prepare Project Limits Exhibit
Request Utility Information
Utility Coordination
Plans, Specifications, and Estimate (PS&E)
30% Design
Professional I Professional II
Review Existing Topo
Kimley-Horn and Associates, Inc.
Total Hours Total Cost
Background Research
Analyst I Project
Support
Topo Survey
Pothole Utilities
General Order 88-B Submittal
Analyst IISr.
Professional II
Public Outreach
Project and Field Meetings
West Lane Queue Cutter
Project No. WT22008/Federal Project No. STPLR-7500(289) Field Review
Prepare UPRR Permit Applications for topo surveys
65% Design
95% Design
100% Design
Task 1 Percentage of Work
General Order 88-B (GO 88-B)
Travel/Mileage
Subconsultant (UNICO Engineering, Inc.)
Traffic Counts (Wiltec, Inc.)
TOTAL COST:
Potholing and Utility Locating (BESS Testlab, Inc.)
As-built Drawings
Project Management and Administration
Task 4 Percentage of Work
Public Outreach
Task 3 Percentage of Work
Task 5 Percentage of Work
Task 6 Percentage of Work
Task 2 Percentage of Work
Design Support During Construction
Coordination/Meetings During Construction Phase
Railroad Preemption Testing and Implementation
EXHIBIT B
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-H1
Cost Proposal
Note: Mark-ups are Not Allowed
Consultant
Project No. Contract No. Date 11/17/2022
DIRECT LABOR
Hours
65 7
8 39
20 104
302
44 234
296
16 LABOR COSTS
a) Subtotal Direct Labor Costs
b) Anticipated Salary Increases
(see Anticpated Salary Increases page for calculation)
c) TOTAL DIRECT LABOR COSTS [(a) + (b)] 73,138.38$
INDIRECT COSTS
d) Fringe Benefits ( Rate: 0.00% ) e) Total Fringe Benefits [(c) x (d)] -$ f) FCCM ( Rate: 0.16% ) 117.02$
h) Overhead ( Rate: 194.38% ) i) Overhead [(c) x (h)] 142,166.39$ j) TOTAL INDIRET COSTS [(e) + (g) + (i)] 142,283.41$
FIXED FEE k) TOTAL FIXED FEE [(c) + (e) + (i)* fixed fee 10% ] 21,530.48$ Quatity Unit
l) TOTAL OTHER DIRECT COSTS 28,580.00$
Subconsultant 1: 33,184.33$
Subconsultant 2: $
Subconsultant 3: $
Subconsultant 4: $
33,184.33$
61,764.33$
298,716.60$
Exhibit 10-H1 Cost Proposal
Cost-Plus-Fixed Fee or Lump Sum or Firm Fixed Price Contracts (Design, Engineering and Environmental Studies)
Kimley-Horn and Associates, Inc.
Project Manager Kevin Aguigui $124.04 8,062.60$
Principal-in-Charge Peter Meyerhofer $99.86 699.02$
Classification/Title Name Actual Hourly Rate Total
Sr. Professional II $111.86 2,237.20$
Sr. Professional I $77.07 8,015.28$
QC/QA Brent Ogden $121.40 971.20$
QC/QA Elbert Chang $99.52 3,881.28$
Analyst II $50.63 11,847.42$
Analyst I $43.04 12,739.84$
Professional II $68.02 20,542.04$
Professional I $58.79 2,586.76$
g) FCCM [(c) x (f)
l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE
Description of Item Unit Cost Total
Travel/Mileage $0.00 500.00$
Project Support $40.80 652.80$
72,235.44$
902.94$
Traffic Counts (Wiltec, Inc.) $0.00 2,250.00$
m) SUBCONSULTANTS' COSTS
Subconsultant (UNICO Engineering, Inc.)
Outside Printing $0.00 250.00$
Fed Ex/Courier/Overnight Delivery $0.00 150.00$
$0.00 25,430.00$ Potholing and Utility Locating (BESS Testlab TOTAL COST [(c) + (j) + (k) + (n)]
(m) TOTAL SUBCONSULTANS' COSTS
(n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)] Prime Consultant
Subconsultant
2nd Tier Subconsultant
January 2020
EXHIBIT B
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-H1
Cost Proposal
1. Calculate average hourly rate for 1st year of the contract (Direct Labor Subtotal divided b y total hours) Direct Labor
Subtotal
per Cost
Proposal
Total Hours
per Cost
Proposal
Avg Hourly
Rate
$ 72,235.44 / 1135 = $63.64 Year 1 Avg Hourly Rate
2. Calculate hourly rate for all periods (Increase the Average hourly rate for a period by proposed escalation %) Avg Hourly
Rate
Proposed
Escalation
Year 1 $63.64 + 5% = $66.83
Year 2 $66.83 + 5% = $70.17
Year 3 $70.17 + 5% = $73.68 Year 4 Avg Hourly Rate
Year 4 $73.68 + 5% = $77.36 Year 5 Avg Hourly Rate
Estimated %
Completed
Each Period
Total Hours
per Cost
Proposal
Total Hours
per Period
Year 1 75.00% * 1135 = 851.25 Estimated Hours Year 1
Year 2 25.00% * 1135 = 283.75 Estimated Hours Year 2
Year 3 0.00% * 1135 = 0 Estimated Hours Year 3
Year 4 0.00% * 1135 = 0 Estimated Hours Year 4
Year 5 0.00% * 1135 = 0 Estimated Hours Year 5
Total 100% Total = 1135
4. Calculate Total Costs includin
g Escalation (Multiply average hourly rate by the number of hours) Avg Hourly
Rate
Estimated
Hours
(calculated
above)
(calculated
above)
Year 1 $63.64 * 851.25 = $54,176.58 Estimated Hours Year 1 Year 2 $66.83 * 283.75 = $18,961.80 Estimated Hours Year 2 Year 3 $70.17 * 0 = $0.00 Estimated Hours Year 3
Year 4 $73.68 * 0 = $0.00 Estimated Hours Year 4
Year 5 $77.36 * 0 = $0.00 Estimated Hours Year 5
= $73,138.38
= $72,235.44
= $902.94 Transfer to Page 1
Period 1 = Contract inception through 6/30/22 Period 2 = 7/1/21 through 6/30/23 Period 3 = 7/1/23 through 6/30/24 Period 4 = 7/1/24 through 6/30/25 Period 5 = 7/1/25 through 6/30/26 Exhibit 10-H1 Cost Proposal
Actual Cost-Plus-Fixed Fee or Lump Sum or Firm Fixed Price Contracts (Calculations for Anticipated Salary Increases)
3. Calculate estimated hours per year (Multiply estimate % each period by total h Cost
Per Period
5 Year
Contract Duration
Year 2 Avg Hourly Rate
Year 3 Avg Hourly Rate
Total Direct Labor Cost with Escalation
Direct Labor Subtotal before escalation
Estimated total of Direct Labor Salary
January 2020
EXHIBIT B
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-H1
Cost Proposal
Name: Title*:
Signature: Date of Certification (mm/dd/yyyy): 11/17/2022 Email: Phone Number:
Address:
List services the consultant is providing under the proposed contract:
Certification of Direct Costs:
I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in
1. Generally Accepted Accounting Principles (GAAP)
2. Terms and conditions of the contract
3. Title 23 United States Code Section 112 - Letting of Contracts
4. 48 Code of Federal Regulations Part 31 - Contract Cost Principles and Procedures Exhibit 10-H1 Cost Proposal
[email protected] 510-625-0712
1300 Clay Street, Suite 325, Oakland, CA 94612
*An individual executive or financial officer of the consultant’s or subconsultant’s organization at a level no lower than a Vice President or a Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the cost proposal for the contract.
Engineering sevices
5. 23 Code of Federal Regulations Part 172 - Procurement, Management, and Administration of
6. 48 Code of Federal Regulations Part 9904 - Cost Accounting Standards Board (when applicable) All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files and be in compliance with applicable federal and state requirements. Costs that are noncompliant with the federal and state requirements are not eligible for reimbursement.
Local governments are responsible for applying only cognizant agency approved or Caltrans accepted Indirect Cost Prime Consultant or Subconsultant Certifying:
Anthony Podegracz Vice President
January 2020
EXHIBIT B
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-H1
Cost Proposal
Note: Mark-ups are Not Allowed
Consultant
Project No. Contract No. Date 8/18/2022
DIRECT LABOR
Hours
6 44
64 36
32 24
LABOR COSTS
a) Subtotal Direct Labor Costs
b) Anticipated Salary Increases (see Antcipated Salary Increases page for calculations) c) Total Direct Labor Costs [(a) + (b)] 12,218.00$
INDIRECT COSTS
d) Fringe Benefits ( Rate: ) e) Total Fringe Benefits [(c) x (d)] -$ f) Overhead ( Rate: 135.75% ) 16,585.94$
h) General and Administrative ( Rate: ) i) Gen & Admin [(c) x (h)] -$ j) Total Indirect Costs [(e) + (g) + (i)] 16,585.94$
FIXED FEE
k) TOTAL FIXED FEE [(c) + (j)]* fixed fee 10% ] 2,880.39$ Quatity Unit
1 ea
l) TOTAL OTHER DIRECT COSTS 1,500.00$
Subconsultant 1: $
Subconsultant 2: $
-$
1,500.00$
33,184.33$
NOTES:
(n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)] TOTAL COST [(c) + (j) + (k) + (n)]
1. Key Personnel must be marked with an asterisk (*) and employees that are subject to prevailing wage must be marked with two asterisks (**).
All costs must comply with the Federal costs principles. Subconsultants will provide their own cost proposals.
2. The cost proposal format shall not be amended. Indirect cost rates shall be updated on an annual basis in accordance with the consultant's annual accounting period and established by a cognizant agency or excepted by Caltrans.
3. Anticipated salary increases calculation (page 2) must accompany. m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) (m) TOTAL SUBCONSULTANS' COSTS
UPRR Flagget $1,500.00 1,500.00$
$0.00 -$
12,218.00$
-$
g) Overhead [(c) x (f)
l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE (Add additional pages if necessary) Description of Item Unit Cost Total
Drafter Enrique Cacho $24.00 768.00$
Survey Technician/Drafter Todd Jordan $38.00 912.00$
Party Chief Tim Pringle $75.04 4,802.56$
Rodman Tony Perez $72.04 2,593.44$
Survey Manger Rob Markes $80.00 480.00$
Sr. Land Surveyor Ryan Ming $60.50 2,662.00$
STPLR-7500(289)
Classification/Title Name Actual Hourly Rate Total
Exhibit 10-H1 Cost Proposal
Cost-Plus-Fixed Fee or Lump Sum or Firm Fixed Price Contracts (Design, Engineering and Environmental Studies)
UNICO ENGINEERING INC
Prime Consultant
Subconsultant
2nd Tier Subconsultant
January 2020
EXHIBIT B
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-H1
Cost Proposal
1. Calculate average hourly rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Direct Labor
Subtotal per
Cost
Proposal
Total Hours
per Cost
Proposal
Avg Hourly
Rate
$ 12,218.00 / 206 = $59.31 Year 1 Avg Hourly Rate
2. Calculate hourly rate for all periods (Increase the Average hourly rate for a period by proposed escalation %) Avg Hourly
Rate
Proposed
Escalation
Year 1 $59.31 + 5% = $62.28
Year 2 $62.28 + 5% = $65.39
Year 3 $65.39 + 5% = $68.66 Year 4 Avg Hourly Rate
Year 4 $68.66 + 5% = $72.09 Year 5 Avg Hourly Rate
3. Calculate estimated hours per year (Multiply estimate % each period by total hours) Estimated %
Completed
Each Period
Total Hours
per Cost
Proposal
Total Hours
per Period
Year 1 100.00% * 206 = 206 Estimated Hours Year 1
Year 2 0.00% * 206 = 0 Estimated Hours Year 2
Year 3 0.00% * 206 = 0 Estimated Hours Year 3
Year 4 0.00% * 206 = 0 Estimated Hours Year 4
Year 5 0.00% * 206 = 0 Estimated Hours Year 5
Total 100% Total = 206
4. Calculate Total Costs including Escalation (Multiply average hourly rate by the number of hours) Avg Hourly Estimated
(calculated
above)
(calculated
above)
Year 1 $59.31 * 206 = $12,218.00 Estimated Hours Year 1 Year 2 $62.28 * 0 = $0.00 Estimated Hours Year 2
Year 3 $65.39 * 0 = $0.00 Estimated Hours Year 3
Year 4 $68.66 * 0 = $0.00 Estimated Hours Year 4
Year 5 $72.09 * 0 = $0.00 Estimated Hours Year 5
= $12,218.00
= $12,218.00
= $0.00 Transfer to Page 1
Actual Cost-Plus-Fixed Fee or Lump Sum or Firm Fixed Price Contracts (Calculations for Anticipated Salary Increases)
5 Year
Contract Duration
Exhibit 10-H1 Cost Proposal
Cost
Per Period
Total Direct Labor Cost with Escalation
Year 2 Avg Hourly
Year 3 Avg Hourly
Rate
Direct Labor Subtotal before escalation
Estimated total of Direct Labor Salary Increase
January 2020
EXHIBIT B
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-H1
Cost Proposal
Name: Title*:
Signature: Date of Certification (mm/dd/yyyy): 8/18/2022 Email: Phone Number:
Address:
List services the consultant is providing under the proposed contract:
110 Blue Ravine Rd. Ste 101 Folsom CA 95630
*An individual executive or financial officer of the consultant’s or subconsultant’s organization at a level no lower Land Survey
Local governments are responsible for applying only cognizant agency approved or Caltrans accepted Indirect Cost Rate(s).
Prime Consultant or Subconsultant Certifying:
Cesar Montes de Oca President
[email protected] 916-900-6623
2. Terms and conditions of the contract
3. Title 23 United States Code Section 112 - Letting of Contracts
4. 48 Code of Federal Regulations Part 31 - Contract Cost Principles and Procedures
5. 23 Code of Federal Regulations Part 172 - Procurement, Management, and Administration of
6. 48 Code of Federal Regulations Part 9904 - Cost Accounting Standards Board (when applicable) All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the Exhibit 10-H1 Cost Proposal
Certification of Direct Costs:
I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this
1. Generally Accepted Accounting Principles (GAAP)
January 2020
EXHIBIT B
ATTACHMENT B
PROPOSAL FOR PROFESSIONAL SERVICES FOR THE
West Lane Queue Cutter
15
City of Stockton TRTO85015.2022
ID Task Name Start Finish Duration
1 City Council approval of contract Tue 1/10/23 Tue 1/10/23 0 days 2 Notice to Proceed Mon 2/20/23 Mon 2/20/23 0 days
3 Kickoff Meeting with City Wed 2/22/23 Wed 2/22/23 0 days 4 Task 1 - Background Research Thu 2/23/23 Tue 6/27/23 89 days 5 Review Existing Topo Thu 2/23/23 Wed 3/1/23 5 days
6 Field Review Tue 3/14/23 Thu 3/16/23 3 days
7 Prepare UPRR Permit Applications Fri 3/17/23 Tue 3/21/23 3 days 8 Conduct Topo Survey Wed 3/22/23 Tue 4/11/23 15 days
9 Conduct Field Utility Locating Wed 5/10/23 Fri 5/12/23 3 days 10 Conduct Potholing Fri 6/23/23 Tue 6/27/23 3 days
11 Task 2 - Utility Coordination Wed 4/12/23 Tue 8/1/23 80 days 12 Perform Utility Investigations Wed 4/12/23 Tue 5/9/23 20 days 13 Coordination with Utility Owners Wed 4/12/23 Tue 5/9/23 20 days 14 Prepare Project Limits Exhibit Wed 5/10/23 Fri 5/12/23 3 days 15 Request Utility Information Mon 5/15/23 Tue 5/23/23 7 days 16 Prepare Utility Letter A Wed 5/24/23 Fri 5/26/23 3 days 17 Prepare Utility Letter B Fri 6/9/23 Tue 6/13/23 3 days 18 Prepare Utility Letter C Fri 7/28/23 Tue 8/1/23 3 days 19 Task 3 - PS&E Documents Tue 3/14/23 Tue 4/23/24 291 days 20 Diagnostic Validation Meeting Tue 3/14/23 Thu 3/16/23 3 days 21 Prepare 30% Design Fri 3/17/23 Thu 4/6/23 15 days
22 30% Design Submittal Thu 4/6/23 Thu 4/6/23 0 days
23 City, UPRR, CPUC Review Fri 4/7/23 Thu 5/11/23 25 days 24 Prepare 65% Design Fri 5/12/23 Thu 6/8/23 20 days
25 65% Design Submittal Thu 6/8/23 Thu 6/8/23 0 days
26 City, UPRR, CPUC Review Fri 6/9/23 Thu 7/20/23 30 days 27 Prepare 95% Design Fri 7/21/23 Thu 8/17/23 20 days
28 95% Design Submittal Thu 8/17/23 Thu 8/17/23 0 days
29 City, UPRR, CPUC Review Fri 8/18/23 Thu 10/5/23 35 days 30 Prepare 100% Design Fri 10/6/23 Thu 10/26/23 15 days 31 100% Design Submittal Thu 10/26/23 Thu 10/26/23 0 days 32 City, UPRR, CPUC Review Fri 10/27/23 Thu 11/23/23 20 days 33 Prepare Right of Way Certification Fri 1/12/24 Thu 1/18/24 5 days 34 City review of Right of Way Certification Fri 1/19/24 Thu 2/1/24 10 days 35 Prepare RFA Package Fri 2/2/24 Thu 2/8/24 5 days
36 City Review of RFA Package Fri 2/9/24 Thu 3/7/24 20 days 37 RFA Submittal to Caltrans Local Assistance Fri 3/8/24 Tue 3/12/24 3 days 38 C&M Agreement Fri 12/1/23 Thu 1/11/24 30 days
39 Rights of Entry Fri 12/1/23 Thu 12/14/23 10 days
40 Caltrans RFA review (E-76 for Construction) Wed 3/13/24 Tue 4/23/24 30 days 41 UPRR Design & Equipment Installation Fri 1/12/24 Thu 10/17/24 10 mons 42 Task 4 - General Order 88-B Fri 12/29/23 Thu 2/22/24 40 days 43 General Order 88-B submittal Fri 12/29/23 Thu 2/22/24 40 days 44 Task 5 - Public Outreach Fri 6/9/23 Thu 7/20/23 30 days 45 Public Outreach Fri 6/9/23 Thu 7/20/23 30 days
46 Task 6 - Coordination/Meetings/Schedules Tue 2/21/23 Tue 4/9/24 296 days 47 Coordination/Meetings/Schedules Tue 2/21/23 Tue 4/9/24 296 days 48 Task 7 - During Support During Construction Wed 4/24/24 Tue 4/8/25 250 days 49 Project Advertisement Wed 4/24/24 Tue 5/28/24 25 days 50 Construction Contract Award Tue 7/23/24 Tue 7/23/24 0 days 51 Construction Start (anticipated) Tue 10/1/24 Tue 10/1/24 0 days 52 Construction (assumed duration) Wed 10/2/24 Tue 3/18/25 6 mons 53 Preemption Testing and Implementation Wed 3/5/25 Tue 3/18/25 2 wks 54 As-Built Drawings Wed 3/19/25 Tue 4/8/25 15 days
City Council approval of contract
Notice to Proceed
Kickoff Meeting with City
Field Review
Prepare UPRR Permit Applications
Conduct Topo Survey
Conduct Field Utility Locating
Conduct Potholing
Perform Utility Investigations
Coordination with Utility Owners
Diagnostic Validation Meeting
Prepare 30% Design
30% Design Submittal
City, UPRR, CPUC Review
Prepare 65% Design
65% Design Submittal
City, UPRR, CPUC Review
Prepare 95% Design
95% Design Submittal
City, UPRR, CPUC Review
Prepare 100% Design
100% Design Submittal
City, UPRR, CPUC Review
Prepare Right of Way Certification
City review of Right of Way Certification
Prepare RFA Package
City Review of RFA Package
RFA Submittal to Caltrans Local Assistance
C&M Agreement
Rights of Entry
Caltrans RFA review (E-76 for Construction)
General Order 88-B submittal
Project Advertisement
Construction Contract Award
Construction Start (anticipated)
Jan Feb Mar Apr May J un Jul Aug Sep Oct Nov Dec J an Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr Qtr 1, 2023 Qtr 2, 2023 Qtr 3, 2023 Qtr 4, 2023 Qtr 1, 2024 Qtr 2, 2024 Qtr 3, 2024 Qtr 4, 2024 Qtr 1, 2025 Project Schedule
Critical Milestones
 Field Diagnostic Validation Meeting must
be held with all parties to move forward
with final design
 Final Design will be completed for UPRR
approval and CPUC GO 88-B application
in January 2024
 UPRR will complete estimate 3-4 months
following Final Design approval.
 UPRR to design, order materials, and
install rail equipment 6 months after
estimate approval.
 Preemption testing and implementation
will be performed 2 weeks prior to
construction completion.
EXHIBIT C
ATTACHMENT B
Insurance Requirements for Professional Services
WEST LANE QUEUE CUTTER
PROJECT NO. WT22008 / FEDERAL PROJECT NO. STPLR-7500(289)
Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees.
MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (non- owned), with limit no less than $1,000,000 per accident for bodily injury and property damage.
3. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.
(Not required if consultant provides written ver ification it has no employees)
4. Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.
If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City of Stockton requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Stockton.
Other Insurance Provisions
EXHIBIT D
ATTACHMENT B
The insurance policies are to contain, or be endorsed to contain, the following provisions:
Additional Insured Status
The City of Stockton, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). Additional insured Name of Organization shall read “City of Stockton, its officers, officials, employees, and volunteers.” Policy shall cover City of Stockton, its officers, officials, employees, and volunteers for all locations work is done under this contract.
Primary Coverage
For any claims related to this contract, the Contractor’s insurance coverage shall be primary and non-contributory and at least as broad as ISO CG 20 01 04 13 as respects the City of Stockton, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City of Stockton, its officers, officials, employees, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it. This requirement shall also apply to any Excess or Umbrella liability policies. The City of Stockton does not accept endorsements limiting the Contractor’s insurance coverage to the sole negligence of the Named Insured.
Umbrella or Excess Policy
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.
Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Stockton.
Waiver of Subrogation
EXHIBIT D
ATTACHMENT B
Contractor hereby grants to City of Stockton a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Stockton by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Stockton has received a waiver of subrogation endorsement from the insurer.
Self -Insured Retentions
Self-insured retentions must be declared to and approved by the City of Stockton. The City of Stockton may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City of Stockton. The CGL and any policies, including Excess liability policies, may not be subject to a self-insured retention (SIR) or deductible that exceeds $25,000 unless approved in writing by City of Stockton. Any and all deductibles and SIRs shall be the sole responsibility of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties. City of Stockton may deduct from any amounts otherwise due Contractor to fund the SIR/deductible. Policies shall NOT contain any self-insured retention (SIR) provision that limits the satisfaction of the SIR to the Named. The policy must also provide that Defense costs, including the Allocated Loss Adjustment Expenses, will satisfy the SIR or deductible. City of Stockton reserves the right to obtain a copy of any policies and endorsements for verification.
Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Stockton.
Claims Made Policies
If any of the required policies provide claims-made coverage:
1. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work.
2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work .
3. If coverage is canceled or non-renewed, and not replaced with another claims - made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work
EXHIBIT D
ATTACHMENT B
Verification of Coverage
Contractor shall furnish the City of Stockton with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements and copies of the Declarations & Endorsements pages are to be received and approved by the City of Stockton before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City of Stockton reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City of Stockton reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
Subcontractors
Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City of Stockton is an additional insured on insurance required from subcontractors.
Duration of Coverage
CGL & Excess liability policies for any construction related work, including, but not limited to, maintenance, service, or repair work, shall continue coverage for a minimum of 5 years for Completed Operations liability coverage. Such Insurance must be maintained and evidence of insurance must be provided for at least five (5) years
after completion of the contract of work .
Special Risks or Circumstances
City of Stockton reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
Certificate Holder Address
The address for mailing certificates, endorsements and notices shall be:
City of Stockton
Its Officers, Officials, Employees, and Volunteers
400 E Main Street, 3
rd Floor – HR
Stockton, CA 95202
EXHIBIT D
ATTACHMENT B
EXHIBIT E
ATTACHMENT B
EXHIBIT E
ATTACHMENT B
EXHIBIT E
ATTACHMENT B
EXHIBIT E
ATTACHMENT B
EXHIBIT E
ATTACHMENT B
EXHIBIT E
ATTACHMENT B
EXHIBIT E
ATTACHMENT B
EXHIBIT E
ATTACHMENT B
EXHIBIT E
ATTACHMENT B
EXHIBIT E
ATTACHMENT B
EXHIBIT E
ATTACHMENT B
EXHIBIT E
ATTACHMENT B
EXHIBIT E
ATTACHMENT B
EXHIBIT E
ATTACHMENT B
Appendix E of the Title VI Assurances
(US DOT Order 1050.2A)
Dur
ing the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “contractor”) agrees to comply with the following nondiscrimination statutes and authorities; including but not limited to:
Pertinent Nondiscrimination Authorities:
• Tit
le VI of the Civ il Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21.
• The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects);
• Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of sex);
• Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27;
• The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits discrimination on the basis of age);
• Airport and Airway Improv ement Act of 1982, (49 U.S.C. § 4 71, Section 4 7123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex);
• The Civ il Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal-aid recipients, subrecipients and contractors, whether such programs or activities are Federally funded or not);
• Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38;
EXHIBIT F
ATTACHMENT B
• The Federal Aviation Administration's Nondiscrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex);
• Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100);
• Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq).
EXHIBIT F
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
Federal-Aid Consultant Contract Provisions
WEST LANE QUEUE CUTTER
City Project No. WT22008/Federal-Aid Project No. STPLR-7500(289)
TABLE OF CONTENTS
Page
ARTICLE I INTRODUCTION ..................................................................................................... 3 ARTICLE II CONSULTANT’S REPORTS OR MEETINGS ....................................................... 3 ARTICLE III STATEMENT OF WORK ...................................................................................... 3 ARTICLE IV PERFORMANCE PERIOD ................................................................................... 4 ARTICLE V ALLOWABLE COSTS AND PAYMENTS ............................................................. 4 ARTICLE VI TERMINATION ..................................................................................................... 4 ARTICLE VII COST PRINCIPLES AND ADMINISTRATIVE REQUIREMENTS ...................... 6 ARTICLE VIII RETENTION OF RECORD/AUDITS .................................................................. 6 ARTICLE IX AUDIT REVIEW PROCEDURES ......................................................................... 6 ARTICLE X SUBCONTRACTING ............................................................................................. 8 ARTICLE XI EQUIPMENT PURCHASE AND OTHER CAPITAL EXPENDITURES ................ 9 ARTICLE XII STATE PREVAILING WAGE RATES ............................................................... 10 ARTICLE XIII CONFLICT OF INTEREST ............................................................................... 13 ARTICLE XIV REBATES, KICKBACKS OR OTHER UNLAWFUL CONSIDERATION ......... 13
ARTICLE XV PROHIBITION OF EXPENDING LOCAL AGENCY, STATE, OR FEDERAL FUNDS FOR LOBBYING ........................................................................................................ 13 ARTICLE XVI NON-DISCRIMINATION CLAUSE AND STATEMENT OF COMPLIANCE .... 14 ARTICLE XVII DEBARMENT AND SUSPENSION CERTIFICATION .................................... 15 ARTICLE XVIII DISADVANTAGED BUSINESS ENTERPRISES (DBE) PARTICIPATION ... 16 ARTICLE XIX INSURANCE .................................................................................................... 19 ARTICLE XX FUNDING REQUIREMENTS ............................................................................ 19 ARTICLE XXI CHANGE IN TERMS ........................................................................................ 20 ARTICLE XXII CONTINGENT FEE ......................................................................................... 20 ARTICLE XXIII DISPUTES ..................................................................................................... 20 ARTICLE XXIV INSPECTION OF WORK ............................................................................... 21 ARTICLE XXV SAFETY .......................................................................................................... 21 ARTICLE XXVI OWNERSHIP OF DATA ................................................................................ 21 ARTICLE XXVII CLAIMS FILED BY LOCAL AGENCY’s CONSTRUCTION CONTRACTOR 22 EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
ARTICLE XXVIII CONFIDENTIALITY OF DATA .................................................................... 22 ARTICLE XXIX NATIONAL LABOR RELATIONS BOARD CERTIFICATION ...................... 23 ARTICLE XXX EVALUATION OF CONSULTANT ................................................................. 23 ARTICLE XXXI PROMPT PAYMENT FROM THE LOCAL AGENCY TO CONSULTANT .... 23 ARTICLE XXXII NOTIFICATION ............................................................................................ 24 ARTICLE XXXIII CONTRACT ................................................................................................. 24 ARTICLE XXXIV SIGNATURES ............................................................................................. 24
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
ARTICLE I INTRODUCTION
The provisions contained in this exhibit are hereby made a part of the consultant contract for this project. The provisions are additive to the Professional Services Contract and shall be physically attached to the Contract.
“Scope of Services” in the following articles is defined as the combination of the project scope of work and the corresponding fee to complete the scope of work.
ARTICLE II CONSULTANT’S REPORTS OR MEETINGS
A. CONSULTANT shall submit progress reports at least once a month. The report should be sufficiently detailed for the LOCAL AGENCY’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.
B. CONSULTANT’s Project Manager shall meet with LOCAL AGENCY’s Contract Administrator, as needed, to discuss progress on the AGREEMENT.
ARTICLE III STATEMENT OF WORK
A. CONSULTANT Services
See Exhibit “A”, Scope of Services of the Professional Services Contract.
B. Right of Way
See Exhibit “A”, Scope of Services of the Professional Services Contract.
C. Surveys
See Exhibit “A”, Scope of Services of the Professional Services Contract, to determine if Consultant will be providing survey services.
D. Subsurface Investigations
See Exhibit “A”, Scope of Services of the Professional Services Contract.
E. Local Agency Obligations
See Section 7 “Rights and Duties of City”, of the Professional Services Contract.
F. Conferences, Site Visits, Inspection of Work
The Consultant and any subcontractor shall permit the CITY, the state, and the FHWA if federal participating funds are used in this contract; to m eet, review, and inspect the project activities and files at all reasonable times during the performance period of this contract including review and inspection on a daily basis. Cost incurred by Consultant for meetings, subsequent to the initial meeting shall be included in the fee.
G. Checking Shop Drawings
See Exhibit “A”, Scope of Services of the Professional Services Contract.
H. CONSULTANT Services During Construction
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
See Exhibit “A”, Scope of Services of the Professional Services Contract, to determine if Consultant will be providing services during construction, such as materials testing, construction surveys, etc. Also see Exhibit “B,” Compensation to the Professional Services Contract, for method of payment requirements.
I. Documentation and Schedules
The Consultant shall document the results of their services to the satisfaction of the CITY, and if applicable, the state and FHWA. This may include preparation of progress and final reports, plans, specifications and estimates, or similar evidence of attainment of the scope of work objectives.
J. Deliverables and Number of Copies
See Exhibit “A”, Scope of Services of the Professional Services Contract.
ARTICLE IV PERFORMANCE PERIOD
A. Effective Contract Dates
See Section 5 – Schedule and Term of the Professional Services Contract.
B. Contract Award
Consultant is advised that any recommendation for contract award is not binding on the CITY until the contract is fully executed and approved by the CITY.
ARTICLE V ALLOWABLE COSTS AND PAYMENTS
A. The method of payment for this contract will be based on actual cost plus a fixed fee. The CITY will reimburse Consultant for actual costs (including labor costs, employee benefits, travel, equipment rental costs, overhead and other direct costs) incurred by Consultant in performance of the work.
Consultant will not be reimbursed for actual costs that exceed the estimated wage rates, employee benefits, travel, equipment rental, overhead, and other estimated costs set forth in the approved Consultant’s Scope of Services, unless additional reimbursement is provided for by contract amendment. In no event, will Consultant be reimbursed for overhead costs at a rate that exceeds the CITY’s approved overhead rate set forth in the Scope of Services. In the event, that the CITY determines that a change to the work from that specified in the Scope of Services and contract is required, the contract time or actual costs reimbursable by the CITY shall be adjusted by Contract Change Order to accommodate the changed work. The maximum total cost as specified in Paragraph “H” shall not be exceeded, unless authorized by Contract Change Order.
B. In addition to the allowable incurred costs, the CITY will pay Consultant a fixed fee of (See Exhibit B to Professional Services Contract). The fixed fee is nonadjustable for the term of the contract, except in the event of a significant change in the scope of work and such adjustment is made by Contract Change Order.
C. Reimbursement for transportation and subsistence costs shall not exceed the rates specified in the approved Compensation Schedule- Exhibit B to the Professional Services Contract.
D. When milestone cost estimates arrears included in the approved Scope of Services, shall obtain prior written approval for a revised milestone cost estimate from the Project Manager before exceeding such cost estimate.
E. Progress payments will be made monthly in arrears based on services provided and allowable incurred costs. A pro rata portion of Consultant’s fixed fee will be included in the monthly progress payments. If Consultant fails to submit the required deliverable items according to the schedule set forth in the Statement of Work, the CITY shall have the right to delay payment or terminate this Contract in accordance with the provisions of Article VI Termination.
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
F. No payment will be made prior to approval of any work, nor for any work performed prior to approval of this contract.
G. Consultant will be reimbursed, as promptly as fiscal procedures will permit upon receipt by the CITY’s Project Manager of itemized invoices in triplicate. Invoices shall be submitted no later than 45 calendar days after the performance of work for which Consultant is billing. Invoices shall detail the work performed on each milestone and each project as applicable. Invoices shall follow the format stipulated for the approved Scope of Services and shall reference this contract number and project title. Final invoice must contain the final cost and all credits due the CITY including any equipment purchased under the provisions of Article XV Equipment Purchase of this contract. The final invoice should be submitted within 60 calendar days after completion of Consultant’s work.
Invoices shall be mailed to the CITY’s Project Manager at the following address:
City of Stockton, Public Works Department
22 E. Weber Avenue, Room 301
Stockton, CA, 95202
H. The total amount payable by the CITY including the fixed fee shall not exceed the amount noted in Section 2 – Compensation of the Professional Services Contract.
I. Salary increases will be reimbursable if the new salary is within the salary range identified in the approved Scope of Services and is approved by the Public Works Director.
For personnel subject to prevailing wage rates as described in the California Labor Code, all salary increases, which are the direct result of changes in the prevailing wage rates are reimbursable.
J. All subcontracts in excess of $25,000 shall contain the above provisions.
ARTICLE VI TERMINATION
A. Termination of Contract
See Section 11 of the Professional Services Contract.
B. LOCAL AGENCY may temporarily suspend this AGREEMENT, at no additional cost to LOCAL AGENCY, provided that CONSULTANT is given written notice (delivered by certified mail, return receipt requested) of temporary suspension. If LOCAL AGENCY 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.
C. Notwithstanding any provisions of this AGREEMENT, CONSULTANT shall not be relieved of liability to LOCAL AGENCY 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. Upon termination, LOCAL AGENCY 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.
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
ARTICLE VII 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. The 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 LOCAL AGENCY.
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.
ARTICLE VIII RETENTION OF RECORD/AUDITS
For the purpose of determining compliance with Gov. Code § 8546.7, the CONSULTANT, Subconsultants, and LOCAL AGENCY 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. LOCAL AGENCY, 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.
ARTICLE IX 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 LOCAL AGENCY’S Chief Financial Officer.
B. Not later than thirty (30) calendar days after issuance of the final audit report, CONSULTANT may request a review by LOCAL AGENCY’S Chief Financial Officer of unresolved audit issues. The request for review will be submitted in writing.
C. Neither the pendency of a dispute nor its consideration by LOCAL AGENCY 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
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
ensure federal, LOCAL AGENCY, 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 LOCAL AGENCY 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 LOCAL AGENCY at its sole discretion. Refusal by CONSULTANT to incorporate audit or review recommendations, or to ensure that the federal, LOCAL AGENCY 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 the Independent Office of Audits and Investigations (IOAI). IOAI, 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 LOCAL AGENCY 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 IOAI’s review of the ICR audit work papers created by the CONSULTANT’s independent CPA, IOAI 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 IOAI identifies significant issues during the review and is unable to issue a cognizant approval letter, LOCAL AGENCY 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 IOAI.
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 IOAI is unable to issue a cognizant letter per paragraph E.1. above, IOAI 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. IOAI will then have up to six (6) months to review the CONSULTANT’s and/or the independent CPA’s revisions.
3. If the CONSULTANT fails to comply with the provisions of this paragraph E, or if IOAI 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 paragraph 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.
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
4. CONSULTANT may submit to LOCAL AGENCY fi nal invoice only when all of the following items have occurred: (1) IOAI accepts or adjusts the original or revised independent CPA audited ICR; (2) all work under this AGREEMENT has been completed to the satisfaction of LOCAL AGENCY; and, (3) IOAI has issued its final ICR review letter. The CONSULTANT MUST SUBMIT ITS FINAL INVOICE TO LOCAL AGENCY 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 LOCAL AGENCY and the CONSULTANT, either as a prime or subconsultant, with the same fiscal period ICR.
ARTICLE X SUBCONTRACTING
A. Nothing contained in this AGREEMENT or otherwise, shall create any contractual relation between the LOCAL AGENCY and any Subconsultants, and no subagreement shall relieve the CONSULTANT of its responsibilities and obligations hereunder. The CONSULTANT agrees to be as fully responsible to the LOCAL AGENCY for the acts and omissions of its Subconsultants 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 the CONSULTANT. The CONSULTANT's obligation to pay its Subconsultants is an independent obligation from the LOCAL AGENCY's obligation to make payments to the CONSULTANT.
B. The CONSULTANT shall perform the work contemplated with resources available within its own organization and no portion of the work shall be subcontracted without written authorization by the LOCAL AGENCY Contract Administrator, except that which is expressly identified in the CONSULTANT’s approved Cost Proposal.
C. Any subagreement entered into as a result of this AGREEMENT, shall contain all the provisions stipulated in this entire AGREEMENT to be applicable to Subconsultants unless otherwise noted.
D. CONSULTANT shall pay its Subconsultants with in Fifteen (15) calendar days from receipt of each payment made to the CONSULTANT by the LOCAL AGENCY.
E. Any substitution of Subconsultants must be approved in writing by the LOCAL AGENCY Contract Administrator in advance of assigning work to a substitute Subconsultant.
F. Prompt Progress Payment
CONSULTANT or subconsultant shall pay to any subconsultant, not later than fifteen (15) days after receipt of each progress payment, unless otherwise agreed to in writing, the respective amounts allowed CONSULTANT on account of the work performed by the subconsultants, to the extent of each subconsultant’s interest therein. In the event that there is a good faith dispute over all or any portion of the amount due on a progress payment from CONSULTANT or subconsultant to a subconsultant, CONSULTANT or subconsultant may withhold no more than 150 percent of the disputed amount. Any violation of this requirement shall constitute a cause for disciplinary action and shall subject the licensee to a penalty, payable to the subconsultant, of 2 percent of the amount due per month for every month that payment is not made.
In any action for the collection of funds wrongfully withheld, the prevailing party shall be entitled to his or her attorney’s fees and costs. The sanctions authorized under this requirement shall be separate from, and in addition to, all other remedies, either civil, administrative, or criminal. This clause applies to both DBE and non-DBE subconsultants.
G. Prompt Payment of Withheld Funds to Subconsultants
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
The LOCAL AGENCY may hold retainage from CONSULTANT and shall make prompt and regular incremental acceptances of portions, as determined by the LOCAL AGENCY, of the contract work, and pay retainage to CONSULTANT based on these acceptances.
The LOCAL AGENCY shall hold retainage from CONSULTANT and shall make prompt and regular incremental acceptances of portions, as determined by the LOCAL AGENCY of the contract work and pay retainage to CONSULTANT based on these acceptances. CONSULTANT or subconsultant shall return all monies withheld in retention from all subconsultants within 15 days after receiving payment for work satisfactorily completed and accepted including incremental acceptances of portions of the contract work by the LOCAL AGENCY. Any delay or postponement of payment may take place only for good cause and with the LOCAL AGENCY’s prior written approval. Any violation of these provisions shall subject the violating CONSULTANT or subconsultant to the penalties, sanctions, and other remedies specified in Section 3321 of the California Civil Code. This requirement shall not be construed to limit or impair any contractual, administrative or judicial remedies otherwise available to CONSULTANT or subconsultant in the event of a dispute involving late payment or nonpayment by CONSULTANT; deficient subconsultant performance and/or noncompliance by a subconsultant. This clause applies to both DBE and non-DBE subconsultants.
Any violation of these provisions shall subject the violating CONSULTANT or subconsultant to the penalties, sanctions and other remedies specified therein. These requirements shall not be construed to limit or impair any contractual, administrative, or judicial remedies otherwise available to CONSULTANT or subconsultant in the event of a dispute involving late payment or nonpayment by CONSULTANT, deficient subcontract performance, or noncompliance by a subconsultant.
ARTICLE XI EQUIPMENT PURCHASE AND OTHER CAPITAL EXPENDITURES A. Prior authorization in writing by LOCAL AGENCY’s Contract Administrator shall be required before CONSULTANT enters into any unbudgeted purchase order, or subcontract exceeding five thousand dollars ($5,000) 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 approved Cost Proposal and exceeding five thousand dollars ($5,000), with prior authorization by LOCAL AGENCY’s Contract Administrator, three competitive quotations must be submitted with the request, or the absence of proposal must be adequately justified.
C. Any equipment purchased with funds provided 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, LOCAL AGENCY 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 LOCAL AGENCY 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 LOCAL AGENCY procedures; and credit LOCAL AGENCY 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 LOCAL AGENCY and CONSULTANT, if it is determined to sell the equipment, the terms and conditions of such sale must be approved in advance by LOCAL AGENCY.
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
2. Regulation 2 CFR Part 200 requires a credit to Federal funds when participating equipment with a fair market value greater than five thousand dollars ($5,000) is credited to the project.
ARTICLE XII STATE PREVAILING WAGE RATES
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 (https://dot.ca.gov/programs/construction/labor-compliance). 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 LOCAL AGENCY construction sites, at LOCAL AGENCY facilities and at off-site locations that are set up by the construction contractor or one of its subcontractors solely and specifically to serve LOCAL AGENCY 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 website 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:
a. The information contained in the payroll record is true and correct.
b. 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 paragraph (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 LOCAL AGENCY representatives 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:
a. 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.
b. A certified copy of all payroll records enumerated in paragraph (1) above, shall be made available for inspection or furnished upon request to a representative of LOCAL AGENCY, the Division of Labor Standards Enforcement and the Division of Apprenticeship Standards of the Department of Industrial Relations. Certified payrolls submitted to LOCAL AGENCY, the
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
Division of Labor Standards Enforcement and the Division of Apprenticeship Standards shall not be altered or obliterated by the CONSULTANT.
c. 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 LOCAL AGENCY 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 paragraph (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 LOCAL AGENCY 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 LOCAL AGENCY of the location of the records enumerated under paragraph (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 paragraph (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 LOCAL AGENCY, 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 LOCAL AGENCY 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 LOCAL AGENCY 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 LOCAL AGENCY 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.
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
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:
a. The AGREEMENT executed between the CONS ULTANT 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.
b. 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.
c. 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.
d. 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, LOCAL AGENCY 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 LOCAL AGENCY determines that employees of a Subconsultant were not paid the general prevailing rate of per diem wages and if LOCAL AGENCY 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 LOCAL AGENCY.
G. Hours of Labor
Eight (8) hours labor constitutes a legal day's work. The CONSULTANT shall forfeit, as a penalty to the LOCAL AGENCY, 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
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
applicable requirements of Labor Code §§ 1777.5, 1777.6 and 1777.7 in the employment of apprentices.
2. CONSULTANTs 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.
ARTICLE XIII CONFLICT OF INTEREST
A. During the term of this AGREEMENT, the CONS ULTANT shall disclose any financial, business, or other relationship with LOCAL AGENCY that may have an impact upon the outcome of this AGREEMENT or any ensuing LOCAL AGENCY construction project. The CONSULTANT shall also list current clients who may have a financial interest in the outcome of this AGREEMENT or any ensuing LOCAL AGENCY construction project which will follow.
B. CONSULTANT certifies that it has disclosed to LOCAL AGENCY 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 LOCAL AGENCY 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 LOCAL AGENCY ordinance or State law.
C. The 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.
D. The 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.
ARTICLE XIV REBATES, KICKBACKS OR OTHER UNLAWFUL CONSIDERATION The CONSULTANT warrants that this AGREEMENT was not obtained or secured through rebates, kickbacks or other unlawful consideration either promised or paid to any LOCAL AGENCY employee.
For breach or violation of this warranty, LOCAL AGENCY 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 this AGREEMENT price or otherwise recover the full amount of such rebate, kickback or other unlawful consideration.
ARTICLE XV PROHIBITION OF EXPENDING LOCAL AGENCY, STATE, OR FEDERAL FUNDS FOR LOBBYING (Applies only to contracts over $150,000)
A. The CONSULTANT certifies, to the best of his or her knowledge and belief, that:
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
1. 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 local, 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 or making of this AGREEMENT, or with the extension, continuation, renewal, amendment, or modification of this AGREEMENT.
2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with this AGREEMENT, the CONSULTANT shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions.
B. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. §1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than ten thousand dollars ($10,000) and not more than one hundred thousand dollars ($100,000) for each such failure.
C. The 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 subagreements, which exceed one hundred thousand dollars ($100,000), and that all such subrecipients shall certify and disclose accordingly.
ARTICLE XVI NON-DISCRIMINATION CLAUSE AND 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 LOCAL AGENCY 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.
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
D. CONSULTANT shall permit access by representatives of the Department of Fair Employment and Housing and the LOCAL AGENCY 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 LOCAL AGENCY 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.
I. CONSULTANT, subrecipient or subconsultant will never exclude any person from participation in, deny any person the benefits of, or otherwise discriminate against anyone in connection with the award and performance of any contract covered by 49 CFR 26 on the basis of race, color, sex, or national origin. In administering the LOCAL AGENCY components of the DBE Program Plan, CONSULTANT, subrecipient or subconsultant will not, directly, or through contractual or other arrangements, use criteria or methods of administration that have the effect of defeating or substantially impairing accomplishment of the objectives of the DBE Program Plan with respect to individuals of a particular race, color, sex, or national origin.
ARTICLE XVII DEBARMENT AND SUSPENSION CERTIFICATION
A. The CONSULTANT’s signature affixed herein sha ll 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.
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
B. Any exceptions to this certification must be disclosed to LOCAL AGENCY. 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.
ARTICLE XVIII DISADVANTAGED BUSINESS ENTERPRISES (DBE) PARTICIPATION A. CONSULTANT, subrecipient (LOCAL AGENCY), or subconsultant shall take necessary and reasonable steps to ensure that DBEs have opportunities to participate in the contract (49 CFR 26). To ensure equal participation of DBEs provided in 49 CFR 26.5, The LOCAL AGENCY shows a contract goal for DBEs. CONSULTANT shall make work available to DBEs and select work parts consistent with available DBE subconsultants and suppliers.
CONSULTANT shall meet the DBE goal shown elsewhere in these special provisions or demonstrate that they made adequate good faith efforts to meet this goal. It is CONSULTANT’s responsibility to verify that the DBE firm is certified as DBE at date of proposal opening and document the record by printing out the California Unified Certification Program (CUCP) data for each DBE firm. A list of DBEs certified by the CUCP can be found here.
All DBE participation will count toward the California Department of Transportation’s federally mandated statewide overall DBE goal. Credit for materials or supplies CONSULTANT purchases from DBEs counts towards the goal in the following manner:
100 percent counts if the materials or supplies are obtained from a DBE manufacturer. 60 percent counts if the materials or supplies are purchased from a DBE regular dealer. Only fees, commissions, and charges for assistance in the procurement and delivery of materials or supplies count if obtained from a DBE that is neither a manufacturer nor regular dealer. 49CFR26.55 defines "manufacturer" and "regular dealer."
This AGREEMENT is subject to 49 CFR Part 26 entitled “Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs”. CONSULTANTs who enter into a federally-funded agreement will assist the LOCAL AGENCY in a good faith effort to achieve California's statewide overall DBE goal.
B. The goal for DBE participation for this AGREEMENT is __6_%. Participation by DBE CONSULTANT or subconsultants shall be in accordance with information contained in Exhibit 10- O2: Consultant Contract DBE Commitment attached hereto and incorporated as part of the AGREEMENT. If a DBE subconsultant is unable to perform, CONSULTANT must make a good faith effort to replace him/her with another DBE subconsultant, if the goal is not otherwise met.
C. CONSULTANT can meet the DBE participation goal by either documenting commitments to DBEs to meet the AGREEMENT goal, or by documenting adequate good faith efforts to meet the AGREEMENT goal. An adequate good faith effort means that the CONSULTANT must show that it took all necessary and reasonable steps to achieve a DBE goal that, by their scope, intensity, and appropriateness to the objective, could reasonably be expected to meet the DBE goal. If CONSULTANT has not met the DBE goal, complete and submit Exhibit 15-H: DBE Information –
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
Good Faith Efforts to document efforts to meet the goal. Refer to 49 CFR Part 26 for guidance regarding evaluation of good faith efforts to meet the DBE goal.
D. Contract Assurance
Under 49 CFR 26.13(b):
CONSULTANT, subrecipient or subconsultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. CONSULTANT shall carry out applicable requirements of 49 CFR 26 in the award and administration of federal-aid contracts.
Failure by the CONSULTANT to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the recipient deems appropriate, which may include, but is not limited to:
(1) Withholding monthly progress payments;
(2) Assessing sanctions;
(3) Liquidated damages; and/or
(4) Disqualifying CONSULTANT from future proposing as non-responsible
E. Termination and Substitution of DBE Subconsultants
CONSULTANT shall utilize the specific DBEs listed to perform the work and supply the materials for which each is listed unless CONSULTANT or DBE subconsultant obtains the LOCAL AGENCY’s written consent. CONSULTANT shall not terminate or substitute a listed DBE for convenience and perform the work with their own forces or obtain materials from other sources without authorization from the LOCAL AGENCY. Unless the LOCAL AGENCY’s consent is provided, the CONSULTANT shall not be entitled to any payment for work or material unless it is performed or supplied by the listed DBE on the Exhibit 10-02 Consultant Contract DBE Commitment form, included in the Bid.
The LOCAL AGENCY authorizes a request to use other forces or sources of materials if CONSULTANT shows any of the following justifications:
1. Listed DBE fails or refuses to execute a written contract based on plans and specifications for the project.
2. The LOCAL AGENCY stipulated that a bond is a condition of executing the subcontract and the listed DBE fails to meet the LOCAL AGENCY’s bond requirements.
3. Work requires a consultant's license and listed DBE does not have a valid license under Contractors License Law.
4. Listed DBE fails or refuses to perform the work or furnish the listed materials (failing or refusing to perform is not an allowable reason to remove a DBE if the failure or refusal is a result of bad faith or discrimination).
5. Listed DBE's work is unsatisfactory and not in compliance with the contract.
6. Listed DBE is ineligible to work on the project because of suspension or debarment.
7. Listed DBE becomes bankrupt or insolvent.
8. Listed DBE voluntarily withdraws with written notice from the Contract
9. Listed DBE is ineligible to receive credit for the type of work required.
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
10. Listed DBE owner dies or becomes disabled resulting in the inability to perform the work on the Contract.
11. The LOCAL AGENCY determines other documented good cause.
CONSULTANT shall notify the original DBE of the intent to use other forces or material sources and provide the reasons and provide the DBE with 5 days to respond to the notice and advise CONSULTANT and the LOCAL AGENCY of the reasons why the use of other forces or sources of materials should not occur.
CONSULTANT’s request to use other forces or material sources must include:
1. One or more of the reasons listed in the preceding paragraph.
2. Notices from CONSULTANT to the DBE regarding the request.
3. Notices from the DBEs to CONSULTANT regarding the request.
If a listed DBE is terminated or substituted, CONSULTANT must make good faith efforts to find another DBE to substitute for the original DBE. The substitute DBE must perform at least the same amount of work as the original DBE under the contract to the extent needed to meet or exceed the DBE goal.
F. Commitment and Utilization
The LOCAL AGENCY’s DBE program must include a monitoring and enforcement mechanism to ensure that DBE commitments reconcile to DBE utilization.
The LOCAL AGENCY shall request CONSULTANT to:
1. Notify the LOCAL AGENCY’s contract administrator or designated representative of any changes to its anticipated DBE participation
2. Provide this notification before starting the affected work
3. Maintain records including:
Name and business address of each 1st-tier subconsultant Name and business address of each DBE subconsultant, DBE vendor, and DBE trucking company, regardless of tier
Date of payment and total amount paid to each business (see Exhibit 9-F Monthly Disadvantaged Business Enterprise Payment)
If CONSULTANT is a DBE CONSULTANT, they shall include the date of work performed by their own forces and the corresponding value of the work.
If a DBE is decertified before completing its work, the DBE must notify CONSULTANT in writing of the decertification date. If a business becomes a certified DBE before completing its work, the business must notify CONSULTANT in writing of the certification date. CONSULTANT shall submit the notifications to the LOCAL AGENCY. On work completion, CONSULTANT shall complete a Disadvantaged Business Enterprises (DBE) Certification Status Change, Exhibit 17-O, form and submit the form to the LOCAL AGENCY within 30 days of contract acceptance.
Upon work completion, CONSULTANT shall complete Exhibit 17-F Final Report – Utilization of Disadvantaged Business Enterprises (DBE), First-Tier Subcontractors and submit it to the LOCAL AGENCY within 90 days of contract acceptance. The LOCAL AGENCY will withhold $10,000 until
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
the form is submitted. The LOCAL AGENCY will release the withhold upon submission of the completed form.
In the LOCAL AGENCY’s reports of DBE participation to Caltrans, the LOCAL AGENCY must display both commitments and attainments.
G. A DBE is only eligible to be counted toward the AGREEMENT goal if it performs a commercially useful function (CUF) on the AGREEMENT. CUF must be evaluated on an agreement by agreement basis. A DBE performs a Commercially Useful Function (CUF) when it is responsible for execution of the work of the AGREEMENT and is carrying out its responsibilities by actually performing, managing, and supervising the work involved. To perform a CUF, the DBE must also be responsible, with respect to materials and supplies used on the AGREEMENT, for negotiating price, determining quality and quantity, ordering the material and installing (where applicable), and paying for the material itself. To determine whether a DBE is performing a CUF, evaluate the amount of work subcontracted, industry practices, whether the amount the firm is to be paid under the AGREEMENT is commensurate with the work it is actually performing, and other relevant factors.
H. A DBE does not perform a CUF if its role is limited to that of an extra participant in a transaction, AGREEMENT, or project through which funds are passed in order to obtain the appearance of DBE participation. In determining whether a DBE is such an extra participant, examine similar transactions, particularly those in which DBEs do not participate.
I. If a DBE does not perform or exercise responsibility for at least thirty percent (30%) of the total cost of its AGREEMENT with its own work force, or the DBE subcontracts a greater portion of the work of the AGREEMENT than would be expected on the basis of normal industry practice for the type of work involved, it will be presumed that it is not performing a CUF.
J. CONSULTANT shall maintain records of materials purchased or supplied from all subcontracts entered into with certified DBEs. The records shall show the name and business address of each DBE or vendor and the total dollar amount actually paid each DBE or vendor, regardless of tier.
The records shall show the date of payment and the total dollar figure paid to all firms. DBE CONSULTANT’s shall also show the date of work performed by their own forces along with the corresponding dollar value of the work.
K. If a DBE subconsultant is decertified duri ng the life of the AGREEMENT, the decertified subconsultant shall notify CONSULTANT in writing with the date of decertification. If a subconsultant becomes a certified DBE during the life of the AGREEMENT, the subconsultant shall notify CONSULTANT in writing with the date of certification. Any changes should be reported to LOCAL AGENCY’s Contract Administrator within thirty (30) calendar days.
L. After submitting an invoice for reimbursement that includes a payment to a DBE, but no later than the 10
th of the following month, the prime contractor/consultant shall complete and email the Exhibit 9- F: Disadvantaged Business Enterprise Running Tally of Payments to [email protected] with a copy to the Agency.
M. Any subcontract entered into as a result of this AGREEMENT shall contain all of the provisions of this section.
ARTICLE XIX INSURANCE
See Section 3 of the Professional Services Contract.
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
ARTICLE XX 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 LOCAL AGENCY 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 LOCAL AGENCY 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. LOCAL AGENCY has the option to terminate the AGREEMENT pursuant to Article VI Termination, or by mutual agreement to amend the AGREEMENT to reflect any reduction of funds.
ARTICLE XXI CHANGE IN TERMS
A. This AGREEMENT may be amended or modified only by mutual written agreement of the parties.
B. CONSULTANT shall only commence work covered by an amendment after the amendment is executed and notification to proceed has been provided by LOCAL AGENCY’s Contract Administrator.
C. There shall be no change in CONSULTANT’s Projec t Manager or members of the project team, as listed in the approved Cost Proposal, which is a part of this AGREEMENT without prior written approval by LOCAL AGENCY’s Contract Administrator.
ARTICLE XXII 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, LOCAL AGENCY 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 AGREEMENT price or consideration, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee.
ARTICLE XXIII 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.
(Choose either Option 1 or Option 2)
(Option 1 - Use paragraphs A through C below for all AGREEMENTs without PS&E submittal)
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 LOCAL AGENCY’s
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
Contract Administrator and Jodi Almassy, Director of Public Works, who may consider written or verbal information submitted by CONSULTANT.
B. Not later than thirty (30) calendar days after completion of all work under the AGREEMENT, CONSULTANT may request review by LOCAL AGENCY Governing Board 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.
(Option 2 - Replace Paragraph B, above, with the following for AGREEMENTs requiring the submission of PS&E)
B. Not later than thirty (30) calendar days after completion of all deliverables necessary to complete the plans, specifications and estimate, CONSULTANT may request review by LOCAL AGENCY Governing Board of unresolved claims or disputes, other than audit. The request for review will be submitted in writing.
ARTICLE XXIV INSPECTION OF WORK
CONSULTANT and any subconsultant shall permit LOCAL AGENCY, 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.
ARTICLE XXV 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 LOCAL AGENCY Safety Officer and other LOCAL AGENCY 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 Vehicle Code §591, LOCAL AGENCY 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.
(Add the following paragraph to all AGREEMENTs, which may require trenching of five feet or deeper)
D. CONSULTANT must have a Division of Occupati onal Safety and Health (CAL-OSHA) permit(s), as outlined in Labor Code §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 (5) feet or deeper.
ARTICLE XXVI OWNERSHIP OF DATA
A. It is mutually agreed that all materials prepared by CONSULTANT under this AGREEMENT shall become the property of City, and CONSULTANT shall have no property right therein whatsoever.
Immediately upon termination, City shall be entitled to, and CONSULTANT shall deliver to City, reports, investigations, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not, and other such materials as may have been prepared or accumulated to date by CONSULTANT in performing this AGREEMENT which is not
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
CONSULTANT’s privileged information, as defined by law, or CONSULTANT’s personnel information, along with all other property belonging exclusively to City which is in CONSULTANT’s possession. Publication of the information derived from work performed or data obtained in connection with services rendered under this AGREEMENT must be approved in writing by City.
B. Additionally, it is agreed that the Parties intend this to be an AGREEMENT for services and each considers the products and results of the services to be rendered by CONSULTANT hereunder to be work made for hire. CONSULTANT acknowledges and agrees that the work (and all rights therein, including, without limitation, copyright) belongs to and shall be the sole and exclusive property of City without restriction or limitation upon its use or dissemination by City.
C. Nothing herein shall constitute or be construed to be any representation by CONSULTANT that the work product is suitable in any way for any other project except the one detailed in this Contract.
Any reuse by City for another project or project location shall be at City’s sole risk.
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. LOCAL AGENCY 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.
ARTICLE XXVII CLAIMS FILED BY LOCAL AGENCY’s CONSTRUCTION CONTRACTOR A. If claims are filed by LOCAL AGENCY’s constr uction 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 LOCAL AGENCY’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 LOCAL AGENCY considers essential to assist in defending against construction contractor claims will be made available on reasonable notice from LOCAL AGENCY. 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 LOCAL AGENCY’s construction contractor claims will be performed pursuant to a written contract amendment, if necessary, extending the termination date of this AGREEMENT in order to resolve the construction claims.
ARTICLE XXVIII CONFIDENTIALITY OF DATA
A. All financial, statistical, personal, technical, or other data and information relative to LOCAL AGENCY’s operations, which are designated confidential by LOCAL AGENCY and made available to CONSULTANT in order to carry out this AGREEMENT, shall be protected by CONSULTANT from unauthorized use and disclosure.
B. Permission to disclose information on one occa sion, or public hearing held by LOCAL AGENCY relating to the AGREEMENT, shall not authorize CONSULTANT to further disclose such information, or disseminate the same on any other occasion.
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
C. CONSULTANT shall not comment publicly to the press or any other media regarding the AGREEMENT or LOCAL AGENCY’s actions on the same, except to LOCAL AGENCY’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.
D. CONSULTANT shall not issue any news release or public relations item of any nature, whatsoever, regarding work performed or to be performed under this AGREEMENT without prior review of the contents thereof by LOCAL AGENCY, and receipt of LOCAL AGENCY’S written permission.
E. All information related to the construction estimate is confidential, and shall not be disclosed by CONSULTANT to any entity, other than LOCAL AGENCY, Caltrans, and/or FHWA. All of the materials prepared or assembled by CONSULTANT pursuant to performance of this Contract are confidential and CONSULTANT agrees that they shall not be made available to any individual or organization without the prior written approval of City or except by court order. If CONSULTANT or any of its officers, employees, or subcontractors does voluntarily provide information in violation of this Contract, City has the right to reimbursement and indemnity from CONSULTANT for any damages caused by CONSULTANT releasing the information, including, but not limited to, City’s attorney’s fees and disbursements, including without limitation experts’ fees and disbursements.
ARTICLE XXIX NATIONAL LABOR RELATIONS BOARD CERTIFICATION In accordance with Public Contract Code §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.
ARTICLE XXX EVALUATION OF CONSULTANT
CONSULTANT’s performance will be evaluated by LOCAL AGENCY. 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.
ARTICLE XXXI PROMPT PAYMENT FROM THE LOCAL AGENCY TO CONSULTANT The LOCAL AGENCY shall make any progress payment within 30 days after receipt of an undisputed and properly submitted payment request from CONSULTANT on a professional service contract. If the LOCAL AGENCY fails to pay promptly, the LOCAL AGENCY shall pay interest to the contractor, which accrues at the rate of 10 percent per annum on the principal amount of a money judgment remaining unsatisfied. Upon receipt of a payment request, the LOCAL AGENCY shall act in accordance with both of the following:
(1) Each payment request shall be reviewed by the LOCAL AGENCY as soon as practicable after receipt for the purpose of determining that the payment request is a proper payment request. (2) Any payment request determined not to be a proper payment request suitable for payment shall be returned to CONSULTANT as soon as practicable, but not later than seven (7) days, after receipt. A request returned pursuant to this paragraph shall be accompanied by a document setting forth in writing the reasons why the payment request is not proper.
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual EXHBIT 10-R
A&E Boilerplate Agreement Language
September 2020
ARTICLE XXXII NOTIFICATION
See Section 15- Notices of the Professional Services Contract.
ARTICLE XXXIII CONTRACT
Refer to the Professional Services Contract.
ARTICLE XXXIV SIGNATURES
Refer to the Professional Services Contract.
EXHIBIT G
ATTACHMENT B
Local Assistance Procedures Manual Exhibit 10-02
Consultant Contract DBE Commitment
EXHIBIT 10-02 CONSULTANT CONTRACT DBE COMMITMENT
1. Local Agency: City of Stockton 2. Contract DBE Goal: 6%-------------------- --------------
3. Project Description: Profession a I Services for the West Lane Queue Cutter Project No. WT22008, Federal Project No. STPLR-7500(289)
4. Project Location: Stockton, California
5. Consultant's Name: Kimley-Horn and Associates, Inc. 6. Prime Certified DBE: D 7. Total Contract Award Amount: $298,716.60
8. Total Dollar Amount for ALL Subconsultants: $ 60,864.33
10. Description of Work, Service, or Materials 11. DBE
Certification Supplied Number
Utility Coordination/ 34267
Potholing
Topographic Surveys
4 1342
Traffic Counts 8440
Local Agency to Complete this Section
20. Local Agency Contract
N11mh,:::i,r·
21. Federal-Aid Project Number:
22. Contract Execution
n::itA·
Local Agency certifies that all DBE certifications are valid and information on this form is complete and accurate.
23. Local Agency Representative's Signature 24. Date
25. Local Agency Representative's Name 26.Phone
27. Local Agency Representative's Title
DISTRIBUTION: 1. Original - Local Agency
------
9. Total Number of ALL Subconsultants: 3--------
13.DBE
12. DBE Contact Information Dollar
Amount
Bess Testlab lnc./Martha Bohorquez, 408-988-0101
$25,430.00 2463 Tripaldi Way, Hayward, CA 94545
UNICO Engineering, lnc./Cesar Montes de Oca, 916-900-6623 110 Blue Ravine Rd, Ste 101, Folsom, CA 95630 $33,184.33 Wiltec/Moses Wilson, 626-564-1944
$2,250.00 596 N. Lake Ave., Ste 301, Pasadena, CA 91101 $60,864.33
14. TOTAL CLAIMED DBE PARTICIPATION
20.38 %
IMPORTANT: Identify all DBE firms being claimed for credit, regardless of tier. Written confirmation of each listed DBE is required.
½ A�/ 0812412022
15. Preparer's Signature 16. Date
Peter N. Meyerhofer, P.E. 669-800-4 129
17. Preparer's Name 18.Phone
Vice President
19. Preparer's Title
2. Copy - Caltrans District Local Assistance Engineer (DLAE). Failure to submit to DLAE within 30 days of contract execution may result in de-obligation of federal funds on contract.
ADA Notice: For individuals with sensory disabilities, this document is available in alternate formats. For information call (916) 654-641 O or TDD (916) 654- 3880 or write Records and Forms Management, 1120 N Street, MS-89, Sacramento, CA 95814.
July 23, 2015
ATTACHMENT B
08/24/202211/08/2022