Agenda packet — City Council and Concurrent Authorities, March 3, 2026 (part 2 of 4)

207

AGREEMENT
The City of Stockton, a California municipal corporation on behalf of itself and its associated entities ("City"), and the above-named Contractor ("Contractor"), do hereby agree that City shall be granted the pricing, terms, and conditions under the above referenced State of California Statewide Contract 1-22-23-10 B through E ("COOP") as such may be amended from time to time. The COOP and associated documents referenced in the agreement are incorporated herein as Exhibit A to this City Cooperative/Piggyback Purchase Agreement ("Agreement").

Contractor shall grant such pricing, terms, and conditions to City for all procurements of goods and services, whether taking place on a City purchase order, purchasing card (credit card), or other purchasing modality, whether via telephone, via the Contractor website, or via direct purchase at a Contractor retail location.

1. Agreement Term: The Term of this Agreement shall remain in effect from date of the signing of this Agreement through 4/30/2027 unless terminated earlier by the City.

2. Insurance and Hold Harmless: In addition to the pricing, terms and conditions stated in the COOP and the associated documents incorporated herein as Exhibit A, Contractor shall, at Contractor's sole cost and expense and for the full term of the Agreement or any extension thereof, obtain and maintain at least all the insurance requirements listed in attached Exhibit B.

To the fullest extent permitted by law, Contractor shall hold harmless, defend and indemnify City of Stockton and its officers, officials, employees and volunteers from and against any and all liability, loss, damage, expense, costs (including without limitation costs and fees of litigation) of every nature arising out of or in connection with Contractor's performance of work hereunder or its failure to comply with any of its obligations contained in the agreement, except such loss or damage which was caused by the sole negligence or willful misco�duct of the City of Stockton. This obligation is independent of, and shall not in any way be limited by, the minimum Insurance obligations contained in this Agreement. These obligations shall survive the completion or termination of this Agreement.

3. Compensation: City and Contractor do hereby enter into this Agreement for the purchase of two sedans available in the above-named COOP and associated documents incorporated herein as Exhibit A and referenced in the attached quote Exhibit C. In no way, shall payment to the Contractor during the term of this Agreement exceed $56,486.68 for the purchase of two sedans. Any person signing this Agreement on behalf of City or Contractor does warrants that he or she has full authority to do so. (Rev. 1.14.2026)

ATTACHMENT C

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208

ATTACHMENT C

4. Governing Law. California law shall govern any legal action pursuant to this Agreement with venue for all claims in the Superior Court of the County of San Joaquin, Stockton Branch or, where applicable, in the Federal District Court of California, Eastern District, Sacramento Oivision.

5. Applicable Law. 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.

6. Special Funding. ff Special Funding is applicable, Exhibit D - Special Funding Terms & Conditions are incorporated herein.

This Agreement may be amended only by a written amendment, consistent with the COOP, signed by Contractor and City.

CITY OF STOCKTON
Johnny Ford, City Manager
Date: ______ _
ATTEST:

Katherine Roland, CMC, CPMC, City Clerk
APPROVED AS TO FORM:

Taryn Jones, Acting City Attorney
Print name
(Rev. 1.14.2026)
TOYO::

F�
Signature
[If Contractor is a corporation, signatures must
comply with Corporations Code §313}
By:---------
Signature
Title:

Page 3 of 27 ends

209
Department of General Services
Procurement Division
707 Third Street, 2nd Floor
West Sacramento, CA 95605-2811
State of California

STATEWIDE CONTRACT
USER INSTRUCTIONS All changes to most recent Supplement are in bold red italic. Additions are enclosed in asterisks, *, and deletions are enclosed in brackets, [].

MANDATORY
*Supplement 21*
*(Incorporates Supplements 1 – 21)*
ISSUE AND EFFECTIVE DATE: *12/11/2025*
CONTRACT NUMBER: 1-22-23-10 B through E
DESCRIPTION: Fleet Vehicles – Cars
CONTRACTOR(S): Ocean Honda (1-22-23-10B)
Freeway Toyota (1-22-23-10C)
Winner Chevrolet (1-22-23-10D)
US Fleet Source (1-22-23-10E)
CONTRACT TERM: 05/01/2022 through 04/30/2027 C - E
05/01/2022 through 04/30/2026 B
STATE CONTRACT ADMINISTRATOR: Frank Martin
279-946-8035
[email protected]
The contract user instructions, products, and pricing are included herein. All purchase documents issued under this contract incorporate the contract terms and applicable California General Provisions:

Non-IT General Provisions (rev 11/19/2021)
Cal eProcure link: www.caleprocure.ca.gov

ATTACHMENT C
EXHIBIT A Page 4 of 27
210

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions
All changes to most recent Supplement are in bold red italic. Additions are enclosed in asterisks; deletions are enclosed in brackets.

SUMMARY OF CHANGES
Supplement
Number Description/Articles Supplement
Date
*21 ¾ Attachment A – Contract Pricing:
pricing has been updated. 12/11/2025*
20 ¾ Attachment A – Contract Pricing: pricing
has been updated. 11/26/2025
19 ¾ Attachment A – Contract Pricing –
Supplement 17 has been replaced with
Attachment A – Contract Pricing –
Supplement 19.
¾ Article 6 – Contract Items language has
been updated.
09/03/2025
18 ¾ Cover Page: Extension of Contracts C
through E.
¾ Article 31: Added language.
04/16/2025
17 ¾ Article 34: updated language.
¾ Attachment A – Contract Pricing
Supplement 14: was replaced with
Attachment A – Contract Pricing –
Supplement 17.
¾ Contact Information for Winner Chevrolet
has been updated.
02/21/2025
16 ¾ Added Section 30 – Vetted
Forms/Certifications. 7/22/2024
15 ¾ Cover Page: Extension of Contracts. 6/11/2024
14 ¾ Article 33: updated language.
¾ Attachment A – Contract Pricing
Supplement 13: was replaced with
Attachment A – Contract Pricing –
Supplement 14.
¾ Attachment C – PCRC: was replaced with
Attachment C – PCRC Supplement 14.
¾ Attachment D – Vehicle Specifications
Supplement 1: was replaced with
Attachment D – Vehicle Specifications
Supplement 14.
5/02/2024

ATTACHMENT C
EXHIBIT A Page 5 of 27
211

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions
13 ¾ Termination of Contract 1-22-23-10A.
¾ Cover Page and Articles 1, 8, 12, 22, 25,
26, and 33: updated language.
¾ Attachment A – Contract Pricing
Supplement 12: was replaced with
Attachment A – Contract Pricing –
Supplement 13.
4/19/2024
12 ¾ Attachment A – Contract Pricing
Supplement 11 has been replaced with
Attachment A – Contract Pricing –
Supplement 12.
3/14/2024
11 ¾ Attachment A – Contract Pricing
Supplement 10 has been replaced with
Attachment A – Contract Pricing –
Supplement 11.
2/09/2024
10 ¾ Attachment A – Contract Pricing
Supplement 8 has been replaced with
Attachment A – Contract Pricing –
Supplement 10.
1/12/2024
9 ¾ Lithia Nissan contact information updated. 12/12/2023 8 ¾ Attachment A – Contract Pricing
Supplement 7 has been replaced with
Attachment A – Contract Pricing –
Supplement 8
12/06/2023
7 ¾ Attachment A – Contract Pricing
Supplement 5 has been replaced with
Attachment A – Contract Pricing –
Supplement 7
10/30/2023
6 ¾ Update State Contract Administrator
information.
08/04/2023
5 ¾ Attachment A – Contract Pricing
Supplement 4 has been replaced with
Attachment A – Contract Pricing –
Supplement 5
01/23/2023
4 ¾ Attachment A – Contract Pricing
Supplement 3 has been replaced with
Attachment A – Contract Pricing –
Supplement 4
11/04/2022

ATTACHMENT C
EXHIBIT A Page 6 of 27
212

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions
3 ¾ Attachment A – Contract Pricing
Supplement 2 has been replaced with
Attachment A – Contract Pricing –
Supplement 3
09/19/2022
2 ¾ Attachment A –Contract Pricing has been
replaced with Attachment A – Contract
Pricing – Supplement 2
¾ Article 32 - STATE AND LOCAL
GOVERNMENT EMPLOYEE PRICING –
link updated
08/16/2022
1 ¾ Attachment D – Vehicle Specifications has
been added
05/26/2022
N/A Original Contract Posted 05/01/2022
All other terms and conditions remain the same.

ATTACHMENT C
EXHIBIT A Page 7 of 27
213

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions

ATTACHMENT C
EXHIBIT A Page 8 of 27
214

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions

ATTACHMENT C
EXHIBIT A Page 9 of 27
215

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions
SCOPE
The State’s contracts provide Fleet Vehicles - Cars at contracted pricing to the State of California and local governmental agencies in accordance with the requirements of Contracts # 1-22-23-10 B – E. The Contractor shall supply the entire portfolio of products as identified in their contract and will be the primary point of contact for data collection, reporting, and distribution of Fleet Vehicles - Cars to the State.

The contract term is for three (3) years with an option to extend the contract for two (2) additional one (1) year periods or portion thereof. The terms, conditions, and prices for the contract extension option shall be by mutual agreement between the contractor and the State. If a mutual agreement cannot be met the contract may be terminated at the end of the current contract term.

CONTRACT USAGE/RULES
A. State Departments
x The use of this contract is mandatory for State of California departments. State Departments may purchase any vehicle that is awarded to each line item. This contract does not include ranking.
x State departments must adhere to all applicable State laws, regulations, policies, best practices, and purchasing authority requirements, e.g. California Codes, Code of Regulations, State Administrative Manual, Management Memos, and State Contracting Manual Volume 2 and SCM-F as applicable. x Prior to placing orders against this contract, State departments must have been granted non-IT purchasing authority by the Department of General Services, Procurement Division (DGS-PD) for the use of this statewide contract. State departments that have not been granted purchasing authority by DGS-PD for the use of the State’s statewide contracts may contact DGS-PD’s Purchasing Authority Management Section by e-mail at [email protected].
x Departments must have a Department of General Services (DGS) agency billing code prior to placing orders against this contract. Ordering departments may contact their Purchasing Authority contact or their department’s fiscal office to obtain this information.

B. Local Governmental Agencies
x Local governmental agency use of this contract is optional. x Local government agencies are defined as “any city, county, city and county, district or other governmental body or corporation”, per Public Contract Code Chapter 2, Section 10298 (b), empowered to expend public funds for the acquisition of products; this includes the California State Universities (CSU) and University of California (UC) systems, K-12 schools and community colleges. While the State makes this contract available to local governmental agencies, each local

ATTACHMENT C
EXHIBIT A Page 10 of 27
216

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions
governmental agency should determine whether this contract is consistent with its procurement policies and regulations.
x Local governmental agencies shall have the same rights and privileges as the State under the terms of this contract. Any agencies desiring to participate shall be required to adhere to the same responsibilities as do State agencies and have no authority to amend, modify or change any condition of the contract. x A DGS issued billing code is not required for local governmental agencies to place orders against this contract.

C. Unless otherwise specified within this document, the term “ordering agencies” will refer to all State departments and/or local governmental agencies eligible to utilize this contract. Ordering and/or usage instructions exclusive to State departments or local governmental agencies shall be identified within each article.

DGS ADMINISTRATIVE FEES
A. State Departments
The DGS will bill each State department an administrative fee for use of this statewide contract. The administrative fee should NOT be included in the order total, nor remitted before an invoice is received from DGS.

Current fees are available online in the Price Book & Directory of Services (https://www.dgs.ca.gov/OFS/Price-Book) (go to Price Book Download and click on Purchasing under Procurement Division).

B. Local Governmental Agencies
For all local government agency transactions issued against the contract, the Contractor is required to remit the DGS-PD an Incentive Fee of an amount equal to

1.25% of the total purchase order amount excluding taxes and freight. This Incentive Fee shall not be included in the agency’s purchase price, nor invoiced or charged to the purchasing entity. All prices quoted to local governmental agency customers shall reflect State contract pricing, including any and all applicable discounts, and shall include no other add-on fees.

SB/DVBE OFF-RAMP PROVISION
There is no SB/DVBE off ramp associated with this contract.

PROBLEM RESOLUTION/SUPPLIER PERFORMANCE
Ordering agencies and/or Contractor shall inform the State Contract Administrator of any technical or contractual difficulties encountered during contract performance in a timely manner. This includes and is not limited to informal disputes, supplier performance, outstanding deliveries, etc. The ordering agency should include all relevant information and/or documentation (e.g., purchase documents).

ATTACHMENT C
EXHIBIT A Page 11 of 27
217

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions

CONTRACT ITEMS
Contract vehicles and pricing are listed on Attachment A, Contract Pricing. All prices listed shall be fixed as the maximum cost for the contract period unless a price increase is granted.

Each line item description on Attachment A, Contract Pricing, provides a description of the minimum requirements that each vehicle in that line item has met or exceeded.

A Maintenance Plan is offered on all light duty vehicles less than 8500 lbs Gross Vehicle Weight Rating (GVWR). Maintenance Plan pricing is listed on Attachment A, Contract Pricing. The purchase of the Maintenance Plan is optional. See Article 29, Maintenance Plan for more detailed information.

California Air Resources Board (CARB)-Aligned Vehicles
State departments are required to purchase designated vehicle categories from Original Equipment Manufacturers (OEM) that recognize California’s authority to set vehicle emissions standards under section 209 of the Clean Air Act and have aligned with CARB in their commitment to reducing their fleets’ emissions (CARB-aligned).

CARB-aligned vehicles are identified on Attachment A, Contract Pricing. For a complete list of CARB-aligned vehicles and vehicle categories subject to this policy, visit the DGS, Office of Fleet and Asset Management website at: Vehicle Manufacturer Purchasing Restrictions.

Price Increases
Price increases may be requested with each model year change and will be posted on a quarterly basis.

Quarterly Increases shall be processed on the following calendar days:
x July 1st
x October 1st
x January 1st
x April 1st
Contractors are requested to price protect the contracted price for the duration between the price increase request and the time the increase is processed. If the Contractor is unable to honor the price protection, the Contractor’s vehicle(s) will be unavailable for ordering until the price increases have been evaluated and approved.

Multiple Award
Some line items may have multiple vehicles awarded with different make and models available. State Departments may choose any vehicle identified in the subject line item.

There is no vehicle ranking associated with this contract.

ATTACHMENT C
EXHIBIT A Page 12 of 27
218

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions
Sales Tax
The sales tax rate applied should be based on the rate of the “Bill To” address listed on the Purchase Order.

Options
All factory options shall be available and priced at Contractor cost plus up to 10% for an addition or Contractor cost minus up to 10% for a deletion in accordance with the manufacturer’s current model year price list. Types of equipment changes which might be made include, but are not limited, to the following:
• Add trailer tow package
• Add Bluetooth
• Add parking sensors
• Delete pick up box (bed)
In no case shall options be included or deleted in such a manner as to cause the vehicle to conflict with any other line item on any other vehicle contract.

The Contractor shall provide ordering agencies a copy of the current model year factory price sheet with requested options, within ten calendar days of request.

Third-party upfitting (e.g. utility body) may be requested by ordering agencies, however, this service is non-mandatory. When applicable, third-party upfits shall be subject to the same pricing provisions as factory options.

Note: Vehicles with added or deleted options MUST continue to meet the appropriate minimum specification.

Tire Fee
Purchase orders MUST include the State mandated $1.75 per tire fee.

Document Processing Charge
In accordance with the California Vehicle Code Section 4456.5, a Contractor may charge the ordering agency a document processing charge for the preparation and processing of documents, disclosures, titling, registration, and information security obligations imposed by state and federal law. The document processing charge shall not exceed $85 per vehicle purchased.

A Contractor may charge the ordering agency an electronic filing fee, which does not exceed the actual amount the Contractor is charged by a first-line service provider. The electronic filing fee shall not exceed $30 per vehicle purchased.

ATTACHMENT C
EXHIBIT A Page 13 of 27
219

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions

SPECIFICATIONS
All products must conform to the attached State of California Bid Specification Number 2310- 4181 dated 08/16/2021 (Attachment B).

Vehicle color shall be a solar reflective color (white, silver metallic, or gold metallic) per SAM Section 3620.1 (exceptions are listed in the same manual section).

CUSTOMER SERVICE
The Contractor shall provide office and personnel resources for responding to inquiries, including telephone and email coverage weekdays during the hours of 8:00 a.m. - 5:00 p.m., PT.

The customer service unit shall be staffed with individuals that:
x Are trained in the requirements of this contract
x Have the authority to take administrative action to correct problems that may occur The Contractor’s customer service unit shall respond to all customer inquiries within two (2) business days of initial contact.

Dealer Contract # Contact Phone Email
Ocean Honda 1-22-23-10B Pat Ireland (559) 707-
5735 [email protected]
Freeway Toyota 1-22-23-
10C Pat Ireland (559) 707-5735 [email protected] Winner
Chevrolet
1-22-23-
10D
Jerry
Powers
(916) 426-
5752 [email protected]
US Fleet
Source 1-22-23-10E Lisa Molino
(626) 344-
4285 [email protected]
Note: Ordering agencies are encouraged to have one point of contact for inquiries, quotes, and orders whenever possible. Multiple calls and emails from various requestors for the same information can slow customer service response times.

PRODUCT SUBSTITUTIONS
Under no circumstance is the Contractor permitted to make substitutions with noncontract/unauthorized vehicles without approval of the DGS Contract Administrator (CA).

PURCHASE EXECUTION
A. State Departments
1) Std. 65 Purchase Documents

ATTACHMENT C
EXHIBIT A Page 14 of 27
220

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions
State departments not transacting in FI$CAL must use the Purchasing Authority Purchase Order (Std. 65) for purchase execution. An electronic version of the Std. 65 is available at the Office of State Publishing web site:
https://www.dgsapps.dgs.ca.gov/osp/StatewideFormsWeb/Forms.aspx (select Standard Forms).

All Purchasing Authority Purchase Orders (Std. 65) must contain the following:
x Agency Order Number (Purchase Order Number)
x Ordering Agency Name
x Agency Billing Code
x Purchasing Authority Number
x Leveraged Procurement Number (Contract Number)
x Supplier Information (Contact Name, Address, Phone Number, Fax Number, E-mail)
x Line Item number
x Quantity
x Unit of Measure
x Commodity Code Number
x Product Description
x Unit Price
x Extension Price
x Office of Fleet and Asset Management (OFAM) Approval Stamp (State departments only)
2) FI$CAL Purchase Documents
State departments transacting in FI$CAL will follow the FI$CAL procurement and contracting procedures.
3) Blanket Orders
The use of blanket orders against this statewide contract is not allowed.

B. Local Governmental Agencies
Local governmental agencies may use their own purchase document for purchase execution. The purchase documents must include the same data elements as listed above (Exception: Purchasing Authority Number is used by State departments only).

MINIMUM ORDER
The minimum order shall be one (1) vehicle.

ORDERING PROCEDURE
A. Ordering Methods:

ATTACHMENT C
EXHIBIT A Page 15 of 27
221

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions
Ordering agencies are to submit appropriate purchase documents directly to the contractor(s) via one of the following ordering methods:
x U.S. Mail
x Facsimile
x Email
The contractor’s Order Placement Information is as follows:

ORDER PLACEMENT INFORMATION
Contract #
1-22-23-10B
U.S. Mail:

Ocean Honda
3801 Soquel Dr
Soquel, CA 95073
Attn: Pat Ireland
Facsimile:
(559) 961-4601
Email:
[email protected]
Contract #
1-22-23-10C
U.S. Mail:

Freeway Toyota
1835 Glendale Avenue
Hanford, CA 93230
Attn: Pat Ireland
Facsimile:
(559) 961-4601
Email:
[email protected]
Contract #
1-22-23-10D
U.S. Mail:

Winner Chevrolet
8575 Laguna Grove
Drive
Elk Grove, CA 95757
Attn: Jerry Powers
Facsimile:
(916) 421-0149
Email:
[email protected]
Contract #
1-22-23-10E
U.S. Mail:

US Fleet Source
979 S. Village Oaks Drive
Covina, Ca 91724
Facsimile:
(626) 228-3077
Email:
[email protected]
When using any of the ordering methods specified above, all State departments must conform to proper State procedures.

ORDER ACCEPTANCE
The Contractor shall accept orders from any State department or local governmental agency. The Contractor shall not accept purchase documents for this contract that:
x Are incomplete;
x Are submitted without OFAM approval stamp
x Contain non-contract items; or
x Contain non-contract terms and conditions.

ATTACHMENT C
EXHIBIT A Page 16 of 27
222

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions
The Contractor must not refuse to accept orders from any State department or local governmental agency for any other reason without written authorization from the CA.

ORDER ACKNOWLEDMENT
The Contractor will provide the ordering agencies with an order receipt acknowledgment via e-mail/facsimile within ten (10) calendar days after receipt of an order. The acknowledgement will include:
x Ordering Agency Name
x Agency Order Number (Purchase Order Number)
x Description of Goods
x Vehicle Model Year
x Total Cost
x Date order is placed with manufacturer
x Anticipated Delivery Date
x Delayed Production Notification (if applicable)
x Discontinued Vehicle Notification (if applicable)
Contractor shall notify the ordering agency of any delays in production or delays in orders being accepted by the manufacturer for any period of time. Contractor shall provide estimated production start date and delivery date.

DELAYED PRODUCTION REMEDY
Upon receipt of order acknowledgment identifying a delay in production or orders not being accepted by the manufacturer, the ordering agencies shall have the following options:
x Request back order; or
x Cancel the item from the order with no penalty

Under no circumstance is the Contractor permitted to make substitutions with noncontract/unauthorized vehicles without approval of the DGS CA.

ATTACHMENT C
EXHIBIT A Page 17 of 27
223

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions
pre-delivery checklist shall be completed for each vehicle, signed by a representative of the organization performing the inspection/service, and delivered with the vehicle.

Delivery:

Delivery shall be within one hundred and fifty (150) days after receipt of order unless there is a delay in production/order acceptance from the manufacturer when changing from one model year to the next. Contractor shall notify the ordering agency of such delay per Article 14, Order Acknowledgement.

Orders requiring customized work by a 3rd party supplier may exceed the delivery period requirement. Contractor shall notify ordering agency of extended delivery period per Article 14, Order Acknowledgement.

Caravan or drive-away method of delivery from the factory to a Contractor is not acceptable unless agreed upon by the ordering agency.

Drop ship deliveries shall not be made without prior State inspection. All vehicles shall be delivered with no less than five (5) gallons of fuel in the tank.

Unless pre-arranged between the Contractor and the ordering agency, vehicles delivered with more than 50 miles on the odometer may be charged fifty (50) cents per mile in excess of 50 miles. This charge may be reflected on the invoice as a deduction from the order price. Vehicles with more than five hundred (500) miles on the odometer may not be accepted.
**Cab and Chassis trucks may require driving from an out-of-state factory and may exceed the five hundred (500) mile or less expectation. The Contractor shall notify the ordering Department at the time of purchase order execution.

When feasible, Contractor is requested to make deliveries in metropolitan areas during off-peak hours. Off-peak hours are Monday through Friday, 10:00 AM to 4:00 PM PST.

Documents
The following documents shall be delivered to the receiving agency with the vehicle:
x Completed and signed pre-delivery service checklist, including the order number and Vehicle Identification Number (VIN)
x “Line Set Tickets” or “Window (Monroney) Sticker” showing all options installed x One (1) copy of the warranty, including applicable certificates, cards, etc. x One (1) copy of the owner’s manual.

INSPECTION AND ACCEPTANCE
Vehicles ordered for State use will be inspected by a State inspector at the Contractor’s place of business or as otherwise agreed to by the Contractor and ordering agency.

ATTACHMENT C
EXHIBIT A Page 18 of 27
224

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions
Inspection will commence within five (5) working days of notification that a vehicle is ready for inspection. Inspection will include:
x Specification Compliance
x Workmanship
x Appearance
x Proper Operation of all Equipment and Systems
x Presence of all Applicable Documents
In the event deficiencies are detected, the vehicle will be rejected, and the Contractor will be required to make the necessary repairs, adjustments or replacements. Payment and/or the commencement of a discount period (if applicable) will not begin until the defects are corrected and the vehicle is re-inspected and accepted.

Completion of inspection or acceptance by the State inspector shall in no way release the Contractor from satisfying the requirements of the contract, specifications, and warranty.

Deviations from the specified requirements that are detected by the inspection shall be corrected by the Contractor in an expeditious manner at no expense to the ordering agency.

Inspection by local agencies will be at the Contractor’s place of business or as otherwise agreed to by the Contractor and local agency.

EMERGENCY/EXPEDITED ORDERS
Not Applicable.

FREE ON BOARD (F.O.B.) DESTINATION
Contractors shall deliver vehicles to State or local agencies located in Sacramento County at no additional cost for delivery. If the Purchase Order indicates delivery outside Sacramento County, the Contractor and agency may negotiate delivery costs. If delivery is subject to an additional delivery charge, it shall be shown as a separate item on the purchase order and invoice.

State departments requesting delivery outside of Sacramento County must contact the Transportation Management Unit for freight rate comparisons to confirm appropriate pricing if the Contractor is delivering the vehicle.

Responsibility and liability for loss or damage for all orders shall remain with the Contractor until final inspection and acceptance, when all responsibility shall pass to the ordering agency, except the responsibility for latent defects, fraud, and the warranty obligations.

SHIPPED ORDERS
All shipments shall be in accordance with the General Provisions, Article 12 entitled “Packing and Shipment”.

ATTACHMENT C
EXHIBIT A Page 19 of 27
225

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions

CONTRACT ADMINISTRATION
The State and the Contractors have assigned Contract Administrators as the single points of contact for problem resolution and related contract issues.

State Contact
Information DGS-PD Contract Administrator
Contact Name: Frank Martin
Telephone: (279) 946-8035
Facsimile: NA
Email: [email protected]
Address: DGS/Procurement Division
Attn: Frank Martin
707 Third Street, 2nd Floor, MS 201
West Sacramento, CA 95605
Dealer
Contact
Information
Ocean Honda
Contract # 1-22-23-10B
Freeway Toyota of Hanford
Contract # 1-18-23-10C
Contact
Name:

Pat Ireland Pat Ireland
Telephone: (559) 707-5735 (559) 707-5735
Facsimile: (559) 961-4601 (559) 961-4601
Email: [email protected] [email protected] Address: Ocean Honda
3801 Soquel Dr
Soquel, CA 95073
Freeway Toyota
1835 Glendale Avenue
Hanford, CA 93230
Dealer
Contact
Information
Winner Chevrolet
Contract # 1-18-23-10D
US Fleet Source
Contract # 1-22-23-10E
Contact
Name:

Jerry Powers Lisa Molino
Telephone: (916) 426-5752 (626) 344-4285
Facsimile: (916) 421-0149 (626) 416-3064
Email: [email protected] [email protected] Address: Winner Chevrolet
8575 Laguna Grove Drive
Elk Grove, CA 95757
US Fleet Source
979 S. Village Oaks Drive
Covina, Ca 91724

ATTACHMENT C
EXHIBIT A Page 20 of 27
226

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions

RESTOCKING FEES
The Contractor may impose a restocking fee to the ordering agency on orders cancelled after the order has been placed with the manufacturer: The Contractor shall notify the ordering agency of the order placement per Article 14, Order Acknowledgment.

Re-stocking fees can be no greater than ten percent (10%) of the value of the vehicle being restocked.

INVOICING
Ordering agencies may require separate invoicing, as specified by each ordering organization. Invoices will contain the following information:
x Contractor’s name, address and telephone number
x Leveraged Procurement Number (Contract Number)
x Agency Order Number (Purchase Order Number)
x Item and commodity code number
x Quantity purchased
x Contract price and extension
x State sales and/or use tax
x Prompt payment discounts/cash discounts, if applicable x Totals for each order

PAYMENT
A. Terms
Payment terms for contracts 1-22-23-10 B – D include a $500 per vehicle discount for payment made within twenty (20) days. Contract 1-22-23-10E offers no discount. The cash discount time is defined by the State as beginning only after the vehicle has been inspected, delivered, and accepted by the receiving agency, or from the date a correct invoice is received in the office specified on the Purchase Order, whichever is later.

Payment is deemed to be made, for the purpose of earning the discount, one (1) working day after the date on the State warrant or check. Typically, acceptance will be accomplished within twenty (20) business hours after a vehicle is delivered.

Payment will be made in accordance with the provisions of the California Prompt Payment Act, Government Code Section 927, et seq. Unless expressly exempted by statute, the Act requires State departments to pay properly submitted, undisputed invoices not more than forty-five (45) days after the date of acceptance of goods, performance of services, or receipt of an undisputed invoice, whichever is later.

B. CAL-Card Use
Use of the CAL-Card for payment of invoices is not allowed under this statewide contract.

ATTACHMENT C
EXHIBIT A Page 21 of 27
227

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions
C. Payee Data Record
Each State accounting office must have a copy of the Payee Data Record (Std. 204) in order to process payments. State departments should forward a copy of the Std. 204 to their accounting office(s). Without the Std. 204, payment may be unnecessarily delayed. State departments may contact the Contractor for copies of the Payee Data Record.

D. State Financial Marketplace
The State reserves the right to select the form of payment for all procurements, be it either an outright purchase with payment rendered directly by the State, or a financing/lease-purchase or operating lease via the State Financial Marketplace (GS $Mart and/or Lease $Mart). If payment is via the financial marketplace, the Contractor will invoice the State and the State will approve the invoice and the selected Lender/Lessor for all product listed on the State's procurement document will pay the Contractor on behalf of the State.

CALIFORNIA SELLER’S PERMIT
The California seller permit number for the Contractor is listed below. State departments can verify that permits are currently valid at the following website: www.cdtfa.ca.gov.

State departments must adhere to the file documentation required identified in the State Contracting Manual Volume 2 and Volume 3 and SCM-F.

Contractor Name Seller Permit #
Ocean Honda 101-652579
Freeway Toyota of Hanford 102-659756
Winner Chevrolet 100-208309
US Fleet Source 103-097044

WARRANTY
The manufacturer’s standard new vehicle warranty shall apply to all vehicles purchased from these contracts. All warranties shall be factory authorized. The warranty shall be honored by all franchised dealers of the vehicle within the State of California. The Warranty term for the vehicles offered under these contracts shall meet the following (as applicable):
x Bumper to bumper warranty shall cover not less than 3 years/36,000 miles, no charge for parts and labor.
x Power train warranty for light duty vehicles weighing 8500 lbs. GVWR or less shall cover not less than 5 years/100,000 miles, no charge for parts and labor. x Power train warranty for vehicles over 8500 lbs. GVWR shall cover not less than 5 years/60,000 miles, no charge for parts and labor.

ATACHMENT C
EXHIBIT A Page 22 of 27
228

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions
The State’s established preventative maintenance procedures and practices shall be acceptable to the manufacturer/contractor in lieu of the manufacturer’s prescribed procedures which may form a part of the warranty.

All emission-related components shall be warranted in compliance with California Air Resources Board and Federal requirements. Contractor cannot offer independent insurance or statements indicating self insurance. If an additional extended warranty is purchased, a warranty certificate, warranty card, or a statement indicating the extended warranty has been recorded with the manufacturer shall be furnished with each vehicle delivered.

Normal wear items such as tires, belts, hoses, headlamps, light bulbs, brake linings, brake discs/drums, etc. are excluded from warranty coverage. All other items not subject to normal wear or gross operator neglect and abuse, such as window, seat, or wiper motors, chassis electrical switches (door, trunk lid), paint, hinges, locks, etc., shall be covered.

The State reserves the right to use re-refined lubrication oils, where available, in lieu of virgin equivalent oils. The re-refined oils used by the State will meet all API and SAE standards and specifications as set forth by the vehicle manufacturer. The use of said oils shall in no way void or degrade the original manufacturer’s standard warranty.

The State reserves the right to use recycled content antifreeze/coolant, where available, in lieu of virgin equivalent antifreeze/coolant when servicing its vehicles. The recycled content antifreeze/coolant used by the State will meet all ATSM standards and specifications as set forth by the vehicle manufacturer.

REPAIR PARTS
The manufacture of the awarded vehicle(s) should maintain an adequate stock of all regular and special parts to meet the continuing service and repair parts needs of the State without undue delay.

A special system shall be set up for expediting the procurement of back-order items needed to repair an inoperative vehicle including a system to air freight parts at factory expense when parts are not in stock in California parts depots. Parts must be available within three (3) working days after telephone notification.

Vehicles with new technology emerging into the industry (e.g., fuel cell vehicles) may require more than (3) working days for the availability of certain parts. Contractor must notify the State Contract Administrator and ordering agency when this occurs and provide the estimated date of availability.

ATTACHMENT C
EXHIBIT A Page 23 of 27
229

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions

MAINTENANCE PLAN
A maintenance plan is available for light duty vehicles under 8500 lbs. GVWR. The purchase of a maintenance plan is optional. The maintenance plan covers all regularly scheduled service for a minimum of five (5) years/75,000 miles. The maintenance shall include at a minimum all manufacturer recommended services such as, but not limited to:
x Oil changes
x Filter changes
x Fluid changes
x Lubrications
x Tire rotations
x Equipment and safety inspections
The Maintenance Plan is not required to cover wear items such as brake pads/shoes, wiper blades, etc.

Purchase of the Maintenance Plan is non-mandatory for State departments.

The Maintenance Plan is not applicable to vehicles over 8,500 lbs. GVWR.

VETTED FORMS/CERTIFICATIONS
The DGS-PD, as the awarding department, has assessed the Contractor and subcontractor forms, certifications, and compliance to performing a commercially useful function (CUF) during the solicitation evaluation process. Consequently, when executing purchase documents pursuant to this contract, it is not necessary for State departments operating under statewide contract purchasing authority to conduct a CUF evaluation or request the completion of the following required certifications and forms:
x GenAI Disclosure & Factsheet (STD 1000)
x Bidder Declaration Form (GSPD 05-105)
x DVBE Declaration Form (DGS-PD 843)
x Darfur Contracting Act Form
x California Civil Rights Certification Form
x Iran Contracting Act Certification
x Russian Sanctions Agreement
x Federal Debarment
State departments should make a notation of this within their procurement file.

GENERATIVE ARTIFICIAL INTELLIGENCE (GENAI) PROCUREMENT PROCEDURES GenAI contract provisions (rev. 2/20/2025) have been incorporated into the contract.

Contractor does not intend to utilize GenAI as a deliverable. If GenAI is disclosed by the

ATTACHMENT C
EXHIBIT A Page 24 of 27
230

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-10 B-E
Contract User Instructions, *Supplement 21*
Contract 1-22-23-10 B-E *12/11/2025*
User Instructions
Contractor, state departments must follow the required GenAI purchase procedures outlined in SCM Vol.2, Chapter 23, Generative Artificial Intelligence.

RECYCLED CONTENT
State departments are required to report purchases in many product categories. The Postconsumer-Content Certification Form (CIWMB 74) for the Contractor(s) is attached (Attachment C).

SB/DVBE PARTICIPATION
There is no Small Business (SB) or Disabled Veteran Business Enterprise (DVBE) participation for this contract.

STATE AND LOCAL GOVERNMENT EMPLOYEE PRICING
In the interest of expanding the California marketplace for Zero Emission Vehicles (ZEV), some Contractors have offered a discount to any interested State of California or local government employee when purchasing a ZEV for personal use. A list of participating Dealers and vehicles can be found at: https://www.dgs.ca.gov/PD/Resources/PageContent/Procurement-Division-Resources-List-Folder/State-of-California-Green-FleetEmployee-Pricing-Program

ATTACHMENTS
Attachment A – Contract Pricing, *Supplement 21*
Attachment B – Specification 2310-4181, revised 08/16/2021 Attachment C – Postconsumer Content Certification Workbook, Supplement 14 Attachment D – Vehicle Specifications, Supplement 14

ATTACHMENT C
EXHIBIT A Page 25 of 27
231
(Rev. ..2025)

EXHIBIT B

INSURANCE REQUIREMENTS
127$33/,&$%/(385&+$6(2)*22'6

ATTACHMENT C

Page 26 of 27 ends

232

FREEWAY TOYOTA
1835 Glendale Ave
Hanford, CA. 93230
City of Stockton 12/19/2025
425 N. El Dorado St
Stockton, CA. 95202
Attn: Alanna Bindi
As per your request for CA State Contract #1-22-23-10C Line Item #20 2025 Toyota Corolla Hy (1882) $23516.00
Upgrade to 2026 (1882) $950.00
2 Additional Key/FOBs $1100.00
Doc Fee $85.00

9.% Sales Tax $2308.59
CA Tire Tax $8.75
Delivery to Stockton $275.00
Total $28,243.34 @ 2=$56,486.68
Protect against future mechanical or electrical issues with Toyota Platinum Extra Care $0 Deductible 5 Years / 100,000 Miles $1130.00
6 Years / 100,000 Miles $1450.00
7 Years / 125,000 Miles $2145.00
Thank you for the opportunity to earn your business.

Patrick G Ireland
Government Fleet Manager
559-707-5735

ATTACHMENT C

EXHIBIT C

Page 27 of 27 ends

\5cITYOF

STOCKTON COOPERATIVE/PIGGYBACK PURCHASE AGREEMENT
AGREEMENT SUMMARY:

1. Cooperative/Piggyback
Name:

2. Contractor:

3. Cooperative Agency
Agreement Name and
Agreement Number:

4. Cooperative Agency
Agreement Term:

5. Cooperative Agency's
Agreement-Options to
extend:

6. Cooperative Agency
Amended Term:

7. Cooperative Agency
Remaining Options to
Renew:

8. _City of Stockton
Cooperative Purchase
Agreement Term:

Initial

9. City of Stockton
Cooperative/ Piggyback
Purchase Agreement
Amount:
(Rev. 1.14.2026)
State of California Statewide Contract
Freeway Toyota
State of California, Department of General
Services Contract No. 1-22-23-23 B through I
Fleet Vehicles - Vans and SUVs
Start Date: 5/1/2022
End Date: 4/30/2027
N/A
N/A
N/A
Start Date: Upon Execution
End Date: 4/30/2027
Not to Exceed $128,534.94 for the term of
the Agreement
ATTACHMENT D Page 1 of 32
234

AGREEMENT
The City of Stockton, a California municipal corporation on behalf of itself and its associated entities ("City"), and the above-named Contractor ("Contractor"), do hereby agree that City shall be granted the pricing, terms, and conditions under the above referenced State of California Statewide Contract 1-22-23-23 B through I ("COOP") as such may be amended from time to time. The COOP and associated documents referenced in the agreement are incorporated herein as Exhibit A to this City Cooperative/Piggyback Purchase Agreement ("Agreement").

1. Agreement Term: The Term of this Agreement shall remain in effect from date of the signing of this Agreement through 4/30/2027 unless terminated earlier by the City.

3. Compensation: City and Contractor do hereby enter into this Agreement for the purchase of three SUVs available in the above-named COOP and associated documents incorporated herein as Exhibit A and referenced in the attached quote Exhibit C. In no way, shall payment to the Contractor during the term of this Agreement exceed $128,534.94 for the purchase of three SUVs. Any person signing this Agreement on behalf of City or Contractor does warrants that he or she has full authority to do so. (Rev. 1.14.2026)
ATTACHMENT D Page 2 of 32
235
//

ATTACHMENT D

6. Special Funding. �f Special Funding is applicable, Exhibit D - Special Funding Terms & Conditions are incorporated herein.

This Agreement may be amended only by a written amendment, consistent with the COOP, signed by Contractor and City.

CITY OF STOCKTON
Johnny Ford, City Manager
Date: ______ _
ATTEST:

Katherine Roland, CMC, CPMC, City Clerk
APPROVED AS TO FORM:

Taryn Jones, Acting City Attorney
Print name
(Rev. 1.14.2026)
TOYO::_
F
_��
E--
Y
-...___ _
Signature
/1t/cl C- �«cf
Print name =-
Title: /ke/ ./4/4.; ?Jl,1-,fd/'IJ el"'\
[If Contractor is a corporation, signatures must
comply with Corporations Code §313]
By:---------- Signature
Title:

Page 3 of 32 ends

236
Department of General Services
Procurement Division
707 Third Street, 2nd Floor
West Sacramento, CA 95605-2811
State of California

STATEWIDE CONTRACT
USER INSTRUCTIONS All changes to most recent Supplement are in bold red italic. Additions are enclosed in asterisks, *, and deletions are enclosed in brackets, [].

MANDATORY
*Supplement 37*
*(Incorporates Supplements 1 – 37)*
ISSUE AND EFFECTIVE DATE: *09/30/2025*
CONTRACT NUMBER: 1-22-23-23 B through I
DESCRIPTION: Fleet Vehicles – Vans & SUVs
CONTRACTOR(S): Ocean Honda (1-22-23-23B)
Freeway Toyota (1-22-23-23C)
Winner Chevrolet (1-22-23-23D)
Knight Sacramento CD Inc DBA Elk
Grove Auto Group (1-22-23-23E)
Downtown Ford (1-22-23-23F)
Watsonville Fleet Group (1-22-23-23G)
US Fleet Source (1-22-23-23H)
CA Car Group (1-22-23-23I)
CONTRACT TERM: 05/01/2022 through 04/30/2027 C - I
05/01/2022 through 04/30/2026 B
STATE CONTRACT ADMINISTRATOR: Frank Martin
279-946-8035
[email protected]
The contract user instructions, products, and pricing are included herein. All purchase documents issued under this contract incorporate the contract terms and applicable California General Provisions:

Non-IT General Provisions (rev 11/19/2021)
Cal eProcure link: www.caleprocure.ca.gov
ATTACHMENT D EXHIBIT A Page 4 of 32
237

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
All changes to most recent Supplement are in bold red italic. Additions are enclosed in asterisks; deletions are enclosed in brackets.

SUMMARY OF CHANGES
Supplement
Number Description/Articles Supplement
Date
*37
¾ Attachment A – Contract Pricing:
pricing and availability have been
updated.
¾ Attachment D – Vehicle Specifications:
vehicle specifications and options have
been updated.
9/30/2025*
36 ¾ Attachment A – Contract Pricing –
Supplement 35 has been replaced with
Attachment A – Contract Pricing –
Supplement 36.
¾ Article 6 – Contract Items language has
been updated.
9/03/2025
35 ¾ Attachment A – Contract Pricing –
Supplement 34 has been replaced with
Attachment A – Contract Pricing –
Supplement 35.
07/25/2025
34 ¾ Attachment A – Contract Pricing –
Supplement 33 has been replaced with
Attachment A – Contract Pricing –
Supplement 34.
07/07/2025
33 ¾ Attachment A – Contract Pricing –
Supplement 32 has been replaced with
Attachment A – Contract Pricing –
Supplement 33.
07/01/2025
32 ¾ Attachment A – Contract Pricing –
Supplement 30 has been replaced with
Attachment A – Contract Pricing –
Supplement 32.
06/06/2025
31 ¾ Cover Page: Extension of Contracts C
through I.
¾ Article 31: Added language.
04/16/2025
ATTACHMENT D EXHIBIT A Page 5 of 32
238

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
30 ¾ Attachment A – Contract Pricing –
Supplement 29 has been replaced with
Attachment A – Contract Pricing –
Supplement 30.
¾ Cover Page and Articles 8 & 26: updated
language.
03/18/2025
29 ¾ Attachment A – Contract Pricing –
Supplement 28 has been replaced with
Attachment A – Contract Pricing –
Supplement 29.
¾ Contact Information for Elk Grove Auto
and Winner Chevrolet has been updated.
02/11/2025
28 ¾ Attachment A – Contract Pricing –
Supplement 27 has been replaced with
Attachment A – Contract Pricing –
Supplement 28.
12/12/2024
27 ¾ Attachment A – Contract Pricing –
Supplement 26 has been replaced with
Attachment A – Contract Pricing –
Supplement 27.
11/01/2024
26 ¾ Article 34: updated language.
¾ Attachment A – Contract Pricing –
Supplement 24 has been replaced with
Attachment A – Contract Pricing –
Supplement 26.
¾ Attachment D – Vehicle Specifications
Supplement 23: was replaced with
Attachment D – Vehicle Specifications
Supplement 26.
09/06/2024
25 ¾ Added Section 30 – Vetted
Forms/Certifications. 7/22/2024
24 ¾ Attachment A – Contract Pricing –
Supplement 22 has been replaced with
Attachment A – Contract Pricing –
Supplement 24.
07/05/2024
ATTACHMENT D EXHIBIT A Page 6 of 32
239

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
23 ¾ Cover Page: Extension of Contracts 23-
23B, 23-23C, 23-23D,23-23E, 23-23F, 23-
23H, and 23-23I.
¾ Articles 8, 12, 22, and 33: updated
language.
¾ Attachment D – Vehicle Specifications
Supplement 1: was replaced with
Attachment D – Vehicle Specifications
Supplement 23.
06/11/2024
22 ¾ Termination of Contract 1-22-23-23A.
¾ Cover Page and Articles 1, 8, 12, 22, 25,
26, and 33: updated language.
¾ Attachment A – Contract Pricing –
Supplement 21: replaced with Attachment
A – Contract Pricing – Supplement 22.
04/19/2024
21 ¾ Attachment A – Contract Pricing –
Supplement 20 has been replaced with
Attachment A – Contract Pricing –
Supplement 21.
04/05/2024
20 ¾ Attachment A – Contract Pricing –
Supplement 19 has been replaced with
Attachment A – Contract Pricing –
Supplement 20.
02/29/2024
19 ¾ Attachment A – Contract Pricing –
Supplement 18 has been replaced with
Attachment A – Contract Pricing –
Supplement 19.
01/12/2024
18 ¾ *Attachment A – Contract Pricing –
Supplement 17 has been replaced with
Attachment A – Contract Pricing –
Supplement 18 due to price correction for
previous supplement.
01/04/2024
17 ¾ Attachment A – Contract Pricing –
Supplement 15 has been replaced with
Attachment A – Contract Pricing –
Supplement 17.
12/22/2023
16 ¾ Lithia Nissan contact information updated.
¾ Downtown Ford contact information
updated.
12/12/2023
ATTACHMENT D EXHIBIT A Page 7 of 32
240

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
15 ¾ Attachment A – Contract Pricing –
Supplement 14 has been replaced with
Attachment A – Contract Pricing –
Supplement 15
11/17/2023
14 ¾ Attachment A – Contract Pricing –
Supplement 13 has been replaced with
Attachment A – Contract Pricing –
Supplement 14
11/15/2023
13 ¾ Attachment A – Contract Pricing –
Supplement 12 has been replaced with
Attachment A – Contract Pricing –
Supplement 13
10/31/2023
12 ¾ Attachment A – Contract Pricing –
Supplement 11 has been replaced with
Attachment A – Contract Pricing –
Supplement 12
09/21/2023
11 ¾ Attachment A – Contract Pricing –
Supplement 10 has been replaced with
Attachment A – Contract Pricing –
Supplement 11
8/31/2023
10 ¾ Attachment A – Contract Pricing –
Supplement 8 has been replaced with
Attachment A – Contract Pricing –
Supplement 10.
8/24/2023
9 ¾ Update State Contract Administrator
information. 08/04/2023
8 ¾ Attachment A – Contract Pricing –
Supplement 7 has been replaced with
Attachment A – Contract Pricing –
Supplement 8
07/28/2023
7 ¾ Attachment A – Contract Pricing –
Supplement 6 has been replaced with
Attachment A – Contract Pricing –
Supplement 7
¾ Downtown Ford’s email address has been
updated
06/16/2023
6 ¾ Attachment A – Contract Pricing –
Supplement 5 has been replaced with
Attachment A – Contract Pricing –
Supplement 6
01/23/2023
ATTACHMENT D EXHIBIT A Page 8 of 32
241

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
5 ¾ Attachment A – Contract Pricing –
Supplement 4 has been replaced with
Attachment A – Contract Pricing –
Supplement 5
12/06/2022
4 ¾ Attachment A – Contract Pricing –
Supplement 3 has been replaced with
Attachment A – Contract Pricing –
Supplement 4
11/04/2022
3 ¾ Attachment A – Contract Pricing –
Supplement 2 has been replaced with
Attachment A – Contract Pricing –
Supplement 3
¾ Contact Information for Downtown Ford
has been updated
09/19/2022
2 ¾ Attachment A – Contract Pricing –
Supplement 1 has been replaced with
Attachment A – Contract Pricing –
Supplement 2
08/16/2022
1 ¾ Attachment A – Contract Pricing has been
replaced with Attachment A – Contract
Pricing – Supplement 1
¾ Attachment D – Vehicle Specifications has
been added
¾ Article 25 – Payments, language has been
modified
05/26/2022
N/A Original Contract Posted 05/01/2022
All other terms and conditions remain the same.

ATTACHMENT D EXHIBIT A Page 9 of 32
242

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions

TABLE OF CONTENTS
ATTACHMENT D EXHIBIT A Page 10 of 32
243

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
ATTACHMENT D EXHIBIT A Page 11 of 32
244

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
SCOPE
The State’s contracts provide Fleet Vehicles - Vans & SUVs at contracted pricing to the State of California and local governmental agencies in accordance with the requirements of Contract # 1-22-23-23 B – I. The contractors shall supply the entire portfolio of products as identified in the contract and will be the primary point of contact for data collection, reporting, and distribution of Fleet Vehicles - Vans & SUVs to the State.

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
governmental agency should determine whether this contract is consistent with its procurement policies and regulations.
x Local governmental agencies shall have the same rights and privileges as the State under the terms of this contract. Any agencies desiring to participate shall be required to adhere to the same responsibilities as do State agencies and have no authority to amend, modify or change any condition of the contract. x A DGS issued billing code is not required for local governmental agencies to place orders against this contract.

Current fees are available online in the Price Book & Directory of Services (https://www.dgs.ca.gov/OFS/Price-Book) (go to Price Book Download and click on Purchasing under Procurement Division).

B. Local Governmental Agencies
For all local government agency transactions issued against the contract, the Contractor is required to remit the DGS-PD an Incentive Fee of an amount equal to

SB/DVBE OFF-RAMP PROVISION
There is no SB/DVBE off ramp associated with this contract.

ATTACHMENT D EXHIBIT A Page 13 of 32
246

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions

Each line item description on Attachment A, Contract Pricing, provides a description of the minimum requirements that each vehicle in that line item has met or exceeded.

Price Increases
Price increases may be requested with each model year change and will be posted on a quarterly basis.

Multiple Award
ATTACHMENT D EXHIBIT A Page 14 of 32
247

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
Some line items may have multiple vehicles awarded with different make and models available. State Departments may choose any vehicle identified in the subject line item.

There is no vehicle ranking associated with this contract.

Sales Tax
The sales tax rate applied should be based on the rate of the “Bill To” address listed on the Purchase Order.

The Contractor shall provide ordering agencies a copy of the current model year factory price sheet with requested options, within ten calendar days of request.

Third-party upfitting (e.g utility body) may be requested by ordering agencies, however, this service is non-mandatory. When applicable, third-party upfits shall be subject to the same pricing provisions as factory options.

Note: Vehicles with added or deleted options MUST continue to meet the appropriate minimum specification.

Tire Fee
Purchase orders MUST include the State mandated $1.75 per tire fee.

ATTACHMENT D EXHIBIT A Page 15 of 32
248

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions

SPECIFICATIONS
All products must conform to the attached State of California Bid Specification Number 2310- 4181 dated 08/16/2021 (Attachment B).

Vehicle color shall be a solar reflective color (white, silver metallic, or gold metallic) per SAM Section 3620.1 (exceptions are listed in the same manual section).

Dealer Contract # Contact Phone Email
Ocean
Honda
1-22-23-
23B Pat Ireland
(559)
707-
5735
[email protected]
Freeway
Toyota of
Hanford
1-22-23-
23C Pat Ireland
(559)
707-
5735
[email protected]
Winner
Chevrolet
1-22-23-
23D
Jerry
Powers
(916)
426-
5752
[email protected]
Elk Grove
Auto Group
1-22-23-
23E
Jerry
Powers
(916)
426-
5752
[email protected]
Downtown
Ford Sales
1-22-23-
23F
Sandra
Scott
(916)
252-
6260
[email protected]
Watsonville
Fleet Group
1-22-23-
23G
Yesenia
Covarrubias
(626)
457-
5590
[email protected]
US Fleet
Source
1-22-23-
23H Lisa Molino
(626)
344-
4285
[email protected]
ATTACHMENT D EXHIBIT A Page 16 of 32
249

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
Dealer Contract # Contact Phone Email
CA Car
Group 1-22-23-23I Richard M. Slade
(925)
560-
4465
[email protected]
Note: Ordering agencies are encouraged to have one point of contact for inquiries, quotes, and orders whenever possible. Multiple calls and emails from various requestors for the same information can slow customer service response times.

PRODUCT SUBSTITUTIONS
Under no circumstance is the Contractor permitted to make substitutions with noncontract/unauthorized vehicles without approval of the DGS Contract Administrator (CA).

PURCHASE EXECUTION
A. State Departments
1) Std. 65 Purchase Documents
State departments not transacting in FI$CAL must use the Purchasing Authority Purchase Order (Std. 65) for purchase execution. An electronic version of the Std. 65 is available at the Office of State Publishing web site:
https://www.dgsapps.dgs.ca.gov/osp/StatewideFormsWeb/Forms.aspx (select Standard Forms).

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
2) FI$CAL Purchase Documents
State departments transacting in FI$CAL will follow the FI$CAL procurement and contracting procedures.
3) Blanket Orders
The use of blanket orders against this statewide contract is not allowed.

MINIMUM ORDER
The minimum order shall be one (1) vehicle.

ORDERING PROCEDURE
A. Ordering Methods:

Ordering agencies are to submit appropriate purchase documents directly to the contractor(s) via one of the following ordering methods:
x U.S. Mail
x Facsimile
x Email
The contractor’s Order Placement Information is as follows:

ORDER PLACEMENT INFORMATION
Contract #
1-22-23-
23B
U.S. Mail:

Ocean Honda
3801 Soquel Dr
Soquel, CA 95073
Attn: Pat Ireland
Facsimile:
(559) 961-
4601
Email:
[email protected]
Contract #
1-22-23-
23C
U.S. Mail:

Freeway Toyota
1835 Glendale Avenue
Hanford, CA 93230
Attn: Pat Ireland
Facsimile:
(559) 961-
4601
Email:
[email protected]
ATTACHMENT D EXHIBIT A Page 18 of 32
251

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
Contract #
1-22-23-
23D
U.S. Mail:

Winner Chevrolet
8575 Laguna Grove
Drive
Elk Grove, CA 95757
Attn: Jerry Powers
Facsimile:
(916) 421-
0149
Email:
[email protected]
Contract #
1-22-23-
23E
U.S. Mail:

Elk Grove Auto Group
8575 Laguna Grove
Drive
Elk Grove, CA 95757
Attn: Jerry Powers
Facsimile:
(916) 421-
0149
Email:
[email protected]
Contract #
1-22-23-
23F
U.S. Mail:

Downtown Ford Sales
525 N 16th St
Sacramento, CA
95811
Attn: Sandra Scott
Facsimile:

N/A
Email:
[email protected]
Contract #
1-22-23-
23G
U.S. Mail:

Watsonville Fleet
Group
1601 W. Main Street
Alhambra, CA 91801
Attn: Yesenia
Covarrubias
Facsimile:
(626) 457-
5593
Email:
[email protected]
Contract #
1-22-23-
23H
U.S. Mail:

US Fleet Source
979 S. Village Oaks
Drive
Covina, Ca 91724
Facsimile:
(626) 228-
3077
Email: [email protected]
Contract #
1-22-23-23I
U.S. Mail:

CA Car Group
4200 John Monego Ct
Dublin, CA 94568
Attn: Richard M. Slade
Facsimile:

N/A
Email:

[email protected]
When using any of the ordering methods specified above, all State departments must conform to proper State procedures.

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
x Are submitted without OFAM approval stamp
x Contain non-contract items; or
x Contain non-contract terms and conditions.

The Contractor must not refuse to accept orders from any State department or local governmental agency for any other reason without written authorization from the CA.

DISCONTINUED VEHICLE REMEDY
Upon receipt of order acknowledgment identifying discontinued items, the ordering agencies shall have the following options:
x Amend purchase document to reflect DGS approved replacement vehicle; or x Cancel the item from the order
Under no circumstance is the Contractor permitted to make substitutions with noncontract/unauthorized vehicles without approval of the DGS CA.

ATTACHMENT D EXHIBIT A Page 20 of 32
253

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions

DELIVERY PROCEDURES
Pre-Delivery Checklist
Prior to delivery, each vehicle shall be completely inspected, serviced, and detailed by the delivering Contractor and/or the manufacturer’s pre-delivery service center. A copy of the pre-delivery checklist shall be completed for each vehicle, signed by a representative of the organization performing the inspection/service, and delivered with the vehicle.

Delivery:

Caravan or drive-away method of delivery from the factory to a Contractor is not acceptable unless agreed upon by the ordering agency.

Drop ship deliveries shall not be made without prior State inspection. All vehicles shall be delivered with no less than five (5) gallons of fuel in the tank.

When feasible, Contractor is requested to make deliveries in metropolitan areas during off-peak hours. Off-peak hours are Monday through Friday, 10:00 AM to 4:00 PM PST.

ATTACHMENT D EXHIBIT A Page 21 of 32
254

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions

Inspection will commence within five (5) working days of notification that a vehicle is ready for inspection. Inspection will include:
x Specification Compliance
x Workmanship
x Appearance
x Proper Operation of all Equipment and Systems
x Presence of all Applicable Documents
In the event deficiencies are detected, the vehicle will be rejected and the Contractor will be required to make the necessary repairs, adjustments or replacements. Payment and/or the commencement of a discount period (if applicable) will not begin until the defects are corrected and the vehicle is re-inspected and accepted.

Completion of inspection or acceptance by the State inspector shall in no way release the Contractor from satisfying the requirements of the contract, specifications, and warranty.

Deviations from the specified requirements that are detected by the inspection shall be corrected by the Contractor in an expeditious manner at no expense to the ordering agency.

Inspection by local agencies will be at the Contractor’s place of business or as otherwise agreed to by the Contractor and local agency.

EMERGENCY/EXPEDITED ORDERS
Not Applicable.

ATTACHMENT D EXHIBIT A Page 22 of 32
255

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions

SHIPPED ORDERS
All shipments shall be in accordance with the General Provisions, Article 12 entitled “Packing and Shipment”.

CONTRACT ADMINISTRATION
The State and the Contractors have assigned Contract Administrators as the single points of contact for problem resolution and related contract issues.

State Contact
Information DGS/PD Contract Administrator
Contact Name: Frank Martin
Telephone: (279) 946-8035
Facsimile: NA
Email: [email protected]
Address: DGS/Procurement Division
Attn: Frank Martin
707 Third Street, 2nd Floor, MS 201
West Sacramento, CA 95605
Dealer
Contact
Information
Ocean Honda
Contract # 1-22-23-23B
Freeway Toyota of Hanford
Contract # 1-18-23-23C
Contact
Name:

Pat Ireland Pat Ireland
Telephone: (559) 707-5735 (559) 707-5735
Facsimile: (559) 961-4601 (559) 961-4601
Email: [email protected] [email protected] Address: Ocean Honda
3801 Soquel Dr
Soquel, CA 95073
Freeway Toyota
1835 Glendale Avenue
Hanford, CA 93230
Dealer
Contact
Information
Winner Chevrolet
Contract # 1-18-23-23D
Elk Grove Auto Group
Contract # 1-22-23-23E
Contact
Name:

Jerry Powers Jerry Powers
Telephone: (916) 426-5752 (916) 426-5752
Facsimile: (916) 421-0149 (916) 421-0149
Email: [email protected] [email protected] Address: Winner Chevrolet
8575 Laguna Grove Drive
Elk Grove, CA 95757
Elk Grove Auto Group
8575 Laguna Grove Dr
Elk Grove, CA 95757
ATTACHMENT D EXHIBIT A Page 23 of 32
256

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
Dealer
Contact
Information
Downtown Ford Sales
Contract # 1-22-23-23F
Watsonville Fleet Group
Contract # 1-22-23-23G
Contact
Name:

Sandra Scott Yesenia Covarrubias
Telephone: (916) 252-6260 (626) 457-5590
Facsimile: N/A (626) 457-5593
Email: [email protected] [email protected] Address: Downtown Ford Sales
525 N 16th St
Sacramento, CA 95811
Watsonville Fleet Group
1601 W. Main Street
Alhambra, CA 91801
Dealer
Contact
Information
US Fleet Source
Contract # 1-22-23-23H
CA Car Group
Contract # 1-22-23-23I
Contact
Name:

Lisa Molino Richard M. Slade
Telephone: (626) 344-4285 (925) 560-4465
Facsimile: (626) 416-3064 N/A
Email: [email protected] [email protected]
Address: US Fleet Source
979 S. Village Oaks Drive
Covina, Ca 91724
CA Car Group
4200 John Monego Ct
Dublin, CA 94568

Re-stocking fees can be no greater than ten percent (10%) of the value of the vehicle being restocked.

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
x Quantity purchased
x Contract price and extension
x State sales and/or use tax
x Prompt payment discounts/cash discounts, if applicable x Totals for each order

PAYMENT
A. Terms
Payment terms for contracts 1-22-23-23 B – G include a $500 per vehicle discount for payment made within twenty (20) days. Contracts 1-22-23-23 H & I offer no discount.

The cash discount time is defined by the State as beginning only after the vehicle has been inspected, delivered, and accepted by the receiving agency, or from the date a correct invoice is received in the office specified on the Purchase Order, whichever is later.

B. CAL-Card Use
Use of the CAL-Card for payment of invoices is not allowed under this statewide contract.

C. Payee Data Record
Each State accounting office must have a copy of the Payee Data Record (Std. 204) in order to process payments. State departments should forward a copy of the Std. 204 to their accounting office(s). Without the Std. 204, payment may be unnecessarily delayed. State departments may contact the Contractor for copies of the Payee Data Record.

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
Lender/Lessor for all product listed on the State's procurement document will pay the Contractor on behalf of the State.

State departments must adhere to the file documentation required identified in the State Contracting Manual Volume 2 and Volume 3 and SCM-F.

Contractor Name Seller Permit #
Ocean Honda 101-652579
Freeway Toyota 102-659756
Winner Chevrolet 100-208309
Knight Sacramento CD
Inc DBA Elk Grove Auto
Group
253121056
Downtown Ford Sales 28600344
Watsonville Fleet Group 245364864
101-135239
US Fleet Source 103-097044
CA Car Group 100-214737

The State’s established preventative maintenance procedures and practices shall be acceptable to the manufacturer/contractor in lieu of the manufacturer’s prescribed procedures which may form a part of the warranty.

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
purchased, a warranty certificate, warranty card, or a statement indicating the extended warranty has been recorded with the manufacturer shall be furnished with each vehicle delivered.

MAINTENANCE PLAN
A maintenance plan is available for light duty vehicles under 8500 lbs. GVWR. The purchase of a maintenance plan is optional. The maintenance plan covers all regularly scheduled service for a minimum of five (5) years/75,000 miles. The maintenance shall include at a minimum all manufacturer recommended services such as, but not limited to:
x Oil changes;
x Filter changes;
x Fluid changes;
x Lubrications;
ATTACHMENT D EXHIBIT A Page 27 of 32
260

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions
x Tire rotations;
x Equipment and safety inspections
The Maintenance Plan is not required to cover wear items such as brake pads/shoes, wiper blades, etc.

Purchase of the Maintenance Plan is non-mandatory for State departments.

The Maintenance Plan is not applicable to vehicles over 8,500 lbs. GVWR.

VETTED FORMS/CERTIFICATIONS
The DGS-PD, as the awarding department, has assessed the Contractor and subcontractor forms, certifications, and compliance to performing a commercially useful function (CUF) during the solicitation evaluation process. Consequently, when executing purchase documents pursuant to this contract, it is not necessary for State departments operating under statewide contract purchasing authority to conduct a CUF evaluation or request the completion of the following required certifications and forms:
• GenAI Disclosure & Factsheet (STD 1000)
• Bidder Declaration Form (GSPD 05-105)
• DVBE Declaration Form (DGS-PD 843)
• Darfur Contracting Act Form
• California Civil Rights Certification Form
• Iran Contracting Act Certification
• Russian Sanctions Agreement
• Federal Debarment
State departments should make a notation of this within their procurement file.

GENERATIVE ARTIFICIAL INTELLIGENCE (GENAI) PROCUREMENT PROCEDURES GenAI contract provisions (rev. 2/20/2025) have been incorporated into the contract.

Contractor does not intend to utilize GenAI as a deliverable. If GenAI is disclosed by the Contractor, state departments must follow the required GenAI purchase procedures outlined in SCM Vol.2, Chapter 23, Generative Artificial Intelligence.

SB/DVBE PARTICIPATION
There is no Small Business (SB) or Disabled Veteran Business Enterprise (DVBE) participation for this contract.

ATTACHMENT D EXHIBIT A Page 28 of 32
261

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-22-23-23 B-I
Contract User Instructions, *Supplement 37*
Contract 1-22-23-23 B-I *09/30/2025*
User Instructions

ATTACHMENTS
Attachment A – Contract Pricing, *Supplement 37*
Attachment B – Specification 2310-4181, revised 08/16/2021 Attachment C – Postconsumer Content Certification Workbook Attachment D – Vehicle Specifications, *Supplement 37*
ATTACHMENT D EXHIBIT A Page 29 of 32
262
(Rev. ..2025)

EXHIBIT B

INSURANCE REQUIREMENTS
127$33/,&$%/(385&+$6(2)*22'6
ATTACHMENT D Page 30 of 32
263

FREEWAY TOYOTA
1835 Glendale Ave
Hanford, CA. 93230
City of Stockton 12/19/2025
425 N. El Dorado St
Stockton, CA. 95202
Attn: Alanna Bindi
As per your request for CA State Contract #1-22-23-23C Line Item #13 2025 Toyota RAV4 Hy (4435) $32413.00
Upgrade to 2026 (4435) $1214.00
2 Additional Key/FOBs $1100.00
Doc Fee $85.00

9.% Sales Tax $3133.08
CA Tire Tax $8.75
Delivery to Stockton $275.00
Total $38,228.83 @ 2=$76,457.66
Protect against future mechanical or electrical issues with Toyota Platinum Extra Care $0 Deductible 5 Years / 100,000 Miles $1130.00
6 Years / 100,000 Miles $1450.00
7 Years / 125,000 Miles $2145.00

Thank you for the opportunity to earn your business.

Patrick G Ireland
Government Fleet Manager
559-707-5735

ATTACHMENT D EXHIBIT C Page 31 of 32
264

FREEWAY TOYOTA
1835 Glendale Ave
Hanford, CA. 93230
City of Stockton 12/19/2025
425 N. El Dorado St
Stockton, CA. 95202
Attn: Alanna Bindi
As per your request for CA State Contract #1-22-23-23C Line Item #13 2025 Toyota RAV4 Hy Plug in (4544) $42120.00
Upgrade to 2026 (4544) $4212.00
2 Additional Key/FOBs $1100.00
Doc Fee $85.00

9.% Sales Tax $4276.53
CA Tire Tax $8.75
Delivery to Stockton $275.00
Total $52,077.28 Each
Protect against future mechanical or electrical issues with Toyota Platinum Extra Care $0 Deductible 5 Years / 100,000 Miles $1130.00
6 Years / 100,000 Miles $1450.00
7 Years / 125,000 Miles $2145.00
Thank you for the opportunity to earn your business.

Patrick G Ireland
Government Fleet Manager
559-707-5735
ATTACHMENT D EXHIBIT C Page 32 of 32
265
City of Stockton
Legislation Text
File #: 26-0151, Version: 1

ADOPT RESOLUTION TO AWARD A PROFESSIONAL SERVICES CONTRACT FOR THE

BRIDGE REHABILITATION AND REPLACEMENT PROGRAM PHASE IV PROJECT

RECOMMENDATION
It is recommended that the City Council adopt a resolution to:

1. Transfer funds in the amount of $607,291 from the Bridge Maintenance Program, Project No.

WT23010, to the Bridge Rehabilitation and Replacement Program Phase IV, Project No.

WT18001/Federal Project No. BPMP-5008(201).

2. Approve findings pursuant to Stockton Municipal Code section 3.68.070 in support of an exception to the competitive bidding process.

3. Award a Professional Services Contract to CSG Consultants, Inc. of Pleasanton, CA, in the amount of $724,311 for the Bridge Rehabilitation and Replacement Program Phase IV, Project No. WT18001/Federal Project No. BPMP-5008(201).

It is also recommended that the City Manager be authorized to take appropriate and necessary actions to carry out the purpose and intent of this resolution.

Summary
The Bridge Preventative Maintenance Program (BPMP) is a federally funded program managed by the California Department of Transportation (Caltrans) to assist local agencies with extending the useful life of their bridges. The City has a Caltrans approved bridge preventative maintenance plan for specific bridges in priority order. The next priority bridges in need of preventative maintenance are as shown in Attachment A. Staff has grouped five bridges into the Bridge Rehabilitation and Replacement Program Phase IV project. The projects have similar scopes of work that generally include erosion repairs, replacement of the asphalt approaches, deck sealing, and barrier rail replacement. The project was included in the 2019-24 Five-Year Capital Improvement Plan (CIP).

On February 24, 2025, the City advertised a Request for Proposals (RFP) for preliminary engineering services for the Bridge Rehabilitation and Replacement Program Phase IV, Project No.

WT18001/Federal Project No. BPMP-5008(201). On March 19, 2025, one firm submitted a proposal for this project. The Selection Committee evaluated the proposal and found CSG Consultants, Inc. to be qualified to provide preliminary engineering services for this project.

It is recommended that Council adopt a resolution transferring funds and authorizing the City Manager to execute a Professional Services Contract in the amount of $724,311 with CSG Consultants, Inc. for preliminary engineering services for the Bridge Rehabilitation and Replacement City of Stockton Page 1 of 3 Printed on 2/26/2026
powered by Legistar™266
File #: 26-0151, Version: 1
Program Phase IV, Project No. WT18001/Federal Project No. BPMP-5008(201). It is anticipated that the design will be completed by the first quarter of 2027.

DISCUSSION
Background
The BPMP is a federally funded program managed by Caltrans in order to assist local agencies to extend the useful life of their bridges by performing maintenance activities that are pre-approved by the Federal Highway Administration (FHWA). To utilize this program funding, local agencies must have a prioritized bridge preventative maintenance plan approved by Caltrans. Following Caltrans approval of the local agency’s plan, local agencies can start the design and construction phases of the project provided federal funding is approved by Caltrans. The City developed a BPMP that prioritized maintenance needs on City-owned bridges based on structural deficiencies, scour, disrepair, and other factors. Many of the conditions are supported by Caltrans’ bridge inspection reports and other field inspections. The City’s BPMP plan was approved by Caltrans in 2012 and updated in 2018. The City is required to design and construct projects in priority order according to the approved list. The next highest priority projects from the approved list are:

1. Pershing Avenue over Smith Canal (29C0242)

2. San Joaquin Street over Mormon Slough (29C0237)

3. Manthey Road over Walker Slough (29C0400)

4. North Airport Way over Duck Creek (29C0093 R)

5. South Airport Way over Duck Creek (29C0093 L)
The scope of work needed on these bridges generally includes erosion repairs, asphalt roadway replacement, deck sealing, and barrier rail replacement. Public Works’ staff has grouped theses bridges into a combined Bridge Rehabilitation project. Caltrans has provided $270,920 in federal-aid funds to begin the preliminary phase. The project was included in the 2019-24 Five-Year CIP.

On December 20, 2024, the City advertised an RFP for preliminary engineering services for the Bridge Rehabilitation and Replacement Program Phase IV project. In December 2024, staff reached out to five different consultants to solicit interest in proposing on the project. On January 29, 2025, only one proposal from CSG Consultants, Inc. was received.

Caltrans requires a Letter of Justification from the agency requesting award of a contract when only one firm has responded to a solicitation for proposals. Caltrans has approved staff’s justification for award of a contract to CSG Consultants, Inc. for design of the Bridge Rehabilitation and Replacement Program Phase IV project.

Although the project was advertised to include Disadvantage Business Enterprise (DBE) requirements. On October 3, 2025, the U.S. Department of Transportation published an Interim Final Rule amending regulations for the DBE program. The DBE Interim Final Rule stipulated that any contract awarded on or after October 3, 2025, must not have a DBE goal nor include DBE goal compliance requirements. Accordingly, the recommended contract award has no weight or consideration of any DBE goals.

City of Stockton Page 2 of 3 Printed on 2/26/2026
powered by Legistar™267
File #: 26-0151, Version: 1
Present Situation
On February 24, 2025, the City advertised an RFP for preliminary engineering services for the Bridge Rehabilitation and Replacement Program Phase IV, Project No. WT18001/Federal Project No. BPMP -5008(201). On March 19, 2025, one proposal was received from CSG Consultants, Inc. of Pleasanton, CA.

The Selection Committee evaluated the proposal based on the firm’s understanding of work, experience with similar kinds of projects, staff qualifications, State and federal procedures, and demonstrated technical ability. Staff determined CSG Consultants, Inc. to be qualified for this project.

Staff negotiated a fee in the amount of $724,311 with CSG Consultants, Inc. for preliminary engineering services.

It is recommended that Council adopt a resolution transferring funds and authorizing the City Manager to execute a Professional Services Contract in the amount of $724,311 with CSG Consultants, Inc. for preliminary engineering services for the Bridge Rehabilitation and Replacement Program Phase IV, Project No. WT18001/Federal Project No. BPMP-5008(201). It is anticipated that the design will be completed by the first quarter of 2027.

Findings
Pursuant to Stockton Municipal Code (SMC) section 3.68.070, Council may approve findings which support an exception to the competitive bidding process. These findings include:

1. The City does not have staffing available to provide the design of this project within the required deadlines.

2. The scope of the design services requires an engineering firm experienced in bridge rehabilitation design.

3. Use of the RFP process is appropriate for this Professional Services Contract because it relies on the evaluation of professional qualifications and performance as the basis for selection of a vendor. Use of the criteria helps ensure selection of a vendor that will provide the highest quality professional service, which is in the public interest.

4. The City negotiated a contract following solicitation of competitive proposals in accordance with SMC section 3.68.070.A.3.

FINANCIAL SUMMARY
With the transfer of funds in the amount of $607,291 from the Bridge Maintenance Program, Project No. WT23010, to the Bridge Rehabilitation and Replacement Program Phase IV, Project No.

WT18001/Federal Project No. BPMP-5008(201), there will be sufficient funding to award a Professional Services Contract in the amount of $724,311 to CSG Consultants, Inc. for the project.

Attachment A - Vicinity Map
City of Stockton Page 3 of 3 Printed on 2/26/2026
powered by Legistar™268
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Resolution No.

STOCKTON CITY COUNCIL

RESOLUTION TRANSFERRING FUNDS AND AWARDING A PROFESSIONAL

SERVICES CONTRACT FOR THE BRIDGE REHABILITATION AND REPLACEMENT PROGRAM PHASE IV, PROJECT NO. WT18001/FEDERAL PROJECT NO. BPMP5008(201) On February 24, 2025, the City advertised a Request for Proposals (RFP) for preliminary engineering services for the Bridge Rehabilitation and Replacement Program Phase IV, Project No. WT18001/Federal Project No. BPMP-5008(201). One proposal was received; and
A Selection Committee comprised of Public Works’ staff evaluated the proposal submitted by CSG Consultants, Inc. CSG Consultants, Inc. was determined to be qualified for this project. Staff negotiated a fee in the amount of $724,311 with CSG Consultants, Inc. for preliminary engineering services; and Transfer of funds is needed to fund all remaining costs to complete the preliminary engineering services; now, therefore,

BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF STOCKTON, AS FOLLOWS:

1. The City Council approves the transfer of funds in the amount of $607,291 from the Bridge Maintenance Program, Project No. WT23010, to the Bridge Rehabilitation and Replacement Program Phase IV, Project No. WT18001/Federal Project No. BPMP5008(201).

2. The City Council approves findings pursuant to Stockton Municipal Code (SMC) section 3.68.070 in support of an exception to the competitive bidding process.

These findings include:
a. The City does not have staffing available to provide the design of this project within the required deadlines.
b. The scope of the design services requires an engineering firm experienced in bridge rehabilitation design.
c. Use of the RFP process is appropriate for this Professional Services Contract because it relies on the evaluation of professional qualifications and performance as the basis for selection of a vendor. Use of the 270
criteria helps ensure selection of a vendor that will provide the highest quality professional service, which is in the public interest. d. The City negotiated a contract following solicitation of competitive proposals in accordance with SMC section 3.68.070.A.3.

3. The City Council awards a Professional Services Contract between the City of Stockton and CSG Consultants, Inc., in the amount of $724,311, and the City Manager is authorized and directed to execute same, a copy of which is attached as Exhibit 1 and incorporated by this reference.

4. The City Manager is hereby authorized to take whatever actions are necessary and appropriate to carry out the purpose and intent of this Resolution.

PASSED, APPROVED, and ADOPTED March 3, 2026 .

CHRISTINA FUGAZI
Mayor of the City of Stockton
ATTEST:

KATHERINE ROLAND, CMC, CPMC
City Clerk of the City of Stockton
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Professional Services Contract – CSG Consultants, Inc. – Bridge Rehabilitation and Replacement Program Phase IV, Project No. WT18001 / Federal Project No. BPMP-5008(201) (Updated 10/18/23)

PROFESSIONAL SERVICES CONTRACT
(for federal-aid projects)
THIS CONTRACT is entered into this ______ day of _________________ 2026, between the CITY OF STOCKTON, a municipal corporation (“City”), and CSG CONSULTANTS, INC. whose address is 3875 HOPYARD ROAD, SUITE 141, PLEASANTON, CA 94588 (“Consultant”) for the BRIDGE REHABILITATION AND REPLACEMENT PROGRAM PHASE IV, PROJECT NO. WT18001/FEDERAL PROJECT NO. BPMP-5008(201), hereinafter referred to as “Project”.

RECITALS
A. Consultant represents that it is licensed in the State of California and is qualified, willing and able to provide the services proposed in the SCOPE OF WORK section of this Contract.

B. City finds it necessary and advisable to use the services of the Consultant for the purposes provided in this Contract.

NOW THEREFORE, in consideration of the mutual promises, covenants and conditions in this Contract, City and Consultant agree as follows:

1. SCOPE OF SERVICES. Subject to the terms and conditions set forth in this Contract, Consultant shall undertake and complete the services described in Exhibit A. Consultant shall provide said services at the time, place, and in the manner specified in Exhibit A and compatible with the standards of the profession. Consultant agrees that it shall produce a fully complete project that is acceptable to the City.

2. COMPENSATION. City shall pay Consultant for services outlined in Exhibit A according to the fee not to exceed the schedule detailed in Exhibit B, which is attached to this Contract and incorporated by this reference. Consultant agrees this fee is for full remuneration for performing all services and furnishing all staffing and materials called for in the scope of services. The payments shall be made on a monthly basis upon receipt and approval of Consultant’s invoice. Total compensation for services and reimbursement for costs shall not exceed $724,311 or as otherwise mutually agreed to in a Contract Amendment.

3. INSURANCE. During the term of this Contract, Consultant shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit D and shall otherwise comply with the other provisions of Exhibit D.

4. INDEMNITY AND HOLD HARMLESS. Pursuant to the full language of California Civil Code §2782, design Professional agrees to indemnify, including the cost to defend, City of Stockton and its officers, officials, employees, and volunteers from and against any and all claims, demands, costs, or liability that arise out of, or pertain to, or relate to the negligence, recklessness, or willful misconduct of Design

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Professional Services Contract – CSG Consultants, Inc. – Bridge Rehabilitation and Replacement Program Phase IV, Project No. WT18001 / Federal Project No. BPMP-5008(201) (Updated 10/18/23) Professional and its employees or agents in the performance of services under this contract, but this indemnity does not apply to liability for damages arising from the sole negligence, active negligence, or willful acts of the City of Stockton; and does not apply to any passive negligence of the City of Stockton unless caused at least in part by the Design Professional. The City of Stockton agrees that in no event shall the cost to defend charged to the Design Professional exceed that professional’s proportionate percentage of fault. This duty to indemnify shall not be waived or modified by contractual agreement or acts of the parties.

5. SCHEDULE AND TERM. Consultant shall perform the scope of work as described in Exhibit A according to the schedule detailed in Exhibit C, which is attached to this Contract and incorporated by this reference. This contract shall commence on the date written above and shall expire on March 31, 2031, unless extended by mutual agreement through the issuance of a Contract Amendment. a. Invoices submitted by Consultant to City must contain a brief description of work performed, time used and City project number. Payment shall be made within thirty (30) days of approval of invoice by City. b. Upon completion of work and acceptance by City, Consultant shall have sixty (60) days in which to submit final invoicing for payment. An extension may be granted by City upon receiving a written request thirty (30) days in advance of said time limitation. City shall have no obligation or liability to pay any invoice for work performed which Consultant fails or neglects to submit within sixty (60) days, or any extension thereof granted by the City, after work is accepted by City.

6. CONFORMANCE TO APPLICABLE LAWS. Consultant shall comply with all applicable Federal, State, and Municipal laws, rules, and ordinances. Consultant shall not discriminate in the employment of persons or in the provision of services under this Contract on the basis of any legally protected classification, including race, color, national origin, ancestry, sex or religion of such person. a. TITLE VI
Title VI of the Civil Rights Act of 1964 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 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.

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Professional Services Contract – CSG Consultants, Inc. – Bridge Rehabilitation and Replacement Program Phase IV, Project No. WT18001 / Federal Project No. BPMP-5008(201) (Updated 10/18/23) b. DISCRIMINATION AND HARASSMENT POLICY
The City of Stockton has a Discrimination and Harassment Policy (Exhibit E). The purpose of this policy is to reaffirm the City’s commitment to demonstrating respect for all individuals by strictly prohibiting discrimination and harassment, including sexual 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 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=L AB&division=2.&title=&part=7.&chapter=1.&article=2.
d. PREVAILING WAGE RATES
Consultant 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. Consultant performing the work under this contract shall obtain a copy of the wage rate determination and shall distribute copies to each subcontractor. As the wage determination for each craft reflects an expiration date, it shall be the prime Consultant and each subcontractor's responsibility to ensure that the prevailing wage rates of concern is current and paid to the employee.
i. The Consultant performing the work shall be responsible for obtaining a copy of the State wage rate determination. State wage rates may be obtained at
http://www.dir.ca.gov/OPRL/pwd/Determinations/Northern/Northern.pdf.

The Consultant shall be responsible for posting said wage rates at a prominent location at the work site and shall maintain same in good readable condition for the duration of the work.
ii. Should the Consultant choose to work on a Saturday, Sunday or on a holiday recognized by the Labor Unions, the Consultant shall reimburse the City the actual cost of engineering, inspection, superintendence, and or other overhead expenses which are directly chargeable to the

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Professional Services Contract – CSG Consultants, Inc. – Bridge Rehabilitation and Replacement Program Phase IV, Project No. WT18001 / Federal Project No. BPMP-5008(201) (Updated 10/18/23) 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 Consultant, or by any subcontractor under Consultant, in the execution of this contract, for each calendar day during which any laborer, worker, or mechanic is required or permitted to work more than eight (8) hours and who is not paid the general prevailing rate of per diem wages for holiday and overtime work in violation of the provisions of Sections 1770 to 1781 of the Labor Code of the State of California. That all sums forfeited under the provisions of the foregoing sections shall be deducted from the payments to be made under the terms of this contract.
iii. PAYROLL RECORDS The Consultant 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 Consultant’s responsibility to obtain copies of the current prevailing wage rate determination for all subcontractors. Additionally, certified payroll records must be uploaded to the DIR website as required by labor code.
iv. APPRENTICESHIP STANDARDS The Consultant shall comply with the provisions established in Section 1777.5 of the Labor Code concerning the 1) 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 A AND 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 A and E of the Title VI Assurances attached as Exhibit F. f. SANCTIONS
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.

7. RIGHTS AND DUTIES OF CITY. City shall make available to Consultant all data and information in the possession of City which both parties deem necessary to

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Professional Services Contract – CSG Consultants, Inc. – Bridge Rehabilitation and Replacement Program Phase IV, Project No. WT18001 / Federal Project No. BPMP-5008(201) (Updated 10/18/23) complete the work, and City shall actively aid and assist Consultant in obtaining such information as may be deemed necessary from other agencies and individuals.

8. OBLIGATIONS OF CONSULTANT. Throughout the term of this Contract, Consultant represents and warrants that it has or will have at the time this Contract is executed, all licenses, permits, qualifications, insurance, and approvals of whatsoever nature which are legally required for the Consultant to practice its professions, and Consultant shall, at its own cost and expense, keep in effect during the life of this Contract all such licenses, permits, qualifications, insurance, and approvals. Consultant shall meet with the Public Works Director or other personnel of City or third parties as necessary on all matters connected with the carrying out of Consultant’s services. Such meetings shall be held at the request of either party hereto. Consultant further warrants that it will follow the best current, generally accepted and professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding this project.

9. OWNERSHIP OF WORK. All reports, drawings, designs, plan review comments, work product, and all other documents completed or partially completed by Consultant in the performance of this Contract shall become and remain the property of the City. Any and all copyrightable subject matter in all materials is hereby assigned to the City and the Consultant agrees to execute any additional documents that may be necessary to evidence such assignment. All materials shall be delivered to the City upon completion or termination of the work under this Contract. If any materials are lost, damaged, or destroyed before final delivery to the City, the Consultant shall replace them at its own expense. Consultant shall keep materials confidential.

Materials shall not be used for purposes other than performance of services under this Contract and shall not be disclosed to anyone not connected with these services unless the City expressly provides prior written consent.

10. CONTRACT AMENDMENTS. City reserves the right to make such alterations as may be deemed necessary or advisable and to require such extra work as may be required for the proper completion of the work contemplated by Consultant. Any such changes will be set forth in a Contract Amendment which will specify, in addition to the work done in connection with the change made, adjustment of contract time, if any, and the basis of compensation for such work. A Contract Amendment will not become effective until approved by the authorized City official.

11. TERMINATION. The City may terminate this Contract upon thirty (30) calendar days written notice to Consultant with the reason for termination stated in the notice. The Contract shall then be deemed terminated and no further work shall be performed by Consultant. If the Contract is so terminated, the Consultant shall be paid for that percentage of work actually completed at the time the notice of termination is received.

12. CONSULTANT STATUS. In performing the obligations set forth in this Contract, Consultant shall have the status of an independent contractor and Consultant shall not be considered to be an employee of the City for any purpose. All persons

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Professional Services Contract – CSG Consultants, Inc. – Bridge Rehabilitation and Replacement Program Phase IV, Project No. WT18001 / Federal Project No. BPMP-5008(201) (Updated 10/18/23) working for or under the direction of Consultant are its agents and employees and are not agents of the City. Subcontractors shall not be recognized as having any direct or contractual relationship with the City. The persons engaged in the work, including employees of subcontractors and suppliers, will be considered employees of Consultant. The Consultant shall be responsible for the work of subcontractors, which shall be subject to the provisions of this Contract. The Consultant is responsible to the City for the acts and omissions of its subcontractors and persons directly or indirectly employed by them.
a. If in the performance of this Contract any third persons are employed by Consultant, such persons shall be entirely and exclusively under the direction, supervision, and control of Consultant. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by Consultant.
i. It is further understood and agreed that Consultant must issue W-2 forms or other forms as required by law for income and
employment tax purposes for all of Consultant’s personnel. ii. As an independent contractor, Consultant hereby indemnifies and holds City harmless from any and all claims that may be made against the City based upon any contention by any third party that employer-employee relationship exists by reason of this Contract.

13. ASSIGNMENT. Consultant shall not assign, sublet, or transfer this Contract or any interest or obligation in the Contract without the prior written consent of the City, and then only upon such terms and conditions as City may set forth in writing.

Consultant shall be solely responsible for reimbursing subcontractors.

14. HEADINGS NOT CONTROLLING. Headings used in the Contract are for reference purposes only and shall not be considered in construing this Contract.

15. NOTICES. Any and all notices herein required shall be in writing and shall be sent by certified or registered mail, postage prepaid, addressed as follows:

To Consultant: To City:

CSG Consultants, Inc. Public Works Director
3875 Hopyard Road City of Stockton
Suite 141 22 E. Weber Avenue
Pleasanton, CA 94588 Suite 301
Stockton, CA 95202

16. LICENSES, CERTIFICATIONS, AND PERMITS. Prior to the City’s execution of this Contract and prior to the Consultant’s engaging in any operation or activity set forth in this Contract, Consultant shall obtain a City of Stockton business

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Professional Services Contract – CSG Consultants, Inc. – Bridge Rehabilitation and Replacement Program Phase IV, Project No. WT18001 / Federal Project No. BPMP-5008(201) (Updated 10/18/23) license, which must be kept in effect during the term of this Contract. Consultant covenants that it has obtained all certificates, licenses, permits and the like required to perform the services under this Contract.

17. RECORDS AND AUDITS. City reserves the right to periodically audit all charges made by Consultant to City for services under this Contract. Upon request, Consultant agrees to furnish City, or a designated representative, with necessary information and assistance.

Consultant agrees that City or its delegate shall have the right to review, obtain, and copy all records pertaining to performance of the Contract. Consultant 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 purposes of determining compliance with this Contract.

Consultant agrees to maintain such records for a period of three years from the date that final payment is made.

18. CONFIDENTIALITY. Consultant shall exercise reasonable precautions to prevent the unauthorized disclosure and use of City reports, information or conclusions.

19. CONFLICTS OF INTEREST. Consultant covenants that other than this Contract, Consultant has no financial interest with any official, employee, or other representative of the City. Consultant and its principals do not have any financial interest in real property, sources of income or investment that would be affected in any manner or degree by the performance of Consultant’s services under this Contract. If such an interest arises, Consultant will immediately notify City.

20. WAIVER. In the event either City or Consultant at any time waive any breach of this Contract by the other, such waiver shall not constitute a waiver of any other or succeeding breach of this Contract, whether of the same or of any other covenant, condition, or obligation.

21. GOVERNING LAW. California law shall govern any legal action pursuant to this Contract with venue for all claims in the Superior Court of the County of San Joaquin, Stockton Branch or, where applicable, in the federal District Court of California, Eastern District, Sacramento Division.

22. NO PERSONAL LIABILITY. No official or employee of City shall be personally liable to Consultant in the event of any default or breach by City or for any amount due Consultant.

23. INTEGRATION AND MODIFICATION. The response by Consultant to the Request for Proposals and the Request for Proposals on file with the City Clerk are hereby incorporated herein by reference to the extent that such documents do not differ from the provisions and terms of this Contract that shall supersede such response to

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Request for Proposals. This Contract represents the entire integrated agreement between Consultant and City, supersedes all prior negotiations, representations, or agreements, either written or oral, between the parties, and may be amended only by written instrument signed by Consultant and City. All exhibits and this contract are intended to be construed as a single document. Should any inconsistency occur between the specific terms of this Contract and the attached exhibits, the terms of this Contract will prevail.

24. FEDERAL PROVISIONS. Consultant shall comply with the Federal Aid Consultant Contract Provisions which are attached hereto as Exhibit G and incorporated herein by this reference.

25. SEVERABILITY. The provisions of this Contract are severable to the extent that should any of its provisions or terms be declared void in whole or in part by operation of law or agreement of the parties, the remainder of the provisions or terms not expressly declared void shall remain enforceable and in full effect.

26. THIRD PARTY RIGHTS. Nothing in this Contract shall be construed to give any rights or benefits to anyone other than City and Consultant.

27. AUTHORITY. The undersigned hereby represent and warrant that they are authorized by the parties to execute this Contract.

IN WITNESS WHEREOF: the parties have executed this Contract the day and year first hereinabove written.

CITY OF STOCKTON CSG CONSULTANTS, INC.

By: By:

JOHNNY FORD Signature

CITY MANAGER
ATTEST:

Print Name
By:

KATHERINE ROLAND, CMC, CPMC Title:

CITY CLERK
APPROVED AS TO FORM:

By:

DEPUTY CITY ATTORNEY
Cyrus Kianpour President
Professional Services Contract – CSG Consultants, Inc. – Bridge Rehabilitation and Replacement Program Phase IV, Project No. WT18001 / Federal Project No. BPMP-5008(201) (Updated 10/18/23)

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EXHIBIT 1
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6 6.5 | PROJECT UNDERSTANDING
CSG has thoroughly reviewed the City’s RFP, reviewed all the City-owned bridges (with Google and site visits) to gain a close understanding of the City’s bridge maintenance repair needs for this project. Our overall approach is based upon our direct experience in developing similar projects for our clients throughout Northern California. The range of projects we have performed for other Cities include performing bridge inspection and documentation, emergency assessment inspection and evaluation of damaged bridge structures, developing BPMP lists and applications to secure federal funds, HBP and Caltrans Local Assistance Process requirements, developing quality design packages for bridge projects and performing construction design support.

CSG has developed our understanding and work plan for the inspection and development of the technical studies, PS&E, CEQA/NEPA clearance and regulatory agency permitting for the City’s BPMP repairs of the City’s four bridges listed in the RFP. Based upon the City’s current bridge inventory and a review of the Caltrans Local Agency Bridges list, the City’s four bridges that are owned and maintained by the City are eligible for funding under the current BPMP guidelines.

This project will provide environmental clearance and final PS&E for the repair of four bridges that have been approved by Caltrans under the BPMP funding program. All four (4) bridges are on the National Bridge Inventory (NBI) list and are inspected by Caltrans’ Division of Maintenance and Inspections on a bi-annual basis. The resulting inspection reports are delivered to the City and contain a summary of each bridge’s deficiencies and recommendations for repair, rehabilitation or replacement. Proposed repairs include channel reconstruction, methacrylate deck sealing, fire damage repair. CSG will ensure that all proposed repairs are eligible for funding through the BPMP program under Caltrans’ current guidelines and ensure that the City receives the full repairs possible under the BPMP program.

CSG’s detailed work plan as outlined below will achieve all these goals in an efficient manner and will result in comprehensive environmental clearance, permitting and final PS&E for the City’s four bridges. Our scope is broken into tasks to achieve the following goals:
• Review all existing documentation and funding approval documents • Inspect and confirm all work recommendations for the four bridge structures • Develop technical studies required for environmental clearance and regulatory agency permitting • Develop initial and final PS&E documents for the City to advertise and award for construction

6.6 | DETAILED WORK PLAN
PHASE 1 - PRELIMINARY ENGINEERING AND ENVIRONMENTAL

CLEARANCE DOCUMENTS
Task 1 – Project Management
Task 1.1 Project Management and Meetings
Upon issuance of a Notice to Proceed, CSG will schedule a Kickoff meeting with the City to identify and discuss the project objectives, scope and schedule. At this meeting, points of contact will be established; CSG’s detailed schedule will be reviewed, and expectations communicated. After the meeting, CSG will attend up to five (5) meetings for review of CSG Team deliverables and City staff coordination, stakeholder coordination. CSG will always be responsible for coordination with clear and consistent communication with the City to discuss the progress of the bridge repair development and upcoming action items.

EXHIBIT A Page 9 of 65 EXHIBIT 1
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7 Task 1.2 Quality Control
CSG will perform quality assurance and quality control before each milestone submittal and in conformance to City and Caltrans standards. All deliverables will be reviewed by our QA/QC Reviewer/Manager for completeness, paying attention to see that all bid items are properly defined, and payment sections of the specifications cover all significant cost elements and major items of work. QA/QC Reviewer/Manager will sign the City’s PS&E Quality Assurance/Quality Control Checklist/Documentation, PS&E Checklist, Plan Checklist for Title Sheet, Review Comments and Responses Form, and PS&E Cross Check Form at each deliverable submittal as described above.

Task 1 Deliverables:
• Kick-off and submittal of meeting agendas and minutes • Signed PS&E Quality Assurance/Quality Control Checklist/Documentation at Each Deliverable Submittal
Task 2 – Review Existing Documents
Under Task 2, CSG will review any available as-builts, Caltrans and/or City inspection or maintenance reports for the four City-owned bridges. Potential preventive maintenance work items include minor repair of structural elements, deck repair and sealing, spall repair, joint seal repair, erosion countermeasures, barriers and guardrail, etc. Any major structural deficiencies such as potential seismic vulnerability will be immediately reported to the City.

To ensure a successful bridge repair project, Task 2 includes a thorough discussion with City staff to clearly establish the potential repair scope, repair concepts, schedule, management, and review of existing information about the City's bridges. CSG will prepare a brief memo confirming BPMP repair eligibility per current BPMP guidelines for the City’s four BPMP bridges.

Task 2 Deliverables:
• Brief memo confirming BPMP repair eligibility
Task 3 – Bridge Field Inspections
After available information for the bridges has been reviewed under Task 2, CSG staff will visit each bridge site, perform inspections as needed to confirm the required repairs and complete Bridge Field Inspection Forms. The purpose of the site reviews is to verify previously identified repairs needed, identify additional potential repairs and to assess site conditions that may affect repair construction and make any needed updates to previous recommendations.

The site review will follow Caltrans procedures and include determining the type and extent of repairs needed, a check for evidence of concrete deterioration and observing horizontal and/or vertical obstructions.

The channel bottom will be probed to the extent possible if there is evidence of localized scour adjacent to any supports. Maintenance items that are already noted in the City’s existing inspection reports will be assessed as well.

Inspections of the bridges will focus on confirming Caltrans work recommendations and noting other deficiencies not captured in the Caltrans inspection. Some of the City’s NBI bridges are in Poor Condition and are considered Structurally Deficient. The cause of this condition is often related to a poor deck condition but can also be an indication that the bridge needs rehabilitation and possibly replacement. CSG will consider all of these existing conditions when making final work recommendations for the bridges.

All accessible areas of the structure will be observed. No destructive or non-destructive testing or structural analysis is included in the bridge inspection and evaluations.

In addition to confirming and identifying the required maintenance repairs, the following observations will be made for each site to consider in the future funding and design phases:
• Traffic control requirements
• Right-of-Way impacts and access issues
• Environmentally sensitive areas of impact and potential permit requirements • Obstructions to construction and/or clearance issues
EXHIBIT A Page 10 of 65 EXHIBIT 1
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8 • Utility conflicts
• Other Site Constraints
Task 3 Deliverables:
• Bridge Field Inspection forms for the City’s four BPMP bridges Task 4 – Survey
UNICO will perform topographic surveys and right of way surveys at each bridge site.

UNICO will perform mapping research, horizontal and vertical control, boundary and right of way surveying, along with topographic surveying and mapping. UNICO will utilize GPS and conventional survey methods to perform our work. UNICO will coordinate closely with the City of Stockton (City) to attain the necessary mapping, documentation, traffic control and permitting required for this project. UNICO will also provide regular survey status, progress reports, updates and schedules.

UNICO will attain current County right of way maps, deeds, record of surveys, parcel maps and other relevant mapping information along the project limits to determine the right of way boundaries.

A right-of-way base map will be prepared to assist with searching for monuments and right-of-way boundaries. GPS and conventional surveys will be performed to locate monuments, pins, wells, fences and other boundary markers necessary to resolve and map the right of way and adjacent parcels. All found monuments that lie within the project footprint will be surveyed and noted in base map for insertion into engineering design plan set.

The right of way map will be prepared from record information from available County and City records. Title reports will not be used as part of the resolution and mapping. In the event the project impacts the right of way and adjacent private properties, UNICO will request current title reports be provided for any property impacted by the project as an additional service.

A design level topographic survey will be performed at each of the 4 bridge locations utilizing conventional (non-aerial) field surveying methods. UNICO will review any survey information or drawings available from the City and utilize as necessary. UNICO will locate and map all topographic features necessary to complete the design and repairs.

Task 4 Deliverables:
• Control Table and Report
• AutoCAD Right of Way Base Map
• Points Files
• Maps, Deeds and Record Information
• Pre-Construction Corner Record Cards or Record of Survey if Necessary Task 5 -Utility Coordination
Task 5.1 Utility Coordination:

CSG will coordinate with all utility companies with facilities that may be impacted by the bridge repairs that have facilities within the project area to request mapping of their facilities in the area, identify and minimize utility conflicts, and notify utility companies of facilities or covers which need to be relocated or adjusted to grade because of the proposed improvements. Utilities impacted by the proposed improvements within the project area will be shown on improvement plans.

CSG will prepare and submit a project limit map showing the project area to request utility information from utility companies. During the preliminary 30% design stage, prepare and submit Utility Letter “A” to the City for review prior to sending the letter to the utility companies. Utility information received from the utility companies will be shown on a base map in both plan and profile views. During the 65% design phase, CSG will prepare Utility Letter “B” and submit to the City for review prior to sending it to utility companies. During the 90% design phase, CSG will prepare and submit Utility Letter “C” to the City for review prior to sending it to utility companies. Two sets of half-sized 100% plans will be submitted with Letter “C” to utility companies to EXHIBIT A Page 11 of 65 EXHIBIT 1
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9 indicate whether any changes to the design plans have been made and request written confirmation of utility relocations if any, and utility relocation schedule. Provide copies of all utility data obtained from the utility companies to the City for the record. Locations and depths of existing utilities based on the utility pothole data will be shown on the design plans.

Task 5.2 – Utility Potholing
BESS Test Lab will pothole up to two potholes per bridge (8 potholes total) based upon information determined during the 30% design development and information gained from coordination with the utility companies. The utilities are not known at this time, but based on site visits, 8 total potholes should be sufficient for this project.

Task 5 Deliverables:
• Prepare Utility A, B, and C Letters
• Prepare Relocation Exhibits if needed
• Utility Map confirmed with potholing information for 2 utilities at each bridge site location.

Task 6 -Geotechnical and ISA Hazardous Material Reports Task 6.1 – ISA Hazardous Material Report
PARIKH Consultants will prepare one Phase I Initial Site Assessment (ISA) report for each bridge location.

Generally, the objective of the ISA will be to determine the presence or likely presence of any hazardous substances or petroleum products within the project limits. Data will be ordered from Environmental Data Research, Inc. (EDR Inc.). No field exploration involving soil or material disturbance or testing is included in this phase of the work.

Task 6.2 Geotechnical Investigation
After reviewing the available information, we have summarized the • Pershing Avenue over Smith Canal (Br. No. 29C0242, located at 37.966222, -121.313907): Asbuilt data is available. However, the available boring data were obtained by non-standard sampling near the bottom of the canal.
• San Joaquin Street over Mormon Slough (Br. No. 29C0237, located at 37.946615, -121.285423):

No as-built boring data is available, and the closest available data is about 1,500 feet north of the site.
• Manthey Road over Walker Slough (Br. No. 29C0400, located at 37.916915, -121.291452): Asbuilt LOTB were obtained from the Caltrans GeoDOG website, including one boring and one CPT. • Airport Way over Duck Creek (Br. No. 29C0093 L/R, located at 37.923398, -121.264009): No asbuilt boring data is available.

Per discussion with the design team, the following approaches are being considered:

Approach Alternative 1:

If engineering analyses are required to evaluate the stability of the abutments with proposed grading, field explorations should be performed for bridges 29C0242, 29C0237, and 29C0093.

Approach Alternative 2:

If the primary goal is to restore the condition to the original configuration:
• For bridges 29C0242 and 29C0237, the as-built plans show their original design. If the proposed work is limited to repairing the current conditions with minimal earthwork or grading, a full geotechnical engineering evaluation is likely unnecessary. In such cases, geotechnical recommendations will only address earthwork and grading, without requiring additional site investigations.
• For bridges 29C0400 and 29C0093 L/R, the as-built plans do not show the original sections. As a result, engineering evaluations are expected to be necessary for both locations.

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10 o For 29C0400, the available as-built data can serve as the basis for an engineering evaluation.
o For 29C0093 L/R, site explorations should be considered to gather sufficient data for evaluation.

The detailed scope of work is presented below:

Research/Data Review:

PARIKH will review published geologic maps and available as-built boring data, including previous studies in the project vicinity from the City’s database if provided.

Permits and Utility Clearances:

Encroachment Permit:
• PARIKH will apply for the City’s encroachment permit. It is assumed that the encroachment permit fee will be waived by the City to perform the geotechnical field explorations.
• Traffic control is expected. , and the traffic control plans will be prepared by an outside vendor.

Drilling Permit: PARIKH will apply for the drilling permit from the San Joaquin County Environmental Health Department.

Utility Clearance: PARIKH’s field engineer will mark the exploration locations and contact Underground Service Alert (USA) for the utility clearance. A private utility locator is not included in the scope since all locations are expected to be within the public right-of-way. Removing the USA marking is not included in the scope.

Field Explorations:

Where additional geotechnical explorations are needed, one Cone Penetration Test (CPT) and a Seismic CPT are planned at each bridge location to verify the subsurface conditions and to measure the shear wave velocities. Based on the design approaches, the proposed explorations are summarized below:

Location Design Approach 1 Design Approach 2
Pershing Avenue over
Smith Canal (Br. No.
29C0242)
One CPT & one
SCPT -
San Joaquin Street over
Mormon Slough (Br. No.
29C0237)
One CPT & one
SCPT -
Manthey Road over Walker
Slough (Br. No. 29C0400) - -
Airport Way over Duck
Creek (Br. No. 29C0093 L/R)
One CPT & one
SCPT
One CPT & one
SCPT
Temporary lane closures will be in place while drilling. PARIKH will engage a vendor to provide traffic control with flaggers during the field exploration. We assumed that the field exploration would be completed between regular business hours, i.e., no night work. If drilling activities take longer due to unforeseen conditions, an additional budget will be needed.

The GPS coordinates will be recorded using the cellphone. Our scope does not include a survey of the locations. Please note that the actual boring locations are subject to utility conflict and site access.

It is assumed that the pavement will be restored by cold AC patch or concrete. The use of hot asphalt mix (HMA) for pavement restoration is not included in the cost estimate.

The average shear wave velocity (VS30m) will be measured from the CPTs and also based on the correlations from the boring data.

Please note that no in-situ percolation tests are planned at this time. The percolation rates will be estimated based on laboratory hydraulic conductivity test results.

Laboratory Testing:

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11 No soil samples will be collected from the CPT testing. Two particle size analyses will be performed on the grab samples collected by hand tools near the creek bed.

Soil Analysis/Evaluation:

Based on our experience, engineering analyses may be required based on the proposed improvements:

Location Design Approach 1 Design Approach 2
Pershing Avenue over
Smith Canal (Br. No.
29C0242)
• Seismic design
criteria
• Seismic hazards:
(liquefaction and
seismic slope
stability)
• Earthwork
Recommendations
• Earthwork
San Joaquin Street over Recommendations
Mormon Slough (Br. No.
29C0237)
Manthey Road over
Walker Slough (Br. No.
29C0400)
• Seismic design
criteria
• Seismic hazards:
(liquefaction and
seismic slope
stability)
• Earthwork
Recommendations
Airport Way over Duck
Creek (Br. No. 29C0093
L/R)
Geotechnical Assessment Memorandum
PARIKH will prepare one (1) Geotechnical Assessment Memorandum for each structure. The CPT results and the analysis results will be included. A draft memorandum will be submitted for the design team and the agency’s review. The memorandum will be updated and finalized based on the review comments and design updates, if any.

Task 6 Deliverables:
• Four (4) Phase I ISA Reports
• Four (4) Geotechnical Assessment Memorandums, draft and final Task 7 -Hydrology and Hydraulic Study Report
Task 7.1: Draft Location Hydraulic Study and Summary Floodplain Encroachment Reports:

Schaaf & Wheeler will provide a draft copy of the LHSSFER for review and comment by the City and project team. Schaaf & Wheeler will review and incorporate feedback and provide a revised draft report for circulation and comment. It is assumed that adequate topography of the channels and geometry of the bridges will be readily available. Hydrology and hydraulic modeling will utilize regional data and HEC-RAS 1D/2D. Modeling will extend approximately 300 feet upstream and downstream of each bridge.

Task 7.2: Final Location Hydraulic Study and Summary Floodplain Encroachment Report:

Schaaf & Wheeler will provide a final LHSSFER for submission to Caltrans incorporating comments from the previous draft reviews by the project team.

Task 7 Deliverables:

Draft and Final Location Hydraulic Study and Summary Floodplain Encroachment Report (LHSSFER) for four bridges.

Task 8 -30% Design Plans
Task 8.1 - 30% Preliminary Plans and Cost Estimate
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12 CSG will prepare a 30% plan sheet set that incorporates the technical engineering, hydraulic, geotechnical and environmental reports and findings. CSG will prepare conceptual plans for the deck seals, joint seal replacement, fire damage and embankment repair for the City’s approval before proceeding to the Final design phase Key to this phase of the work is ensuring that all repairs fall withing the approved BPMP funding scope and available fund.

Upon receipt of City approval of the conceptual repairs, CSG will prepare preliminary plans for the Project.

These preliminary plans will provide enough data to convey a complete scope of the Project. Concurrent with the development of the 30% plans, CSG will prepare a preliminary construction cost estimate.

PHASE 2 - FINAL DESIGN & PERMITTING
Task 9 – Final Design and PS&E Development
After acceptance of the 30% Preliminary Plans, CSG will begin the final design work and preparation of the Final PS&E. This phase will include the development of the civil plans and the preparation of Special Provisions to accompany the State of California Standard Specifications.

The initial step of the final design phase will be the development of the first (60%) submittal of the plans, special provisions, and estimate (PS&E).

Task 9.1 - 65% Preliminary Plans, Special Provisions & Estimate Concurrently with the preliminary design efforts, CSG will prepare the 65% Civil and Structural PS&E. This task will also include the preparation of Special Provisions to accompany the State of California Standard Specifications. Environmental mitigation measures, if required, will be incorporated into the development of these documents.

Plans
The plan sheets will be prepared in English units. CSG intends to use AutoCAD Civil 3D.

Special Provisions
CSG will use the most current version of the Standard Special Provisions available from Caltrans and will revise the Standard Special Provisions to meet the requirements for this Project. The special provisions document will be developed using Microsoft Word.

Cost Estimate
Along with the plans and special provisions, a detailed construction cost will be developed. This estimate will be based on quantity take-off calculations performed and checked by the designer and unit cost information for each of the items listed. The unit cost data will be based on past relevant experience with similar projects, including any of the City construction cost data, and the latest version of Contract Cost Data as prepared by Caltrans.

Task 9.2 - 65% PS&E Submittal
Upon completion of this portion of work and after the environmental documents have been approved, CSG will submit for review and comment on the 65% PS&E package.

Task 9.3 - Response to Review Comments/95% PS&E Revisions Upon receipt of the City and other review agency comments on the 65% complete project documents, revisions will be made to the Plans, Special Provisions, and Estimate in preparation for the 95% submittal package. A written response will be prepared by the designer addressing the reviewer or checker comments.

The project Special Provisions will also be finalized in Caltrans’ standard format for inclusion in the Bid Documents along with the boilerplate portion provided by The City.

A complete set of checked Plans, Specifications, and Construction Cost Estimate will be submitted to the City and Caltrans for final review and approval.

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13 Task 9.4 - 100% Final PS&E
Design comments on the 95% PS&E submittal made by the City and other agency reviewers will be incorporated as appropriate. The final drawings, special provisions, and estimates will be prepared in accordance with the Local Programs Manual and presented to the City at the completion of the design phase of the project. All documents will be stamped and signed by a licensed civil engineer registered in California.

Quality control task will be performed as described on Task 1.2.

TASK 10 - REGULATORY AGENCY PERMITTING
Task 10.1 - Project Description Development
WRA will then develop a data request to obtain necessary information to prepare a Project Description suitable for use in completing required environmental technical studies and permit applications. Our team will work closely and iteratively with the Client to draft a Project Description that includes all elements necessary to comply with environmental review and permitting requirements. The Project Description will include the following:
• Project Location and Site Characteristics: Project location, size, zoning, relationship to other plans and uses
• Project Characteristics: Project components, including building height, number of dwelling units, amenities, parking, existing and proposed trees
• Project Construction: Phases, excavation, foundations, schedule, staging, construction equipment, vehicle trips
A draft of the Project Description will be submitted to the City for review. Upon receipt of comments, WRA will revise the Draft Project Description and prepare a Final Project Description, which will be the basis for evaluating the project for environmental review and permitting purposes. This task assumes that drawing sets, plans, renderings, and project details will be provided by the Client. This task also assumes preparation of a Draft Project Description and a Final Project Description will be sufficient. Additional iterations or changes to the project are not included in the scope. The Project Description will also be made available to the City for processing of California Environmental Quality Act documentation.

Task 10.2 -Site Visit and Natural Environment Study
WRA will conduct a biological site assessment in the project area to determine (1) habitat types present within the project area, (2) special status plant and wildlife species that may be present in the project area, and (3) presence of sensitive habitats subject to regulation by special jurisdictions, such as wetlands. Prior to the site visit, a desktop analysis will be conducted using reputable publicly available databases to determine special status species and sensitive habitats with potential to occur in the project area. The focus of the site assessment will be habitat mapping, documenting plant and wildlife species present, and identifying and mapping jurisdictional boundaries of waterways or wetlands regulated by the Corps, RWQCB, and CDFW. Site mapping will be done through the use of sub-meter accuracy GIS units. Cost assumes a one-day assessment for two biologists to cover all four bridge repair sites Based on results of the field evaluation, WRA will prepare two draft and one final NES reports (one draft for City review, one draft for Caltrans review) that presents the results of the site assessment in the standard Caltrans format. Based on the Caltrans Preliminary Environmental Study (PES), we assume that one NES will be used to cover all four bridges. The NES report will summarize findings from the literature review and site visit and will address the quantity and type of habitats and/or special status species to be impacted (permanent, temporary, direct, indirect, and cumulative impacts). The NES will provide regulatory permitting requirements, and impact avoidance/minimization recommendations and mitigation measures for unavoidable impacts.

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14 Task 10.3 - Caltrans Biological Assessment
Based on the PES, Caltrans has determined that a Biological Assessment is necessary. WRA will prepare the BA to Caltrans standards for Section 7 compliance. The BA will address potential effects of the Project on federal listed species identified as having the potential to be present based on the NES. The BA will include discussions of the species life histories, potential impacts from project construction, and proposed avoidance and minimization measures based on the NES as well as input from consulting resource agencies. A BioAcoustic Evaluation will also be included as a component of the BA. Based on the PES, we assume that one single BA will be prepared covering all four bridge locations.

Task 10.4 - Section 404 Delineation Report
Based on a review of the bridge locations, we anticipate that a wetland delineation will be required. The Corps of Engineers has published guidance on the indicators that are used to determine the presence of wetlands (Corps of Engineers, 1987 and 2006). These indicators include wetland plants, wetland hydrology, and wetland soils. WRA will conduct an on-site inspection to evaluate the presence, if any, of the indicators used by the Corps to determine wetland presence. WRA staff will review the data collected to determine areas which meet the criteria required in the Corps manual. A report will be prepared in accordance with the format required by the local Corps District. The report will include a delineation map submitted on either aerial photography or 100-scale topographic maps using one-foot contours or a suitable aerial photograph and sample point data sheets with the results of the field investigations. WRA will prepare a draft report for review by the client. Once approved for submittal, WRA will submit the delineation and request that the Corps conduct a site verification of the proposed delineation. WRA will attend the site visit and discuss its findings with Corps staff. A final map will be prepared following the site inspection by the Corps to reflect any modifications agreed to in the field, assuming those modifications are minor.

Task 10.5 - CDFW Lakebed and Stream Alteration Agreement Permit Application WRA will prepare a Lakebed and Stream Alteration Agreement (LSAA) permit application for compliance with Section 1602 of the California Fish and Game Code. Based on past experience with CDFW, we assume that the agency will require four separate application submittals through the CDFW Environmental Permit Information Management System (EPIMS) for each individual bridge repair project. This is likely to entail the final issuance of four separate LSAA permits. Based on past experience, it is assumed that CDFW will accept the NES as the primary analysis document supporting the application package, though other background documentation, such as the Location Hydraulic Study, may be required to support the applications. This task also assumes response to up to one Notice of Incomplete Application, review of Draft LSAAs for each bridge, and one round of negotiation with CDFW regarding details of permit requirements.

Task 10.6 - RWQCB Section 401 Water Quality Certification Permit Application WRA will prepare a Water Quality Certification Permit Application for the RWQCB for compliance with Clean Water Act Section 401. The Caltrans NES/BA will be submitted as an attachment for the 401 application with the assumption that this will satisfy RWQCB requirements for supplemental information, though other background documentation, such as the Location Hydraulic Study, may be required to support the applications. It is assumed that the level of potential impacts to aquatic resources will remain below the level where an alternatives analysis would be required. This task includes time for up to one Incomplete Application Letter and response, as well as coordination for final permit issuance.

Task 10.7 - USACE Section 404 Nationwide Permit 14 Application The Project is assumed to be classified as a Corps. recognized “Linear Transportation Project” qualifying it for Nationwide Permit 14 (NWP 14). WRA will prepare and submit application materials for NWP 14 to the Corps.

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15 through their Regulatory Request System (RRS). It is assumed that all federal agency consultation requirements triggered by the Corps permit will be satisfied by preparation of documentation for Caltrans (e.g., the Biological Assessment). This task includes time for response to one set of clarifying questions from the Corps as well as communications with the Corps with regard to schedule for permit issuance.

Task 10.8 - NEPA Facilitation with Caltrans
WRA will assist Client with facilitating NEPA review by Caltrans. Cost assumes Project will qualify for a Categorical Exclusion under NEPA and a Categorical Exemption under CEQA. This task assumes up to ten meetings with Caltrans staff, City, and/or project team members responsible for preparing the required technical studies as well as associated email communications. This task assumes the studies listed in the PES are the extent of studies that will be required by Caltrans and that the project will not result in changes to federal flood control projects that would require a Section 408 consultation. As described in the RFP, it is assumed that the City will be responsible for completing CEQA documentation.

TASK 10.9 - Habitat Mitigation and Monitoring Plan
Based on the site location photographs, there is potential that the agencies will require preparation of a Habitat Mitigation and Monitoring Plan (HMMP) focused on revegetation by native riparian species. WRA will prepare a written HMMP describing the extent of project impacts to riparian vegetation, the approach to replanting (including species to be planted, use of irrigation, etc.), and a plan to monitor the replanted species for a period specified by regulatory agency requirements (typically 5 years). This task includes preparation of the written document only; incorporation of the replanting plan into the project design package is assumed to be completed by others, or would be subject to a change order.

Task 10.10 - Client Communications and Project Management Cost for coordination with client and project management requirements for preparation of permitting package and other deliverables. Costs include time for email, phone calls, and requests for information on Project details, up to a total of 40 hours over the course of the project.

PHASE 3 - BIDDING AND CONSTRUCTION SUPPORT
TASK 13 - POST DESIGN SERVICES
Task 13.1 - Bidding Assistance
Upon completion of the final design phase, CSG will provide Bidding Assistance. CSG will assist the City in answering technical questions related to the plans, special provisions, and quantity estimates, and the preparation of required PS&E addendums.

Task 13.2 - Construction Support Services
CSG will provide construction support services for the project. The services for this task include:
• Making field visits to the construction site
• Attending construction meetings
• Responding to contractors’ requests for information (RFI’s) • Reviewing contractor submittals and shop drawings.
• Reviewing and addressing contractor requested change orders • Visiting the Project to determine whether the work is substantially complete and preparing a punch list of items to be completed prior to final acceptance. • Preparing as-built drawings based on Resident Engineer red lines at the completion of the project.

Files will be delivered in AutoCAD format.

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16 Exclusions
• Landscape Architecture Services
• Temporary and Permanent ROW Negotiation/Acquisition
• Traffic Impact Study/Report
• Traffic Control Plans
• Planting plan or habitat mitigation and monitoring plan • Construction Management and Inspection
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EXHIBIT B

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ID Task Name Duration Start Finish
1 Proposals Due 0 days Wed 1/29/25 Wed 1/29/25
2 Consultant Selection 1 wk Thu 1/1/26 Wed 1/7/26
3 NTP 0 wks Mon 3/16/26 Mon 3/16/26
4 Phase 1 200 days Wed 4/1/26 Tue 1/5/27
5 Kick-off Meeting 1 wk Wed 4/1/26 Tue 4/7/26
6 Right of Entry 2 wks Wed 4/8/26 Tue 4/21/26
7 Survey 25 days Wed 4/22/26 Tue 5/26/26
8 Topographic Survey 2 wks Wed 4/22/26 Tue 5/5/26
9 Develop Base Maps 3 wks Wed 5/6/26 Tue 5/26/26
10 Geotechnical 40 days Wed 11/11/26 Tue 1/5/27
11 Draft Geotechnical Memos 4 wks Wed 11/11/26 Tue 12/8/26 12 Final Geotechnical Memos 4 wks Wed 12/9/26 Tue 1/5/27 13 Hydraulics 70 days Wed 4/8/26 Tue 7/14/26
14 Reconnaissance 2 wks Wed 4/8/26 Tue 4/21/26
15 Preliminary Analysis 1 wk Wed 5/27/26 Tue 6/2/26
16 Draft Hydraulic Report 2 wks Wed 6/3/26 Tue 6/16/26
17 Final Hydraulic Reports 2 wks Wed 7/1/26 Tue 7/14/26 18 Preliminary Engineering 75 days Wed 4/8/26 Tue 7/21/26 19 Project Description 1 wk Wed 4/8/26 Tue 4/14/26
20 30% Plans 3 wks Wed 6/17/26 Tue 7/7/26
21 City Review 2 wks Wed 7/8/26 Tue 7/21/26
22 Phase 2 260 days Wed 7/8/26 Tue 7/6/27
23 Environmental 260 days Wed 7/8/26 Tue 7/6/27
24 Technical Studies 4 mons Wed 7/8/26 Tue 10/27/26
25 CEQA (NOE) 2 mons Wed 9/2/26 Tue 10/27/26
26 NEPA (NOE) 2 mons Wed 10/28/26 Tue 12/22/26
27 Permitting 9 mons Wed 10/28/26 Tue 7/6/27
28 Final Design (PS&E) 100 days Wed 10/14/26 Tue 3/2/27 29 Bridge Maintenance Repair Design 6 wks Wed 10/14/26 Tue 11/24/26 30 Submit 60% 5 wks Wed 11/25/26 Tue 12/29/26
31 City Review 2 wks Wed 12/30/26 Tue 1/12/27
32 Submit 90% 4 wks Wed 1/6/27 Tue 2/2/27
33 City Review 2 wks Wed 2/3/27 Tue 2/16/27
34 Submit Final Plans (100%) 2 wks Wed 2/17/27 Tue 3/2/27 35 Advertise 0 wks Tue 7/6/27 Tue 7/6/27
3/16
7/6

D J F M A M J J A S O N D J F M A M J J
Half 1, 2026 Half 2, 2026 Half 1, 2027 Half 2, 2027
Task
Critical Task
Milestone
Summary
Rolled Up Task
Rolled Up Critical Task
Rolled Up Milestone
Rolled Up Progress
Split
External Tasks
Project Summary
Group By Summary
Inactive Task
Inactive Milestone
Inactive Summary
Manual Task
Duration-only
Manual Summary Rollup
Manual Summary
Start-only
Finish-only
Progress
Deadline
Stockton Bridge BPMP Phase IV
Project Schedule
Project: Rodgers Schedule
Date: Fri 1/16/26

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REV 2024-03-25
Insurance Requirements
Bridge Rehabilitation and Replacement Program Phase IV
Project No. WT18001 / Federal Project No. BPMP-5008(201) (Professional Services)
Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees.

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.
(Not required if consultant provides written verification it has no employees)

4. Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $5,000,000 per occurrence or claim, $5,000,000 aggregate.

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

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REV 2024-03-25
Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insured Status
The City of Stockton, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). Additional insured Name of Organization shall read “City of Stockton, its officers, officials, employees, and volunteers.” Policy shall cover City of Stockton, its officers, officials, employees, and volunteers for all locations work is done under this contract.

Primary Coverage
For any claims related to this contract, the Contractor’s insurance coverage shall be primary and non-contributory and at least as broad as ISO CG 20 01 04 13 as respects the City of Stockton, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City of Stockton, its officers, officials, employees, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it. This requirement shall also apply to any Excess or Umbrella liability policies. The City of Stockton does not accept endorsements limiting the Contractor’s insurance coverage to the sole negligence of the Named Insured.

Umbrella or Excess Policy
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Stockton.

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Waiver of Subrogation
Contractor hereby grants to City of Stockton a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Stockton by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Stockton has received a waiver of subrogation endorsement from the insurer.

Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City of Stockton. The City of Stockton may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City of Stockton. The CGL and any policies, including Excess liability policies, may not be subject to a self-insured retention (SIR) or deductible that exceeds $25,000 unless approved in writing by City of Stockton. Any and all deductibles and SIRs shall be the sole responsibility of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties. City of Stockton may deduct from any amounts otherwise due Contractor to fund the SIR/deductible. Policies shall NOT contain any self-insured retention (SIR) provision that limits the satisfaction of the SIR to the Named. The policy must also provide that Defense costs, including the Allocated Loss Adjustment Expenses, will satisfy the SIR or deductible. City of Stockton reserves the right to obtain a copy of any policies and endorsements for verification.

Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Stockton.

Claims Made Policies (Professional & Pollution only)
If any of the required policies provide claims-made coverage:

1. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work.

EXHIBIT D Page 24 of 65 EXHIBIT 1
295
REV 2024-03-25
Verification of Coverage
Contractor shall furnish the City of Stockton with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements and copies of the Declarations & Endorsements pages are to be received and approved by the City of Stockton before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City of Stockton reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City of Stockton reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

Subcontractors
Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City of Stockton is an additional insured on insurance required from subcontractors.

Duration of Coverage
CGL & Excess liability policies for any construction related work, including, but not limited to, maintenance, service, or repair work, shall continue coverage for a minimum of 5 years for Completed Operations liability coverage. Such Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

Special Risks or Circumstances
City of Stockton reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

Certificate Holder Address
The address for mailing certificates, endorsements and notices shall be:

City of Stockton
Its Officers, Officials, Employees, and Volunteers
425 N El Dorado Street
Stockton, CA 95202
EXHIBIT D Page 25 of 65 EXHIBIT 1
296
Subject:

CITY OF STOCKTON, CALIFORNIA

CITY MANAGER ADMINISTRATIVE DIRECTIVE
Directive No. HR-15 Page No. 1 of 14
DISCRIMINATION AND Effective Date: Revised From: HARASSMENT POLICY 7/27/09 5/1/2015 4/6/09
3/1/2010
(see below)
PER-015 (Sexual Harassment in the Workplace) revised from 10/21/94, 5/1/95, 1/1/98 PER-037 (Sexual Harassment Investigative Procedures) revised from 2/15/93 I. PURPOSE
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. This policy defines prohibited behavior and conduct, and sets forth a procedure for reporting, investigating and resolving complaints of discrimination, harassment, in the workplace, including retaliation and hostile work environment.

II. POLICY
A. The City of Stockton prohibits any form of discrimination and/or harassment of any person based on race, religious creed, color, national origin, ancestry, military and veterans status, physical or mental disability, medical condition, genetic characteristics or information, denial of family and medical care leave, marital status, sexual orientation, sex (including gender, gender identity, gender expression, transgender, pregnancy, childbirth and breastfeeding), political affiliation, age (40 and older), concerted labor activity, or any other category or attribute consistent with state or federal law.

All such discrimination and harassment is unlawful and shall not be tolerated. In addition, under the federal Affordable Care Act (ACA), the City of Stockton prohibits discrimination and/or harassment, or retaliation against an employee who obtains coverage, receives a tax credit or subsidy through the Health Care "Market Place" or "Exchange."
B. It is an unlawful employment practice to discriminate against or to harass an unpaid intern or volunteer on the basis of any legally protected classification unless an exception applies, such as a bona fide occupational qualification.

C. The City will neither tolerate nor condone discrimination and/or harassment of employees by managers, supervisors, co-workers, or non-employees with whom City employees have a business service, or professional relationship.

D. All City employees and non-employees share a responsibility to assist in EXHIBIT E Page 26 of 65 EXHIBIT 1
297
Subject:

CITY OF STOCKTON, CALIFORNIA

CITY MANAGER ADMINISTRATIVE DIRECTIVE
Directive No. HR-15 Page No. 2 of 14
DISCRIMINATION AND Effective Date: Revised From: HARASSMENT POLICY 7/27/09 5/1/2015 4/6/09
3/1/2010
(see below)
PER-015 (Sexual Harassment in the Workplace) revised from 10/21/94, 5/1/95, 1/1/98 PER-037 (Sexual Harassment Investigative Procedures) revised from 2/15/93 maintaining an employment environment free of discrimination and harassment. This policy applies to all aspects of City employment, including, but not limited to, hiring, reassignment, placement, promotion, employment action, disciplinary action, layoff, reemployment, transfer, leave of absence, compensation and benefits, training; or other terms of treatment of that person in an unpaid internship, or another limited duration program to provide unpaid work experience for that person, or the harassment of an unpaid intern or volunteer.

E. All allegations of discrimination and/or harassment shall be investigated immediately by the City, in accordance with this policy. If it is determined that any prohibited activity has occurred, remedial action shall be taken. Such action may include discipline up to and including discharge. In addition, under applicable law, individual supervisors and employees may be subject to personal liability and/or punitive damages in any litigation arising as a result of such conduct.

F. All new hires shall attend harassment awareness training, and supervisors and managers shall attend harassment awareness and prevention training for supervisors every two years.

G. The City of Stockton prohibits retaliation against any employee or nonemployee by another employee, non-employee, supervisor, or manager for reporting, filing, testifying, assisting or participating in any manner in any investigation, proceeding, or hearing conducted by the employer or a federal or state enforcement agency.

H. This policy applies to all officials, employees, volunteers, unpaid interns, agents, or contractors of the City.

I. This policy shall be administered by the Director of Human Resources.

EXHIBIT E Page 27 of 65 EXHIBIT 1
298
Subject:

CITY OF STOCKTON, CALIFORNIA

CITY MANAGER ADMINISTRATIVE DIRECTIVE
Directive No. HR-15 Page No. 3 of 14
DISCRIMINATION AND Effective Date: Revised From: HARASSMENT POLICY 7/27/09 5/1/2015 4/6/09
3/1/2010
(see below)
PER-015 (Sexual Harassment m the Workplace) revised from 10/21/94, 5/1/95, 1/1/98 PER-037 (Sexual Harassment Investigative Procedures) revised from 2/15/93 Ill. DEFINITION AND EXAMPLES OF DISCRIMINATION AND HARASSMENT A. "Discrimination," as used in this policy, is any action, behavior, practice, or process that is intended to deny, or results in the denial of, employment rights, privileges, or benefits because of a person's race, religious creed, color, national origin, ancestry, military and veterans status, physical or mental disability, medical condition, genetic characteristics or information, denial of family and medical care leave, marital status, sexual orientation, sex (including gender, gender identity, gender expression, transgender, pregnancy, childbirth and breastfeeding), political affiliation, age (40 and older), concerted labor activity, or any other prohibition identified under state and federal law. The following are examples of conduct that may constitute discrimination:

1. Soliciting applications from a source where all or most of potential workers are of the same race or color.

2. Considering a person's gender as the basis for differences in pay, work assignments, performance evaluations, training, discipline, or any other area of employment; and

3. Questioning a job applicant about the existence, nature and severity of a disability.

B. "Harassment," as used in this policy, consists of any conduct affecting another person because of his or her race, religious creed, color, national origin, ancestry, military and veterans status, physical or mental disability, medical condition, genetic characteristics or information, denial of family and medical care leave, marital status, sexual orientation, sex (including gender, gender identity, gender expression, transgender, pregnancy, childbirth and breastfeeding), political affiliation, age (40 and older), concerted labor activity, or any other category or attribute identified under state and federal law when such conduct has the purpose or the effect of: (1) creating an intimidating, hostile or offensive work environment; (2) unreasonably interfering with the employee's or non-employee's work performance; or (3) EXHIBIT E Page 28 of 65 EXHIBIT 1
299
Subject:

CITY OF STOCKTON, CALIFORNIA

CITY MANAGER ADMINISTRATIVE DIRECTIVE
Directive No. HR-15 Page No. 4 of 14

DISCRIMINATION AND
HARASSMENT POLICY Effective Date: Revised From:
7/27/09
5/1/2015 4/6/09
3/1/2010
(see below)
PER-015 (Sexual Harassment in the Workplace) revised from 10/21/94, 5/1/95, 1/1/98 PER-037 (Sexual Harassment Investigative Procedures) revised from 2/15/93 otherwise adversely affecting an employee's or non-employee's employment opportunities.

Harassment may take many forms, including, but not limited to, the following examples:

1. Verbal Harassment: Epithets, derogatory and offensive comments or slurs based on race, religion, color, national origin, ancestry, physical or mental disability, marital status, pregnancy, medical condition, gender, sexual orientation, political affiliation, age, or any other category or attribute identified under state and federal law.

2. Physical Harassment: Assault, impeding or blocking movement that results in the physical interference with normal work or movement on the basis of race, religion, color, national origin, ancestry, physical or mental disability, marital status, pregnancy, medical condition, gender, sexual orientation, political affiliation, age, or any other category or attribute identified under state and federal law.

3. Visual Harassment: The displaying of posters, photography, notices, bulletins, e-mails, cartoons or drawings with derogatory and offensive content based on race, religion, color, national origin, ancestry, physical or mental disability, marital status, pregnancy, medical condition, gender, sexual orientation, political affiliation, age, or any other category or attribute identified under state and federal law.

C. "Sexual harassment," as used in this policy, is a subcategory of harassment, and is specifically defined by law as unwanted sexual advances, requests for sexual favors or visual, verbal or physical conduct of a sexual nature when:

1. Submission to such conduct is made a term or condition of employment; or

2. Submission to or rejection of such conduct is used as a basis for employment decisions affecting the individual; or
EXHIBIT E Page 29 of 65 EXHIBIT 1
300
Subject:

CITY OF STOCKTON, CALIFORNIA

CITY MANAGER ADMINISTRATIVE DIRECTIVE
Directive No. HR-15 Page No. 5 of 14

3. Such conduct has the purpose or effect of unreasonably interfering with an employee's or non-employee's work performance or creating an intimidating, hostile or offensive working environment because of the persistent, severe or pervasive nature of the conduct.

Examples of Sexual Harassment include, but are not limited to the following:
a. Unwelcome sexual overtures or propositions.
b. Offering employment benefits or status in exchange for sexual favors.
c. Making or threatening retaliation after a negative response to sexual advances.
d. Visual conduct such as leering, making sexual gestures, displaying sexually suggestive objects or pictures, cartoons, calendars or posters.
e. Verbal conduct such as using epithets or slurs, telling sexually explicit jokes, or making derogatory or suggestive comments about a person's body or dress.
f. Written communications of a sexual nature distributed in hard copy, soft copy or via a computer network.
g. Verbal abuse of a sexual nature, graphic verbal commentary about an individual's body, sexually degrading words to describe an individual, suggestive or obscene letters, notes or invitations.
h. Physical conduct such as touching, assaulting, impeding or blocking movements.

EXHIBIT E Page 30 of 65 EXHIBIT 1
301
Subject:

CITY OF STOCKTON, CALIFORNIA

CITY MANAGER ADMINISTRATIVE DIRECTIVE
Directive No. HR-15 Page No. 6 of 14
DISCRIMINATION AND Effective Date: HARASSMENT POLICY Revised From:
7/27/09
5/1/2015 4/6/09
3/1/2010
(see below)
PER-015 (Sexual Harassment in the Workplace) revised from 10/21/94, 5/1/95. 1/1/98 PER-037 (Sexual Harassment Investigative Procedures) revised from 2/15/93 i. Retaliation for making harassment reports or threatening to report harassment.

D. Affordable Care Act (ACA) Anti-Retaliation
Pursuant to section §1558 of the Affordable Care Act, the City prohibits discrimination or retaliation towards any employee who:

1. Receives a health insurance tax credit or subsidy through the Health Care "Marketplace" or "Exchange", by which can trigger a penalty payable by the employer;

2. Reports potential violations of protections afforded under Title I of the Act, which provides guaranteed availability protections among other things;

3. Testifies in a proceeding concerning such violation;

4. Assists or participates in a proceeding concerning a violation; or

5. Objects to, or refuses to participate in, any activity, policy, practice, or assigned task that the employee reasonably believes to be in violation of any provision of the Title I of the Act.

An employee who believes that he or she has been discharged or otherwise discriminated against in violation of section §1558 of the Affordable Care Act may seek relief in accordance with the procedures, notifications, burdens of proof, remedies, and statutes of limitation set forth in section 2087(b) of title 15, United States Code.

IV. REPORTING AND COMPLAINT PROCEDURES
A. Immediate Action Required
The City's reporting and complaint procedures provide for an immediate, thorough and objective investigation of discrimination or harassment claims, appropriate disciplinary action taken against any person found to have engaged in prohibited behavior, and appropriate alternative remedies to any EXHIBIT E Page 31 of 65 EXHIBIT 1
302
Subject:

CITY OF STOCKTON, CALIFORNIA

CITY MANAGER ADMINISTRATIVE DIRECTIVE
Directive No. HR-15 Page No. 7 of 14
DISCRIMINATION AND Effective Date: Revised From: HARASSMENT POLICY 7/27/09 5/1/2015 4/6/09
3/1/2010
(see below)
PER-015 (Sexual Harassment in the Workplace) revised from 10/21/94, 5/1/95, 1/1/98 PER-037 (Sexual Harassment Investigative Procedures) revised from 2/15/93 employee or non-employee subject to discrimination or harassment. To accomplish this, such incidents must be reported immediately to a supervisor or manager.

1. Employee's and Non-Employee's Responsibilities when Subjected to Discrimination and/or Harassment
a. Employees or non-employees who believe they have been subjected to discrimination or harassment, or are aware of discrimination or harassment against others, shall report the situation immediately to his/her supervisor or manager, except as specified in subsection (b), below. Employees and nonemployees shall report any such incidents occurring in the workplace, whether committed by coworkers, supervisors or managers, or third persons doing business with the City, such as customers or vendors, or other non-employees. If
comfortable doing so, an employee or non-employee who has a complaint of discrimination or harassment is encouraged to directly inform the person(s) engaging in the behavior that such conduct is offensive and insist the behavior to stop.
b. Employees and non-employees must immediately contact a supervisor or manager to register a complaint of discrimination or harassment, unless that supervisor or manager is the individual engaging in the unwanted behavior. In that case, the employee or non-employee may contact someone at the next supervisory level. If the employee or non-employee feels uncomfortable dealing directly with his or her immediate supervisor or manager, he or she may contact the department head, or the Director of Human Resources (or either of their designees) to register a complaint of discrimination or harassment.
c. Employees and non-employees may file a formal complaint of harassment or discrimination with their department head or EXHIBIT E Page 32 of 65 EXHIBIT 1
303
Subject:

CITY OF STOCKTON, CALIFORNIA

CITY MANAGER ADMINISTRATIVE DIRECTIVE
Directive No. HR-15 Page No. 8 of 14

DISCRIMINATION AND
HARASSMENT POLICY Effective Date: Revised From:
7/27/09
5/1/2015 4/6/09
3/1/2010
(see below)
PER-015 (Sexual Harassment In the Workplace) revised from 10/21/94, 5/1/95, 1/1/98 PER-037 (Sexual Harassment Investigative Procedures) revised from 2/15/93 with Human Resources. To assist the City in conducting a thorough investigation, complaints shall be submitted in writing and shall include specific details of the incident(s), the names of the individuals involved, the names of any witnesses, and any documentary evidence (notes, pictures, cartoons, etc.) that will corroborate the allegations.
d. Employees and non-employees shall immediately report any retaliation to a supervisor, manager, department head or Director of Human Resources (or designee). All retaliation complaints shall be immediately, objectively and thoroughly investigated in accordance with the investigation procedures.

If a report of retaliation is substantiated, appropriate disciplinary action, up to and including discharge shall be taken.

2. Supervisor's or Manager's Responsibilities to Eliminate Discrimination and/or Harassment
a. A supervisor or manager is responsible for enforcing the City's discrimination and harassment policy. Supervisors or
managers must ensure that all employees and non-employees are aware of the City's policy through open discussion of the policy at staff meetings and by posting the policy in a conspicuous location accessible to all staff members.
b. A supervisor or manager shall be cognizant of employees' and non-employees' behavior and shall not permit any employee or non-employee under their supervision to be subjected to or engage in any conduct prohibited by this policy.
c. A supervisor or manager who observes conduct prohibited by this policy shall immediately direct the employee or nonemployee to cease the conduct.

EXHIBIT E Page 33 of 65 EXHIBIT 1
304
Subject:

CITY OF STOCKTON, CALIFORNIA

CITY MANAGER ADMINISTRATIVE DIRECTIVE
Directive No. HR-15 Page No. 9 of 14
DISCRIMINATION AND Revised From: HARASSMENT POLICY Effective Date:
7/27/09
5/1/2015 4/6/09
3/1/2010
(see below)
PER-015 (Sexual Harassment in the Workplace) revised from 10/21/94, 5/1/95, 1/1/98 PER-037 (Sexual Harassment Investigative Procedures) revised from 2/15/93 d. A supervisor or manager who receives a complaint of
prohibited conduct is required to take the complaint seriously, and report the matter immediately to the department head; be supportive of the complainant; ensure there is no retaliation against the complainant; conduct an internal fact-finding review into the allegations; obtain as much detailed information as possible; thoroughly document the findings; communicate in written form to the parties the resolution of the complaint; and report to and consult with the Human Resources Department promptly, without delay.

B. Confidentiality. The City will make every effort to protect the privacy and confidentiality of all parties involved, as well as any information and/or documentation obtained, to the extent possible consistent with a thorough investigation.

C. Penalty for Non-Compliance. The City shall take disciplinary action, up to and including discharge, against any supervisor or manager who fails in his/her responsibility to take immediate action in response to an employee's or non-employee's complaint of discrimination or harassment. Further, such disciplinary action shall be taken against a supervisor or manager who fails to stop discriminatory or harassing conduct committed in his/her presence or to stop such conduct about which the supervisor or manager has knowledge.

V. INVESTIGATION PROCEDURES
A. Determination of Responsibility for Investigation
If a formal complaint is filed with the department head or the Director of Human Resources (or either of their designees), the department head and the Director of Human Resources shall consult with one another to determine whether the department or Human Resources shall conduct the fact-finding investigation into the allegations. Either the department head or the Director of Human Resources (or either of their designees), depending on who is EXHIBIT E Page 34 of 65 EXHIBIT 1
305
Subject:

CITY OF STOCKTON, CALIFORNIA

CITY MANAGER ADMINISTRATIVE DIRECTIVE
Directive No. HR-15 Page No.10 of 14
DISCRIMINATION AND Effective Date: Revised From: HARASSMENT POLICY 7/27/09 5/1/2015 4/6/09
3/1/2010
(see below)
PER-015 (Sexual Harassment In the Workplace) revised from 10/21/94, 5/1/95, 1/1/98 PER-037 (Sexual Harassment Investigative Procedures) revised from 2/15/93 responsible for the investigation, shall issue written notification to the complainant and alleged harasser(s). The notification shall specify the nature of the complaint, and inform the parties that an investigation into the allegations of discrimination and/or harassment shall be conducted.

Investigative Guidelines
The investigation shall include the following steps taken in the order best suited to the circumstances:

1. Identify and preserve the evidence.

2. Confirm the name and position of the complainant. Interview the complainant.

3. Allow the complainant the opportunity to place the complaint in writing.

4. Obtain the identity of the alleged harasser(s).

5. Obtain as many details as possible regarding the incident(s) that prompted the complaint, including the number of occurrences, dates, times, locations, and witnesses (if applicable).

6. Ascertain how the complainant felt about the alleged incident when it occurred; complainant's response(s) to the alleged behavior; and witness statements (if applicable).

7. Ascertain if any threats or promises were made in connection with the alleged harassment.

8. Ascertain if the complainant knows of or suspects that there are other victims of harassment by the same person(s).

9. Ascertain whether the complainant has spoken to anyone, especially EXHIBIT E Page 35 of 65 EXHIBIT 1
306
Subject:

CITY OF STOCKTON, CALIFORNIA

CITY MANAGER ADMINISTRATIVE DIRECTIVE
Directive No. HR-15 Page No. 11 of 14

DISCRIMINATION AND
HARASSMENT POLICY Effective Date: Revised From:
7/27/09
5/1/2015 4/6/09
3/1/2010
(see below)
PER-015 (Sexual Harassment m the Workplace) revised from 10/21/94, 5/1/95, 1/1/98 PER-037 (Sexual Harassment Investigative Procedures) revised from 2/15/93 supervisors, about the harassment.

10. Ascertain what resolution would be acceptable to the complainant.

11. Interview the alleged harasser to get his or her side of the story, including any possible motivation for a false allegation.

12. Interview witnesses who were identified by the complainant regarding the alleged harasser or other persons identified during the investigation.

13. Interview witnesses who were identified by the alleged harasser or other persons identified during the investigation.

14. Advise all participants that the investigation is "confidential" and not to engage in any retaliatory conduct, as such conduct is subject to disciplinary action up to and including discharge. Confidentiality will be maintained to the extent possible. An individual who is interviewed during the course of an investigation is prohibited from discussing the substance of the interview, except as otherwise directed by a supervisor or the Director of Human Resources. Any individual who discusses the content of an investigatory interview will be subject to discipline or other appropriate sanction.

15. Conduct follow-up interviews, if warranted.

16. Prepare report of findings and discuss with management and designated legal staff.

VI. RESPONDING TO THE COMPLAINT
A. Following the completion of the fact-finding investigation, either the department head or the Director of Human Resources (or either of their designees), depending on who is responsible for the investigation, shall EXHIBIT E Page 36 of 65 EXHIBIT 1
307
Subject:

CITY OF STOCKTON, CALIFORNIA

CITY MANAGER ADMINISTRATIVE DIRECTIVE
Directive No. HR-15 Page No.12 of 14
DISCRIMINATION AND Effective Date: Revised From: HARASSMENT POLICY 7/27/09 5/1/2015 4/6/09
3/1/2010
(see below)
PER-015 (Sexual Harassment in the Workplace) revised from 10/21/94, 5/1/95, 1/1/98 PER-037 (Sexual Harassment Investigative Procedures) revised from 2/15/93 make a report of findings, along with a recommendation regarding the appropriate remedial action to be taken, if warranted. The recommendation shall be made after reviewing the findings of the investigation, giving consideration to all factual information, the nature of the alleged conduct, and the totality of the circumstances. If the investigation was conducted by the Director of Human Resources, or designee, the Director, or designee, shall confer with the affected department head and both shall concur on the remedial action to be taken, if any. If the investigation was conducted by the department head, the department head shall confer with the Director of Human Resources prior to making the report of findings and both shall concur on the remedial action to be taken, if any.

B. If either the department head or the Director of Human Resources does not concur with the findings and recommendation of the other, the City Attorney (or designee) shall review and resolve the matter in dispute.

C. Report of findings and recommendation shall be treated as a confidential document and no other distribution shall be made without first consulting with the City Attorney's Office. A completed investigation report will not be disclosed, except as it is deemed necessary to support a disciplinary action, to take remedial action, to defend the City in adversarial proceedings, or to comply with the law or court order.

D. Either the department head or the Director of Human Resources (or either of their designees), depending on who is responsible for the investigation shall provide a written response to the complainant and the person alleged to have committed the misconduct, discrimination and/or harassment. The response shall include a copy of the City's discrimination and harassment policy and a memorandum indicating the City's determination as to whether the complaint is:

1. Unsustained: The investigation failed to disclose sufficient evidence to substantiate the allegation(s).

2. Unfounded: The investigation proved that the act(s) or omission(s) EXHIBIT E Page 37 of 65 EXHIBIT 1
308

CITY OF STOCKTON, CALIFORNIA

CITY MANAGER ADMINISTRATIVE DIRECTIVE
Subject: Directive No. HR-15 Page No. 13 of 14
DISCRIMINATION AND Effective Date: Revised From: HARASSMENT POLICY 7/27/09

3. 5/1/2015 4/6/09
3/1/2010
(see below)
PER-015 (Sexual Harassment in the Workplace) revised from 10/21/94, 5/1/95, 1/1/98 PER-037 (Sexual Harassment Investigative Procedures) revised from 2/15/93 complained of did not occur. The finding also applies when the individual employee(s) named in the complaint were not involved in the act(s) or omission(s) alleged.

Sustained: The investigation disclosed sufficient evidence to substantiate the allegation(s) made in the complaint; appropriate action will be taken.

E. Details regarding any specific fact-findings or disciplinary action to be taken will not be communicated to the complainant. The City Attorney shall review the response for legal sufficiency before dissemination.

F. The City shall close and retain the investigation file, in accordance with applicable laws, regulations, and City policy regarding retention of City records.

VII. DISCIPLINE
Disciplinary action imposed as a result of any investigation conducted pursuant to this policy shall be commensurate with the severity of the offense, up to and including discharge, even for a first offense.

VIII. ALTERNATIVE REMEDIES
If upon exhausting all internal remedies to file, investigate, and respond to a charges of discrimination/harassment, pursuant to title VII of the Federal Civil Rights Act of 1964 (42 U.S.C §§ 2000e et seq.), any person has a right to file a charge of discrimination/harassment with the Equal Employment Opportunity Commission ("EEOC"). In addition, pursuant to the California Fair Employment and Housing Act (Gov. Code §§ 12900 - 12996.) a person may also file a complaint of discrimination/harassment with the California Department of Fair Employment and Housing ("DFEH"). Employees or non-employees who believe that they have been subjected to discrimination/harassment may file a complaint with either of these EXHIBIT E Page 38 of 65 EXHIBIT 1
309

CITY OF STOCKTON, CALIFORNIA

CITY MANAGER ADMINISTRATIVE DIRECTIVE
Subject: Directive No. HR-15 Page No. 14 of 14

DISCRIMINATION AND
HARASSMENT POLICY Effective Date: Revised From:
7/27/09
5/1/2015 4/6/09
3/1/2010
(see below)
PER-015 (Sexual Harassment in the Workplace) revised from 10/21/94, 5/1/95, 1/1/98 PER-037 (Sexual Harassment Investigative Procedures) revised from 2/15/93 agencies. Both the EEOC and DFEH serve as neutral fact-finders and attempt to assist parties in resolving disputes voluntarily.

IX. COMMUNICATION OF POLICY
This policy shall be provided to all managers, supervisors, employees, volunteers, unpaid interns, agents or contractors of the City and shall be posted in the appropriate places. All employees shall participate in City approved harassment awareness training as directed by management or Human Resources; and all supervisors, as required by law, shall participate in City approved interactive harassment awareness training and education sessions at least once every two years, or as otherwise specified by law.

APPROVED:
c:r��SON

CITY MANAGER
::ODMA\GRPWISE\COS.PER.PER_Library:96180.1
EXHIBIT E Page 39 of 65 EXHIBIT 1
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APPENDIX A of the Title VI Assurances
During the performance of this Agreement, the contractor, for itself, its assignees and successors in interest (hereinafter collectively referred to as CONSULTANT) agrees as follows:
a. Compliance with Regulations: CONSULTANT shall comply with the regulations relative to nondiscrimination in federally assisted programs of the Department of Transportation, Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as the REGULATIONS), which are herein incorporated by reference and made a part of this agreement.
b. Nondiscrimination: CONSULTANT, with regard to the work performed by it during the AGREEMENT, shall not discriminate on the grounds of race, color, sex, national origin, religion, age, or disability in the selection and retention of sub-applicants, including procurements of materials and leases of equipment.

CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the agreement covers a program set forth in Appendix B of the Regulations.
c. Solicitations for Sub-agreements, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by CONSULTANT for work to be performed under a Sub- agreement, including procurements of materials or leases of equipment, each potential sub-applicant or supplier shall be notified by CONSULTANT of the CONSULTANT’S obligations under this Agreement and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. d. Information and Reports: CONSULTANT shall provide all information and reports required by the Regulations, or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the recipient or FHWA to be pertinent to ascertain compliance with such Regulations or directives.

Where any information required of CONSULTANT is in the exclusive possession of another who fails or refuses to furnish this information, CONSULTANT shall so certify to the recipient or FHWA as appropriate, and shall set forth what efforts CONSULTANT has made to obtain the information. e. Sanctions for Noncompliance: In the event of CONSULTANT’s noncompliance with the nondiscrimination provisions of this agreement, the recipient shall impose such agreement sanctions as it or the FHWA may determine to be appropriate, including, but not limited to:

EXHIBIT F Page 40 of 65 EXHIBIT 1
311
i. withholding of payments to CONSULTANT under the Agreement within a reasonable period of time, not to exceed 90 days; and/or ii. cancellation, termination or suspension of the Agreement, in whole or in part. Page 34 of 39 May 2023 Local Assistance Procedures Manual Exhibit 10-R A&E Boilerplate Agreement Language
f. Incorporation of Provisions: CONSULTANT shall include the provisions of paragraphs (1) through (6) in every sub-agreement, including procurements of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto.

CONSULTANT shall take such action with respect to any sub-agreement or procurement as the recipient or FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance, provided, however, that, in the event CONSULTANT becomes involved in, or is threatened with, litigation with a sub-applicant or supplier as a result of such direction, CONSULTANT may request the recipient enter into such litigation to protect the interests of the State, and, in addition, CONSULTANT may request the United States to enter into such litigation to protect the interests of the United States.

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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 Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects);
• Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of sex);
• Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27;
• The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits discrimination on the basis of age);
• Airport and Airway Improvement Act of 1982, (49 U.S.C. § 4 71, Section 4 7123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex);
• The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal-aid recipients, subrecipients and contractors, whether such programs or activities are Federally funded or not);
• Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38;
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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 Justice in Minority Populations and Low-Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100);
• Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq).

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Federal-Aid Contract Provisions

BRIDGE REHABILITATION AND REPLACEMENT PROGRAM PHASE IV
City Project No. WT18001/Federal-Aid Project No. BPMPL-5008(201)

TABLE OF CONTENTS
Page
ARTICLE I INTRODUCTION ................................................................................................................. 3 ARTICLE II CONSULTANT’S REPORTS OR MEETINGS .................................................................... 4 ARTICLE III STATEMENT OF WORK................................................................................................... 4 ARTICLE IV PERFORMANCE PERIOD................................................................................................ 5 ARTICLE V ALLOWABLE COSTS AND PAYMENTS .......................................................................... 5 ARTICLE VI TERMINATION................................................................................................................ . 6 ARTICLE VII COST PRINCIPLES AND ADMINISTRATIVE REQUIREMENTS................................... ..7 ARTICLE VIII RETENTION OF RECORD/AUDITS.............................................................................. ..7 ARTICLE IX AUDIT REVIEW PROCEDURES..................................................................................... 8 ARTICLE X SUBCONTRACTING........................................................................................................ 9 ARTICLE XI EQUIPMENT PURCHASE AND OTHER CAPITAL EXPENDITURES ............................ 10 ARTICLE XII STATE PREVAILING WAGE RATES ............................................................................ 11 ARTICLE XIII CONFLICT OF INTEREST ............................................................................................ 14 ARTICLE XIV REBATES, KICKBACKS OR OTHER UNLAWFUL CONSIDERATION ....................... 15

ARTICLE XV PROHIBITION OF EXPENDING LOCAL AGENCY, STATE, OR FEDERAL FUNDS FOR LOBBYING ................................................................................................................................. 15 ARTICLE XVI NON-DISCRIMINATION CLAUSE AND STATEMENT OF COMPLIANCE................... 16 ARTICLE XVII DEBARMENT AND SUSPENSION CERTIFICATION.................................................. 17 ARTICLE XVIII DISADVANTAGED BUSINESS ENTERPRISES (DBE) PARTICIPATION……………..17 ARTICLE XIX INSURANCE................................................................................................................. 17 ARTICLE XX FUNDING REQUIREMENTS ......................................................................................... 17 ARTICLE XXI CHANGE IN TERMS..................................................................................................... 18 ARTICLE XXII CONTINGENT FEE...................................................................................................... 18 ARTICLE XXIII DISPUTES.................................................................................................................. 18 ARTICLE XXIV INSPECTION OF WORK............................................................................................ 18 ARTICLE XXV SAFETY ...................................................................................................................... 18 ARTICLE XXVI OWNERSHIP OF DATA ............................................................................................. 19 ARTICLE XXVII CLAIMS FILED BY LOCAL AGENCY’s CONSTRUCTION CONTRACTOR............. 19 ARTICLE XXVIII CONFIDENTIALITY OF DATA ................................................................................. 20

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ARTICLE XXIX NATIONAL LABOR RELATIONS BOARD CERTIFICATION..................................... 20 ARTICLE XXX EVALUATION OF CONSULTANT .............................................................................. 21 ARTICLE XXXI PROMPT PAYMENT.................................................................................................. 21 ARTICLE XXXII TITLE VI ASSURANCES........................................................................................... 21 ARTICLE XXXIII NOTIFICATION ........................................................................................................ 21 ARTICLE XXXIV CONTRACT ............................................................................................................. 21 ARTICLE XXXV SIGNATURES........................................................................................................... 21

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ARTICLE I INTRODUCTION
A. This AGREEMENT is between the following named, hereinafter referred to as, CONSULTANT and the following named, hereinafter referred to as, LOCAL AGENCY:

The name of the “CONSULTANT” is as follows:

CSG CONSULTANTS, INC.

Incorporated in the State of CALIFORNIA.

The Project Manager for the “CONSULTANT” will be TOM WALKER, PE.

The name of the “LOCAL AGENCY” is as follows:

CITY OF STOCKTON
The Contract Administrator for LOCAL AGENCY will be ALEJANDRO MARTINEZ ROMERO.

B. The work to be performed under this AGREEMENT is described in Article III Statement of Work and the approved CONSULTANT’s Cost Proposal dated JANUARY 12, 2026. The approved CONSULTANT’s Cost Proposal is attached hereto EXHIBIT B and incorporated by reference. If there is any conflict between the approved Cost Proposal and this AGREEMENT, this AGREEMENT shall take precedence.

C. CONSULTANT agrees to the fullest extent permitted by law, to indemnify, protect, defend, and hold harmless LOCAL AGENCY, its officers, officials, agents, employees and volunteers from and against any and all claims, damages, demands, liability, costs, losses and expenses, including without limitation, court costs and reasonable attorneys’ and expert witness fees, arising out of any failure to comply with applicable law, any injury to or death of any person(s), damage to property, loss of use of property, economic loss or otherwise arising out of the performance of the work described herein, to the extent caused by a negligent act or negligent failure to act, errors, omissions, recklessness or willful misconduct incident to the performance of this AGREEMENT on the part of CONSULTANT, except such loss or damage which was caused by the sole negligence, or willful misconduct of LOCAL AGENCY, as determined by a Court of competent jurisdiction. The provisions of this section shall survive termination or suspension of this AGREEMENT.

D. CONSULTANT in the performance of this AGREEMENT, shall act in an independent capacity. It is understood and agreed that CONSULTANT (including CONSULTANT's employees) is an independent contractor, and that no relationship of employer-employee exists between the Parties hereto. CONSULTANT's assigned personnel shall not be entitled to any benefits payable to employees of LOCAL AGENCY.

E. LOCAL AGENCY is not required to make any deductions or withholdings from the compensation payable to CONSULTANT under the provisions of the AGREEMENT and is not required to issue W-2 Forms for income and employment tax purposes for any of CONSULTANT's assigned personnel. CONSULTANT, in the performance of its obligation hereunder, is only subject to the control or direction of the LOCAL AGENCY as to the designation of tasks to be performed and the results to be accomplished.

F. Any third-party person(s) employed by CONSULTANT shall be entirely and exclusively under the direction, supervision, and control of CONSULTANT. CONSULTANT hereby indemnifies and holds LOCAL AGENCY harmless from any and all claims that may be made against LOCAL AGNECY based upon any contention by any third party that an employer-employee relationship exists by reason of this AGREEMENT.

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G. Except as expressly authorized herein, CONSULTANT's obligations under this AGREEMENT are not assignable or transferable, and CONSULTANT shall not subcontract any work, without the prior written approval of the LOCAL AGENCY. However, claims for money due or which become due to CONSULTANT from LOCAL AGENCY under this AGREEMENT may be assigned to a financial institution or to a trustee in bankruptcy, without such approval. Notice of any assignment or transfer whether voluntary or involuntary shall be furnished promptly to the LOCAL AGENCY.

H. CONSULTANT shall be as fully responsible to the LOCAL AGENCY for the negligent acts and omissions of its contractors and subcontractors or subconsultants, and of persons either directly or indirectly employed by them, in the same manner as persons directly employed by CONSULTANT.

I. No alteration or variation of the terms of this AGREEMENT shall be valid, unless made in writing and signed by the parties authorized to bind the parties; and no oral understanding or agreement not incorporated herein, shall be binding on any of the parties hereto.

J. The consideration to be paid to CONSULTANT as provided herein, shall be in compensation for all of CONSULTANT’s expenses incurred in the performance hereof, including travel and per diem, unless otherwise expressly so provided.

ARTICLE II CONSULTANT’S REPORTS OR MEETINGS
A. CONSULTANT shall submit progress reports at least once a month. The report should be sufficiently detailed for the LOCAL AGENCY’s Contract Administrator to determine if CONSULTANT is performing to expectations or is on schedule; to provide communication of interim findings, and to sufficiently address any difficulties or special problems encountered, so remedies can be developed.

B. CONSULTANT’s Project Manager shall meet with LOCAL AGENCY’s Contract Administrator, as needed, to discuss progress on the AGREEMENT.

ARTICLE III STATEMENT OF WORK
A. CONSULTANT Services
See Exhibit A, Scope of Services of the Professional Services Contract.

B. Right of Way
See Exhibit A, Scope of Services of the Professional Services Contract.

C. Surveys
See Exhibit A, Scope of Services of the Professional Services Contract.

D. Subsurface Investigations
See Exhibit A, Scope of Services of the Professional Services Contract.

E. Local Agency Obligations
All data applicable to the project and in possession of LOCAL AGENCY, another agency, or government agency that are to be made available to CONSULTANT are referred to in the AGREEMENT. Any other assistance or services to be furnished to CONSULTANT are to be stated clearly.

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F. Conferences, Site Visits, Inspection of Work
This AGREEMENT provides for conferences as needed, visits to the site, and inspection of the work by representatives of the LOCAL AGENCY, State, and/or FHWA. Costs incurred by CONSULTANT for meetings, subsequent to the initial meeting shall be included in the fee.

G. Checking Shop Drawings
For AGREEMENTs requiring the preparation of construction drawings, make provision for checking shop drawings. Payment for checking shop drawings by CONSULTANT may be included in the AGREEMENT fee, or provision may be made for separate payment.

H. CONSULTANT Services During Construction
The extent, if any of CONSULTANT’s services during the course of construction as material testing, construction surveys. etc., are specified in the AGREEMENT together with the method of payment for such services.

I. Documentation and Schedules
AGREEMENTs where appropriate, shall provide that CONSULTANT document the results of the work to the satisfaction of LOCAL AGENCY, and if applicable, the State and FHWA. This may include preparation of progress and final reports, plans, specifications and estimates, or similar evidence of attainment of the AGREEMENT objectives.

J. Deliverables and Number of Copies
The number of copies or documents to be furnished, such as reports, brochures, sets of plans, specifications, or Right of Way parcel maps shall be specified. Provision may be made for payment for additional copies.

ARTICLE IV PERFORMANCE PERIOD
A. This AGREEMENT shall go into effect on (DATE), contingent upon approval by LOCAL AGENCY, and CONSULTANT shall commence work after notification to proceed by LOCAL AGENCY’S Contract Administrator. The AGREEMENT shall end on MARCH 31, 2031, unless extended by AGREEMENT amendment.

B. CONSULTANT is advised that any recommendation for AGREEMENT award is not binding on LOCAL AGENCY until the AGREEMENT is fully executed and approved by LOCAL AGENCY.

ARTICLE V ALLOWABLE COSTS AND PAYMENTS
A. The method of payment for this AGREEMENT will be based on actual cost plus a fixed fee. LOCAL AGENCY will reimburse CONSULTANT for actual costs (including labor costs, employee benefits, travel, equipment rental costs, overhead and other direct costs) incurred by CONSULTANT in performance of the work. CONSULTANT will not be reimbursed for actual costs that exceed the estimated wage rates, employee benefits, travel, equipment rental, overhead, and other estimated costs set forth in the approved CONSULTANT’S Cost Proposal, unless additional reimbursement is provided for by AGREEMENT amendment. In no event, will CONSULTANT be reimbursed for overhead costs at a rate that exceeds LOCAL AGENCY’s approved overhead rate set forth in the Cost Proposal. In the event, that LOCAL AGENCY determines that a change to the work from that specified in the Cost Proposal and AGREEMENT is required, the AGREEMENT time or actual costs reimbursable by LOCAL AGENCY shall be adjusted by AGREEMENT amendment to accommodate the changed work. The maximum total cost as specified in Paragraph “I” of this Article shall not be exceeded, unless authorized by AGREEMENT amendment.

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B. The indirect cost rate established for this AGREEMENT is extended through the duration of this specific AGREEMENT. CONSULTANT’s agreement to the extension of the 1-year applicable period shall not be a condition or qualification to be considered for the work or AGREEMENT award.

C. In addition to the allowable incurred costs, LOCAL AGENCY will pay CONSULTANT a fixed fee of $724,311. The fixed fee is nonadjustable for the term of the AGREEMENT, except in the event of a significant change in the scope of work and such adjustment is made by AGREEMENT amendment.

D. Reimbursement for transportation and subsistence costs shall not exceed the rates specified in the approved Cost Proposal.

E. When milestone cost estimates are included in the approved Cost Proposal, CONSULTANT shall obtain prior written approval for a revised milestone cost estimate from the Contract Administrator before exceeding such cost estimate.

F. Progress payments will be made monthly in arrears based on services provided and allowable incurred costs. A pro rata portion of CONSULTANT’s fixed fee will be included in the monthly progress payments. If CONSULTANT fails to submit the required deliverable items according to the schedule set forth in Article III Statement of Work, LOCAL AGENCY shall have the right to delay payment or terminate this AGREEMENT.

G. No payment will be made prior to approval of any work, nor for any work performed prior to approval of this AGREEMENT.

H. CONSULTANT will be reimbursed promptly according to California Regulations upon receipt by LOCAL AGENCY’s Contract Administrator of itemized invoices in duplicate. Invoices shall be submitted no later than thirty (30) calendar days after the performance of work for which CONSULTANT is billing. Invoices shall detail the work performed on each milestone and each project as applicable. Invoices shall follow the format stipulated for the approved Cost Proposal and shall reference this AGREEMENT number and project title. Final invoice must contain the final cost and all credits due LOCAL AGENCY including any equipment purchased under the provisions of Article XI Equipment Purchase. The final invoice should be submitted within sixty (60) calendar days after completion of CONSULTANT’s work. Invoices shall be mailed to LOCAL AGENCY’s Contract Administrator at the following address:

CITY OF STOCKTON – PUBLIC WORKS
ATTN: ALEJANDRO MARTINEZ ROMERO
22 EAST WEBER AVENUE, STE 301
STOCKTON, CA 95202-9822
I. The total amount payable by LOCAL AGENCY including the fixed fee shall not exceed $724,311.

J. For personnel subject to prevailing wage rates as described in the California Labor Code, all salary increases, which are the direct result of changes in the prevailing wage rates are reimbursable.

ARTICLE VI TERMINATION
A. This AGREEMENT may be terminated by LOCAL AGENCY, provided that LOCAL AGENCY gives not less than thirty (30) calendar days’ written notice (delivered by certified mail, return receipt requested) of intent to terminate. Upon termination, LOCAL AGENCY shall be entitled to all work, including but not limited to, reports, investigations, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not.

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B. LOCAL AGENCY may temporarily suspend this AGREEMENT, at no additional cost to LOCAL AGENCY, provided that CONSULTANT is given written notice (delivered by certified mail, return receipt requested) of temporary suspension. If LOCAL AGENCY gives such notice of temporary suspension, CONSULTANT shall immediately suspend its activities under this AGREEMENT. A temporary suspension may be issued concurrent with the notice of termination.

C. Notwithstanding any provisions of this AGREEMENT, CONSULTANT shall not be relieved of liability to LOCAL AGENCY for damages sustained by LOCAL AGENCY by virtue of any breach of this AGREEMENT by CONSULTANT, and LOCAL AGENCY may withhold any payments due to CONSULTANT until such time as the exact amount of damages, if any, due LOCAL AGENCY from CONSULTANT is determined.

D. In the event of termination, CONSULTANT shall be compensated as provided for in this AGREEMENT. Upon termination, LOCAL AGENCY shall be entitled to all work, including but not limited to, reports, investigations, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not.

ARTICLE VII COST PRINCIPLES AND ADMINISTRATIVE REQUIREMENTS A. The CONSULTANT agrees that 48 CFR 31, Contract Cost Principles and Procedures, shall be used to determine the allowability of individual terms of cost.

B. The CONSULTANT also agrees to comply with Federal procedures in accordance with 2 CFR 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards.

C. Any costs for which payment has been made to the CONSULTANT that are determined by subsequent audit to be unallowable under 48 CFR 31 or 2 CFR 200 are subject to repayment by the CONSULTANT to LOCAL AGENCY.

D. When a CONSULTANT or Subconsultant is a Non-Profit Organization or an Institution of Higher Education, the Cost Principles for Title 2 CFR 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards shall apply.

ARTICLE VIII RETENTION OF RECORD/AUDITS
For the purpose of determining compliance with Gov. Code § 8546.7, the CONSULTANT, Subconsultants, and LOCAL AGENCY shall maintain all books, documents, papers, accounting records, Independent CPA Audited Indirect Cost Rate workpapers, and other evidence pertaining to the performance of the AGREEMENT including, but not limited to, the costs of administering the AGREEMENT. All parties, including the CONSULTANT’s Independent CPA, shall make such workpapers and materials available at their respective offices at all reasonable times during the AGREEMENT period and for three (3) years from the date of final payment under the AGREEMENT and records for real property and equipment acquired with federal funds must be retained for three (3) years after final disposition. LOCAL AGENCY, Caltrans Auditor, FHWA, or any duly authorized representative of the Federal government having jurisdiction under Federal laws or regulations (including the basis of Federal funding in whole or in part) shall have access to any books, records, and documents of the CONSULTANT, Subconsultants, and the CONSULTANT’s Independent CPA, that are pertinent to the AGREEMENT for audits, examinations, workpaper review, excerpts, and transactions, and copies thereof shall be furnished if requested without limitation.

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ARTICLE IX AUDIT REVIEW PROCEDURES
A. Any dispute concerning a question of fact arising under an interim or post audit of this AGREEMENT that is not disposed of by AGREEMENT, shall be reviewed by LOCAL AGENCY’S Chief Financial Officer.

B. Not later than thirty (30) calendar days after issuance of the final audit report, CONSULTANT may request a review by LOCAL AGENCY’S Chief Financial Officer of unresolved audit issues. The request for review will be submitted in writing.

C. Neither the pendency of a dispute nor its consideration by LOCAL AGENCY will excuse CONSULTANT from full and timely performance, in accordance with the terms of this AGREEMENT.

D. CONSULTANT and subconsultant AGREEMENTs, including cost proposals and Indirect Cost Rates (ICR), may be subject to audits or reviews such as, but not limited to, an AGREEMENT audit, an incurred cost audit, an ICR Audit, or a CPA ICR audit work paper review. If selected for audit or review, the AGREEMENT, cost proposal and ICR and related work papers, if applicable, will be reviewed to verify compliance with 48 CFR 31 and other related laws and regulations. In the instances of a CPA ICR audit work paper review it is CONSULTANT’s responsibility to ensure federal, LOCAL AGENCY, or local government officials are allowed full access to the CPA’s work papers including making copies as necessary. The AGREEMENT, cost proposal, and ICR shall be adjusted by CONSULTANT and approved by LOCAL AGENCY Contract Administrator to conform to the audit or review recommendations. CONSULTANT agrees that individual terms of costs identified in the audit report shall be incorporated into the AGREEMENT by this reference if directed by LOCAL AGENCY at its sole discretion. Refusal by CONSULTANT to incorporate audit or review recommendations, or to ensure that the federal, LOCAL AGENCY or local governments have access to CPA work papers, will be considered a breach of AGREEMENT terms and cause for termination of the AGREEMENT and disallowance of prior reimbursed costs.

E. CONSULTANT’s Cost Proposal may be subject to a CPA ICR Audit Work Paper Review and/or audit by the Independent Office of Audits and Investigations (IOAI). IOAI, at its sole discretion, may review and/or audit and approve the CPA ICR documentation. The Cost Proposal shall be adjusted by the CONSULTANT and approved by the LOCAL AGENCY Contract Administrator to conform to the Work Paper Review recommendations included in the management letter or audit recommendations included in the audit report. Refusal by the CONSULTANT to incorporate the Work Paper Review recommendations included in the management letter or audit recommendations included in the audit report will be considered a breach of the AGREEMENT terms and cause for termination of the AGREEMENT and disallowance of prior reimbursed costs.

1. During IOAI’s review of the ICR audit work papers created by the CONSULTANT’s independent CPA, IOAI will work with the CPA and/or CONSULTANT toward a resolution of issues that arise during the review. Each party agrees to use its best efforts to resolve any audit disputes in a timely manner. If IOAI identifies significant issues during the review and is unable to issue a cognizant approval letter, LOCAL AGENCY will reimburse the CONSULTANT at an accepted ICR until a FAR (Federal Acquisition Regulation) compliant ICR (e.g. 48 CFR Part 31; GAGAS (Generally Accepted Auditing Standards); CAS (Cost Accounting Standards), if applicable; in accordance with procedures and guidelines of the American Association of State Highways and Transportation Officials (AASHTO) Audit Guide; and other applicable procedures and guidelines) is received and approved by IOAI.

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Accepted rates will be as follows:
a. If the proposed rate is less than one hundred fifty percent (150%) - the accepted rate reimbursed will be ninety percent (90%) of the proposed rate. b. If the proposed rate is between one hundred fifty percent (150%) and two hundred percent (200%) - the accepted rate will be eighty-five percent (85%) of the proposed rate.
c. If the proposed rate is greater than two hundred percent (200%) - the accepted rate will be seventy-five percent (75%) of the proposed rate.

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

3. If the CONSULTANT fails to comply with the provisions of this paragraph E, or if IOAI is still unable to issue a cognizant approval letter after the revised independent CPA audited ICR is submitted, overhead cost reimbursement will be limited to the accepted ICR that was established upon initial rejection of the ICR and set forth in paragraph E.1. above for all rendered services. In this event, this accepted ICR will become the actual and final ICR for reimbursement purposes under this AGREEMENT.

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

ARTICLE X SUBCONTRACTING
A. Nothing contained in this AGREEMENT or otherwise, shall create any contractual relation between the LOCAL AGENCY and any Subconsultants, and no subagreement shall relieve the CONSULTANT of its responsibilities and obligations hereunder. The CONSULTANT agrees to be as fully responsible to the LOCAL AGENCY for the acts and omissions of its Subconsultants and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by the CONSULTANT. The CONSULTANT's obligation to pay its Subconsultants is an independent obligation from the LOCAL AGENCY's obligation to make payments to the CONSULTANT.

B. The CONSULTANT shall perform the work contemplated with resources available within its own organization and no portion of the work shall be subcontracted without written authorization by the LOCAL AGENCY Contract Administrator, except that which is expressly identified in the CONSULTANT’s approved Cost Proposal.

C. Any subagreement entered into as a result of this AGREEMENT, shall contain all the provisions stipulated in this entire AGREEMENT to be applicable to Subconsultants unless otherwise noted.

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D. CONSULTANT shall pay its Subconsultants within Fifteen (15) calendar days from receipt of each payment made to the CONSULTANT by the LOCAL AGENCY.

E. Any substitution of Subconsultants must be approved in writing by the LOCAL AGENCY Contract Administrator in advance of assigning work to a substitute Subconsultant.

F. Prompt Progress Payment
CONSULTANT or subconsultant shall pay to any subconsultant, not later than fifteen (15) days after receipt of each progress payment, unless otherwise agreed to in writing, the respective amounts allowed CONSULTANT on account of the work performed by the subconsultants, to the extent of each subconsultant’s interest therein. In the event that there is a good faith dispute over all or any portion of the amount due on a progress payment from CONSULTANT or subconsultant to a subconsultant, CONSULTANT or subconsultant may withhold no more than 150 percent of the disputed amount. Any violation of this requirement shall constitute a cause for disciplinary action and shall subject the licensee to a penalty, payable to the subconsultant, of 2 percent of the amount due per month for every month that payment is not made.

In any action for the collection of funds wrongfully withheld, the prevailing party shall be entitled to his or her attorney’s fees and costs. The sanctions authorized under this requirement shall be separate from, and in addition to, all other remedies, either civil, administrative, or criminal. This clause applies to both DBE and non-DBE subconsultants.

G. Prompt Payment of Withheld Funds to Subconsultants
The LOCAL AGENCY may hold retainage from CONSULTANT and shall make prompt and regular incremental acceptances of portions, as determined by the LOCAL AGENCY, of the contract work, and pay retainage to CONSULTANT based on these acceptances. The LOCAL AGENCY shall designate one of the methods below in the contract to ensure prompt and full payment of any retainage kept by CONSULTANT or subconsultant to a subconsultant.

The LOCAL AGENCY shall hold retainage from CONSULTANT and shall make prompt and regular incremental acceptances of portions, as determined by the LOCAL AGENCY of the contract work and pay retainage to CONSULTANT based on these acceptances. CONSULTANT or subconsultant shall return all monies withheld in retention from all subconsultants within 15 days after receiving payment for work satisfactorily completed and accepted including incremental acceptances of portions of the contract work by the LOCAL AGENCY. Any delay or postponement of payment may take place only for good cause and with the LOCAL AGENCY’s prior written approval. Any violation of these provisions shall subject the violating CONSULTANT or subconsultant to the penalties, sanctions, and other remedies specified in Section 3321 of the California Civil Code. This requirement shall not be construed to limit or impair any contractual, administrative or judicial remedies otherwise available to CONSULTANT or subconsultant in the event of a dispute involving late payment or nonpayment by CONSULTANT; deficient subconsultant performance and/or noncompliance by a subconsultant. This clause applies to both DBE and non-DBE subconsultants.

Any violation of these provisions shall subject the violating CONSULTANT or subconsultant to the penalties, sanctions and other remedies specified therein. These requirements shall not be construed to limit or impair any contractual, administrative, or judicial remedies otherwise available to CONSULTANT or subconsultant in the event of a dispute involving late payment or nonpayment by CONSULTANT, deficient subcontract performance, or noncompliance by a subconsultant.

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ARTICLE XI EQUIPMENT PURCHASE AND OTHER CAPITAL EXPENDITURES A. Prior authorization in writing by LOCAL AGENCY’s Contract Administrator shall be required before CONSULTANT enters into any unbudgeted purchase order, or subcontract exceeding five thousand dollars ($5,000) for supplies, equipment, or CONSULTANT services. CONSULTANT shall provide an evaluation of the necessity or desirability of incurring such costs.

B. For purchase of any item, service, or consulting work not covered in CONSULTANT’s approved Cost Proposal and exceeding five thousand dollars ($5,000), with prior authorization by LOCAL AGENCY’s Contract Administrator, three competitive quotations must be submitted with the request, or the absence of proposal must be adequately justified.

C. Any equipment purchased with funds provided under the terms of this AGREEMENT is subject to the following:

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

2. Regulation 2 CFR 200 requires a credit to Federal funds when participating equipment with a fair market value greater than five thousand dollars ($5,000) is credited to the project.

ARTICLE XII STATE PREVAILING WAGE RATES
A. No CONSULTANT or Subconsultant may be awarded an AGREEMENT containing public work elements unless registered with the Department of Industrial Relations (DIR) pursuant to Labor Code §1725.5. Registration with DIR must be maintained throughout the entire term of this AGREEMENT, including any subsequent amendments.

B. The CONSULTANT shall comply with all of the applicable provisions of the California Labor Code requiring the payment of prevailing wages. The General Prevailing Wage Rate Determinations applicable to work under this AGREEMENT are available and on file with the Department of Transportation's Regional/District Labor Compliance Officer (https://dot.ca.gov/programs/construction/labor-compliance). These wage rates are made a specific part of this AGREEMENT by reference pursuant to Labor Code §1773.2 and will be applicable to work performed at a construction project site. Prevailing wages will be applicable to all inspection work performed at LOCAL AGENCY construction sites, at LOCAL AGENCY facilities and at off-site locations that are set up by the construction contractor or one of its subcontractors solely and specifically to serve LOCAL AGENCY projects. Prevailing wage requirements do not apply to inspection work performed at the facilities of vendors and commercial materials suppliers that provide goods and services to the general public.

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C. General Prevailing Wage Rate Determinations applicable to this project may also be obtained from the Department of Industrial Relations website at http://www.dir.ca.gov.

D. Payroll Records

1. Each CONSULTANT and Subconsultant shall keep accurate certified payroll records and supporting documents as mandated by Labor Code §1776 and as defined in 8 CCR §16000 showing the name, address, social security number, work classification, straight time and

2. overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by the CONSULTANT or Subconsultant in connection with the public work. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following:
a. The information contained in the payroll record is true and correct. b. The employer has complied with the requirements of Labor Code §1771, §1811, and §1815 for any work performed by his or her employees on the public works project.

3. The payroll records enumerated under paragraph (1) above shall be certified as correct by the CONSULTANT under penalty of perjury. The payroll records and all supporting documents shall be made available for inspection and copying by LOCAL AGENCY representatives at all reasonable hours at the principal office of the CONSULTANT. The CONSULTANT shall provide copies of certified payrolls or permit inspection of its records as follows:
a. A certified copy of an employee's payroll record shall be made available for inspection or furnished to the employee or the employee's authorized representative on request. b. A certified copy of all payroll records enumerated in paragraph (1) above, shall be made available for inspection or furnished upon request to a representative of LOCAL AGENCY, the Division of Labor Standards Enforcement and the Division of Apprenticeship Standards of the Department of Industrial Relations. Certified payrolls submitted to LOCAL AGENCY, the Division of Labor Standards Enforcement and the Division of Apprenticeship Standards shall not be altered or obliterated by the CONSULTANT.
c. The public shall not be given access to certified payroll records by the CONSULTANT.

The CONSULTANT is required to forward any requests for certified payrolls to the LOCAL AGENCY Contract Administrator by both email and regular mail on the business day following receipt of the request.

4. Each CONSULTANT shall submit a certified copy of the records enumerated in paragraph (1) above, to the entity that requested the records within ten (10) calendar days after receipt of a written request.

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

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6. The CONSULTANT shall inform LOCAL AGENCY of the location of the records enumerated under paragraph (1) above, including the street address, city and county, and shall, within five (5) working days, provide a notice of a change of location and address.

7. The CONSULTANT or Subconsultant shall have ten (10) calendar days in which to comply subsequent to receipt of written notice requesting the records enumerated in paragraph (1) above. In the event the CONSULTANT or Subconsultant fails to comply within the ten (10) day period, he or she shall, as a penalty to LOCAL AGENCY, forfeit one hundred dollars ($100) for each calendar day, or portion thereof, for each worker, until strict compliance is effectuated.

Such penalties shall be withheld by LOCAL AGENCY from payments then due. CONSULTANT is not subject to a penalty assessment pursuant to this section due to the failure of a Subconsultant to comply with this section.

E. When prevailing wage rates apply, the CONSULTANT is responsible for verifying compliance with certified payroll requirements. Invoice payment will not be made until the invoice is approved by the LOCAL AGENCY Contract Administrator.

F. Penalty

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

2. The amount of this forfeiture shall be determined by the Labor Commissioner and shall be based on consideration of mistake, inadvertence, or neglect of the CONSULTANT or Subconsultant in failing to pay the correct rate of prevailing wages, or the previous record of the CONSULTANT or Subconsultant in meeting their respective prevailing wage obligations, or the willful failure by the CONSULTANT or Subconsultant to pay the correct rates of prevailing wages. A mistake, inadvertence, or neglect in failing to pay the correct rates of prevailing wages is not excusable if the CONSULTANT or Subconsultant had knowledge of the obligations under the Labor Code. The CONSULTANT is responsible for paying the appropriate rate, including any escalations that take place during the term of the AGREEMENT.

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

4. If a worker employed by a Subconsultant on a public works project is not paid the general prevailing per diem wages by the Subconsultant, the CONSULTANT of the project is not liable for the penalties described above unless the CONSULTANT had knowledge of that failure of the Subconsultant to pay the specified prevailing rate of wages to those workers or unless the CONSULTANT fails to comply with all of the following requirements:
a. The AGREEMENT executed between the CONSULTANT and the Subconsultant for the performance of work on public works projects shall include a copy of the requirements in Labor Code §§ 1771, 1775, 1776, 1777.5, 1813, and 1815.

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b. The CONSULTANT shall monitor the payment of the specified general prevailing rate of per diem wages by the Subconsultant to the employees by periodic review of the certified payroll records of the Subconsultant.
c. Upon becoming aware of the Subconsultant’s failure to pay the specified prevailing rate of wages to the Subconsultant’s workers, the CONSULTANT shall diligently take corrective action to halt or rectify the failure, including but not limited to, retaining sufficient funds due the Subconsultant for work performed on the public works project. d. Prior to making final payment to the Subconsultant for work performed on the public works project, the CONSULTANT shall obtain an affidavit signed under penalty of perjury from the Subconsultant that the Subconsultant had paid the specified general prevailing rate of per diem wages to the Subconsultant’s employees on the public works project and any amounts due pursuant to Labor Code §1813.

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

6. If LOCAL AGENCY determines that employees of a Subconsultant were not paid the general prevailing rate of per diem wages and if LOCAL AGENCY did not retain sufficient money under the AGREEMENT to pay those employees the balance of wages owed under the general prevailing rate of per diem wages, the CONSULTANT shall withhold an amount of moneys due the Subconsultant sufficient to pay those employees the general prevailing rate of per diem wages if requested by LOCAL AGENCY.

G. Hours of Labor
Eight (8) hours labor constitutes a legal day's work. The CONSULTANT shall forfeit, as a penalty to the LOCAL AGENCY, twenty-five dollars ($25) for each worker employed in the execution of the AGREEMENT by the CONSULTANT or any of its Subconsultants for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of the provisions of the Labor Code, and in particular §§1810 to 1815 thereof, inclusive, except that work performed by employees in excess of eight (8) hours per day, and forty (40) hours during any one week, shall be permitted upon compensation for all hours worked in excess of eight (8) hours per day and forty (40) hours in any week, at not less than one and one-half (1.5) times the basic rate of pay, as provided in §1815.

H. Employment of Apprentices

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

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

Penalties are specified in Labor Code §1777.7.

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ARTICLE XIII CONFLICT OF INTEREST
A. During the term of this AGREEMENT, the CONSULTANT shall disclose any financial, business, or other relationship with LOCAL AGENCY that may have an impact upon the outcome of this AGREEMENT or any ensuing LOCAL AGENCY construction project. The CONSULTANT shall also list current clients who may have a financial interest in the outcome of this AGREEMENT or any ensuing LOCAL AGENCY construction project which will follow.

B. CONSULTANT certifies that it has disclosed to LOCAL AGENCY any actual, apparent, or potential conflicts of interest that may exist relative to the services to be provided pursuant to this AGREEMENT. CONSULTANT agrees to advise LOCAL AGENCY of any actual, apparent or potential conflicts of interest that may develop subsequent to the date of execution of this AGREEMENT. CONSULTANT further agrees to complete any statements of economic interest if required by either LOCAL AGENCY ordinance or State law
C. The CONSULTANT hereby certifies that it does not now have, nor shall it acquire any financial or business interest that would conflict with the performance of services under this AGREEMENT.

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

ARTICLE XIV REBATES, KICKBACKS OR OTHER UNLAWFUL CONSIDERATION The CONSULTANT warrants that this AGREEMENT was not obtained or secured through rebates, kickbacks or other unlawful consideration either promised or paid to any LOCAL AGENCY employee.

For breach or violation of this warranty, LOCAL AGENCY shall have the right, in its discretion, to terminate this AGREEMENT without liability, to pay only for the value of the work actually performed, or to deduct from this AGREEMENT price or otherwise recover the full amount of such rebate, kickback or other unlawful consideration.

ARTICLE XV PROHIBITION OF EXPENDING LOCAL AGENCY, STATE, OR FEDERAL FUNDS

FOR LOBBYING
A. The CONSULTANT certifies, to the best of his or her knowledge and belief, that:

1. No State, Federal, or LOCAL AGENCY appropriated funds have been paid or will be paid, by or on behalf of the CONSULTANT, to any person for influencing or attempting to influence an officer or employee of any local, State, or Federal agency, a Member of the State Legislature or United States Congress, an officer or employee of the Legislature or Congress, or any employee of a Member of the Legislature or Congress in connection with the awarding or making of this AGREEMENT, or with the extension, continuation, renewal, amendment, or modification of this AGREEMENT.

2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with this AGREEMENT, the CONSULTANT shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions.

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

C. The CONSULTANT also agrees by signing this document that he or she shall require that the language of this certification be included in all lower tier subagreements, which exceed one hundred thousand dollars ($100,000), and that all such subrecipients shall certify and disclose accordingly

ARTICLE XVI NON-DISCRIMINATION CLAUSE AND STATEMENT OF COMPLIANCE A. The CONSULTANT’s signature affixed herein and dated shall constitute a certification under penalty of perjury under the laws of the State of California that the CONSULTANT has, unless exempt, complied with the nondiscrimination program requirements of Gov. Code §12990 and 2 CCR §11102.

B. During the performance of this AGREEMENT, CONSULTANT and its subconsultants shall not deny the AGREEMENT’s benefits to any person on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status, nor shall they unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. CONSULTANT and subconsultants shall insure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment.

C. CONSULTANT and subconsultants shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code §12990 et seq.), the applicable regulations promulgated there under (2 CCR §11000 et seq.), the provisions of Gov. Code §§11135-11139.5, and the regulations or standards adopted by LOCAL AGENCY to implement such article. The applicable regulations of the Fair Employment and Housing Commission implementing Gov. Code §12990 (a-f), set forth 2 CCR §§8100-8504, are incorporated into this AGREEMENT by reference and made a part hereof as if set forth in full.

D. CONSULTANT shall permit access by representatives of the Department of Fair Employment and Housing and the LOCAL AGENCY upon reasonable notice at any time during the normal business hours, but in no case less than twenty-four (24) hours’ notice, to such of its books, records, accounts, and all other sources of information and its facilities as said Department or LOCAL AGENCY shall require to ascertain compliance with this clause.

E. CONSULTANT and its subconsultants shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement.

F. CONSULTANT shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under this AGREEMENT.

G. The CONSULTANT, with regard to the work performed under this AGREEMENT, shall act in accordance with Title VI of the Civil Rights Act of 1964 (42 U.S.C. §2000d et seq.). Title VI provides that the recipients of federal assistance will implement and maintain a policy of nondiscrimination in which no person in the United States shall, on the basis of race, color, national origin, religion, sex, age, disability, be excluded from participation in, denied the benefits of or subject to discrimination under any program or activity by the recipients of federal assistance or their assignees and

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successors in interest.

H. The CONSULTANT shall comply with regulations relative to non-discrimination in federally assisted programs of the U.S. Department of Transportation (49 CFR 21 - Effectuation of Title VI of the Civil Rights Act of 1964). Specifically, the CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by 49 CFR §21.5, including employment practices and the selection and retention of Subconsultants.

I. CONSULTANT, subrecipient or subconsultant will never exclude any person from participation in, deny any person the benefits of, or otherwise discriminate against anyone in connection with the award and performance of any contract covered by 49 CFR 26 on the basis of race, color, sex, or national origin. In administering the LOCAL AGENCY components of the DBE Program Plan, CONSULTANT, subrecipient or subconsultant will not, directly, or through contractual or other arrangements, use criteria or methods of administration that have the effect of defeating or substantially impairing accomplishment of the objectives of the DBE Program Plan with respect to individuals of a particular race, color, sex, or national origin.

ARTICLE XVII DEBARMENT AND SUSPENSION CERTIFICATION
A. The CONSULTANT’s signature affixed herein shall constitute a certification under penalty of perjury under the laws of the State of California, that the CONSULTANT or any person associated therewith in the capacity of owner, partner, director, officer or manager:

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

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

3. Does not have a proposed debarment pending; and

4. Has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past three (3) years.

B. Any exceptions to this certification must be disclosed to LOCAL AGENCY. Exceptions will not necessarily result in denial of recommendation for award, but will be considered in determining responsibility. Disclosures must indicate the party to whom the exceptions apply, the initiating agency, and the dates of agency action.

C. Exceptions to the Federal Government excluded parties (https://sam.gov/content/home) maintained by the U.S. General Services Administration are to be determined by FHWA.

ARTICLE XVIII DISADVANTAGED BUSINESS ENTERPRISES (DBE) PARTICIPATION (REMOVED)

ARTICLE XIX INSURANCE
See Section 3 of the Professional Services Contract.

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ARTICLE XX FUNDING REQUIREMENTS
A. It is mutually understood between the parties that this AGREEMENT may have been written before ascertaining the availability of funds or appropriation of funds, for the mutual benefit of both parties, in order to avoid program and fiscal delays that would occur if the AGREEMENT were executed after that determination was made.

B. This AGREEMENT is valid and enforceable only if sufficient funds are made available to LOCAL AGENCY for the purpose of this AGREEMENT. In addition, this AGREEMENT is subject to any additional restrictions, limitations, conditions, or any statute enacted by the Congress, State Legislature, or LOCAL AGENCY governing board that may affect the provisions, terms, or funding of this AGREEMENT in any manner.

C. It is mutually agreed that if sufficient funds are not appropriated, this AGREEMENT may be amended to reflect any reduction in funds.

D. LOCAL AGENCY has the option to terminate the AGREEMENT pursuant to Article VI Termination, or by mutual agreement to amend the AGREEMENT to reflect any reduction of funds.

ARTICLE XXI CHANGE IN TERMS
A. This AGREEMENT may be amended or modified only by mutual written agreement of the parties.

B. CONSULTANT shall only commence work covered by an amendment after the amendment is executed and notification to proceed has been provided by LOCAL AGENCY’s Contract Administrator.

C. There shall be no change in CONSULTANT’s Project Manager or members of the project team, as listed in the approved Cost Proposal, which is a part of this AGREEMENT without prior written approval by LOCAL AGENCY’s Contract Administrator.

ARTICLE XXII CONTINGENT FEE
CONSULTANT warrants, by execution of this AGREEMENT that no person or selling agency has been employed, or retained, to solicit or secure this AGREEMENT upon an agreement or understanding, for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees, or bona fide established commercial or selling agencies maintained by CONSULTANT for the purpose of securing business. For breach or violation of this warranty, LOCAL AGENCY has the right to annul this AGREEMENT without liability; pay only for the value of the work actually performed, or in its discretion to deduct from the AGREEMENT price or consideration, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee.

ARTICLE XXIII DISPUTES
Prior to either party commencing any legal action under this AGREEMENT, the parties agree to try in good faith, to settle any dispute amicably between them. If a dispute has not been settled after forty-five (45) days of good-faith negotiations and as may be otherwise provided herein, then either party may commence legal action against the other.

A. Any dispute, other than audit, concerning a question of fact arising under this AGREEMENT that is not disposed of by agreement shall be decided by a committee consisting of LOCAL AGENCY’s Contract Administrator and (PENI BASALUSALU, DIRECTOR), who may consider written or verbal information submitted by CONSULTANT.

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B. Not later than thirty (30) calendar days after completion of all work under the AGREEMENT, CONSULTANT may request review by LOCAL AGENCY Governing Board of unresolved claims or disputes, other than audit. The request for review will be submitted in writing.

C. Neither the pendency of a dispute, nor its consideration by the committee will excuse CONSULTANT from full and timely performance in accordance with the terms of this AGREEMENT.

ARTICLE XXIV INSPECTION OF WORK
CONSULTANT and any subconsultant shall permit LOCAL AGENCY, the State, and the FHWA if federal participating funds are used in this AGREEMENT; to review and inspect the project activities and files at all reasonable times during the performance period of this AGREEMENT.

ARTICLE XXV SAFETY
A. CONSULTANT shall comply with OSHA regulations applicable to CONSULTANT regarding necessary safety equipment or procedures. CONSULTANT shall comply with safety instructions issued by LOCAL AGENCY Safety Officer and other LOCAL AGENCY representatives.

CONSULTANT personnel shall wear hard hats and safety vests at all times while working on the construction project site.

B. Pursuant to the authority contained in Vehicle Code §591, LOCAL AGENCY has determined that such areas are within the limits of the project and are open to public traffic. CONSULTANT shall comply with all of the requirements set forth in Divisions 11, 12, 13, 14, and 15 of the Vehicle Code.

CONSULTANT shall take all reasonably necessary precautions for safe operation of its vehicles and the protection of the traveling public from injury and damage from such vehicles.

C. Any subcontract entered into as a result of this contract, shall contain all of the provisions of this Article.

D. CONSULTANT must have a Division of Occupational Safety and Health (CAL-OSHA) permit(s), as outlined in Labor Code §6500 and §6705, prior to the initiation of any practices, work, method, operation, or process related to the construction or excavation of trenches which are five (5) feet or deeper.

ARTICLE XXVI OWNERSHIP OF DATA
A. It is mutually agreed that all materials prepared by CONSULTANT under this AGREEMENT shall become the property of LOCAL AGENCY, and CONSULTANT shall have no property right therein whatsoever. Immediately upon termination, LOCAL AGENCY shall be entitled to, and CONSULTANT shall deliver to LOCAL AGENCY, reports, investigations, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not, and other such materials as may have been prepared or accumulated to date by CONSULTANT in performing this AGREEMENT which is not CONSULTANT’s privileged information, as defined by law, or CONSULTANT’s personnel information, along with all other property belonging exclusively to LOCAL AGENCY which is in CONSULTANT’s possession. Publication of the information derived from work performed or data obtained in connection with services rendered under this AGREEMENT must be approved in writing by LOCAL AGENCY.

B. Additionally, it is agreed that the Parties intend this to be an AGREEMENT for services and each considers the products and results of the services to be rendered by CONSULTANT hereunder to be work made for hire. CONSULTANT acknowledges and agrees that the work (and all rights therein, including, without limitation, copyright) belongs to and shall be the sole and exclusive property of LOCAL AGENCY without restriction or limitation upon its use or dissemination by City.

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C. Nothing herein shall constitute or be construed to be any representation by CONSULTANT that the work product is suitable in any way for any other project except the one detailed in this Contract.

Any reuse by LOCAL AGENCY for another project or project location shall be at LOCAL AGENCY’s sole risk.

D. Applicable patent rights provisions regarding rights to inventions shall be included in the contracts as appropriate (48 CFR 27 Subpart 27.3 - Patent Rights under Government Contracts for federalaid contracts).

E. LOCAL AGENCY may permit copyrighting reports or other agreement products. If copyrights are permitted; the AGREEMENT shall provide that the FHWA shall have the royalty-free nonexclusive and irrevocable right to reproduce, publish, or otherwise use; and to authorize others to use, the work for government purposes.

ARTICLE XXVII CLAIMS FILED BY LOCAL AGENCY’s CONSTRUCTION CONTRACTOR A. If claims are filed by LOCAL AGENCY’s construction contractor relating to work performed by CONSULTANT’s personnel, and additional information or assistance from CONSULTANT’s personnel is required in order to evaluate or defend against such claims; CONSULTANT agrees to make its personnel available for consultation with LOCAL AGENCY’S construction contract administration and legal staff and for testimony, if necessary, at depositions and at trial or arbitration proceedings.

B. CONSULTANT’s personnel that LOCAL AGENCY considers essential to assist in defending against construction contractor claims will be made available on reasonable notice from LOCAL AGENCY.

Consultation or testimony will be reimbursed at the same rates, including travel costs that are being paid for CONSULTANT’s personnel services under this AGREEMENT.

C. Services of CONSULTANT’s personnel in connection with LOCAL AGENCY’s construction contractor claims will be performed pursuant to a written contract amendment, if necessary, extending the termination date of this AGREEMENT in order to resolve the construction claims.

ARTICLE XXVIII CONFIDENTIALITY OF DATA
A. All financial, statistical, personal, technical, or other data and information relative to LOCAL AGENCY’s operations, which are designated confidential by LOCAL AGENCY and made available to CONSULTANT in order to carry out this AGREEMENT, shall be protected by CONSULTANT from unauthorized use and disclosure.

B. Permission to disclose information on one occasion, or public hearing held by LOCAL AGENCY relating to the AGREEMENT, shall not authorize CONSULTANT to further disclose such information, or disseminate the same on any other occasion.

C. CONSULTANT shall not comment publicly to the press or any other media regarding the AGREEMENT or LOCAL AGENCY’s actions on the same, except to LOCAL AGENCY’s staff, CONSULTANT’s own personnel involved in the performance of this AGREEMENT, at public hearings, or in response to questions from a Legislative committee.

D. CONSULTANT shall not issue any news release or public relations item of any nature, whatsoever, regarding work performed or to be performed under this AGREEMENT without prior review of the contents thereof by LOCAL AGENCY, and receipt of LOCAL AGENCY’S written permission.

E. Any subcontract entered into as a result of this contract shall contain all of the provisions of this Article.

EXHIBIT G

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334
Local Assistance Procedures Manual Exhibit 10-R
A&E Boilerplate Agreement Language

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January 2026
F. All information related to the construction estimate is confidential and shall not be disclosed by CONSULTANT to any entity, other than LOCAL AGENCY, Caltrans, and/or FHWA. All of the materials prepared or assembled by CONSULTANT pursuant to performance of this Contract are confidential and CONSULTANT agrees that they shall not be made available to any individual or organization without the prior written approval of LOCAL AGENCY or except by court order. If CONSULTANT or any of its officers, employees, or subcontractors does voluntarily provide information in violation of this Contract, LOCAL AGENCY has the right to reimbursement and indemnity from CONSULTANT for any damages caused by CONSULTANT releasing the information, including, but not limited to, LOCAL AGENCY’s attorney’s fees and disbursements, including without limitation experts’ fees and disbursements.

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

ARTICLE XXX EVALUATION OF CONSULTANT
CONSULTANT’s performance will be evaluated by LOCAL AGENCY. A copy of the evaluation will be sent to CONSULTANT for comments. The evaluation together with the comments shall be retained as part of the AGREEMENT record.

ARTICLE XXXI PROMPT PAYMENT
A. PROMPT PAYMENT FROM LOCAL AGENCY TO CONSULTANT
The LOCAL AGENCY shall make all project progress payment within 30 days after receipt of an undisputed and properly submitted payment request from CONSULTANT on a professional service contract. If the LOCAL AGENCY fails to pay promptly, the LOCAL AGENCY shall pay interest to the CONSULTANT, which accrues at the rate of 10 percent per annum on the principal amount of a money judgment remaining unsatisfied and pro-rated as necessary. Upon receipt of the payment request, the LOCAL AGENCY shall act in accordance with both of the following:
(1) The LOCAL AGENCY shall review each payment request as soon as feasible after receipt to verify it is a proper payment request.
(2) The LOCAL AGENCY must return any payment request deemed improper by the LOCAL AGENCY to the CONSULTANT as soon as feasible, but not later than seven (7) days, after receipt. A request returned pursuant to this paragraph shall include documentation setting forth in writing the reasons why it is an improper payment request.

B. PROMPT PAYMENT CERTIFICATION
For projects awarded on or after September 1, 2023: the CONSULTANT must now submit Exhibit 9-P to the LOCAL AGENCY administering the contract by the 15th of the month following the month of any payment(s). If the CONSULTANT does not make any payments to subconsultants, supplier(s), and/or manufacturers they must report “no payments were made to subs this month” and write this visibly and legibly on Exhibit 9-P.

EXHIBIT G

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City Council and Concurrent AuthoritiesMarch 3, 2026

City Council and Concurrent Authorities
March 3, 2026