City Council and Concurrent Authorities
June 18, 2024

Federal Construction Contract – Econolite Systems, Inc. – Project No. WT21010/CML-5008(191) (Updated 04/24/23) CONSTRUCTION CONTRACT This contract is made and entered into on _____________, by and betweenECONOLITE SYSTEMS, INC., a STATE OF CA CORPORATION, with a business address at 4120 BUSINESS CENTER DRIVE, FREMONT, CA 94538, hereinafter called "CONTRACTOR," and CITY OF STOCKTON, a municipal corporation, hereinafter called "CITY." W I T N E S S E T H: WHEREAS, plans and specifications for the construction of TRANSPORTATION MANAGEMENT CENTER EQUIPMENT UPGRADE (PROJECT NO. WT21010/FEDERAL PROJECT NO. CML-5008(191)), hereinafter called “PROJECT,” were regularly adopted by Council Resolution No. __________________, on _________________; and WHEREAS, the contract for said work was regularly awarded to CONTRACTOR, by Council Resolution No. __________________, on ________________. NOW, THEREFORE, in consideration of the promises and of the mutual covenants herein contained, the parties hereto expressly agree as follows: CONTRACTOR agrees: 1. SCOPE OF SERVICES. To do the work and furnish all the labor, materials,tools, equipment, and insurance required for the construction of PROJECT in accordance with the plans and specifications adopted on _____________, by Resolution No.__________________. The "contract documents," which include the bid documents, project plans, specifications, all letters of clarification, and the City of Stockton Standard Specifications and Plans, are incorporated into and made a part of this contract by this reference to the same extent as if fully set forth. 2. COMPENSATION. To do and perform the work contemplated hereby in agood and workmanlike manner and to furnish all labor, materials, tools, and equipment necessary therefore at the prices specified in Exhibit A, attached hereto and by reference made a part hereof, under the direction of and to the complete satisfaction of the Director of Public Works of the City of Stockton. Total compensation for services and reimbursement for costs shall not exceed $3,845,696.33, or as otherwise mutually agreed to in a Contract Change Order. 3. INSURANCE. CONTRACTOR shall not commence any work beforeobtaining, and shall maintain in force at all times during the duration and performance of this contract, the policies of insurance specified in Exhibit B, which is attached to this contract and incorporated by this reference, and as provided in the “contract documents” including Section 7-1.06 of the City of Stockton Standard Specifications and Plans as adopted on September 27, 2016, by Council Resolution No. 2016-09-27-1213, effective September 27, 2016. Page 1 of 119 EXHIBIT 2
Federal Construction Contract – Econolite Systems, Inc. – Project No. WT21010/CML-5008(191) (Updated 04/24/23) It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum Insurance coverage requirements and/or limits shall be available to the Additional Insured. Furthermore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and maximum limits of coverage of any Insurance policy or proceeds available to the named Insured; whichever is greater. The Additional Insured coverage under the Contractor’s policy shall be “primary and non-contributory” and will not seek contribution from the City of Stockton’s insurance or self-insurance and shall be at least as broad as CG 20 01 04 13. The limits of insurance required in this Agreement may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess Insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the City of Stockton (if agreed to in a written contract or Agreement) before the City of Stockton’s own insurance or self-insurance shall be called upon to protect it as a named insured. All self-insured retentions (SIR) must be disclosed to Risk Management for approval and shall not reduce the limits of liability. Payment Bond in the amount of the self-insured retention (SIR) may be required. Policies containing any self-insured retention (SIR) provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named Insured or the City of Stockton. The City of Stockton reserves the right to obtain a full certified copy of any Insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later. Contractor shall maintain insurance as required by this contract to the fullest amount allowed by law and shall maintain insurance for a minimum of five years following the completion of this project. In the event contractor fails to obtain or maintain completed operations coverage as required by this Agreement, the City at its sole discretion may purchase the coverage required and the cost will be paid by contractor. Contractor agrees to include with all Subcontractors in their subcontract the same requirements and provisions of this Agreement including the indemnity and insurance requirements to the extent they apply to the scope of the Subcontractor’s work. Subcontractors hired by Contractor agree to be bound to Contractor and the City of Stockton in the same manner and to the same extent as Contractor is bound to the City of Stockton under the Contract Documents. Subcontractor further agrees to include these same provisions with any Sub-subcontractor. A copy of the City of Stockton Contract Page 2 of 119 EXHIBIT 2
Federal Construction Contract – Econolite Systems, Inc. – Project No. WT21010/CML-5008(191) (Updated 04/24/23) Document Indemnity and Insurance provisions will be furnished to the Subcontractor upon request. The General Contractor shall require all sub-contractors to provide a valid certificate of insurance and the required endorsements included in the Agreement prior to commencement of any work and contractor will provide proof of compliance to the City. 4. INDEMNITY AND HOLD HARMLESS. With the exception that this section shall in no event be construed to require indemnification by Contractor to a greater extent than permitted under the public policy of the State of California, Contractor shall indemnify, protect, defend with counsel approved by City and at Contractor’s sole cost and expense, and hold harmless City of Stockton, its officers, officials, employees, and volunteers from and against any and all claims, causes of action, liabilities, judgments, awards, losses, liens, claims, stop notices, damages, expenses, and costs (including without limitation attorneys’ fees, expert and consultant fees, and other expenses of litigation) of every nature, including, but not limited to, death or injury to persons, or damage to property, which arise out of or are in any way connected with the work performed, materials furnished, or services provided under this Agreement, or from any violation of any federal, State, or municipal law or ordinance, or City Policy, by Contractor or Contractor’s officers, agents, employees, volunteers or subcontractors. Contractor shall not be obligated to indemnify or defend City for claims finally determined by a court of law or arbitrator to arise from the active negligence or willful misconduct of the City. It is the intent of the Parties that this indemnity obligation 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 Contractor to City, the intent hereunder is to provide the maximum defense and indemnity obligations allowed by Contractor under the law. The indemnity set forth in this section shall not be limited by insurance requirements or by any other provision of this Agreement. With exception that this section shall in no event be construed to require indemnification, including the duty to defend, by Contractor to a greater extent than permitted under the public policy of the State of California, the parties agree that Contractor’s duty to defend City is immediate and arises upon the filing of any claim against the City for damages which arise out of or are in any way connected with the work performed, materials furnished, or services provided under this Agreement by Contractor or Contractor’s officers, agents, employees, volunteers or subcontractors. Contractor’s duties and obligations to defend the City shall apply regardless of whether or not the issue of the City’s liability, breach of this Agreement, or other obligation or fault has been determined. Contractor shall be immediately obligated to pay for City’s defense costs of the claim, including, but not limited to, court costs, attorney’s fees and costs, expert consultant and witness fees and costs, other witness fees, document reproduction costs, arbitration fees, and, if after final judgment an appeal is pursued, all of such costs for the appeal. At the conclusion of the claim, if there is any determination or finding of sole active negligence or willful misconduct on the part of the City, City will then reimburse Contractor for amounts paid in excess of Contractor’s proportionate share of responsibility for the damages within 30 days after Contractor provides City with copies of all bills and expenses incurred in the defense of the claim(s). It is agreed between the parties that this reimbursement provision assures Contractor is not obligated to defend or indemnify City in an amount greater than provided for under California law, including, without limitation, California Civil Code sections 2782, 2782.6, and 2782.8. Page 3 of 119 EXHIBIT 2
Federal Construction Contract – Econolite Systems, Inc. – Project No. WT21010/CML-5008(191) (Updated 04/24/23) With the exception that this section shall in no event be construed to require indemnification by Contractor to a greater extent than permitted under the public policy of the State of California, and in addition to the other indemnity obligations in this Agreement, Contractor shall indemnify, defend, and hold harmless the City of Stockton, its officers, officials, employees, and volunteers from and against all claims, losses, expenses, and costs including, but not limited to, attorneys’ fees, arising out of any claim brought against the City by an employee, office, agent, or volunteer of Contractor, regardless of whether such claim may be covered by any applicable workers compensation insurance. Contractor’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 Contractor under workers’ compensation acts, disability acts, or other employee benefit acts. The City’s acceptance of the insurance certificates required under this Agreement does not relieve the CONTRACTOR from its obligation under this paragraph. The indemnification obligations of this section shall survive the termination of this agreement. Any exceptions to this language may result in a proposal being deemed non-responsive. Contractor/Subcontractor's responsibility for such defense and indemnity obligations shall survive the termination or completion of this agreement for the full period of time allowed by law. The defense and indemnification obligations of this agreement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this agreement. If any section, subsection, sentence, clause or phrase of this indemnification is for any reason held to be invalid or unconstitutional, such decision shall not affect the validity of the remaining portions of this indemnification. 5. STANDARD PLANS AND SPECIFICATIONS. The performance of said work and the furnishing of said materials shall be executed in accordance with Section 8-1.04B of the City of Stockton Standard Specifications and Plans as adopted on September 27, 2016, by Council Resolution No. 2016-09-27-1213, effective September 27, 2016, and the provisions of the issued project specifications. The Director of Public Works will furnish CONTRACTOR a weekly statement showing the number of days charged to the contract for the preceding week, the number of days specified for completion of the contract, and the number of days remaining to complete the contract. CONTRACTOR will be allowed one (1) week in which to file a written protest setting forth in what respects said weekly statement is incorrect, otherwise the statement shall be deemed to have been accepted by CONTRACTOR as correct. 6. WORKING DAYS. It is agreed by the parties to the contract that in case all the work called for under the contract in all parts and requirements, is not finished or completed within the number of days as set forth, damage will be sustained by CITY, and that it is and will be impracticable and extremely difficult to ascertain the actual damage Page 4 of 119 EXHIBIT 2
Federal Construction Contract – Econolite Systems, Inc. – Project No. WT21010/CML-5008(191) (Updated 04/24/23) which CITY will sustain in the event of and by reason of such delay; and it is therefore agreed that CONTRACTOR will pay to CITY the sum of FIVE THOUSAND TWO HUNDRED AND NO/100 DOLLARS ($5,200) per day for each and every calendar day's delay in finishing the work in excess of the number of days prescribed; and CONTRACTOR agrees to pay said liquidated damages as herein provided, and in case the same are not paid, agrees that CITY, may deduct the amount thereof from any monies due or that may become due CONTRACTOR under the contract. It is further agreed that in case the work called for under the contract is not finished and completed in all parts and requirements within the number of days as specified, CITY shall have the right to increase the number of days or not, as may seem best to serve the interest of CITY, and if CITY decides to increase the said number of days, CITY shall further have the right to charge to CONTRACTOR, CONTRACTOR's heirs, assigns or sureties, and to deduct from the final payment for the work, all or any part, as may be deemed proper, the liquidated damages as specified or the actual cost of engineering, inspection, superintendence, and other overhead expenses which are directly chargeable to the contract, and which accrue during the period of such extension, whichever is greater, except the cost of final surveys and preparation of final estimate shall not be included in such charges. A working day shall not include, nor shall CONTRACTOR be assessed with liquidated damages nor the additional cost of engineering and inspection during any delay beyond the time named for the completion of the work caused by acts of God or of the public enemy, acts of CITY, fire, floods, epidemics, quarantine restrictions, strikes, and freight embargoes and subject to approval by the Director, inability to get materials ordered by CONTRACTOR or Subcontractor due to such causes provided that CONTRACTOR shall notify the Director in writing of the causes of delay within five (5) working days from the beginning of any such delay, and the Director shall ascertain the facts and the extent of the delay, and Director's findings of the facts thereon shall be final and conclusive. If CONTRACTOR is delayed by reason of alterations made in these specifications, or by any act of the Director or of CITY, not contemplated by the contract, the time of completion shall be extended proportionately and CONTRACTOR shall be relieved during the period of such extension of any claim for liquidated damages, engineering or inspection charges or other penalties. CONTRACTOR shall have no claim for any other compensation for any such delay. 7. CONFORMANCE TO APPLICABLE LAWS A. TITLE VI Title VI of the Civil Rights Act of 1964 requires that “no person in the United States shall, on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial Page 5 of 119 EXHIBIT 2
Federal Construction Contract – Econolite Systems, Inc. – Project No. WT21010/CML-5008(191) (Updated 04/24/23) 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 Discrimination and Harassment Policy (Exhibit C). 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 harassment in the workplace, to define the types of behavior and conduct prohibited by this policy, and to set forth a procedure for reporting, investigating, and resolving complaints of discrimination and harassment in the workplace. C. LABOR STANDARDS AND PROVISIONS/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=LAB&division=2.&title=&part=7.&chapter=1.&article=2. D. PREVAILING WAGE CONTRACTOR and any Subcontractor shall pay each employee engaged in the trade or occupation not less than the prevailing hourly wage rate. In accordance with the provisions of Section 1770 of the Labor Code, the Director of Department of Industrial Relations of the 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, apprenticeship or other training programs authorized by Section 3093 and similar purposes applicable to the work to be done. CONTRACTOR performing the work under this contract shall obtain a copy of the wage rate determination and shall distribute copies to each Subcontractor (see Exhibit D). As the wage determination for each craft reflects an expiration date, it shall be the prime CONTRACTOR and each Subcontractor's responsibility to ensure that the prevailing wage rates of concern is current and paid to the employee. (i) The CONTRACTOR 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 CONTRACTOR shall be responsible for posting said wage Page 6 of 119 EXHIBIT 2
Federal Construction Contract – Econolite Systems, Inc. – Project No. WT21010/CML-5008(191) (Updated 04/24/23) 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 CONTRACTOR choose to work on a Saturday, Sunday or on a holiday recognized by the Labor Unions, the CONTRACTOR shall reimburse the CITY the actual cost of engineering, inspection, superintendence, and or other overhead expenses which are directly chargeable to the contract. Should such work be undertaken at the request of the CITY, reimbursement will not be required. To conform strictly with the provisions of Division 2, Part 7, Chapter 1, Article 2, of the Labor Code of the State of California. To forfeit as a penalty to CITY the sum of TWENTY-FIVE AND NO/100 DOLLARS ($25.00) for each laborer, worker, or mechanic employed by CONTRACTOR, or by any Subcontractor under CONTRACTOR, 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. (iii) The CONTRACTOR to whom the contract is awarded shall ensure that the prime and each subcontractor 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 Department, Attention Contract Compliance Officer. It shall be the CONTRACTOR’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) The CONTRACTOR shall comply with the provisions established in Section 1777.5 of the Labor Code concerning the 1) certified approval by local joint apprenticeship committees for the employment and training of apprentices, and 2) contribution of funds to administer and conduct apprenticeship programs, if applicable to the job. E. APPENDIX E OF THE 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 F. F. SANCTIONS Page 7 of 119 EXHIBIT 2
Federal Construction Contract – Econolite Systems, Inc. – Project No. WT21010/CML-5008(191) (Updated 04/24/23) Deliverables must conform with all applicable federal, state, and local laws. Such conformity includes compliance with federal sanctions, and Contractor certifies that it has not and will not engage in prohibited transactions with sanctioned persons or entities. CITY agrees: 8. COMPENSATION. To pay CONTRACTOR for the work herein contemplated in the following manner: Progress payments will be made on or about the first day of each calendar month, in such sum as shall make the aggregate of payment up to such day equal to ninety-five percent (95%) of the proportional contract price, upon the basis of the progress certificate of the Director of Public Works as to the amount of work done and the proportional amount of the contract price represented therefore; and all of the remaining part of the contract price not as aforesaid paid, shall be paid at the expiration of thirty-five (35) days from the completion of said work of construction and the certification by the Director of Public Works of such completion. 9. SECURITIES. Pursuant to Section 22300 of the Public Contract Code, CONTRACTOR will be permitted, at its request and sole expense, to substitute securities for any monies withheld by the CITY to ensure performance under the contract. Said securities will be deposited either with the CITY or with a State or federally chartered bank as escrow agent. Securities eligible for this substitution are those listed in Section 16430 of the California Government Code or bank or savings and loan certificates of deposit. CONTRACTOR shall be the beneficial owner of any securities substituted for monies withheld and shall receive any interest thereon. 10. CHANGE ORDERS. CITY reserves the right to make such alterations, deviations, additions to or omissions from the plans and specifications, including the right to increase or decrease the quantity of any item or portion of the work, as may be deemed by the Engineer to be necessary or advisable and to require such extra work as may be determined by the Engineer to be required for the proper completion or construction of the whole work contemplated. Any such changes will be set forth in a contract change order 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 change order will not become effective until approved by the City Manager and/or the City Council. Processing of change orders shall be in accordance with Section 4-1.05A of the City of Stockton Standard Specifications and Plans as adopted by Council on September 27, 2016, by Resolution No. 2016-09-27-2013, effective September 27, 2016, or as otherwise amended by Council. When the compensation for an item of work is subject to adjustment under the provisions of Standard Specifications and Plans, Section 4-1.05A, CONTRACTOR shall, upon request, promptly furnish the Engineer with adequate detailed cost data for such item of work. Page 8 of 119 EXHIBIT 2
Federal Construction Contract – Econolite Systems, Inc. – Project No. WT21010/CML-5008(191) (Updated 04/24/23)

11. AUDITS (a) CITY reserves the right to periodically audit all charges made by CONTRACTOR to CITY for services under the contract. Upon request, CONTRACTOR agrees to furnish CITY, or a designated representative, with necessary information and assistance. (b) CONTRACTOR agrees that CITY or its delegate will have the right to review, obtain and copy all records pertaining to performance of the contract. CONTRACTOR agrees to provide CITY or its delegate with any relevant information requested and shall permit CITY or its delegate access to its premises, upon reasonable notice, during normal business hours for the purpose of interviewing employees and inspecting and copying such books, records, accounts, and other material that may be relevant to a matter under investigation for the purpose of determining compliance with this requirement. CONTRACTOR further agrees to maintain such records for a period of five (5) years after final payment under the contract. 12. FHWA 1273 AND CARGO PREFERENCE ACT Federal form FHWA 1273 is physically included in this contract as Exhibit E. In compliance with the Cargo Preference Act of 1954 (CPA), 46 CFR §381, and the implementing regulations in 46 CFR §381.7, the Contractor agrees: A. To utilize privately owned United States-flag commercial vessels to ship at least 50 percent of the gross tonnage (computed separately for dry bulk carriers, dry cargo liners, and tankers) involved, whenever shipping any equipment, material, or commodities pursuant to this contract, to the extent such vessels are available at fair and reasonable rates for United States-flag commercial vessels; B. To furnish within 20 days following the date of loading for shipments originating within the United States or within 30 working days following the date of loading for shipments originating outside the United States, a legible copy of a rated, “on-board” commercial ocean bill-of-lading in English for each shipment of cargo described in paragraph (b) (1) of this section to both the Contracting Officer (through the prime contractor in the case of subcontractor bills-of-lading) and to the Division of National Cargo, Office of Market Development, Maritime Administration, Washington, DC 20590; C. To insert the substance of the provisions of this clause in all subcontracts issued pursuant to this contract. 13. WAIVER. It is expressly understood and agreed by and between the parties hereto that a waiver of any of the conditions of this contract shall not be considered a waiver of any of the other conditions thereof. // // // Page 9 of 119 EXHIBIT 2
Federal Construction Contract – Econolite Systems, Inc. – Project No. WT21010/CML-5008(191) (Updated 04/24/23)
It is further understood and agreed by and between the parties hereto that time is of the essence of this contract in all respects.

IN WITNESS WHEREOF, the parties hereto have hereunto affixed their hands and seals the day and year first above written.

CITY
By:

HARRY BLACK

CITY MANAGER
By:

ECONOLITE SYSTEMS, INC.

ATTEST:

KATHERINE ROLAND, CMC, CPMC

INTERIM CITY CLERK
By:

APPROVED AS TO FORM & CONTENT:

LORI M. ASUNCION

OFFICE OF THE CITY ATTORNEY
By:

DEPUTY CITY ATTORNEY
Tax Identification No.

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REV 20220517Insurance Requirements (Transportation Management Center Equipment Upgrade WT21010) Contractor 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 Contractor, his agents, representatives, employees, or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1.Commercial General Liability (CGL): Insurance Services Office (ISO) Form CG 0001 covering CGL on an “occurrence” basis, including products and completedoperations, property damage, bodily injury and personal & advertising injury with limitsno less than $2,000,000 per occurrence. If a general aggregate limit applies, eitherthe general aggregate limit shall apply separately to this project/location (ISO CG 25 03or 25 04) or the general aggregate limit shall be twice the required occurrence limit.2.Automobile Liability: Insurance Services Office Form CA 0001 covering Code 1(any auto), with limits no less than $1,000,000 per accident for bodily injury andproperty damage.3.Workers’ Compensation insurance as required by the State of California, withStatutory Limits, and Employers’ Liability insurance with a limit of no less than$1,000,000 per accident for bodily injury or disease.4.Surety Bonds as described below.5.Professional Liability/Errors and Omissions Insurance appropriate to theContractor’s profession, with limit no less than $1,000,000 per occurrence or claim,$1,000,000 aggregate.If the contractor 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. 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

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REV 20220517retention 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 Insured. 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. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. 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 and automobiles owned, leased, hired, or borrowed by or on behalf of the Contractor. 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 both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions 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. 2. For any claims related to this project, the Contractor’s insurance coverage shall be primary and non-contributory insurance coverage 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. 3. Each insurance policy required by this clause shall provide that coverage shall not be canceled, except with notice to the City of Stockton.

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REV 20220517If any coverage required is written on a claims-made coverage form: 1. The retroactive date must be shown, and this date must be before the execution 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 contract work. 3. If coverage is cancelled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective, or start of work date, the Contractor must purchase extended reporting period coverage for a minimum of five (5) years after completion of contract work. 4. A copy of the claims reporting requirements must be submitted to the City of Stockton for review. 5. If the services involve lead-based paint or asbestos identification/remediation, the Contractors Pollution Liability policy shall not contain lead-based paint or asbestos exclusions. If the services involve mold identification/remediation, the Contractors Pollution Liability policy shall not contain a mold exclusion, and the definition of Pollution shall include microbial matter, including mold. 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. Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best rating of no less than A: VII, unless otherwise acceptable to the City of Stockton. Contractor hereby agrees to waive rights of subrogation which any insurer of Contractor may acquire from Contractor by virtue of the payment of any loss.

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REV 20220517Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City of Stockton for all work performed by the Contractor, its employees, agents and subcontractors. 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. Contractor shall require and verify that all subcontractors maintain insurance meeting all requirements stated herein, and Contractor shall ensure that City of Stockton is an additional insured on insurance required from subcontractors. For CGL coverage, subcontractors shall provide coverage with a form at least as broad as CG 20 38 04 13. 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 . Contractor shall provide the following Surety Bonds: 1. Bid Bond 2. Performance Bond 3. Payment Bond 4. Maintenance Bond

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REV 20220517The Payment Bond and the Performance Bond shall be in a sum equal to the contract price. If the Performance Bond provides for a one-year warranty a separate Maintenance Bond is not necessary. If the warranty period specified in the contract is for longer than one year a Maintenance Bond equal to 10% of the contract price is required. Bonds shall be duly executed by a responsible corporate surety, authorized to issue such bonds in the State of California and secured through an authorized agent with an office in California. 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 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, 3rd Floor – HR Stockton, CA 95202

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FHWA-1273 – Revised October 23, 2023 REQUIRED CONTRACT PROVISIONS FEDERAL-AID CONSTRUCTION CONTRACTS I. GeneralII. NondiscriminationIII. Non-segregated FacilitiesIV. Davis-Bacon and Related Act ProvisionsV. Contract Work Hours and Safety Standards ActProvisionsVI. Subletting or Assigning the ContractVII. Safety: Accident PreventionVIII. False Statements Concerning Highway ProjectsIX. Implementation of Clean Air Act and Federal WaterPollution Control ActX. Certification Regarding Debarment, Suspension,Ineligibility and Voluntary ExclusionXI. Certification Regarding Use of Contract Funds forLobbyingXII. Use of United States-Flag Vessels:ATTACHMENTS A. Employment and Materials Preference for AppalachianDevelopment Highway System or Appalachian Local AccessRoad Contracts (included in Appalachian contracts only)I. GENERAL1. Form FHWA-1273 must be physically incorporated in eachconstruction contract funded under title 23, United StatesCode, as required in 23 CFR 633.102(b) (excludingemergency contracts solely intended for debris removal). Thecontractor (or subcontractor) must insert this form in eachsubcontract and further require its inclusion in all lower tiersubcontracts (excluding purchase orders, rental agreementsand other agreements for supplies or services). 23 CFR633.102(e).The applicable requirements of Form FHWA-1273 are incorporated by reference for work done under any purchase order, rental agreement or agreement for other services. The prime contractor shall be responsible for compliance by any subcontractor, lower-tier subcontractor or service provider. 23 CFR 633.102(e). Form FHWA-1273 must be included in all Federal-aid design-build contracts, in all subcontracts and in lower tier subcontracts (excluding subcontracts for design services, purchase orders, rental agreements and other agreements for supplies or services) in accordance with 23 CFR 633.102. The design-builder shall be responsible for compliance by any subcontractor, lower-tier subcontractor or service provider. Contracting agencies may reference Form FHWA-1273 in solicitation-for-bids or request-for-proposals documents, however, the Form FHWA-1273 must be physically incorporated (not referenced) in all contracts, subcontracts and lower-tier subcontracts (excluding purchase orders, rental agreements and other agreements for supplies or services related to a construction contract). 23 CFR 633.102(b). 2. Subject to the applicability criteria noted in the followingsections, these contract provisions shall apply to all work performed on the contract by the contractor's own organization and with the assistance of workers under the contractor's immediate superintendence and to all work performed on the contract by piecework, station work, or by subcontract. 23 CFR 633.102(d). 3. A breach of any of the stipulations contained in theseRequired Contract Provisions may be sufficient grounds forwithholding of progress payments, withholding of finalpayment, termination of the contract, suspension / debarmentor any other action determined to be appropriate by thecontracting agency and FHWA.4. Selection of Labor: During the performance of this contract,the contractor shall not use convict labor for any purposewithin the limits of a construction project on a Federal-aidhighway unless it is labor performed by convicts who are onparole, supervised release, or probation. 23 U.S.C. 114(b).The term Federal-aid highway does not include roadwaysfunctionally classified as local roads or rural minor collectors.23 U.S.C. 101(a).II. NONDISCRIMINATION (23 CFR 230.107(a); 23 CFR Part230, Subpart A, Appendix A; EO 11246)The provisions of this section related to 23 CFR Part 230, Subpart A, Appendix A are applicable to all Federal-aid construction contracts and to all related construction subcontracts of $10,000 or more. The provisions of 23 CFR Part 230 are not applicable to material supply, engineering, or architectural service contracts. In addition, the contractor and all subcontractors must comply with the following policies: Executive Order 11246, 41 CFR Part 60, 29 CFR Parts 1625-1627, 23 U.S.C. 140, Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. 794), Title VI of the Civil Rights Act of 1964, as amended (42 U.S.C. 2000d et seq.), and related regulations including 49 CFR Parts 21, 26, and 27; and 23 CFR Parts 200, 230, and 633. The contractor and all subcontractors must comply with: the requirements of the Equal Opportunity Clause in 41 CFR 60-1.4(b) and, for all construction contracts exceeding $10,000, the Standard Federal Equal Employment Opportunity Construction Contract Specifications in 41 CFR 60-4.3. Note: The U.S. Department of Labor has exclusive authority to determine compliance with Executive Order 11246 and the policies of the Secretary of Labor including 41 CFR Part 60, and 29 CFR Parts 1625-1627. The contracting agency and the FHWA have the authority and the responsibility to ensure compliance with 23 U.S.C. 140, Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. 794), and Title VI of the Civil Rights Act of 1964, as amended (42 U.S.C. 2000d et seq.), and related regulations including 49 CFR Parts 21, 26, and 27; and 23 CFR Parts 200, 230, and 633. The following provision is adopted from 23 CFR Part 230, Subpart A, Appendix A, with appropriate revisions to conform to the U.S. Department of Labor (US DOL) and FHWA requirements.

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1. Equal Employment Opportunity: Equal EmploymentOpportunity (EEO) requirements not to discriminate and totake affirmative action to assure equal opportunity as set forthunder laws, executive orders, rules, regulations (see 28 CFRPart 35, 29 CFR Part 1630, 29 CFR Parts 1625-1627, 41 CFRPart 60 and 49 CFR Part 27) and orders of the Secretary ofLabor as modified by the provisions prescribed herein, andimposed pursuant to 23 U.S.C. 140, shall constitute the EEOand specific affirmative action standards for the contractor'sproject activities under this contract. The provisions of theAmericans with Disabilities Act of 1990 (42 U.S.C. 12101 etseq.) set forth under 28 CFR Part 35 and 29 CFR Part 1630are incorporated by reference in this contract. In the executionof this contract, the contractor agrees to comply with thefollowing minimum specific requirement activities of EEO:a. The contractor will work with the contracting agency andthe Federal Government to ensure that it has made every good faith effort to provide equal opportunity with respect to all of its terms and conditions of employment and in their review of activities under the contract. 23 CFR 230.409 (g)(4) & (5). b. The contractor will accept as its operating policy thefollowing statement: "It is the policy of this Company to assure that applicants are employed, and that employees are treated during employment, without regard to their race, religion, sex, sexual orientation, gender identity, color, national origin, age or disability. Such action shall include: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship, pre-apprenticeship, and/or on-the-job training." 2. EEO Officer: The contractor will designate and makeknown to the contracting officers an EEO Officer who will havethe responsibility for and must be capable of effectivelyadministering and promoting an active EEO program and whomust be assigned adequate authority and responsibility to doso.3. Dissemination of Policy: All members of the contractor'sstaff who are authorized to hire, supervise, promote, anddischarge employees, or who recommend such action or aresubstantially involved in such action, will be made fullycognizant of and will implement the contractor's EEO policyand contractual responsibilities to provide EEO in each gradeand classification of employment. To ensure that the aboveagreement will be met, the following actions will be taken as aminimum:a. Periodic meetings of supervisory and personnel officeemployees will be conducted before the start of work and then not less often than once every six months, at which time the contractor's EEO policy and its implementation will be reviewed and explained. The meetings will be conducted by the EEO Officer or other knowledgeable company official. b. All new supervisory or personnel office employees will begiven a thorough indoctrination by the EEO Officer, covering all major aspects of the contractor's EEO obligations within thirty days following their reporting for duty with the contractor. c. All personnel who are engaged in direct recruitment forthe project will be instructed by the EEO Officer in the contractor's procedures for locating and hiring minorities and women. d. Notices and posters setting forth the contractor's EEOpolicy will be placed in areas readily accessible to employees, applicants for employment and potential employees. e. The contractor's EEO policy and the procedures toimplement such policy will be brought to the attention of employees by means of meetings, employee handbooks, or other appropriate means. 4. Recruitment: When advertising for employees, thecontractor will include in all advertisements for employees thenotation: "An Equal Opportunity Employer." All suchadvertisements will be placed in publications having a largecirculation among minorities and women in the area fromwhich the project work force would normally be derived.a. The contractor will, unless precluded by a validbargaining agreement, conduct systematic and direct recruitment through public and private employee referral sources likely to yield qualified minorities and women. To meet this requirement, the contractor will identify sources of potential minority group employees and establish with such identified sources procedures whereby minority and women applicants may be referred to the contractor for employment consideration. b. In the event the contractor has a valid bargainingagreement providing for exclusive hiring hall referrals, the contractor is expected to observe the provisions of that agreement to the extent that the system meets the contractor's compliance with EEO contract provisions. Where implementation of such an agreement has the effect of discriminating against minorities or women, or obligates the contractor to do the same, such implementation violates Federal nondiscrimination provisions. c. The contractor will encourage its present employees torefer minorities and women as applicants for employment. Information and procedures with regard to referring such applicants will be discussed with employees. 5. Personnel Actions: Wages, working conditions, andemployee benefits shall be established and administered, andpersonnel actions of every type, including hiring, upgrading,promotion, transfer, demotion, layoff, and termination, shall betaken without regard to race, color, religion, sex, sexualorientation, gender identity, national origin, age or disability.The following procedures shall be followed:a. The contractor will conduct periodic inspections of projectsites to ensure that working conditions and employee facilities do not indicate discriminatory treatment of project site personnel. b. The contractor will periodically evaluate the spread ofwages paid within each classification to determine any evidence of discriminatory wage practices. c. The contractor will periodically review selected personnelactions in depth to determine whether there is evidence of discrimination. Where evidence is found, the contractor will promptly take corrective action. If the review indicates that the discrimination may extend beyond the actions reviewed, such corrective action shall include all affected persons. d. The contractor will promptly investigate all complaints ofalleged discrimination made to the contractor in connection with its obligations under this contract, will attempt to resolve such complaints, and will take appropriate corrective action

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within a reasonable time. If the investigation indicates that the discrimination may affect persons other than the complainant, such corrective action shall include such other persons. Upon completion of each investigation, the contractor will inform every complainant of all of their avenues of appeal. 6. Training and Promotion:a. The contractor will assist in locating, qualifying, andincreasing the skills of minorities and women who are applicants for employment or current employees. Such efforts should be aimed at developing full journey level status employees in the type of trade or job classification involved. b. Consistent with the contractor's work force requirementsand as permissible under Federal and State regulations, the contractor shall make full use of training programs (i.e., apprenticeship and on-the-job training programs for the geographical area of contract performance). In the event a special provision for training is provided under this contract, this subparagraph will be superseded as indicated in the special provision. The contracting agency may reserve training positions for persons who receive welfare assistance in accordance with 23 U.S.C. 140(a). c. The contractor will advise employees and applicants foremployment of available training programs and entrance requirements for each. d. The contractor will periodically review the training andpromotion potential of employees who are minorities and women and will encourage eligible employees to apply for such training and promotion. 7. Unions: If the contractor relies in whole or in part uponunions as a source of employees, the contractor will use goodfaith efforts to obtain the cooperation of such unions toincrease opportunities for minorities and women. 23 CFR230.409. Actions by the contractor, either directly or through acontractor's association acting as agent, will include theprocedures set forth below:a. The contractor will use good faith efforts to develop, incooperation with the unions, joint training programs aimed toward qualifying more minorities and women for membership in the unions and increasing the skills of minorities and women so that they may qualify for higher paying employment. b. The contractor will use good faith efforts to incorporate anEEO clause into each union agreement to the end that such union will be contractually bound to refer applicants without regard to their race, color, religion, sex, sexual orientation, gender identity, national origin, age, or disability. c. The contractor is to obtain information as to the referralpractices and policies of the labor union except that to the extent such information is within the exclusive possession of the labor union and such labor union refuses to furnish such information to the contractor, the contractor shall so certify to the contracting agency and shall set forth what efforts have been made to obtain such information. d. In the event the union is unable to provide the contractorwith a reasonable flow of referrals within the time limit set forth in the collective bargaining agreement, the contractor will, through independent recruitment efforts, fill the employment vacancies without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, age, or disability; making full efforts to obtain qualified and/or qualifiable minorities and women. The failure of a union to provide sufficient referrals (even though it is obligated to provide exclusive referrals under the terms of a collective bargaining agreement) does not relieve the contractor from the requirements of this paragraph. In the event the union referral practice prevents the contractor from meeting the obligations pursuant to Executive Order 11246, as amended, and these special provisions, such contractor shall immediately notify the contracting agency. 8. Reasonable Accommodation for Applicants /Employees with Disabilities: The contractor must be familiarwith the requirements for and comply with the Americans withDisabilities Act and all rules and regulations establishedthereunder. Employers must provide reasonableaccommodation in all employment activities unless to do sowould cause an undue hardship.9. Selection of Subcontractors, Procurement of Materialsand Leasing of Equipment: The contractor shall notdiscriminate on the grounds of race, color, religion, sex, sexualorientation, gender identity, national origin, age, or disability inthe selection and retention of subcontractors, includingprocurement of materials and leases of equipment. Thecontractor shall take all necessary and reasonable steps toensure nondiscrimination in the administration of this contract.a. The contractor shall notify all potential subcontractors,suppliers, and lessors of their EEO obligations under this contract. b. The contractor will use good faith efforts to ensuresubcontractor compliance with their EEO obligations. 10. Assurances Required:a. The requirements of 49 CFR Part 26 and the StateDOT’s FHWA-approved Disadvantaged Business Enterprise (DBE) program are incorporated by reference. b.The contractor, subrecipient or subcontractor shall notdiscriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR part 26 in the award and administration of DOT-assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this 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 the contractor from future bidding as non-responsible. c. The Title VI and nondiscrimination provisions of U.S.DOT Order 1050.2A at Appendixes A and E are incorporated by reference. 49 CFR Part 21. 11. Records and Reports: The contractor shall keep suchrecords as necessary to document compliance with the EEOrequirements. Such records shall be retained for a period ofthree years following the date of the final payment to thecontractor for all contract work and shall be available atreasonable times and places for inspection by authorizedrepresentatives of the contracting agency and the FHWA.a. The records kept by the contractor shall document thefollowing:

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(1) The number and work hours of minority and non-minority group members and women employed in each work classification on the project; (2) The progress and efforts being made in cooperationwith unions, when applicable, to increase employment opportunities for minorities and women; and (3) The progress and efforts being made in locating, hiring,training, qualifying, and upgrading minorities and women. b. The contractors and subcontractors will submit an annualreport to the contracting agency each July for the duration of the project indicating the number of minority, women, and non-minority group employees currently engaged in each work classification required by the contract work. This information is to be reported on Form FHWA-1391. The staffing data should represent the project work force on board in all or any part of the last payroll period preceding the end of July. If on-the-job training is being required by special provision, the contractor will be required to collect and report training data. The employment data should reflect the work force on board during all or any part of the last payroll period preceding the end of July. III. NONSEGREGATED FACILITIESThis provision is applicable to all Federal-aid construction contracts and to all related construction subcontracts of more than $10,000. 41 CFR 60-1.5. As prescribed by 41 CFR 60-1.8, the contractor must ensure that facilities provided for employees are provided in such a manner that segregation on the basis of race, color, religion, sex, sexual orientation, gender identity, or national origin cannot result. The contractor may neither require such segregated use by written or oral policies nor tolerate such use by employee custom. The contractor's obligation extends further to ensure that its employees are not assigned to perform their services at any location under the contractor's control where the facilities are segregated. The term "facilities" includes waiting rooms, work areas, restaurants and other eating areas, time clocks, restrooms, washrooms, locker rooms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing provided for employees. The contractor shall provide separate or single-user restrooms and necessary dressing or sleeping areas to assure privacy between sexes. IV. DAVIS-BACON AND RELATED ACT PROVISIONSThis section is applicable to all Federal-aid construction projects exceeding $2,000 and to all related subcontracts and lower-tier subcontracts (regardless of subcontract size), in accordance with 29 CFR 5.5. The requirements apply to all projects located within the right-of-way of a roadway that is functionally classified as Federal-aid highway. 23 U.S.C. 113. This excludes roadways functionally classified as local roads or rural minor collectors, which are exempt. 23 U.S.C. 101. Where applicable law requires that projects be treated as a project on a Federal-aid highway, the provisions of this subpart will apply regardless of the location of the project. Examples include: Surface Transportation Block Grant Program projects funded under 23 U.S.C. 133 [excluding recreational trails projects], the Nationally Significant Freight and Highway Projects funded under 23 U.S.C. 117, and National Highway Freight Program projects funded under 23 U.S.C. 167. The following provisions are from the U.S. Department of Labor regulations in 29 CFR 5.5 “Contract provisions and related matters” with minor revisions to conform to the FHWA-1273 format and FHWA program requirements. 1. Minimum wages (29 CFR 5.5)a.Wage rates and fringe benefits. All laborers andmechanics employed or working upon the site of the work (or otherwise working in construction or development of the project under a development statute), will be paid unconditionally and not less often than once a week, and without subsequent deduction or rebate on any account (except such payroll deductions as are permitted by regulations issued by the Secretary of Labor under the Copeland Act (29 CFR part 3)), the full amount of basic hourly wages and bona fide fringe benefits (or cash equivalents thereof) due at time of payment computed at rates not less than those contained in the wage determination of the Secretary of Labor which is attached hereto and made a part hereof, regardless of any contractual relationship which may be alleged to exist between the contractor and such laborers and mechanics. As provided in paragraphs (d) and (e) of 29 CFR 5.5, the appropriate wage determinations are effective by operation of law even if they have not been attached to the contract. Contributions made or costs reasonably anticipated for bona fide fringe benefits under the Davis-Bacon Act (40 U.S.C. 3141(2)(B)) on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph 1.e. of this section; also, regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such weekly period. Such laborers and mechanics must be paid the appropriate wage rate and fringe benefits on the wage determination for the classification(s) of work actually performed, without regard to skill, except as provided in paragraph 4. of this section. Laborers or mechanics performing work in more than one classification may be compensated at the rate specified for each classification for the time actually worked therein: Provided, That the employer's payroll records accurately set forth the time spent in each classification in which work is performed. The wage determination (including any additional classifications and wage rates conformed under paragraph 1.c. of this section) and the Davis-Bacon poster (WH–1321) must be posted at all times by the contractor and its subcontractors at the site of the work in a prominent and accessible place where it can be easily seen by the workers. b.Frequently recurring classifications. (1) In addition to wageand fringe benefit rates that have been determined to be prevailing under the procedures set forth in 29 CFR part 1, a and fringe benefit rates for classifications of laborers and mechanics for which conformance requests are regularly submitted pursuant to paragraph 1.c. of this section, provided that: (i) The work performed by the classification is notperformed by a classification in the wage determination for which a prevailing wage rate has been determined;

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(ii) The classification is used in the area by theconstruction industry; and (iii) The wage rate for the classification bears a reasonablerelationship to the prevailing wage rates contained in the wage determination. (2) The Administrator will establish wage rates for suchclassifications in accordance with paragraph 1.c.(1)(iii) of this section. Work performed in such a classification must be paid at no less than the wage and fringe benefit rate listed on the wage determination for such classification. c.Conformance. (1) The contracting officer must require thatany class of laborers or mechanics, including helpers, which is not listed in the wage determination and which is to be employed under the contract be classified in conformance with the wage determination. Conformance of an additional classification and wage rate and fringe benefits is appropriate only when the following criteria have been met: (i) The work to be performed by the classificationrequested is not performed by a classification in the wage determination; and (ii) The classification is used in the area by theconstruction industry; and (iii) The proposed wage rate, including any bona fide fringebenefits, bears a reasonable relationship to the wage rates contained in the wage determination. (2) The conformance process may not be used to split,subdivide, or otherwise avoid application of classifications listed in the wage determination. (3) If the contractor and the laborers and mechanics to beemployed in the classification (if known), or their representatives, and the contracting officer agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken will be sent by the contracting officer by email to [email protected]. The Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30–day period that additional time is necessary. (4) In the event the contractor, the laborers or mechanics tobe employed in the classification or their representatives, and the contracting officer do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the contracting officer will, by email to [email protected], refer the questions, including the views of all interested parties and the recommendation of the contracting officer, to the Administrator for determination. The Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30–day period that additional time is necessary. (5) The contracting officer must promptly notify thecontractor of the action taken by the Wage and Hour Division under paragraphs 1.c.(3) and (4) of this section. The contractor must furnish a written copy of such determination to each affected worker or it must be posted as a part of the wage determination. The wage rate (including fringe benefits where appropriate) determined pursuant to paragraph 1.c.(3) or (4) of this section must be paid to all workers performing work in the classification under this contract from the first day on which work is performed in the classification. d.Fringe benefits not expressed as an hourly rate.Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the contractor may either pay the benefit as stated in the wage determination or may pay another bona fide fringe benefit or an hourly cash equivalent thereof. e.Unfunded plans. If the contractor does not makepayments to a trustee or other third person, the contractor may consider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program, Provided, That the Secretary of Labor has found, upon the written request of the contractor, in accordance with the criteria set forth in -Bacon Acthave been met. The Secretary of Labor may require thecontractor to set aside in a separate account assets for themeeting of obligations under the plan or program.f.Interest. In the event of a failure to pay all or part of thewages required by the contract, the contractor will be required to pay interest on any underpayment of wages. 2. Withholding (29 CFR 5.5)a.Withholding requirements. The contracting agency may,upon its own action, or must, upon written request of an authorized representative of the Department of Labor, withhold or cause to be withheld from the contractor so much of the accrued payments or advances as may be considered necessary to satisfy the liabilities of the prime contractor or any subcontractor for the full amount of wages and monetary relief, including interest, required by the clauses set forth in this section for violations of this contract, or to satisfy any such liabilities required by any other Federal contract, or federally assisted contract subject to Davis-Bacon labor standards, that necessary funds may be withheld from the contractor under this contract, any other Federal contract with the same prime contractor, or any other federally assisted contract that is subject to Davis-Bacon labor standards requirements and is held by the same prime contractor, regardless of whether the other contract was awarded or assisted by the same agency, and such funds may be used to satisfy the contractor liability for which the funds were withheld. In the event of a contractor's failure to pay any laborer or mechanic, including any apprentice or helper working on the site of the work all or part of the wages required by the contract, or upon the contractor's failure to submit the required records as discussed in paragraph 3.d. of this section, the contracting agency may on its own initiative and after written notice to the contractor, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased. b.Priority to withheld funds. The Department has priority tofunds withheld or to be withheld in accordance with paragraph

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2.a. of this section or Section V, paragraph 3.a., or both, overclaims to those funds by:(1) A contractor's surety(ies), including without limitationperformance bond sureties and payment bond sureties; (2) A contracting agency for its reprocurement costs;(3) A trustee(s) (either a court-appointed trustee or a U.S.trustee, or both) in bankruptcy of a contractor, or a contractor's bankruptcy estate; (4) A contractor's assignee(s);(5) A contractor's successor(s); or(6) A claim asserted under the Prompt Payment Act, 31U.S.C. 3901–3907. 3. Records and certified payrolls (29 CFR 5.5)a.Basic record requirements (1) Length of record retention.All regular payrolls and other basic records must be maintained by the contractor and any subcontractor during the course of the work and preserved for all laborers and mechanics working at the site of the work (or otherwise working in construction or development of the project under a development statute) for a period of at least 3 years after all the work on the prime contract is completed. (2)Information required. Such records must contain thename; Social Security number; last known address, telephone number, and email address of each such worker; each worker's correct classification(s) of work actually performed; hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in 40 U.S.C. 3141(2)(B) of the Davis-Bacon Act); daily and weekly number of hours actually worked in total and on each covered contract; deductions made; and actual wages paid. (3)Additional records relating to fringe benefits. Wheneverthe Secretary of Labor has found under paragraph 1.e. of this section that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in 40 U.S.C. 3141(2)(B) of the Davis-Bacon Act, the contractor must maintain records which show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. (4)Additional records relating to apprenticeship. Contractorswith apprentices working under approved programs must maintain written evidence of the registration of apprenticeship programs, the registration of the apprentices, and the ratios and wage rates prescribed in the applicable programs. b.Certified payroll requirements (1) Frequency and methodof submission. The contractor or subcontractor must submit weekly, for each week in which any DBA- or Related Acts-covered work is performed, certified payrolls to the contracting agency. The prime contractor is responsible for the submission of all certified payrolls by all subcontractors. A contracting agency or prime contractor may permit or require contractors to submit certified payrolls through an electronic system, as long as the electronic system requires a legally valid electronic signature; the system allows the contractor, the contracting agency, and the Department of Labor to access the certified payrolls upon request for at least 3 years after the work on the prime contract has been completed; and the contracting agency or prime contractor permits other methods of submission in situations where the contractor is unable or limited in its ability to use or access the electronic system. (2)Information required. The certified payrolls submittedmust set out accurately and completely all of the information required to be maintained under paragraph 3.a.(2) of this section, except that full Social Security numbers and last known addresses, telephone numbers, and email addresses must not be included on weekly transmittals. Instead, the certified payrolls need only include an individually identifying number for each worker ( e.g., the last four digits of the worker's Social Security number). The required weekly certified payroll information may be submitted using Optional Form WH–347 or in any other format desired. Optional Form WH–347 is available for this purpose from the Wage and Hour Division website at https://www.dol.gov/sites/dolgov/files/WHD/legacy/files/wh347/.pdf or its successor website. It is not a violation of this section for a prime contractor to require a subcontractor to provide full Social Security numbers and last known addresses, telephone numbers, and email addresses to the prime contractor for its own records, without weekly submission by the subcontractor to the contracting agency. (3)Statement of Compliance. Each certified payrollsubmitted must be accompanied by a “Statement of Compliance,” signed by the contractor or subcontractor, or the contractor's or subcontractor's agent who pays or supervises the payment of the persons working on the contract, and must certify the following: (i) That the certified payroll for the payroll period containsthe information required to be provided under paragraph 3.b. of this section, the appropriate information and basic records are being maintained under paragraph 3.a. of this section, and such information and records are correct and complete; (ii) That each laborer or mechanic (including each helperand apprentice) working on the contract during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in 29 CFR part 3; and (iii) That each laborer or mechanic has been paid not lessthan the applicable wage rates and fringe benefits or cash equivalents for the classification(s) of work actually performed, as specified in the applicable wage determination incorporated into the contract. (4)Use of Optional Form WH–347. The weekly submissionof a properly executed certification set forth on the reverse side of Optional Form WH–347 will satisfy the requirement for submission of the “Statement of Compliance” required by paragraph 3.b.(3) of this section.

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(5)Signature. The signature by the contractor,subcontractor, or the contractor's or subcontractor's agent must be an original handwritten signature or a legally valid electronic signature. (6)Falsification. The falsification of any of the abovecertifications may subject the contractor or subcontractor to civil or criminal prosecution under 18 U.S.C. 1001 and 31 U.S.C. 3729. (7)Length of certified payroll retention. The contractor orsubcontractor must preserve all certified payrolls during the course of the work and for a period of 3 years after all the work on the prime contract is completed. c.Contracts, subcontracts, and related documents. Thecontractor or subcontractor must maintain this contract or subcontract and related documents including, without limitation, bids, proposals, amendments, modifications, and extensions. The contractor or subcontractor must preserve these contracts, subcontracts, and related documents during the course of the work and for a period of 3 years after all the work on the prime contract is completed. d.Required disclosures and access (1) Required recorddisclosures and access to workers. The contractor or subcontractor must make the records required under paragraphs 3.a. through 3.c. of this section, and any other documents that the contracting agency, the State DOT, the FHWA, or the Department of Labor deems necessary to determine compliance with the labor standards provisions of inspection, copying, or transcription by authorized representatives of the contracting agency, the State DOT, the FHWA, or the Department of Labor, and must permit such representatives to interview workers during working hours on the job. (2)Sanctions for non-compliance with records and workeraccess requirements. If the contractor or subcontractor fails to submit the required records or to make them available, or refuses to permit worker interviews during working hours on the job, the Federal agency may, after written notice to the contractor, sponsor, applicant, owner, or other entity, as the case may be, that maintains such records or that employs such workers, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, failure to submit the required records upon request or to make such records available, or to permit worker interviews during working hours on the job, may be any contractor or other person that fails to submit the required records or make those records available to WHD within the time WHD requests that the records be produced will be precluded from introducing as evidence in an administrative proceeding under 29 CFR part 6 any of the required records that were not provided or made available to WHD. WHD will take into consideration a reasonable request from the contractor or person for an extension of the time for submission of records. WHD will determine the reasonableness of the request and may consider, among other things, the location of the records and the volume of production. (3)Required information disclosures. Contractors andsubcontractors must maintain the full Social Security number and last known address, telephone number, and email address of each covered worker, and must provide them upon request to the contracting agency, the State DOT, the FHWA, the contractor, or the Wage and Hour Division of the Department of Labor for purposes of an investigation or other compliance action. 4. Apprentices and equal employment opportunity (29 CFR5.5)a.Apprentices (1) Rate of pay. Apprentices will be permittedto work at less than the predetermined rate for the work they perform when they are employed pursuant to and individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship (OA), or with a State Apprenticeship Agency recognized by the OA. A person who is not individually registered in the program, but who has been certified by the OA or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice, will be permitted to work at less than the predetermined rate for the work they perform in the first 90 days of probationary employment as an apprentice in such a program. In the event the OA or a State Apprenticeship Agency recognized by the OA withdraws approval of an apprenticeship program, the contractor will no longer be permitted to use apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (2)Fringe benefits. Apprentices must be paid fringe benefitsin accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringe benefits must be paid in accordance with that determination. (3)Apprenticeship ratio. The allowable ratio of apprentices tojourneyworkers on the job site in any craft classification must not be greater than the ratio permitted to the contractor as to the entire work force under the registered program or the ratio applicable to the locality of the project pursuant to paragraph 4.a.(4) of this section. Any worker listed on a payroll at anapprentice wage rate, who is not registered or otherwiseemployed as stated in paragraph 4.a.(1) of this section, mustbe paid not less than the applicable wage rate on the wagedetermination for the classification of work actually performed.In addition, any apprentice performing work on the job site inexcess of the ratio permitted under this section must be paidnot less than the applicable wage rate on the wagedetermination for the work actually performed.(4)Reciprocity of ratios and wage rates. Where a contractoris performing construction on a project in a locality other than the locality in which its program is registered, the ratios and wage rates (expressed in percentages of the journeyworker's hourly rate) applicable within the locality in which the construction is being performed must be observed. If there is no applicable ratio or wage rate for the locality of the project, the ratio and wage rate specified in the contractor's registered program must be observed. b.Equal employment opportunity. The use of apprenticesand journeyworkers under this part must be in conformity with

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the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR part 30. c. Apprentices and Trainees (programs of the U.S. DOT).Apprentices and trainees working under apprenticeship and skill training programs which have been certified by the Secretary of Transportation as promoting EEO in connection with Federal-aid highway construction programs are not subject to the requirements of paragraph 4 of this Section IV. 23 CFR 230.111(e)(2). The straight time hourly wage rates for apprentices and trainees under such programs will be established by the particular programs. The ratio of apprentices and trainees to journeyworkers shall not be greater than permitted by the terms of the particular program. 5. Compliance with Copeland Act requirements. Thecontractor shall comply with the requirements of 29 CFR part3, which are incorporated by reference in this contract asprovided in 29 CFR 5.5.6. Subcontracts. The contractor or subcontractor must insertFHWA-1273 in any subcontracts, along with the applicablewage determination(s) and such other clauses or contractmodifications as the contracting agency may by appropriateinstructions require, and a clause requiring the subcontractorsto include these clauses and wage determination(s) in anylower tier subcontracts. The prime contractor is responsible forthe compliance by any subcontractor or lower tiersubcontractor with all the contract clauses in this section. Inthe event of any violations of these clauses, the primecontractor and any subcontractor(s) responsible will be liablefor any unpaid wages and monetary relief, including interestfrom the date of the underpayment or loss, due to any workersof lower-tier subcontractors, and may be subject to debarment,as appropriate. 29 CFR 5.5.7. Contract termination: debarment. A breach of thecontract clauses in 29 CFR 5.5 may be grounds for terminationof the contract, and for debarment as a contractor and asubcontractor as provided in 29 CFR 5.12.8. Compliance with Davis-Bacon and Related Actrequirements. All rulings and interpretations of the Davis-Bacon and Related Acts contained in 29 CFR parts 1, 3, and 5are herein incorporated by reference in this contract asprovided in 29 CFR 5.5.9. Disputes concerning labor standards. As provided in 29CFR 5.5, disputes arising out of the labor standards provisionsof this contract shall not be subject to the general disputesclause of this contract. Such disputes shall be resolved inaccordance with the procedures of the Department of Laborset forth in 29 CFR parts 5, 6, and 7. Disputes within themeaning of this clause include disputes between the contractor(or any of its subcontractors) and the contracting agency, theU.S. Department of Labor, or the employees or theirrepresentatives.10. Certification of eligibility. a. By entering into this contract,the contractor certifies that neither it nor any person or firmwho has an interest in the contractor's firm is a person or firmineligible to be awarded Government contracts by virtue of 40U.S.C. 3144(b) b. No part of this contract shall be subcontracted to anyperson or firm ineligible for award of a Government contract by virtue of 40 U.S.C. 3144(b) c. The penalty for making false statements is prescribed inthe U.S. Code, Title 18 Crimes and Criminal Procedure, 18 U.S.C. 1001. 11. Anti-retaliation. It is unlawful for any person to discharge,demote, intimidate, threaten, restrain, coerce, blacklist, harass,or in any other manner discriminate against, or to cause anyperson to discharge, demote, intimidate, threaten, restrain,coerce, blacklist, harass, or in any other manner discriminateagainst, any worker or job applicant for:a. Notifying any contractor of any conduct which the workerreasonably believes constitutes a violation of the DBA, Related Acts, this part, or 29 CFR part 1 or 3; b. Filing any complaint, initiating or causing to be initiatedany proceeding, or otherwise asserting or seeking to assert on behalf of themselves or others any right or protection under the DBA, Related Acts, this part, or 29 CFR part 1 or 3; c. Cooperating in any investigation or other complianceaction, or testifying in any proceeding under the DBA, Related Acts, this part, or 29 CFR part 1 or 3; or d. Informing any other person about their rights under theDBA, Related Acts, this part, or 29 CFR part 1 or 3. V. CONTRACT WORK HOURS AND SAFETY STANDARDSACTPursuant to 29 CFR 5.5(b), the following clauses apply to any Federal-aid construction contract in an amount in excess of $100,000 and subject to the overtime provisions of the Contract Work Hours and Safety Standards Act. These clauses shall be inserted in addition to the clauses required by 29 CFR 5.5(a) or 29 CFR 4.6. As used in this paragraph, the terms laborers and mechanics include watchpersons and guards. 1. Overtime requirements. No contractor or subcontractorcontracting for any part of the contract work which may requireor involve the employment of laborers or mechanics shallrequire or permit any such laborer or mechanic in anyworkweek in which he or she is employed on such work towork in excess of forty hours in such workweek unless suchlaborer or mechanic receives compensation at a rate not lessthan one and one-half times the basic rate of pay for all hoursworked in excess of forty hours in such workweek. 29 CFR5.5.2. Violation; liability for unpaid wages; liquidateddamages. In the event of any violation of the clause set forthin paragraph 1. of this section the contractor and anysubcontractor responsible therefor shall be liable for theunpaid wages and interest from the date of the underpayment.In addition, such contractor and subcontractor shall be liable tothe United States (in the case of work done under contract forthe District of Columbia or a territory, to such District or to suchterritory), for liquidated damages. Such liquidated damagesshall be computed with respect to each individual laborer or

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mechanic, including watchpersons and guards, employed in violation of the clause set forth in paragraph 1. of this section, in the sum currently provided in 29 CFR 5.5(b)(2)* for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph 1. of this section. * $31 as of January 15, 2023 (See 88 FR 88 FR 2210) as maybe adjusted annually by the Department of Labor, pursuant tothe Federal Civil Penalties Inflation Adjustment Act of 1990.3. Withholding for unpaid wages and liquidated damagesa.Withholding process. The FHWA or the contractingagency may, upon its own action, or must, upon written request of an authorized representative of the Department of Labor, withhold or cause to be withheld from the contractor so much of the accrued payments or advances as may be considered necessary to satisfy the liabilities of the prime contractor or any subcontractor for any unpaid wages; monetary relief, including interest; and liquidated damages required by the clauses set forth in this section on this contract, any other Federal contract with the same prime contractor, or any other federally assisted contract subject to the Contract Work Hours and Safety Standards Act that is held by the same necessary funds may be withheld from the contractor under this contract, any other Federal contract with the same prime contractor, or any other federally assisted contract that is subject to the Contract Work Hours and Safety Standards Act and is held by the same prime contractor, regardless of whether the other contract was awarded or assisted by the same agency, and such funds may be used to satisfy the contractor liability for which the funds were withheld. b.Priority to withheld funds. The Department has priority tofunds withheld or to be withheld in accordance with Section IV paragraph 2.a. or paragraph 3.a. of this section, or both, over claims to those funds by: (1) A contractor's surety(ies), including without limitationperformance bond sureties and payment bond sureties; (2) A contracting agency for its reprocurement costs;(3) A trustee(s) (either a court-appointed trustee or a U.S.trustee, or both) in bankruptcy of a contractor, or a contractor's bankruptcy estate; (4) A contractor's assignee(s);(5) A contractor's successor(s); or(6) A claim asserted under the Prompt Payment Act, 31U.S.C. 3901–3907. 4. Subcontracts. The contractor or subcontractor must insertin any subcontracts the clauses set forth in paragraphs 1.through 5. of this section and a clause requiring thesubcontractors to include these clauses in any lower tiersubcontracts. The prime contractor is responsible forcompliance by any subcontractor or lower tier subcontractorwith the clauses set forth in paragraphs 1. through 5. In the event of any violations of these clauses, the prime contractor and any subcontractor(s) responsible will be liable for any unpaid wages and monetary relief, including interest from the date of the underpayment or loss, due to any workers of lower-tier subcontractors, and associated liquidated damages and may be subject to debarment, as appropriate. 5. Anti-retaliation. It is unlawful for any person to discharge,demote, intimidate, threaten, restrain, coerce, blacklist, harass,or in any other manner discriminate against, or to cause anyperson to discharge, demote, intimidate, threaten, restrain,coerce, blacklist, harass, or in any other manner discriminateagainst, any worker or job applicant for:a. Notifying any contractor of any conduct which the workerreasonably believes constitutes a violation of the Contract Work Hours and Safety Standards Act (CWHSSA) or its implementing regulations in this part; b. Filing any complaint, initiating or causing to be initiatedany proceeding, or otherwise asserting or seeking to assert on behalf of themselves or others any right or protection under CWHSSA or this part; c. Cooperating in any investigation or other complianceaction, or testifying in any proceeding under CWHSSA or this part; or d. Informing any other person about their rights underCWHSSA or this part. VI. SUBLETTING OR ASSIGNING THE CONTRACTThis provision is applicable to all Federal-aid construction contracts on the National Highway System pursuant to 23 CFR 635.116. 1. The contractor shall perform with its own organizationcontract work amounting to not less than 30 percent (or agreater percentage if specified elsewhere in the contract) ofthe total original contract price, excluding any specialty itemsdesignated by the contracting agency. Specialty items may beperformed by subcontract and the amount of any suchspecialty items performed may be deducted from the totaloriginal contract price before computing the amount of workrequired to be performed by the contractor's own organization(23 CFR 635.116).a. The term “perform work with its own organization” inparagraph 1 of Section VI refers to workers employed or leased by the prime contractor, and equipment owned or rented by the prime contractor, with or without operators. Such term does not include employees or equipment of a subcontractor or lower tier subcontractor, agents of the prime contractor, or any other assignees. The term may include payments for the costs of hiring leased employees from an employee leasing firm meeting all relevant Federal and State regulatory requirements. Leased employees may only be included in this term if the prime contractor meets all of the following conditions: (based on longstanding interpretation) (1) the prime contractor maintains control over thesupervision of the day-to-day activities of the leased employees; (2) the prime contractor remains responsible for the qualityof the work of the leased employees;

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(3) the prime contractor retains all power to accept orexclude individual employees from work on the project; and (4) the prime contractor remains ultimately responsible forthe payment of predetermined minimum wages, the submission of payrolls, statements of compliance and all other Federal regulatory requirements. b. "Specialty Items" shall be construed to be limited to workthat requires highly specialized knowledge, abilities, or equipment not ordinarily available in the type of contracting organizations qualified and expected to bid or propose on the contract as a whole and in general are to be limited to minor components of the overall contract. 23 CFR 635.102. 2. Pursuant to 23 CFR 635.116(a), the contract amount uponwhich the requirements set forth in paragraph (1) of Section VIis computed includes the cost of material and manufacturedproducts which are to be purchased or produced by thecontractor under the contract provisions.3. Pursuant to 23 CFR 635.116(c), the contractor shall furnish(a) a competent superintendent or supervisor who is employedby the firm, has full authority to direct performance of the workin accordance with the contract requirements, and is in chargeof all construction operations (regardless of who performs thework) and (b) such other of its own organizational resources(supervision, management, and engineering services) as thecontracting officer determines is necessary to assure theperformance of the contract.4. No portion of the contract shall be sublet, assigned orotherwise disposed of except with the written consent of thecontracting officer, or authorized representative, and suchconsent when given shall not be construed to relieve thecontractor of any responsibility for the fulfillment of thecontract. Written consent will be given only after thecontracting agency has assured that each subcontract isevidenced in writing and that it contains all pertinent provisionsand requirements of the prime contract. (based on long-standing interpretation of 23 CFR 635.116).5. The 30-percent self-performance requirement of paragraph(1) is not applicable to design-build contracts; however,contracting agencies may establish their own self-performancerequirements. 23 CFR 635.116(d).VII. SAFETY: ACCIDENT PREVENTIONThis provision is applicable to all Federal-aid construction contracts and to all related subcontracts. 1. In the performance of this contract the contractor shallcomply with all applicable Federal, State, and local lawsgoverning safety, health, and sanitation (23 CFR Part 635).The contractor shall provide all safeguards, safety devices andprotective equipment and take any other needed actions as itdetermines, or as the contracting officer may determine, to bereasonably necessary to protect the life and health ofemployees on the job and the safety of the public and toprotect property in connection with the performance of thework covered by the contract. 23 CFR 635.108.2. It is a condition of this contract, and shall be made acondition of each subcontract, which the contractor enters intopursuant to this contract, that the contractor and anysubcontractor shall not permit any employee, in performanceof the contract, to work in surroundings or under conditionswhich are unsanitary, hazardous or dangerous to his/herhealth or safety, as determined under construction safety and health standards (29 CFR Part 1926) promulgated by the Secretary of Labor, in accordance with Section 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 3704). 29 CFR 1926.10. 3. Pursuant to 29 CFR 1926.3, it is a condition of this contractthat the Secretary of Labor or authorized representativethereof, shall have right of entry to any site of contractperformance to inspect or investigate the matter of compliancewith the construction safety and health standards and to carryout the duties of the Secretary under Section 107 of theContract Work Hours and Safety Standards Act (40 U.S.C.3704).VIII. FALSE STATEMENTS CONCERNING HIGHWAYPROJECTSThis provision is applicable to all Federal-aid construction contracts and to all related subcontracts. In order to assure high quality and durable construction in conformity with approved plans and specifications and a high degree of reliability on statements and representations made by engineers, contractors, suppliers, and workers on Federal-aid highway projects, it is essential that all persons concerned with the project perform their functions as carefully, thoroughly, and honestly as possible. Willful falsification, distortion, or misrepresentation with respect to any facts related to the project is a violation of Federal law. To prevent any misunderstanding regarding the seriousness of these and similar acts, Form FHWA-1022 shall be posted on each Federal-aid highway project (23 CFR Part 635) in one or more places where it is readily available to all persons concerned with the project: 18 U.S.C. 1020 reads as follows: "Whoever, being an officer, agent, or employee of the United States, or of any State or Territory, or whoever, whether a person, association, firm, or corporation, knowingly makes any false statement, false representation, or false report as to the character, quality, quantity, or cost of the material used or to be used, or the quantity or quality of the work performed or to be performed, or the cost thereof in connection with the submission of plans, maps, specifications, contracts, or costs of construction on any highway or related project submitted for approval to the Secretary of Transportation; or Whoever knowingly makes any false statement, false representation, false report or false claim with respect to the character, quality, quantity, or cost of any work performed or to be performed, or materials furnished or to be furnished, in connection with the construction of any highway or related project approved by the Secretary of Transportation; or Whoever knowingly makes any false statement or false representation as to material fact in any statement, certificate, or report submitted pursuant to provisions of the Federal-aid Roads Act approved July 11, 1916, (39 Stat. 355), as amended and supplemented; Shall be fined under this title or imprisoned not more than 5 years or both."

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IX. IMPLEMENTATION OF CLEAN AIR ACT AND FEDERALWATER POLLUTION CONTROL ACT (42 U.S.C. 7606; 2CFR 200.88; EO 11738)This provision is applicable to all Federal-aid construction contracts in excess of $150,000 and to all related subcontracts. 48 CFR 2.101; 2 CFR 200.327. By submission of this bid/proposal or the execution of this contract or subcontract, as appropriate, the bidder, proposer, Federal-aid construction contractor, subcontractor, supplier, or vendor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act, as amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal Highway Administration and the Regional Office of the Environmental Protection Agency. 2 CFR Part 200, Appendix II. The contractor agrees to include or cause to be included the requirements of this Section in every subcontract, and further agrees to take such action as the contracting agency may direct as a means of enforcing such requirements. 2 CFR 200.327. X. CERTIFICATION REGARDING DEBARMENT,SUSPENSION, INELIGIBILITY AND VOLUNTARYEXCLUSIONThis provision is applicable to all Federal-aid construction contracts, design-build contracts, subcontracts, lower-tier subcontracts, purchase orders, lease agreements, consultant contracts or any other covered transaction requiring FHWA approval or that is estimated to cost $25,000 or more – as defined in 2 CFR Parts 180 and 1200. 2 CFR 180.220 and 1200.220. 1. Instructions for Certification – First Tier Participants:a. By signing and submitting this proposal, the prospectivefirst tier participant is providing the certification set out below. b. The inability of a person to provide the certification set outbelow will not necessarily result in denial of participation in this covered transaction. The prospective first tier participant shall submit an explanation of why it cannot provide the certification set out below. The certification or explanation will be considered in connection with the department or agency's determination whether to enter into this transaction. However, failure of the prospective first tier participant to furnish a certification or an explanation shall disqualify such a person from participation in this transaction. 2 CFR 180.320. c. The certification in this clause is a material representationof fact upon which reliance was placed when the contracting agency determined to enter into this transaction. If it is later determined that the prospective participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the contracting agency may terminate this transaction for cause of default. 2 CFR 180.325. d. The prospective first tier participant shall provideimmediate written notice to the contracting agency to whom this proposal is submitted if any time the prospective first tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 2 CFR 180.345 and 180.350. e. The terms "covered transaction," "debarred,""suspended," "ineligible," "participant," "person," "principal," and "voluntarily excluded," as used in this clause, are defined in 2 CFR Parts 180, Subpart I, 180.900-180.1020, and 1200. “First Tier Covered Transactions” refers to any covered transaction between a recipient or subrecipient of Federal funds and a participant (such as the prime or general contract). “Lower Tier Covered Transactions” refers to any covered transaction under a First Tier Covered Transaction (such as subcontracts). “First Tier Participant” refers to the participant who has entered into a covered transaction with a recipient or subrecipient of Federal funds (such as the prime or general contractor). “Lower Tier Participant” refers any participant who has entered into a covered transaction with a First Tier Participant or other Lower Tier Participants (such as subcontractors and suppliers). f. The prospective first tier participant agrees by submittingthis proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency entering into this transaction. 2 CFR 180.330. g. The prospective first tier participant further agrees bysubmitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transactions," provided by the department or contracting agency, entering into this covered transaction, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions exceeding the $25,000 threshold. 2 CFR 180.220 and 180.300. h. A participant in a covered transaction may rely upon acertification of a prospective participant in a lower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. 2 CFR 180.300; 180.320, and 180.325. A participant is responsible for ensuring that its principals are not suspended, debarred, or otherwise ineligible to participate in covered transactions. 2 CFR 180.335. To verify the eligibility of its principals, as well as the eligibility of any lower tier prospective participants, each participant may, but is not required to, check the System for Award Management website (https://www.sam.gov/). 2 CFR 180.300, 180.320, and 180.325. i. Nothing contained in the foregoing shall be construed torequire the establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of the prospective participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. j. Except for transactions authorized under paragraph (f) ofthese instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause or default. 2 CFR 180.325. * * * * *

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2. Certification Regarding Debarment, Suspension,Ineligibility and Voluntary Exclusion – First TierParticipants:a. The prospective first tier participant certifies to the best ofits knowledge and belief, that it and its principals:(1) Are not presently debarred, suspended, proposed fordebarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency, 2 CFR 180.335;. (2) Have not within a three-year period preceding thisproposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property, 2 CFR 180.800; (3) Are not presently indicted for or otherwise criminally orcivilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in paragraph (a)(2) of this certification, 2 CFR 180.700 and 180.800; and (4) Have not within a three-year period preceding thisapplication/proposal had one or more public transactions (Federal, State or local) terminated for cause or default. 2 CFR 180.335(d). (5) Are not a corporation that has been convicted of a felonyviolation under any Federal law within the two-year period preceding this proposal (USDOT Order 4200.6 implementing appropriations act requirements); and (6) Are not a corporation with any unpaid Federal tax liabilitythat has been assessed, for which all judicial and administrative remedies have been exhausted, or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability (USDOT Order 4200.6 implementing appropriations act requirements). b. Where the prospective participant is unable to certify toany of the statements in this certification, such prospectiveparticipant should attach an explanation to this proposal. 2CFR 180.335 and 180.340.* * * * *3.Instructions for Certification - Lower Tier Participants:(Applicable to all subcontracts, purchase orders, and other lower tier transactions requiring prior FHWA approval or estimated to cost $25,000 or more - 2 CFR Parts 180 and 1200). 2 CFR 180.220 and 1200.220. a. By signing and submitting this proposal, the prospectivelower tier participant is providing the certification set out below. b. The certification in this clause is a material representationof fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department, or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. c. The prospective lower tier participant shall provideimmediate written notice to the person to which this proposal is submitted if at any time the prospective lower tier participant learns that its certification was erroneous by reason of changed circumstances. 2 CFR 180.365. d. The terms "covered transaction," "debarred,""suspended," "ineligible," "participant," "person," "principal," and "voluntarily excluded," as used in this clause, are defined in 2 CFR Parts 180, Subpart I, 180.900 – 180.1020, and 1200. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. “First Tier Covered Transactions” refers to any covered transaction between a recipient or subrecipient of Federal funds and a participant (such as the prime or general contract). “Lower Tier Covered Transactions” refers to any covered transaction under a First Tier Covered Transaction (such as subcontracts). “First Tier Participant” refers to the participant who has entered into a covered transaction with a recipient or subrecipient of Federal funds (such as the prime or general contractor). “Lower Tier Participant” refers any participant who has entered into a covered transaction with a First Tier Participant or other Lower Tier Participants (such as subcontractors and suppliers). e. The prospective lower tier participant agrees bysubmitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated. 2 CFR 1200.220 and 1200.332. f. The prospective lower tier participant further agrees bysubmitting this proposal that it will include this clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transaction," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions exceeding the $25,000 threshold. 2 CFR 180.220 and 1200.220. g. A participant in a covered transaction may rely upon acertification of a prospective participant in a lower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant is responsible for ensuring that its principals are not suspended, debarred, or otherwise ineligible to participate in covered transactions. To verify the eligibility of its principals, as well as the eligibility of any lower tier prospective participants, each participant may, but is not required to, check the System for Award Management website (https://www.sam.gov/), which is compiled by the General Services Administration. 2 CFR 180.300, 180.320, 180.330, and 180.335. h. Nothing contained in the foregoing shall be construed torequire establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. i. Except for transactions authorized under paragraph e ofthese instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily

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excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. 2 CFR 180.325. * * * * *4. Certification Regarding Debarment, Suspension,Ineligibility and Voluntary Exclusion--Lower TierParticipants:a. The prospective lower tier participant certifies, bysubmission of this proposal, that neither it nor its principals:(1) is presently debarred, suspended, proposed fordebarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency, 2 CFR 180.355; (2) is a corporation that has been convicted of a felonyviolation under any Federal law within the two-year period preceding this proposal (USDOT Order 4200.6 implementing appropriations act requirements); and (3) is a corporation with any unpaid Federal tax liability thathas been assessed, for which all judicial and administrative remedies have been exhausted, or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability. (USDOT Order 4200.6 implementing appropriations act requirements) b. Where the prospective lower tier participant is unable tocertify to any of the statements in this certification, suchprospective participant should attach an explanation to thisproposal.* * * * *XI. CERTIFICATION REGARDING USE OF CONTRACTFUNDS FOR LOBBYINGThis provision is applicable to all Federal-aid construction contracts and to all related subcontracts which exceed $100,000. 49 CFR Part 20, App. A. 1. The prospective participant certifies, by signing andsubmitting this bid or proposal, to the best of his or herknowledge and belief, that:a. No Federal appropriated funds have been paid or will bepaid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. b. If any funds other than Federal appropriated funds havebeen paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. 2. This certification is a material representation of fact uponwhich reliance was placed when this transaction was made orentered into. Submission of this certification is a prerequisitefor making or entering into this transaction imposed by 31U.S.C. 1352. Any person who fails to file the requiredcertification shall be subject to a civil penalty of not less than$10,000 and not more than $100,000 for each such failure.3. The prospective participant also agrees by submitting itsbid or proposal that the participant shall require that thelanguage of this certification be included in all lower tiersubcontracts, which exceed $100,000 and that all suchrecipients shall certify and disclose accordingly.XII. USE OF UNITED STATES-FLAG VESSELS:This provision is applicable to all Federal-aid construction contracts, design-build contracts, subcontracts, lower-tier subcontracts, purchase orders, lease agreements, or any other covered transaction. 46 CFR Part 381. This requirement applies to material or equipment that is acquired for a specific Federal-aid highway project. 46 CFR 381.7. It is not applicable to goods or materials that come into inventories independent of an FHWA funded-contract. When oceanic shipments (or shipments across the Great Lakes) are necessary for materials or equipment acquired for a specific Federal-aid construction project, the bidder, proposer, contractor, subcontractor, or vendor agrees: 1. To utilize privately owned United States-flag commercialvessels to ship at least 50 percent of the gross tonnage(computed separately for dry bulk carriers, dry cargo liners,and tankers) involved, whenever shipping any equipment,material, or commodities pursuant to this contract, to theextent such vessels are available at fair and reasonable ratesfor United States-flag commercial vessels. 46 CFR 381.7.2. To furnish within 20 days following the date of loading forshipments originating within the United States or within 30working days following the date of loading for shipmentsoriginating outside the United States, a legible copy of a rated,‘on-board’ commercial ocean bill-of-lading in English for eachshipment of cargo described in paragraph (b)(1) of this sectionto both the Contracting Officer (through the prime contractor inthe case of subcontractor bills-of-lading) and to the Office ofCargo and Commercial Sealift (MAR-620), MaritimeAdministration, Washington, DC 20590. (MARAD requirescopies of the ocean carrier's (master) bills of lading, certifiedonboard, dated, with rates and charges. These bills of ladingmay contain business sensitive information and therefore maybe submitted directly to MARAD by the Ocean TransportationIntermediary on behalf of the contractor). 46 CFR 381.7.

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ATTACHMENT A - EMPLOYMENT AND MATERIALS PREFERENCE FOR APPALACHIAN DEVELOPMENT HIGHWAY SYSTEM OR APPALACHIAN LOCAL ACCESS ROAD CONTRACTS (23 CFR 633, Subpart B, Appendix B) This provision is applicable to all Federal-aid projects funded under the Appalachian Regional Development Act of 1965. 1. During the performance of this contract, the contractorundertaking to do work which is, or reasonably may be, doneas on-site work, shall give preference to qualified persons whoregularly reside in the labor area as designated by the DOLwherein the contract work is situated, or the subregion, or theAppalachian counties of the State wherein the contract work issituated, except:a. To the extent that qualified persons regularly residing inthe area are not available. b. For the reasonable needs of the contractor to employsupervisory or specially experienced personnel necessary to assure an efficient execution of the contract work. c. For the obligation of the contractor to offer employment topresent or former employees as the result of a lawful collective bargaining contract, provided that the number of nonresident persons employed under this subparagraph (1c) shall not exceed 20 percent of the total number of employees employed by the contractor on the contract work, except as provided in subparagraph (4) below. 2. The contractor shall place a job order with the StateEmployment Service indicating (a) the classifications of thelaborers, mechanics and other employees required to performthe contract work, (b) the number of employees required ineach classification, (c) the date on which the participantestimates such employees will be required, and (d) any otherpertinent information required by the State EmploymentService to complete the job order form. The job order may beplaced with the State Employment Service in writing or bytelephone. If during the course of the contract work, theinformation submitted by the contractor in the original job orderis substantially modified, the participant shall promptly notifythe State Employment Service.3. The contractor shall give full consideration to all qualifiedjob applicants referred to him by the State EmploymentService. The contractor is not required to grant employment toany job applicants who, in his opinion, are not qualified toperform the classification of work required.4. If, within one week following the placing of a job order bythe contractor with the State Employment Service, the StateEmployment Service is unable to refer any qualified jobapplicants to the contractor, or less than the numberrequested, the State Employment Service will forward acertificate to the contractor indicating the unavailability ofapplicants. Such certificate shall be made a part of thecontractor's permanent project records. Upon receipt of thiscertificate, the contractor may employ persons who do notnormally reside in the labor area to fill positions covered by thecertificate, notwithstanding the provisions of subparagraph (1c)above.5. The provisions of 23 CFR 633.207(e) allow thecontracting agency to provide a contractual preference for the use of mineral resource materials native to the Appalachian region. 6. The contractor shall include the provisions of Sections 1through 4 of this Attachment A in every subcontract for workwhich is, or reasonably may be, done as on-site work.

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Appendix E of the Title VI Assurances (US DOT Order 1050.2A) During 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: Title VI of the Civil 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 PoliciesAct of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of personsdisplaced or whose property has been acquired because of Federal orFederal-aid programs and projects);Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibitsdiscrimination on the basis of sex);Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), asamended, (prohibits discrimination on the basis of disability); and 49 CFRPart 27;The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 etseq.), (prohibits discrimination on the basis of age);Airport and Airway Improvement Act of 1982, (49 U.S.C. § 4 71, Section 47123), as amended, (prohibits discrimination based on race, creed, color,national origin, or sex);The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened thescope, coverage and applicability of Title VI of the Civil Rights Act of 1964,The Age Discrimination Act of 1975 and Section 504 of the RehabilitationAct of 1973, by expanding the definition of the terms “programs oractivities” to include all of the programs or activities of the Federal-aidrecipients, subrecipients and contractors, whether such programs oractivities are Federally funded or not);Titles II and III of the Americans with Disabilities Act, which prohibitdiscrimination on the basis of disability in the operation of public entities,public and private transportation systems, places of publicaccommodation, and certain testing entities (42 U.S.C. §§ 12131-12189) asimplemented by Department of Transportation regulations at 49 C.F.R.parts 37 and 38;

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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 Justicein Minority Populations and Low-Income Populations, which ensuresdiscrimination against minority populations by discouraging programs,policies, and activities with disproportionately high and adverse humanhealth or environmental effects on minority and low-income populations;Executive Order 13166, Improving Access to Services for Persons withLimited English Proficiency, and resulting agency guidance, national origindiscrimination includes discrimination because of limited Englishproficiency (LEP). To ensure compliance with Title VI, you must takereasonable steps to ensure that LEP persons have meaningful access toyour programs (70 Fed. Reg. at 74087 to 74100);Title IX of the Education Amendments of 1972, as amended, whichprohibits you from discriminating because of sex in education programs oractivities (20 U.S.C. 1681 et seq).

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