cc/bsd AR 05/13 raceway basin & buena creek pump station project award of contract — Vista City Council, May 13, 2025 (part 1 of 5)

ACTION:
____________________________
Clerk/Secretary
Department: Engineering Item No: C9
Prepared by:

Steve Nowak, Principal Engineer
Erin Adams, Administrative Programs Manager Meeting Date: May 13, 2025 Approved by:

Greg Mayer, Director of Engineering
John Conley, City Manager Agenda Location: Consent Calendar SUBJECT: CIP NOS. 8320, 8321, 8324 & 8345 RACEWAY BASIN AND BUENA CREEK PUMP STATIONS IMPROVEMENTS AND FOG ABATEMENTS PROJECT – DESIGN/BUILD

AGREEMENT AWARD
RECOMMENDATION:

1. Adopt City Council Resolution No. 2025- , approving an agreement with GSE Construction Company, Inc. for design/build services for the Raceway Pump Station and Buena Creek Pump Station Improvements and FOG Abatements Project (CIP Nos. 8320, 8321, 8324 & 8345).

2. Adopt Buena Sanitation District Resolution No. 2025- , approving an agreement with GSE Construction Company, Inc. for design/build services for the Raceway Pump Station and Buena Creek Pump Station Improvements and FOG Abatements Project (CIP Nos. 8320, 8321, 8324 & 8345).

CORRELATION TO CITY COUNCIL GOALS: Climate and Environmental Responsibility PRIOR ACTION: On June 11, 2024, adopted City Council Resolution No. 2024-86, adopting a Capital Project Budget for Fiscal Years 2024/25 and 2025/26 (Vote: 5-0).

STATEMENT ON THE SUBJECT: This project combines four separate yet related Capital Improvement Program (CIP) projects for implementation by one design-build team; CIP 8320 – Raceway Basin Pump Station FOG Abatement, CIP 8321 – Raceway Basin Pump Station Overflow Basin Improvements, CIP 8324 – Buena Creek Pump Station FOG Abatement, and CIP 8345 – Buena Creek Pump Station Mechanical Valve Modification project.

The project is in the City of Vista at the Buena Creek Pump Station (BCPS) located near S. Melrose Dr. and Green Oak Rd, and the Raceway Basin Pump Station (RBPS) located near S. Melrose Dr. and Faraday Ave. The BCPS and RBPS are owned by Buena Sanitation District (BSD) and City of Vista (CoV); however, the pump stations are operated and maintained by Encina Wastewater Authority (EWA) by contract.

Both stations are experiencing routine Fats, Oils, and Grease (FOG) accumulation in the wet wells. The EWA operation and maintenance (O&M) staff spend hours per week breaking down the FOG build up in the wet wells. Staff use high pressure water hoses to break down the FOG mat in to their best of ability and increased pump speed to drain the wet well to disperse the FOG mat. In 2021, the City of Vista and Buena Sanitation District contracted with HDR Engineering to prepare a study carefully evaluated several different technologies against robust evaluation criteria and found that a large volume air bubble mixer by AGENDA
REPORT

CITY COUNCIL

COMMUNITY DEVELOPMENT COMMISSION

SUCCESSOR AGENCY

BUENA SANITATION DISTRICT

JOINT POWERS FINANCING AUTHORITY
05/13/2025 C9 1 of 1078
MEETING DATE: May 13, 2025 PAGE 2
SUBJECT: CIP NOS. 8320, 8321, 8324 & 8345 RACEWAY BASIN AND BUENA CREEK PUMP STATIONS IMPROVEMENTS AND FOG ABATEMENTS PROJECT – DESIGN/BUILD

AGREEMENT AWARD
Pulsed Hydraulics, Inc. (PHi) to be the best alternative to mitigate the FOG accumulation issue at BCPS and RBPS (CIP 8324 and CIP 8320). Installation of the system requires the design and implementation of a temporary station bypass.

Furthermore, a May 2021 condition assessment and October 2021 site assessment of the Buena Creek Pump Station identified required mechanical modifications (CIP 8345) including replacement of 24 valves to ensure proper operation and ability to isolate various pumps in the station. In addition, there are several suction valves that are leaking. These valves are direct replacements but also require the design and implementation of a temporary station bypass.

The BCPS force main manifold piping includes some ability to isolate pumps three, four, and five for maintenance purposes, however pumps one and two lack such ability. With potentially minor modifications, isolation of pumps one and two may be possible. As part of CIP 8345, the design build team is tasked with analyzing and potentially constructing modifications to the BCPS manifold piping to allow for future isolation of each side of the force main manifold so that future valve maintenance can be achieved without externally bypassing the pump station, resulting in increased resilience and efficiency of future maintenance activities.

Lastly, the Raceway Pump Station Emergency Overflow Basin Improvements project (CIP 8321) addresses groundwater, or other water sources entering the emergency overflow basin at the Raceway Pump Station which potentially reduces storage volume and causes potential vector control issues. The main objectives are to eliminate and/or reduce the source of groundwater with a subdrain system, utilize injection grouting if necessary to seal cracks in the basin, and reseal the overflow basin with an appropriate lining method.

Award of Design/Build Agreement. On January 16, 2025, staff issued a request for proposals (RFP) for design/build services for the Raceway Pump Station and Buena Creek Pump Station Improvements and FOG Abatements Project. The RFP was based on best value, with price to be negotiated with the selected firm. The RFP was advertised on the City of Vista’s website and the City’s electronic procurement portal, OpenGov.com. The following firm responded to the RFP:

Firm Office Location
GSE Construction Company, Inc. Livermore, CA
The proposal was evaluated by staff and ranked based upon predetermined criteria including overall experience and technical competence, experience with projects of similar nature, rates and fees, proposed methods and plan to accomplish the work, and overall proposal. Based on staff’s evaluation of the RFP response, staff recommends the selection of GSE Construction Company, Inc. (GSE) to design and construct CIP Nos. 8320, 8321, 8324 & 8345.

The agreement with GSE includes design, and pre-construction costs in the amount of $244,472. Once design is complete, a Guaranteed Maximum Price and construction schedule will be established for construction, and an amendment for construction will be prepared for Council approval.

FISCAL IMPACT: The cost for GSE to provide the Raceway Pump Station and Buena Creek Pump Station Improvements and FOG Abatements Project design, and pre-construction services is $244,472.

Sufficient funding is budgeted and available in the Fiscal Years 2024/25 and 2025/26 Capital Improvement Budgets in CIP Nos. 8320, 8321, 8324 & 8345, in Source Appropriation Account (Nos. 5036620.578999.8320, 5036620.578999.8321, 5066515.578999.8324, and 5066515.578999.8345).

05/13/2025 C9 2 of 1078
MEETING DATE: May 13, 2025 PAGE 3
SUBJECT: CIP NOS. 8320, 8321, 8324 & 8345 RACEWAY BASIN AND BUENA CREEK PUMP STATIONS IMPROVEMENTS AND FOG ABATEMENTS PROJECT – DESIGN/BUILD

AGREEMENT AWARD
EXHIBITS:

1. City Council Resolution No. 2025- , approving an agreement with GSE Construction Company, Inc. for design/build services for the Raceway Pump Station and Buena Creek Pump Station Improvements and FOG Abatements Project (CIP Nos. 8320, 8321, 8324 & 8345)

2. Buena Sanitation District Resolution No. 2025- , approving an agreement with GSE Construction Company, Inc. for design/build services for the Raceway Pump Station and Buena Creek Pump Station Improvements and FOG Abatements Project (CIP Nos. 8320, 8321, 8324 & 8345)

3. Agreement with GSE Construction Company, Inc.
05/13/2025 C9 3 of 1078
00029213 7
RESOLUTION NO. 2025-

A RESOLUTION OF THE CITY COUNCIL OF THE CHARTERED CITY OF

VISTA, CALIFORNIA, APPROVING AN AGREEMENT WITH GSE
CONSTRUCTION COMPANY, INC. FOR DESIGN/BUILD SERVICES FOR THE

RACEWAY PUMP STATION AND BUENA CREEK PUMP STATION

IMPROVEMENTS AND FOG ABATEMENTS PROJECT
(CIP NOS. 8320, 8321, 8324 & 8345)
The City Council of the City of Vista does resolve as follows:

1. Findings. The City Council hereby finds and declares the following:

B. One proposal was submitted in response to the RFP and was evaluated based upon the predetermined criteria identified in the RFP.

C. Staff recommends the selection of GSE Construction Company, Inc. as the contractor to provide design/build services for the Raceway Pump Station and Buena Creek Pump Station Improvements and FOG Abatements Project (CIP Nos. 8320, 8321, 8324 & 8345).

2. Action.

A. The agreement between the City of Vista and GSE Construction Company, Inc. for design/build services for the Raceway Pump Station and Buena Creek Pump Station Improvements and FOG Abatements Project is approved, and the Mayor is authorized to execute the agreement.

3. Adoption. PASSED AND ADOPTED at a meeting of the City Council of the City of Vista held on May 13, 2025, by the following vote:

AYES:

NOES:

ABSTAIN:

APPROVED AS TO FORM:

WALTER CHUNG, CITY ATTORNEY
By:

APPROVED
Walter C. Chung
20250505081041
JOHN B. FRANKLIN, MAYOR
ATTEST:

KATHY VALDEZ, CITY CLERK
By:
05/13/2025 C9 4 of 1078
(;+,%,7
00056393 5
RESOLUTION NO. 2025-

A RESOLUTION OF THE BOARD OF DIRECTORS OF THE

BUENA SANITATION DISTRICT, APPROVING AN AGREEMENT WITH GSE CONSTRUCTION COMPANY, INC. FOR DESIGN/BUILD SERVICES FOR THE

RACEWAY PUMP STATION AND BUENA CREEK PUMP STATION

IMPROVEMENTS AND FOG ABATEMENTS PROJECT
(CIP NOS. 8320, 8321, 8324 & 8345)
The Board of Directors of the Buena Sanitation District does resolve as follows:

1. Findings. The Board of Directors hereby finds and declares the following:

A. Pursuant to section 3.08.075 of the Vista Municipal Code, a request for proposals (RFP) was issued on January 16, 2025 for design/build services for the Raceway Pump Station and Buena Creek Pump Station Improvements and FOG Abatements Project (CIP Nos. 8320, 8321, 8324 & 8345)
B. One proposal was submitted in response to the RFP and was evaluated based upon the predetermined criteria identified in the RFP.

2. Action.

A. The agreement between the Buena Sanitation District and GSE Construction Company, Inc. for design/build services for the Raceway Pump Station and Buena Creek Pump Station Improvements and FOG Abatements Project is approved, and the Chairperson is authorized to execute the agreement.

3. Adoption. PASSED AND ADOPTED at a meeting of the Board of Directors of the Buena Sanitation District held on May 13, 2025, by the following vote:

AYES:

NOES:

ABSTAIN:

APPROVED AS TO FORM:

WALTER CHUNG, DISTRICT COUNSEL
By:

APPROVED
Walter C. Chung
20250505081228
JOHN B. FRANKLIN, CHAIRPERSON
ATTEST:

KATHY VALDEZ, CLERK OF THE BOARD
By:
05/13/2025 C9 5 of 1078
(;+,%,7
00105692 1{

DESIGN / BUILD SERVICES FOR THE

DESIGN AND CONSTRUCTION OF RACEWAY BASIN PUMP STATION AND BUENA

CREEK PUMP STATION IMPROVEMENTS AND FOG ABATEMENTS PROJECT CIP NOS. 8320, 8321, 8324 and 8345
THIS AGREEMENT is made and entered into as of ________________ (Contract Date) by and between the BUENA SANITATION DISTRICT, a County Sanitation District and CITY OF VISTA (“City”), a chartered municipal corporation, and GSE Construction Company, Inc. (“Design Builder or DB”). City and DB are sometimes individually referred to as “Party” and collectively as “Parties”.

RECITALS

1. On January 16, 2025, a Request for Proposal (RFP) (Exhib it 3) was issued for design/build services for the Design and Co nstruction of Raceway Basin Pump Station and Buena Creek Pump Station Improvements and FOG Abatements Project – CIP Nos. 8320, 8321, 8324 and 8345; and

2. One firm submitted a proposal and based upon the review of the proposal and interviews with the top firms, Design Builder was selected as the respondent who best met the evaluation criteria specified in the RFP including experience and technical competence, schedule, rates, and financial resources and with whom City could negotiate an agreement.

NOW THEREFORE, in consideration of the mutual promises and covenants contained herein:

THE PARTIES AGREE:

Section 1: General Scope of Work to Be Performed by DB

1.1 In accordance with the terms set forth in th is Agreement and the Design Build Proposal for the Design and Construction of Raceway Basin Pump Station and Buena Creek Pump Station Improvements and FOG Abatements Project (Exhibit 1 attached hereto and incorporated herein), Design and Construction of Raceway Basin Pump Station and Buena Creek Pump Station Improvements and FOG Abatements Project – CIP Nos. 8320, 8321, 8324 and 8345 shall include, but not be limited to all components outlined and described in Exhibit 1.

1.2 The services provided by the DB shall include, but not be limited to, all services outlined and described in this agreement and the design, and construction services within Exhibit 1.

1.3 The DB shall:

1.3.1 Perform design and pre-construction se rvices (Phase I) on a time and materials basis for an amount not-to-exceed $244,472, as specified in DB’s Project Cost Estimate.

At 90% complete construction documents the DB shall propose a Guaranteed Maximum Price (GMP) which will include, but not be limited to, the cost for all labor, equipment, and material to design and construct the Phase II Project in accordance with all applicable rules, regulations, and laws. If the Parties agree to DB’s proposed GMP, or successfully negotiate an alternative GMP amount, the Part ies shall enter into an amendment to this Agreement to fund and undertake Phase II and III of the Project. Under the amendment, the DB fee shall be 10% of the cost of construction defined as the total sum of trade contracts (subcontractors), materials (purchase orders), equipment, self-performed work and general conditions. Any costs incurred by DB in excess of the established GMP shall be the sole responsibility of the DB, unless a Change Order is approved by the City. Any 05/13/2025 C9 6 of 1078(;+,%,7
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 2 ends

00105692 14919-7365-7649, v. 2
savings resulting in the project being completed for less than the amount of the GMP shall belong to the City.

1.3.2 Provide the proposed GMP to City by August 11, 2025, and complete the Phase I design services by September 8, 2025 , including City approval of 90% construction drawing package, in accordance with the schedule set forth in Exhibit 1.

Section 2: General Obligations of City

2.1 City shall be obligated as follows:

2.1.1 Designate a representative (or representatives) who is/are authorized to act on behalf of City with respect to the Project, except as to those decisions that require authorization by the Vista City Manager or Vista City Council.

2.1.2 Make decisions with reasonable promptness to avoid delay in the orderly progress of DB’s services per the schedule in Exhibit 1.

2.1.3 At the request of DB, City will use its best efforts to provide DB with any available information about the Project Site (Exhibit 4) geotechnical soil conditions; it will, however, be the responsibility of DB to take all reasonable steps to verify all such information as it deems necessary to perform its services under this Agreement. City does not warranty to DB the accuracy or completeness of any such information.

2.1.4 Cooperate with DB in identifying, proc essing and securing required permits and licenses in a timely fashion; however, this du ty to cooperate does not relieve DB of its primary obligations to identify, apply for and secure all necessary permits and licenses in a timely manner.

2.1.5 Make payments to DB in the amounts and in accordance with the terms set forth below.

2.1.6 Issue Certificate of Substantial Comple tion when City reasonably determines the Project has achieved Substantial Completion as defined below in Section 16.1.

2.1.7 Issue a Notice of Acceptance when City reasonably determines the Project has achieved Final Completion as defined in Section 16.2.

2.2 City Review Process. City shall review the 90% and 100% Construction Drawings ( CD’s) including project specifications wh ich shall allow construction of Project in conformity with the Program Document for the Project.

2.2.1 For each DB submission, City shall have ten (10) working days to review, approve, conditionally approve or deny said set of documents.

Section 3: General Obligations of DB

3.1 DB shall be obligated as follows:

3.1.1 Provide all supervision, labor, equipment, technical expertise, safety equipment, and service operations to complete the Project.
05/13/2025 C9 7 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 3 ends

00105692 14919-7365-7649, v. 2

3.1.2 At all times in performing its services, design and deliver the best possible Project consistent with the standard of care that satisfies the time, monetary, quality and design parameters set forth in this Agreement.

3.1.3 Design and construct the Project on time , consistent with timeframes set forth in the Project Schedule (Exhibit 1), and in such a manner that the GMP or Contract Time of the Project shall not be exceed ed, except by written Change Order as provided in Section 14. DB shall provide a master accounting system and matrix using software acceptable to City that will be updated, expanded and provided to the City monthly as the Project develops.

3.1.4 Perform all services as expeditiously as is consistent with reasonable skill and care and shall complete the services within each and all of the time periods set forth in the Project Schedule (Exhibit 1).

3.1.5 Any subcontractors performing Project co nstruction must be appropriately licensed by the California Contractors State License Board or other required agency.

3.1.6 Perform or subcontract all design se rvices for the Project utilizing qualified, licensed and sufficiently experienced engineers, and other professionals (“Design Consultants”) as identified in Exhibit 1.DB shall not be permitted to substitute any Design Consultant unless authorized by City. The fact that the City approves the subcontracting of any such services will in no way relieve the DB of any of its obligations or responsibilities under this RFP or this Agreement.

3.1.7 INTENTIONALLY LEFT BLANK

3.1.8 Ensure that DBT personnel conduct themselves in a professional manner at all times. Personnel shall be courteous, ne at in appearance, and wear visible identification including all personal pr otective equipment. All equipment must display their company identification, including any subcontractors.

3.1.9 Comply with the California Fair Emplo yment and Housing Act and all other State, Federal and local laws including, but not limited to, those prohibiting discrimination, on account of race, color, national origin, religion, age, sex or handicap.

3.1.10 Take all reasonable steps during the co urse of the Project so as not to interfere with the ongoing operation of the adjacent residences, businesses and facilities, including but not limited to the following:

3.1.10.1 Not interfere with pede strian and vehicular access.

3.1.10.2 Take all reasonable steps duri ng the course of construction to control dust in accordance with the provisions in the 2012 Edition of the Standard Specifications for Public Works Constr uction and most recent Supplement (“Greenbook”). Ensure that all work conforms to the City of Vista noise ordinance unless authorized by the designated City re presentative. The DB shall ensure all DBT personnel comply with all relevant OSHA, Cal/OSHA, and labor and industrial work safety regulations at all times they are on the Project Site. The DB is responsible for implementing confined space entry procedures in accordance with all applicable laws and regulations.
05/13/2025 C9 8 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 4 ends

00105692 14919-7365-7649, v. 2

3.1.11 Study all applicable laws, codes, ordinances, rules, orders, regulations, and statutes affecting the Project, including but not limited to, zo ning, environmental, building, fire and safety codes and coverage, and lien laws, and comply with them in performance of its services. DB shall ensure that the Project design conforms to all applicable federal, state and local laws, statutes, ordinances, rules, regulations, orders or other legal requirements, (collectively “Governmental Requirements”) existing as of the date of this Agre ement. However, the City recognizes that Governmental Requirements and their inte rpretations by governmental officials (“Code Authority”) are often subject to change at any time, even after issuance of a notice to construct. If, after the date of this Agreement, modifications to the Project are required because of a change in Governmental Requirements or their interpretation by a Code Authority which had not previously been given, or which if given, was different than a prior interpretation of a Code Authority, DB shall make the required modifications to comply with the same. However, in the event of such an occurrence the compensation to DB and the associated design and pre- construction schedule may be subject to an adjustment. Nothing contained in this paragraph shall relieve DB of its obligations to modify the Project at its own expense where DB has failed to design the Project in compliance with Governmental Requirements applicable as of the date of this Agreement.

3.1.12 Obtain all permits necessary to complete the Project. City shall reimburse cost of permits, except that DB shall be responsible for obtaining and paying for all permits normally obtained by the trades or subcontractors.

3.1.13 Adhere to the provisions of all permits and rules and regulations, including but not limited to those from with the 2012 Edition of the Standard Specifications for Public Works Construction and most recent Supplement (“Greenbook”) and the City of Vista.

3.1.14 Comply with all licensing requirements of the State of California and the City of Vista.

3.1.15 Use reasonable care to avoid dama ging existing improvements, buildings, equipment and vegetation adjacent to th e Project Site. If DB causes damage to any of this property, DB shall replace or repair said property at no expense to City and shall not be a basis for seeking an adjustment to the GMP or Contract Time.

DB agrees to indemnify City for any and all fines, penalties, liabilities, cost imposed upon City, its officers, employees and agents as a result of this Project.

3.1.16 Perform Quality Control (“QC”).Review the drawings and specifications in order to identify and correct errors and omission s and reduce the quantity of Change Orders during the course of construction . Include a detailed review of drawings and designs relative to applicable laws and standards.

3.1.17 Be fully responsible for damages, and lia bilities resulting from errors or omissions below the standard of care defined in Section 3.1. 19 by DB or DB’s agents, employees, design consultants and contractors; such costs, damages and liabilities shall not be chargeable to the City nor shall they be a basis for seeking an adjustment in the GMP or Contract Time.
05/13/2025 C9 9 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 5 ends

00105692 14919-7365-7649, v. 2

3.1.18 DB agrees to fully assume all risks, and costs associated with such risks, in performing the services and meeting the obligations under this Agreement. DB shall verify actual site conditions, topography, and facility conditions.

3.1.18.1 Unanticipated subsurface site conditions.

3.1.18.1.1 City assumes risks for unanticipated subsurface site conditions provided DB notifies City in writing within five (5) calendar days of discovery if DB believes it has
uncovered or revealed a condition which:

3.1.18.1.1.1 Differs materially form that indicated
in the geotechnical and geological reports.

3.1.18.1.1.2 Is of an unusual nature and differs
materially from conditions ordinarily
encountered and generally recognized as
inherent in the work required by this RFP and
the Design/Build Contract.

3.1.18.1.1.3 Upon receipt of a written notice, City
shall promptly investigate and if it determines
the conditions do materially differ, requiring a
change in the Work, City shall commence the
processing of a Change Order pursuant to
Section 14 of the Design/Build Contract. If
City determines there is no bona fide Work
scope change or is a minor change, which
does not impact GMP or Contract Time, City
shall notify DB within ten (10) calendar days.

3.1.18.1.1.4 DB shall no t be entitled to an
adjustment in the GMP or Contract Time if DB
knew or should have known of the existence
of such conditions at the time DB submitted
and agreed to GMP or Contract Time; or the
existence of such condition could reasonably
have been discovered as a result of DB’s
obligations regarding geotechnical and
geological investigations and reports as
described in the RFP.

3.1.19 DB shall perform in a manner consistent with that level of care and skill ordinarily exercised by members of the profession currently practici ng under similar conditions and in similar locations. Compliance with this section by DB shall not in any way excuse or limit DB’s obligations to fully comply with all other terms in this Agreement.

3.1.19.1 Contractor’s License.DB warrants that at least one member of the DB team shall be licensed by the Ca lifornia Contractor’s State License Board as a Class A General Engineering Contractor. DB is to provide a list of the responsible people within thei r organizations perf orming services, 05/13/2025 C9 10 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 6 ends

00105692 14919-7365-7649, v. 2
which shall include their qualifications and their function, for approval by the City prior to start of services. City and DB shall establish “key personnel” who shall remain on the Project until Final Completion. If any such “key personnel” leave the employment of DB, City shall have the right to approve the replacement personnel assigned to this Project. DB shall comply with all licensing requirements of the State of California and City of Vista.

3.1.19.2 Project Manager and Projec t Design Engineer. Throughout all phases of the Project hereunder, the individual project manager, and project design engineer shall be as re flected in Exhibit 1. So long as the Individual Project Manager and Projec t Design Engineer remain in the employ of the General Contractor and/or Engineer, such persons shall not be changed or substituted from the Project, or cease to be fully committed to the Project as deemed necessary by the City in its reasonable discretion, without the prior written consent or instruction of the City.

3.1.19.3 City Right to Remove Project Manager, and Project Design Engineer. Notwithstanding the foregoing provisions of Section 3.1.19, if the Individual Project Manager or Project Design Engineer, proves not to be satisfactory to the City, upon written notice from the City to the DB, such person or person shall be promptly replaced by a person who is acceptable to the City in accordance with the procedures set forth below.

3.1.19.4 Replacement Selection of Project Manager and/or Project Design Engineer. Within five (5) working days after receipt of a notice from the City requesting the replacemen t of any Individual Project Manager or Project Design Engineer, or promptly following the discovery by the Design Build Team that any Individual Project Mana ger, or Project Design Engineer is leaving the employ of the DB or Engineer, as the case may be, the replacement/substitution (together with such person’ s resume and other information regarding such person’s experience and qualifications) for approval by City. The replacement/substitution shall commence work on the Project no later than five (5) calendar days following the City’s approval of such replacement, which approval shall not be unreasonably withheld.

3.1.20 DB agrees and acknowledges that the City Representative is the only person with authority to approve additi ons or modifications to Project. Any costs or delays resulting from or associated with additi ons or modifications implemented without the written authorization of the City Repres entative shall be borne exclusively by DB and not be grounds for an increase in the GMP or Contract Time (Exhibit 1) of this Agreement, unless necessary to protect public health, safety or property.

3.1.21 DB shall fully cooperate with City Repres entative and any of its agents assigned to this project.

3.1.22 The DB shall remain in compliance with the City of Vista Water Quality Protection Program and, where applicab le, City of San Marcos an d County of San Diego’s respective stormwater protection progra ms and shall exercise every reasonable precaution to prevent the discharge of any material which is not solely storm water (i.e., rain events) to the storm drain system. The DB will be responsible for the 05/13/2025 C9 11 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 7 ends

00105692 14919-7365-7649, v. 2
complete cleanup of all material that is discharged from the project in violation of the discharge rules.

Section 4: Work Restriction and Bidding Requirement

4.1 DB shall determine how best to package portio ns of the work for purposes of bidding. DB shall be responsible for selectively bidding all construction work (except self-performed scopes) to others and for entering into subcontracts, in DB's own name, with the bidder who in DB’s discretion best meets the monetary, time, and pe rformance requirement of the Project. DB is required to submit a summary of bid results fo r each bid package. DB shall be responsible for ensuring that these contracts fully comply with all applicable local, state and federal laws, some but not all of which are listed below.

4.2 DB shall hear and decide bid protests and shall develop and maintain bid protest procedures for that purpose. City shall be timely info rmed of all bid protests (prior to resolution) and the outcome of said protests.

Section 5: DB’s Phase I Services and Obligations –Design Services

5.1 DB’s services in Phase I shall includethose specified in Section 5.1.1 of the RFP.

Section 6: DB’s Phase II Services and Obligations – Construction Services

6.1 Contingent on City’s approvalduring Phase I 90% and 100% CDs, Construction Schedule, GMP, and associated contract amendment, DB’s services in Phase II shall include those specified in Section 5.1.2 of the RFP.

Section 7: DB’s Phase III Services and Obligations: Operation/Startup Phase

7.1 DB’s services in Phase III shall include those specified in Section 5.1.3 of the RFP.

Section 8: INTENTIONALLY LEFT BLANK
Section 9: Additional Services

9.1 City will have the right to direct DB to perform Additional Services beyond those specified in this Agreement. DB may provide Additional Servic es only if authorized in writing, in advance, by City and after complying with Section 9.4. The City may propose changes to the Work of a subcontractor after the bid has been awarded. In the event of a change of this nature, DB will estimate the cost of the Change Order, assist Cit y in developing drawings and specifications as necessary, solicit a revised bid, negotiate with the subcontractor, present a recommendation for a Change Order to City, and implement construction as approved by City.

9.2 For Additional Services which increase the Ha rd Construction Costs, or other reasonably necessary costs of the Project, DB shall be paid a DB fee of 15% of the total additional labor, equipment, and material costs. This fee includes DB’s office overhead, profit, bonds, and liability insurance. DB shall also be paid a DB fee of 5% of the total subcontractor costs. Regardless of the number of hierarchical tiers of Subcontrac tors, the 5% which DB fee shall be applied only once to the performing Subcontract or’s total costs. City will also pay any additional Subcontractor’s insurance or bonding costs.
05/13/2025 C9 12 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 8 ends

00105692 14919-7365-7649, v. 2

9.3 For Additional Services, whic h result in an extension of the Substantial Completion date, DB and City shall negotiate the additional costs.

9.4 If at any time DB contends that it is bein g asked to perform Additional Services, it shall give City written notice 5 days prior to performing said services indicating that DB intends to seek additional compensation beyond the GMP. Furnishing advance written notice shall be a condition precedent to being able to seek additional compensation from City.

Section 10: Bonds

10.1 DB shall furnish performance and paym ent bonds with the names of the obligees designated as the City in the amount set forth below, as security for the faithful performance and payment of all DB’s obligations under the Agreement.These bonds shall remain in effect at least until thirty (30) days after the filing date of Notice of Completion, except as otherwise provided by law or regulation or by this Agreement. DB shall also furnish such other bonds as are required by this Agreement.

10.1.1 The performance bond shall be in the amount of 100% of the GMP.

10.1.2 The payment bond shall be in th e amount of 100% of the GMP amount.

10.2 All bonds shall be in the form prescribed by City and by such sureties which are authorized to transact such business in the State of Califo rnia, listed as approved by the United States Department of Treasury Circular 570, and whose underwriting limitation is sufficient to issue bonds in the amount required by this agreement and which also satisfy the requirements stated in Section 995.660 of the Code of Civil Procedure, exce pt as provided otherwise by laws or regulations. All bonds signed by an agent must be accompanied by a certified copy of such agent’s authority to act.Surety companies must be duly licensed or authorized in the jurisdiction in which the Project is located to issue bonds for the limits so required.

10.3 If the surety on any bond fu rnished by DB is declared bankrupt or becomes insolvent or its right to do business is terminated in any state where any part of the Project is located, DB shall within seven (7) days thereafter substitute another bond and surety, which must be acceptable to City.

Section 11: Insurance

11.1 The insurance provisions shall meet the re quirements of Exhibit 2 which shall not be construed to limit DB’s indemnity obligations contained in this Agreement.

Section 12: Inspection

12.1 DB shall be responsible for all specialty in spection and material testing and inspections.

The City shall perform inspection with its own forces. It shall be the responsibility of DB, however, to call for, coordinate and schedule all inspections.

12.2 City, its consultants, subcontractors, indepe ndent testing laboratories as well as other governmental agencies with jurisdictional interests will have access at reasonable times for this observation, inspecting and testin g. DB shall provide them proper and safe conditions for such access and advise them of DB’s safety procedures and programs so that they may comply. 05/13/2025 C9 13 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 9 ends

00105692 14919-7365-7649, v. 2

12.3 DB will make, or have made, such inspection s and tests, as the City deems necessary to see that the Work is being accomplished in accordance with the requirements of the Construction Documents or shall in any way limit or modify DB ’ s indemnity obligations as provided for within this agreement. Unless otherwise specified, the cost of such inspection and testing will be bid out and carried as a line item in the construction cost. In the event such inspections or tests reveal non-compliance with the requirements of the Construction Documents, DB shall bear the cost of corrective measures deemed necessary by City, as well as the cost of subsequent re-inspection and re-testing. Neither observations by the City nor inspections, tests, or approvals by others shall relieve DB from DB’s obligations to perform the Work in accordance with the Construction Documents. DB shall give City timely notice of readiness of the Work for all required building inspections and shall cooperate with inspection and testing personnel to facilitate required inspections or tests. DB shall give at least 24 hours’ noticefor inspections.

12.4 City has the right to stop or suspend Work activities which will conceal or cover up DB Work product which is to be inspected or test ed, or which will interfere with the inspection or testing activities, for a reasonable time and DB will have no right to additional compensation.

Section 13: DB GMP for Services and Reimbursements

13.1 DB shall submit to City 90% CD’sfor plan check. Upon the approval of the 90% CD’s, DB shall, within twenty (20) working days, submit a GMP for approval by City. The GMP shall include all Hard Construction Costs, DB Contingency Fund, Reimbursable Costs, and DB Fixed Fee for the complete design and construction of the entire Project as specified in the 90% CD’s; provided that:

13.1.1 Said GMP shall be supported by a deta iled itemized breakdown that shows: the DB Fixed Fees and the expected Hard Construction Costs for each of the major trades on the Project which will include labor, material expenses, equipment costs, and a reasonable DB Contingency Fund. Said DB contingency fund shall not exceed 5% of the Hard Construction Costs.

13.1.2 All Hard Construction Costs included in the GMP are for direct Construction costs incurred in performing the work, including taxes, delivery and installation. City shall reimburse DB for the exact amount of subcontract, self-performed work or invoice amount.

No additional DB markup, handling fees, over head, or other charges are to be added or paid except as otherwise set forth in this agreement. Upon Final Completion of the Project, any amount of Hard Construction Costs or DB Contingency Fund monies not utilized shall result in a deductive Change Order.

13.1.3 The GMP shall include a DB Contingency Fund which can be used by the DB with City approval. If the Parties mutually agree that there is a sufficient surplus, the DB Contingency Fund will be available to provid e additional funds for Change Orders as provided for in Section 14 of this Agreement. This Contingency Fund will not be available for: (1) Work required due to DB’s and/or Contractors/subcontractors failure to perform according to the terms of this Agreement and/or in compliance with the Construction Documents, or (2) uninsured losses result ing from the negligence of DB or its Contractors/subcontractors. All Change Orders , including zero dollar Change Orders, which require the use of the DB Contingency Fund, shall require City approval.

13.1.4 DB shall prepare, with the cooperation of the City, alternate bid items to assist in meeting the GMP.
05/13/2025 C9 14 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 10 ends

00105692 14919-7365-7649, v. 2

13.2 DB shall perform the Phase I Services on a time and materials basis for an amount not to exceed $244,472, as specified in DB’s Project Cost Estimate. Except as otherwise expressly provided in this Agreement, as full and complete compensation for performance of all Phase II Services under this Agreement, DB shall be compensated by the GMP sum to be determined at 90% construction documents. Said amounts for th e Phase I and Phase II Services shall not be exceeded unless Additional Services are reques ted pursuant to Section 9 above or a Change Order issued pursuant to Section 14. Unless otherwise expressly provided in this Agreement, the GMP shall include full compensation for all costs of any type incurred by DB in performing all services and obligations under this Agreement, including but not limited to the following:

13.2.1 All Design Consultants.

13.2.2 Estimating, management of desi gn consultants and value engineering.

13.2.3 Construction supervision and project management personnel, including but not limited to superintendents, Project managers , Project secretaries, Project engineers, Project accountants, and all other DB personnel wherever located.

13.2.4 All on-site and off-site equipment, supplies and facilities, including but not limited to, computers, estimating, dictating, comm unication and accounting equipment, office space, trailers, field equipment and storage facilities.

13.2.4.1 In no case shall the cumulative monthly rental charges to the Project for equipment and Small Tools used by the DB exceed 90% of the fair market value of any one piece of equipment or Small Tools. At City’s option, the full price for equipment or Small Tools may be paid, and City may take possession upon completion of the Work.

13.2.5 All home-office an d field overhead costs of any type including document control and retention.

13.2.6 All business license costs.

13.2.7 All profit DB intends to earn under this Agreement.

13.2.8 All direct and incidental costs incurred by DB, except for those specifically identified in Section 9.

13.3 DB shall be reimbursed, without markup and only as specified in this Agreement for the following “Reimbursable Costs:”

13.3.1 Any reimbursable cost expressly provided for elsewhere in this Agreement.

13.4 DB agrees and acknowledges the City reta ins its full and complete discretion for all legislative actions, including any future appropriations necessary to complete this Project or fund this Agreement. As more fully provided in Section 26, the City may terminate this Agreement for any reason, including but not limited to, if City Council fails to appropriate sufficient funds or is unsuccessful at obtaining long term financing.
05/13/2025 C9 15 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 11 ends

00105692 14919-7365-7649, v. 2
Section 14: Change in GMP and Contract Time

14.1 The GMP and Contract Time may only be changed by written Change Order. Change Orders shall be issued only under the following circumstances:

14.1.1 The City directs DB to perform Additional Services or City Changes as provided in Section 9.

14.1.2 For reasons expressly provid ed elsewhere in this Agreement.

14.2 The following procedure shall be follow ed for the issuance of Change Orders:

14.2.1 Upon the occurrence of any event that gives rise to a Change Order, including any action, inaction, decision or direction by City or agent for the City, DB shall give the City notice of the same within five (5) calenda r days. DB shall not proceed with any such services or work until such notice has been given to the City except if such services or work are necessary to protect public health, safety or property as directed by the City Representative in writing.

14.2.2 If DB submits a request to change the GMP, DB shall: (1) inform City of any request to change the GMP or Contract Time at the next Project Team Meeting; (2) provide City with a list of recommended revisions which DB believes will bring Project within the GMP; and (3) assist City in reviewing the itemized cost breakdown and recommend revisions so that City can revise the scope of the Project so that the GMP is not exceeded.

14.2.3 DB’s notice to the City shall include a detailed and complete estimate of the cost and time impacts associated with the requested Ch ange Order, including all appropriate direct and indirect costs and credits. All such costs and credits shall be accurately categorized into DB Fixed Fee, Reimbursable Costs or Hard Construction Costs. DB shall also provide City with a realistic estimate of the impact, if any, the Change Order will have on the Contract Time. DB shall provide complete and accurate pricing within ten (10) calendar days of the occurrence of the event that gives rise to a Change Order.

14.2.4 Upon submission of the detailed estimates by the DB, the Parties will attempt to negotiate an appropri ate adjustment in GMP and Contract Time. If an agreement is reached, a Change Order reflecting the agreement will be executed by the Parties. If an agreement is not reached, the City shall have the option to direct the DB to proceed with the subject services and/or work, during which time the DB shall contemporaneously maintain accurate and complete records of all labor, material and equipment utilized in performing the subject services and/or work. These records shall be submitted to the City and shall become the basis for continued negotiations between the Parties for an equitable adjustment to the GMP and/or Contract Time.

14.2.5 In the event there is any disagreeme nt or dispute between the Parties as to whether the DB is entitled to a Change Orde r or the amount of the Change Order, the matter shall be resolved in accordance with Section 33. DB shall not have the right to stop or delay in the prosecution of any services or work, including services or work that is the subject of the Change Order, pending this resolution process. Instead, DB shall continue diligently prosecuting all such services and work.

14.2.6 City may, in its sole discretion, adjust the GMP or Contract Time for any undisputed amount or time associated with the Change Order or Additional Services. 05/13/2025 C9 16 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 12 ends

00105692 14919-7365-7649, v. 2

14.3 All Change Orders, including zero dollar Chan ge Orders which require the use of DB Contingency Fund, irrespective of impact on GMP and Contract Time shall require City approvals, however City shall not unreasonably withhold approval for use of contingency funds for changes normally encountered due to unforeseen omissions in the work packages and minor clarifications of the drawings.

Section 15: Payment Terms

15.1 DB shall provide all Phase I Services for the Phase I Fee. DB shall submit certificate and application for payment to the City on a monthl y basis for Phase I Services rendered and costs incurred. The monthly payment shall be based upon percentage of completion of the Schedule of Values plus any Reimbursable Costs as provided in Section 15.3.

15.2 DB shall provide all Phase II Services for th e Phase II Fee. DB shall submit certificate and application for payment to City on a monthly ba sis for Phase II Services. The monthly payment application shall be based upon the percentage of completion of the Schedule of Values plus any Reimbursable Costs and Hard Construction Costs as provided in Section 15.3 and 15.4, less any payments previously made by the City and subject to the receipt of unconditional lien releases for all prior payments and if the invoiced amount is not disputed by City, it shall pay DB ninety five percent (95%) of payment application based upon the percentage complete of the Schedule of Values and 100% of the reimbursable costs within thirty (30) days after receipt of the fully documented invoice. City will withhold the remaining 5% as security for DB’s full performance.

15.3 DB shall develop and maintain an accurate system for tracking all Reimbursable Costs.

Utilizing this system, DB shall include with each mo nth payment application an itemization of all such Reimbursable Costs actually incurred by DB, during the previous month. If requested by the City, DB shall provide all backup documentation supporting such Reimbursable Costs.

15.4 DB shall develop and maintain an accurate system for tracking all Hard Construction Costs it incurs on the Project. Utilizing this system, DB shall include with each monthly application for payment an itemization of all Hard Construction Costs actually incurred by DB during the previous month.

15.5 DB shall separately submit to City certif icate and application for payment on a monthly basis for any authorized Additi onal Services performed by DB. Subject to the receipt of unconditional lien releases for all prior payments and if Additional Services are not disputed by City, City shall pay ninety five percent (95%) of the invoiced amount within thirty (30) days of receipt of fully complete invoice. City will withhold the remaining 5% as security for DB’s full performance.

15.6 Subject to Sections 15.8, City shall pay DB the five percent (5%) retention being withheld pursuant to Sections 15.2, and 15.5 as part of the “Final Payment” to DB.Final Payment will be made thirty-five (35) days after Final Completion.

15.7 The City Manager will consider the release of the entire retention for subcontractors upon completion of the subcontractors’ work and execution of a disclaimer and unconditional final lien release by the subcontractor.

15.8 In lieu of withholding retention under this Ag reement, at the election of DB, City will deposit retention amounts into escrow and/or the substitution of securities for money as provided in California Public Contract Code Section 22300.
05/13/2025 C9 17 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 13 ends

00105692 14919-7365-7649, v. 2
Section 16: Project Completion

16.1 Substantial Completion shall be that stage in the progress of the construction when all Work on the Project is sufficiently complete in accordance with the Construction Documents so that City can fully utilize entire Project; Substantial Completion shall further mean that all goods, services and systems to be provided under th e terms and conditions of the Construction Documents are in place and have been initially tested, and are operationally functional, subject only to final testing, balancing and adjustments and normal Final Completion punch list Work.

16.2 Final Completion shall be deemed to occu r on the last of the following events: (1) recordation of a Notice of Completion for the Proj ect; (2) acceptance of the Project by the City; (3) issuance of a final Certificate of Occupancy for the Project; (4) submission of all documents required to be supplied by DB to City under this Agreement, including but not limited to As-Built Drawings, warranties, and operating manuals; (5) and delivery to City of a Certificate of Completion duly verified by DB.

16.3 DB shall provide City with a Certificate of Co mpletion, certifying to City under penalty of perjury that the Project has been completed in accordance with the Construction Documents, all applicable building codes and regulations, all permits, licenses, and certificates of inspection, use and occupancy, and ordinances relating to the Project.

16.4 DB shall provide one set of City final record drawing documents at the end of construction and one copy in electronic format (“As-Built Drawings”).As-Built Drawings are to be accurate and legible records showing exact location by dime nsions, and the exact depth by elevation of underground lines, valves, plugged tees, wiring and utilities.

16.5 DB shall provide a copy of, or make ava ilable before destruction, all records (which includes all writings as define d in Evidence Code Section 250) to the City upon receipt or generation, which shall include a copy of DB’s filing protocol.

Section 17: Contract Time

17.1 The “Contract Time” shall be the number of calendar days stated in Section 1 for DB to achieve Substantial Completion.

17.2 “Time is of the essence” with regard to Contract Time and all milestones listed in the schedule.

17.3 The Contract Time may only be changed by a Change Order as set forth in Section 14.

17.4 Further, an extension in Contract Time will not be granted unless DB can demonstrate through an analysis of the Project Schedule that the increases in the time to perform or complete the Project, or specified part of the Project, be yond the corresponding Contract Time arise from unforeseeable causes beyond the control and with out the fault or negligence of DB, its Design Consultants, and subcontractors or suppliers, and that such causes in fact lead to performance or completion of the Project, or specified part in question, beyond the corresponding Contract Time, despite DB’s reasonable and diligent actions to guard against those effects.

17.5 DB carries the burden of proving an enti tlement to an increase in the Contract Time.

Delays attributable to and within the control of De sign Support Consultants, or subcontractor or supplier shall be deemed to be delays within the control of DB. No time extension will be allowed 05/13/2025 C9 18 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 14 ends

00105692 14919-7365-7649, v. 2
for such delays. An increase in Contract Time does not necessarily mean that DB is due an increase in the GMP.

Section 18: Late Completion

18.1 City and DB recognize that time is of the essence in this Agreement and that City will suffer financial loss if the Project is not completed within the Contract Time, plus any extensions thereof allowed in accordance with Section 17.3 . They also recognize the delays, expense, and difficulties involved in proving in a legal proceeding the actual loss suffered by City if the Project is not completed on time. Accordingly, instead of requiring any such proof, City and DB agree that DB shall pay as liquidated damages (but not as a penalty) for each calendar day of delay beyond the time specified for Substantial Completion of the Project, the following amounts which DB expressly agrees are “not unreasonable under the circumstances” as defined in California Civil Code §1671(b): $1000 for each calendar day. Li quidated Damages shall not be assessed after the date on which Substantial Completion is achieved pursuant to Section 16.

Section 19: Right to Modify Work

19.1 Without invalidating the Agreement and without notice to any surety, City may at any time or from time to time, order additions, deletions, or revisions in the Project; these will be authorized by a written Change Order prepared and issued by City. Upon receipt of any such document, DB shall promptly proceed with the Work involved which will be performed under the applicable conditions of the Construction Documents (except as otherwise specifically provided).

19.2 When City desires a change in the Project, City may issue a Request for Proposal to DB.

DB will be required to respond within the time indicated by City.

Section 20: INTENTIONALLY LEFT BLANK.

Section 21: Work By Others

21.1 City may perform other work related to the Project at the Project Site by City’s own forces, or let other direct contracts (“City Contractor”).The City will give DB reasonable notice of its intent to do such other work. DB’s work shall take priority over the City Contractors; but the Parties will use their best efforts to coordinate their work so as to minimize the disruption to each other’s work and to allow City Contractor to proceed expeditiously.

21.2 If the proper execution or results of any part of DB’s work depends upon the work by the City or City Contractor, DB shall promptly inspect and report to City in writing any apparent delays, defects, or deficiencies in the City’s work that render it unavailable or unsuitable for such proper execution and results. DB’s failure to promptly report such delays, defects, or deficiencies in writing before commencement of the affected work, will constitute an acceptance of the City’s work as fit and timely for integration with DB’s Work except for latent defects and deficiencies in the City’s work for which DB will not be responsible.

21.3 If DB or any person or entity working for DB causes damage to the City’s or City Contractor’s work, property, or person, or if an y claim arising out of DB’s performance of the Project by any other contractor is made against DB, by City, any other contractor, or any other person, DB shall promptly repair and/or resolve said claim at no cost to City. 05/13/2025 C9 19 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 15 ends

00105692 14919-7365-7649, v. 2
Section 22: Warranties and Guarantees

22.1 DB warrants and guarantees to City that materials and equipment incorporated into the Project will be new unless otherwise specified and th at all work will be in strict accordance with the Construction Documents and will not be defective. Prompt notice of defects known to City shall be given to DB. All Defective Work, whether or not in place, may be rejected, corrected, or accepted as reasonably directed by City, provided DB shall not be entitled to an extension in Contract Time or increase in GMP because of any delay or increase in cost attributable to the rejection, correction or acceptance of said work. Defective work may be rejected even if approved by prior inspection.

22.2 The warranty period shall commence when the Certificate of Substantial Completion or Notice of Completion is issued or at benefici al use by City prior to Substantial Completion or Notice of Completion, whichever occurs earlier, and extend one (1) year after that date or whatever longer period may be prescribed by laws or regulations or by the terms of any applicable special guarantee or specific provision of the Construction Documents.

22.3 INTENTIONALLY LEFT BLANK.

22.4 INTENTIONALLY LEFT BLANK.

22.5 Correction of Defective Work - If within th e designated warranty period, or such longer period as may be required by laws or regulations, the Project or any part of the Project, is discovered to contain defective work, DB shall promptly, without any reimbursement or adjustment in the GMP, and in accordance with City’s written instructions, either correct that defective work, or if it has been rejected by City remove it from the Project and replace it with work which is not defective. If circumstances warrant it, including but not limited to, in an emergency, City or DB may have the defective work corrected or the defective work removed and replaced. In that event, DB shall not be allowe d to recover any associated costs, and DB shall reimburse City for all direct, and indirect costs of City, and City shall be entitled to an appropriate decrease in the GMP, to withhold a setoff against amount recommended for payment, or make a claim on DB’s bond if DB has been paid in full.

22.6 With respect to all warranties, express or implied, from subcontractors, manufacturers, or suppliers for Work performed and materials furnished under this Agreement, the DB shall:

22.6.1 Obtain all warranties that would be given in normal commercial practice and as required by the City;

22.6.2 Require all warranties to be execut ed, in writing, for the benefit of City;

22.6.3 Enforce all warranties for the benefit of City, if directed by City;

22.6.4 In the event DB’s warranty under Section 22.2 has expired, City may bring suit at its expense to enforce a subcontractor’s, manufacturer’s, or supplier’s warranty;

22.6.5 DB shall assign all subcontractor, supp lier and manufacturer warranties including maintenance contracts from the installer fo r specialized equipment to cover the limited warranty period to City at the expiration of the one year warranty. 05/13/2025 C9 20 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 16 ends

00105692 14919-7365-7649, v. 2
Section 23: Use and Possession Prior to Completion

23.1 City shall have the right to take possession of or use any completed or partially completed part of the Work if mutually agreed upon by the parties. Before taking possession of or using any Work, City shall furnish DB a list of items of Work remaining to be performed or corrected on those portions of the Work that City intends to take possession of or use. However, failure of City to list any item of Work shall not relieve DB of responsibility for complying with the terms of this Agreement. City’s possession or use shall not be deemed an acceptance of any Work under this Agreement, nor relieve the DB of any of its obligations under this Agreement.

23.2 While City has such possession or use, DB shall be relieved of the responsibility for the loss of or damage to the Work resulting from City’s possession or use.If prior possession or use by City delays the progress of the Work or ca uses additional expense to DB, an equitable adjustment shall be made in the GMP or the Contract Time, and the Agreement shall be modified in writing accordingly.

Section 24: Personal Service s and Non-Assignability

24.1 This is a personal services Agreement and, therefore, DB shall not alter the key employees or Design Consultants nor assign or transfer, volunt arily or involuntarily, any of its rights, duties or obligations under this Agreement except up on the prior written consent of City. Any such change, assignment or transfer without the prior written consent of the City shall be deemed null and void and constitute a material breach under this Agreement.

Section 25: Indemnification

25.1 To the fullest extent permitted by the law, DB shall indemnify, defend, protect and hold harmless City, their elected and appointed officers, agents, employees, consultants, (collectively herein the “Indemnitees”), from and against all claims, demands , causes of action, damages, injuries, liabilities, losses and expenses (including , without limitation, reasonable attorneys’ and consultants’ fees and expenses) of any kind what soever, arising in whole or in part out of or resulting from DB’s performance of this Agreement, DB’s breach of this Agreement, or the alleged negligent acts or omissions of DB, its architects, engineers, other professionals and consultants, Contractors, suppliers or anyone directly or indirectly employed by any of them or anyone for whose acts they may be liable. The obligations of the DB under this paragraph for errors or omissions, including those of the design professional subcontractors, which includes the Design Subcontractors, consultants, agents and employees thereof (“Design Subcontractors”), which arise from (1) the preparation or approval of maps, drawings, opinions, reports, surveys, designs or specifications, or (2) the giving of or the failure to give directions or instructions shall not be limited to the amount of coverage provided for in the professional liability insurance policy. If City is fully reimbursed by DB’s insurance for any loss covered by this paragraph, DB shall have no further obligation for such loss.

25.2 DB’s obligation to indemnify under Section 25.1 shall not extend to such claims, demands, causes of action, damages, injuries, liabilities, losses and expenses, to the extent that such is the result of the active negligence or the willful misconduct of an Indemnitee.DB’s obligation to defend under Section 25.1, if not covered by the insurance to be provided on the Project, shall not extend to such claims, demands, causes of action, damages, injuries, liabilities, losses and expenses, or causes of actions, to the extent that such are caused by the active negligence or the willful misconduct of the Indemnitee, and from no other cause.
05/13/2025 C9 21 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 17 ends

00105692 14919-7365-7649, v. 2

25.3 DB shall ensure that any asbestos or haza rdous or toxic substances encountered on the site is properly removed and disposed of in a ccordance with all state or federal statutes or regulations. DB’s obligation regarding the removal or disposal of asbestos or hazardous or toxic substances, products or materials shall be lim ited to the proper removal within the Project boundaries and the proper disposal of such ma terials. The DB agrees to the fullest extent permitted by law, to indemnify, defend, and ho ld harmless the City, its elected and appointed officers, employees, agents and consultants from and against any and all claims, suits, demands, liabilities, losses, or costs, including reasonable attorney’s fees and defense costs, resulting or accruing to any and all persons, firms, and any othe r legal entity, caused by, arising out of or in any way connected with the removal or disposal of any asbestos or hazardous or toxic substances, products or materials that exist on the jobsite whether liability arises under breach of contract or warranty, tort, including negligence, strict liability or statutory liability or any other cause of action.

Section 26: Right to Terminate and Suspend Work

26.1 Archaeological and Paleontological Di scoveries: If a discovery is made of an archaeological or paleontological interest, DB shall immediately cease operations in the area of the discovery and shall not continue until ordered by City. When resumed, operations within the area of the discovery shall be as directed by City.

26.1.1 Discoveries which may be encountered may include, but are not be limited to, dwelling sites, stone implements or other artifacts, animal bones, human bones, fossils or any item with cultural significance.

26.1.2 DB shall be entitled to an extension of time and compensation in accordance with the provisions of this Agreement.

26.2 Termination of Agreement by City for Cause: If, through any cause, DB shall fail to fulfill in a timely and proper manner DB’s obligations under this Agreement, or if DB shall violate any of the covenants, agreements or stipulations of this Agreement, City shall have the right to terminate this Agreement by giving written notice to DB of such termina tion and specifying the effective date thereof at least five (5) days be fore the effective date of such termination. All finished or unfinished documents, data, studies, drawings, maps, plans, specifications, reports, electronic files, and other materials prepared by DB, or any of its agents, Design Consultants or Subcontractors, shall, at the option of the City, become the property of the City, and DB shall be entitled to receive just and equitable compensation for any work satisfactorily completed on such documents and other materials up to the effective date of Notice of Termi nation, not to exceed amounts payable hereunder, and less any damages caused by DB’s breach.

26.2.1 In the event the Agreement is terminated in accordance with this Section, City may take possession of the Project and may complete the Project by whatever method or means City may select.

26.2.2 If the cost to complete the Project e xceeds the balance, which would have been due, DB shall pay the excess amount to City.

26.2.3 Rights of City Preserved: Where DB’s services have been so terminated by City, the termination will not affect any rights or remedies of City against DB then existing or which may thereafter accrue. Any retention or payment of moneys due DB by City will not release DB from liability. It is agreed that termination hereafter will not in any way release, waiver, or abridge any rights the City has against DB’s performance bond surety. 05/13/2025 C9 22 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 18 ends

00105692 14919-7365-7649, v. 2

26.3 Any dispute as to the amount due or owed to DB upon termination under this section shall be resolved in accordance with Section 26.

26.4 Termination for Conv enience by City: City may terminate this Agreement at any time and for any reason, by giving specific written notice to DB of such termina tion and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. In that event, all finished and unfinished documents and other materials described hereinabove shall, at the option of the City, become City’s sole and exclusive property.If the Agreement is terminated by City as provided in this paragraph, DB sh all be entitled to rece ive just and equitable compensation for any satisfactory Work completed to the effective date of such termination. DB hereby expressly waives any and all claims fo r damages or compensation arising under this Agreement except as set forth herein.

26.4.1 Records and Documents Relating to Termination: Unless otherwise provided in the Agreement or by statute, DB shall maintain all records and documents relating to the terminated portion of this Agreement for three (3) years after final settlement. This includes all books and other evidence bearing on DB’s costs and expenses under this Agreement.

DB shall make these records and documents available to City, at DB’s office, at all reasonable times, without any direct charge. If approved by the City Manager, photographs, electronic files, microphotographs, or other authentic reproductions may be maintained instead of original records and documents.

26.5 Upon receipt of the Notice of Termination, DB shall take any action that may be necessary, or that the City Manager may direct, for the protection and preservation of the property related to this Agreement that is in the possession of DB and in which City has or may acquire an interest.

26.6 Payment to DB Due to Termination - DB an d the City Manager may agree upon the whole or any part of the amount to be paid because of the termination. The amount may include a fee proportional to the percentage of work satisfactorily completed. However, the agreed amount may not exceed the total dollar amount authorized by City as reduced by the amount of payments previously made.

26.7 Failure to Agree on Payment - If DB and City fa il to agree on the whole amount to be paid because of the termination of Project, City sh all pay DB the fair and reasonable amounts determined in good faith by City as follows, bu t without duplication of any amounts agreed to above:

26.7.1 The price for completed services accepted;

26.7.2 The costs incurred in the performance of the Project terminated, including initial costs and preparatory expense allocable thereto. These costs are only for Work completed and accepted by the City based on an audit of all Contractors’ bills of materials and the timecards for Work actually performed;

26.7.3 DB and Design Subcontractor services through the date of termination shall be paid based on actual time spent as docume nted on timecards. Expenses shall be paid based on invoice and receipts provided by DB;

26.7.4 Under no circumstances will DB be entitled to any consideration for lost profit or lost opportunity costs;
05/13/2025 C9 23 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 19 ends

00105692 14919-7365-7649, v. 2

26.8 If DB does not agree that the amount determined by the City Manager is fair and reasonable and if DB gives notice of such disagr eement to City within thirty (30) days of receipt of payment, then the amount due shall be as later determined pursuant to the Dispute Resolution procedures in Section 26.

26.9 Payment for Property Destroyed, Lost, Stolen or Damaged - Except to the extent that City expressly assumed the risk of loss, the City Manager shall exclude from the amounts payable to DB under this Section, the fair value, as determined by the City Manager, of property that is destroyed, lost, stolen, or damaged so as to become undeliverable to City.

26.10 Deductions - In arriving at the amount due DB under this section, there shall be deducted:

26.10.1 Any claim which City has against DB under this Agreement; and

26.10.2 The agreed price for, or the proceeds of sale of, materials, supplies, or other things acquired by DB or sold under the provisions of this clause and not recovered by or credited to City.

26.11 Termination of Agreement by DB:

26.11.1 DB may terminate the Agreement upon ten (10) days written notice to City, whenever:

26.11.1.1 The Project has been suspended under the provisions of Section 26.1 or 26.2, for more than ninety (90) consecutive days through no fault or ne gligence of DB, and notice to resume Work or to terminate the Agreement has not been received from City within this time period; or

26.11.1.2 City should fail to pay DB any monies due it in accordance with the terms of this Agreement and within ninety (90) days after presentation to City by DB of a request therefore, unless within said 10-day period City shall have remedied the condition upon which the payment delay was based.

26.11.2 In the event of such termination, DB shall have no claims against City except for those claims specifically enumerated in Section 26.9, herein, and as determined in accordance with the requirements of said Section.

Section 27: Independent Contractor

27.1 DB and any Design Consultant, Contractor, Su bcontractor, agent or employee of DB, shall act as an independent contractor and not as an agent, officer or employee of City. Except as expressly provided in this Agreement, City assumes no liability for DB’s actions and performance; in particular, but without limitation, City assumes no responsi bility for paying any taxes, bonds, payments or other commitments, im plied or explicit, by or for DB. DB acknowledges that it is aware that because it is an independent contracto r, City is making no deductions from the fees for services being paid to DB and that City is not contributing to any fund on the behalf of DB. DB disclaims the right to any type of additional fee or benefits.

Section 28: Independent Judgment

Page 20 ends

00105692 14919-7365-7649, v. 2
information, advice and recommendations, independent of the control and direction of City, other than normal contract monitoring; DB, however, shall possess no authority with respect to any City decision beyond rendition of such information, advice and recommendations. DB shall not have the authority to act as an agent on behalf of City unless specifically authorized to do so by City in writing.

Section 29: Maintenance of Records and Accounting

29.1 DB shall maintain, during th e Project and for a period of three (3) years after completion of the Project, accurate and organized records of all costs of any type and all services performed under this Agreement. City will have the right at any time, including during the performance of all Phases of the Project to audit and copy all such records.

Section 30: Ownership of Documents

30.1 Drawings, plans and specifications, and all reports, studies, tracings, maps, electronic files, and other documents prepared or obtained by DB in the course of performing the work under this Agreement shall be the property of City, an d DB shall convey and transfer all copyrightable interests in such drawings, plans and specifications, documents to City. Basic survey notes, sketches, charts, computations and similar data prepared or obtained by DB under this Agreement shall, upon request, be made availabl e to City. City agrees to use the original plans and drawings for purposes of this construction project only and will not use the original plans or drawings in connection with any other construction project. City agrees to indemnify, defend and hold harmless DB against any claims, losses, co sts or damages as a result of City's reuse or misuse of such plans, drawings and specificatio ns. In the event of the return of the plans, drawings, or specifications to DB or its representative, DB shall be responsible for their safe return to City. DB shall be entitled to retain copies of the plans, drawings and specifications for their files.

Under no circumstances shall DB fail to deliver any draft or signed an d sealed final plans, drawings or specifications to City upon written demand by City for their delivery, notwithstanding any disputes between DB and City concerning payment, performance of Agreement, or otherwise.

This covenant shall survive the termination of the Agreement.

30.2 Title to Intellectual Property. DB shall repr esent that it has secured all necessary licenses, consents or approvals to use the components of any intellectual property, including computer software, used in the rendering of services and the production of the materials for the Project and that City has full legal title to and the right to reproduce such materials. DB covenants to defend, indemnify and hold City harmless of any loss, claim or liability in any way related to a claim that City is violating, as a result of any services rendered by the DB, either any contractual provisions or any federal, state or local law, relating to trade names, licenses, franchises, patents or other means of protecting interests in products or inventions.

Section 31: Force Majeure

31.1 Any party to this Agreement may be excused for any delay or failure to perform its duties and obligations under this Agreement, except for obligations to pay money, but only to the extent that such failure or delay is caused by an Event of Force Majeure as set forth in Section 31.2. If an Event of Force Majeure set forth in Section 31 .2 causes a delay or failure in performance of only a portion of the obligations of a Party unde r this Agreement, then only that portion of performance which was delayed or prevented by such cause shall be deemed excused, and the performance of all other obligations of a Party no t so delayed shall not be excused by an Event of Force Majeure. Delay or failure in performance of all other obligations of a Party not so delayed shall not be excused by such Event of Force Majeure. Delay or failure in performance by a Party 05/13/2025 C9 25 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 21 ends

00105692 14919-7365-7649, v. 2
which is the result of an Event of Force Majeure set forth in Section 31.2 shall be deemed excused for a period no longer than the delay or failure in performance caused by such Event.

31.2 An Event of Force Majeure means an occurre nce beyond the control and without the fault or negligence of a Party, including but not limited to unusually severe weather, flood, earthquake, fire, lightning, and other natural catastrophes, acts of God or the public enemy, war, terrorist act, riot, insurrection, civil disturbance or disobedience , strike or labor dispute for which DB is not responsible, expropriation or confiscation of facilities, changes of applicable law, or sabotage of facilities, so long as such Party makes good faith and reasonable efforts to remedy the delays or failures in performance caused thereby. Howe ver, DB, in developing the GMP and Project Schedule, has incorporated three (3) days for anticipated adverse weather days that may disrupt work on the Project; DB shall be entitled to relief under this Section for adverse weather only to the extent adverse weather days exceed this amount of days.

31.3 A Party shall give written notice to the other Party as soon after becoming aware of the delay or failure in performance caused by an Event of Force Majeure as is reasonably possible, but in any event within five (5) working days after Party becomes aware of such delay or failure.

31.4 No Event of Force Majeure shall be a basi s for monetary adjustment to the GMP. Costs incurred by the DB as a result of a Force Majeure Event will be reimbursed according to the terms of this Agreement from the Contingency Fund.

Section 32: Hazardous Materials

32.1 In the event the DB or any other party encoun ters asbestos or hazardous or toxic materials at the Project Site, or should it become known in any way that such materials may be present at the Project Site or any adjacent areas that may affect the perfo rmance of the DB’s services, the DB may, at his or her option and without liability for consequential or any other damages, suspend performance of services on the Project until the City retains appropriate specialist consultant(s) or contractor(s) to identify, abate and/or remove the hazardous or toxic materials, and warrant that the Project Site is in full compliance with applicable laws and regulations.

Section 33: Disputes

33.1 All claims, counterclaims, disp utes, and other matters in question arising under, or relating to, the Agreement or the breach thereof shall be processed in accordance with the provisions of this Section, unless specifically addressed by another provision of this Agreement.

33.2 DB shall submit its written request for addi tional compensation for work beyond the scope of this Agreement to City pursuant to Section 9. City shall make a determination on DB’s request in writing within 7 days of receipt of request and all supporting data. Said request for approval of work beyond the scope of this Agreement shall be made in good faith and accurately reflect the adjustment in project fee or schedule for which DB believes City is liable, and covers all costs and delays to which DB believes it is entitled as a result of the oc currence of the claimed event. All requests for adjustment in schedule shall include an analysis of the impact of the claimed work on specific activities on the schedule.

33.3 If DB disagrees with City’s determination, DB shall file a claim in writing in accordance with the procedures set forth in Chapter 1.28 of the Vista Municipal Code, as same may from time to time be amended, the provisions of which are incorporated by this reference as if fully set forth herein, and such policies and procedures used by the City in the implementation of the same. 05/13/2025 C9 26 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 22 ends

00105692 14919-7365-7649, v. 2

33.4 Pending final resolution of any claim, incl uding litigation, DB shall proceed diligently with performance of the Project, and comply with any direction of City.

Section 34: Notices

34.1 All notices, demands or othe r communications hereunder shall be given or made in writing and shall be delivered personally or sent by courier or registered or certified mail, return receipt requested, postage prepaid, addressed to the Party to whom they are directed at the following addresses, or at such other addresses as may be designated by notice from such Party:

To CITY/BSD:

Engineering Department
Attn: Steven Nowak
200 Civic Center Drive
Vista, CA 92084
To DB:

GSE Construction
2430 Auto Park Way, Suite 205
Escondido, CA 92029
Any notice, demand or other co mmunication given or made solely by mail in the manner prescribed in this Section shall be deemed to have been given and to be effective three (3) days after the date of such mailing; provided, however, that any notice, demand or other communication which would otherwise be deemed to have been given on a day which is not a working day shall be deemed to have been given on the next subsequent working day.

Section 35: Miscellaneous Terms

35.1 Representations: Each Party hereto declares and represents that in entering into this Agreement it has relied and is relying solely upon its own judgment, belief and knowledge of the nature, extent, effect and consequence relati ng thereto. Each Party further declares and represents that this Agreement is being made without reliance upon any statement or representation of any other Party not contained he rein, or any representative, agent or attorney of any other Party.

35.2 Severability: If any term or condition of this Agreement is held to any extent to be invalid or unenforceable, all the remaining terms and conditions shall be enforceable to the fullest extent permitted by law.

35.3 Entire Agreement: This Agreement contains the entire agreement, between the Parties and supersedes all prior negotiations, discussions, obligations and rights of the Parties in respect of each other regarding the subject matter of this Agreement. There is no other written or oral understanding between the Parties. No modification, amendment or alteration of this Agreement shall be valid unless it is in writing and signed by the Parties hereto.

35.4 Drafting Ambiguities: The Parties agree that th ey are aware that they have the right to be advised by counsel with respect to the negotiations, terms and conditions of this Agreement, and that the decision of whether or not to seek the advice of counsel with respect to this Agreement is a decision which is the sole responsibility of each of the Parties hereto. This Agreement shall not be construed in favor of or against either Party by reason of the extent to which each Party participated in the drafting of the Agreement.
05/13/2025 C9 27 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 23 ends

00105692 14919-7365-7649, v. 2

35.5 Applicable Law: The formation, interpretation and performance of this Agreement shall be governed by the laws of the State of California . Venue for mediation, arbitration and/or actions arising out of this Agreement shall be in the City of Vista, California.

35.6 Waiver: Unless otherwise expressly provided herein, no delay or omission by the Parties hereto in exercising any right or remedy provided for herein shall constitute a waiver of such right or remedy, nor shall it be construed as a bar to or a waiver of any such right or remedy on any future occasion.

35.7 Effect of Headings: Headings appearing in this Agreement are inserted for convenience of reference only, and shall in no way be construed to be interpretations of the provisions hereof.

35.8 Amendments: This Agreement may be modi fied, amended or supplemented only by the mutual written agreement of the Parties hereto.

35.9 Authorization and Compliance: Each Party represents that it is duly authorized to execute and carry out the provisions of this Agreement.

35.10 Further Assurances: The Parties agree to do such further acts and things and execute and deliver such additional agreements and instruments as the other may reasonably require to consummate, evidence or confirm the agreements contained herein in the manner contemplated hereby.

35.11 Counterparts: This Agreement may be ex ecuted by the Parties in one or more counterparts, all of which taken together shall constitute one and the same instrument. The facsimile signatures of the Parties shall be deemed to constitute original signatures, and facsimile copies hereof shall be deemed to constitute duplicate original counterparts.

35.12 Exhibits: All Exhibits are incorporated herein by reference into this Agreement.

35.13 Third Party Beneficiary: Nothing within this Agreement shall create a contractual relationship between the City and any third party.

35.14 Counterparts; Electronic Signatures; Electronic Delivery: This Agreement may be executed in separate counterparts, none of which need contain the signatures of both Parties, and each of which, when so executed, shall be deemed an original and all together shall constitute and be one of the same instrument. The Parties agree that this Agreement, whether executed by electronic signature, digital signature, or constituting a scanned or electronically reproduced copy or image of this Agreement bearing the signatures of the Parties, will be deemed an original and will represent competent evidence of the execution, terms and existence of this Agreement notwithstanding the failure or inability to produce an original executed Agreement or counterpart thereof, and without the requirement that the unavailability of such original executed Agreement or counterpart thereof first be proven. Further, the exchange of this entire executed Agreement (and/or such exhibit(s) or document(s)) that is in photostatic or portable document format (.pdf) form by electronic mail or by another electronic means shall be considered original(s) and shall constitute effective execution and delivery of the original(s).

Section 36: Prevailing Wages; Labor Law Compliance
This contract is subject to the provisions of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works. Design-Builder agrees to execute 05/13/2025 C9 28 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 24 ends

00105692 14919-7365-7649, v. 2
City’s Agreement to Comply with California Labor Law Requirements (Exhibit 5) and to comply with the Labor Code to the extent that work under this Agreement is subject to those requirements. [Continued on page 25Section 37: Execution
Section 37: Execution
Section 37: Execution
Section 37: Execution
.]
05/13/2025 C9 29 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 25 ends

00105692 14919-7365-7649, v. 2
Section 37: Execution
IN WITNESS WHEREOF; the Parties hereto have executed this Agreement as of the Agreement Date.
“City”
CITY OF VISTA, a chartered municipal
corporation
BY:

JOHN B. FRANKLIN, MAYOR /

CHAIRPERSON
ATTEST:

KATHY VALDEZ,C ITY CLERK /C LERK OF THE
BOARD
BY:

APPROVED AS TO FORM:

WALTER CHUNG,C ITY ATTORNEY /D ISTRICT

COUNSEL
BY:

RISK MANAGEMENT REVIEW:

ANALISA HOLBROOK,R ISK MANAGER
BY:

APPROVED
Amanda L. Guy
20250402143242
“Design Builder”
GSE CONSTRUCTION COMPANY, INC., a
California corporation
By:

Name/Title
BY:

Name/Title
05/13/2025 C9 30 of 1078
Design / Build Services Agreement
Project (CIP Nos. 8320, 8321, 8324 and 8345)

Page 26 ends

00105692 14919-7365-7649, v. 2

EXHIBIT LIST

1. Design/Build Services Proposal, Sch edule of Rates, and Project Schedule

2. Insurance and Bonding Requirements

3. Request for Proposal (RFP)

4. Project Site

5. Agreement to Comply With California Labor Law Requirements 05/13/2025 C9 31 of 1078
Proposal
CIP 8320 - RACEWAY BASIN PUMP STATION FOG ABATEMENT
CIP 8321 – RACEWAY BASIN PUMP STATION OVERFLOW

BASIN IMPROVEMENTS
CIP 8324 - BUENA CREEK PUMP STATION FOG ABATEMENT
CIP 8345 – BUENA CREEK PUMP STATION MECHANICAL

VALVE MODIFICATION DESIGN BUILD PROJECT
March 20, 2025
Submitted by
&9)*#*5
05/13/2025 C9 32 of 1078
Cover Letter 1
March 20, 2025
City of Vista
Erin Adams
Administrative Programs Manager
200 Civic Center Drive
Vista, CA 92084
RE: Proposal for the Design and Construction of CIP 8320 - RACEWAY BASIN PUMP STATION FOG ABATEMENT, CIP 8321 – RACEWAY BASIN PUMP STATION OVERFLOW BASIN IMPROVEMENTS, CIP 8324 - BUENA CREEK PUMP STATION FOG ABATEMENT, CIP 8345 – BUENA CREEK PUMP STATION

MECHANICAL VALVE MODIFICATION
Ms. Adams:

GSE Construction and N2W Engineering presents our proposal to provide design-build services to the City of Vista (City) as the Design-Build Team to design and construct the four relate projects. GSE has 44 years of construction and construction management experience, coupled with the expertise and skills gained from the successful delivery of more than 60 CM/GC, design-build, and progressive design-build projects.

We are experienced in preconstruction and construction of multi-phased, complex projects—providing constructability reviews, value engineering, iterative estimating, and scheduling to develop work plans that deliver the scope on time and within budget. N2W is an Engineering consulting, contact operation, and service corporation. N2W’s expertise encompasses design engineering, project construction management, economic analysis and project finance, environmental compliance, contract operation and maintenance, design-build, design-build-operation, design-build-operation-finance, public-private partnership project delivery, and regulatory permitting in many states.

Our key personnel have a history of effectively working together and collaborating with owners, designers, and project stakeholders on collaborative delivery projects. They are experienced in working in challenging environments and rehabilitating operating facilities. Our team will leverage their history of partnering to develop design and construction solutions that meet schedule and budget goals for the City, ultimately resulting in clear and concise construction documents, minimal changes, and a more efficient construction phase.

I, Richard Harte, will serve as Project Executive/Preconstruction Manager and the City’s primary contact.

I bring 14 years of experience overseeing the quality assurance and compliance aspects of water and wastewater infrastructure projects. I will be responsible for all aspects of project operations, including self performed and subcontracted work, coordination of subcontractors/subconsultants and suppliers, overseeing preconstruction services, scheduling, safety and quality compliance, and EEO and S/DBE performance. I have the authority to execute the Contract.

We look forward to hearing from you. Please do not hesitate to contact me if you have any questions about our proposal or require additional information.

The DB Team acknowledges Addendum 1 and 2.

Sincerely,
GSE Construction
Richard Harte
Project Executive/Preconstruction Manager
2430 Auto Park Way, Suite 205, Escondido, CA 92029
05/13/2025 C9 33 of 1078
Section 13.3.1
General Information
Section 13.3.1 General Information
05/13/2025 C9 34 of 1078
Section 13.3.1: General Information 2
Section 13.3.1: General Information
Construction Industry
Experience
GSE Construction Company, Inc.
(GSE) and N2W Engineering (N2W)
have decades of experience and
expertise in building and designing
water and wastewater infrastructure.

Our accumulated experience and
proficiency in this vital sector make us the
acknowledged expert for water and
wastewater projects for government
agencies and private industry alike.

GSE Construction
Over the past 44 years, GSE has
completed over 1,200 projects as a
General Engineering Contractor, with
the successful delivery of more than 60
CM/GC, design-build, and progressive
design-build projects. We are experienced
in preconstruction and construction of
multi-phased, complex projects—providing
constructability reviews, value engineering,
iterative estimating, and scheduling to
develop work plans that deliver the scope
on time and within budget. Our history
of outstanding performance includes
everything from building municipal water
and wastewater infrastructure to private
sector collaborative delivery enterprises using
innovative treatment processes.

GSE Construction
Local Address: 2430 Auto Park Way, Suite 205, Escondido, CA 92029
Local Employees: 28
DIR Number: 1000000077
Secretary of State Entity Number: 985828
Legal Formation: California S Corporation
N2W Engineering
N2W is an engineering consulting, contract operation,
and service corporation. N2W encompasses design
engineering, project construction management,
economic analysis and project finance, environmental
compliance, contract operation and maintenance,
design-build, design-build operation, design-build-
operation-finance, public-private partnership project
delivery, and regulatory permitting in many states.
1,200+

PROJECTS
44 YEARS IN

BUSINESS
60+

COLLABORATIVE

DELIVERY

PROJECTS
80+

REPEAT CLIENTS
200+

EMPLOYEES
N2W team members have successfully
designed over 200 projects as a
professional engineer. The N2W team of
key personnel have over 200 combined
years of experience in design.

N2W Engineering
Local Address: 3240 El Camino Real, Suite 120,
Irvine, CA 92602
Local Employees: 4
DIR Number: 1000868761
Secretary of State Entity Number: 1985958
Legal Formation: California S Corporation
A Philosophy of Partnering.

A Reputation for
Performance.

GSE has built long-standing relationships
with clients. Our core values of
quality, integrity, craftsmanship, and
entrepreneurial spirit have established
relationships with clients, equipment
manufacturers, and employees. These
values have translated to numerous
projects with repeat clients over the past
44 years. GSE’s performance on projects
and relationships formed led to the
establishment of a dedicated group within
the organization that delivers on-call support, repeat
maintenance projects, and Job-Order-Contracting.

Many of these opportunities began with traditional
delivery projects, where GSE was low bidder, but
given our dedication to our core values, these
clients received a benefit at their facility and in-turn reciprocated this in a commitment to using GSE for
their service needs. Similarly, GSE’s dedication to
quality has led to our organization being the preferred installer for many equipment manufacturers. We have
met numerous clients’ expectations by partnering
with manufacturers in conceptualizing and delivering
process equipment upgrades. We are recognized in
the water and wastewater community as process
literate contractors, who excel at coordinating
with equipment manufacturers to successfully
achieve complex installations. Additionally,
GSE’s experience in treatment plant commissioning
provides a level of support to manufacturers and
clients that is unmatched by other contractors.
05/13/2025 C9 35 of 1078
Section 13.3.1: General Information 3
N2W’s mission is to develop close trusting
partnerships with clients by providing unique and
responsive technical expertise for their needs. This
mission originated from the past experiences of their
professionals, who have developed and efficiently
executed major projects.

With a commitment in partnership with clients to
secure a cleaner planet and protect communities,
their team members work every day with clients to
ensure that not only are they receiving the highest
quality service, but they themselves are aligned with
N2W’s commitment to protecting the environment.

N2W provides exceptional environmental engineering
and consulting services to the water and wastewater,
pipeline and pump station, biogas, waste to energy,
and environmental regulatory compliance industries.

First and foremost, they are a team of professionals
who are passionate about achieving and maintaining
a high level of client service. At the heart of N2W
is a desire to engage people to build partnerships
that allow all of us the opportunity to serve as better stewards of the environment
Collaborative Delivery
GSE and N2W have expertise and skills gained from
the successful delivery of CM/GC, design-build, and
progressive design-build projects. As a Design-Build
team we are experienced in both preconstruction
and construction of multi-phased, complex projects—
providing constructability reviews, value engineering,
iterative estimating, and scheduling to develop work
plans that deliver the scope on time and within
budget.

New regulations have created the need for an
integrated, collaborative approach to developing
treatment solutions for industrial and municipal
effluent wastewater. From the bidding phase to
project completion, GSE is an invaluable partner in
pulling the pieces together for several collaborative
delivery ventures.

Our construction expertise and broad knowledge
of various treatment technologies means we will
provide competitive estimating at the conceptual
level, contribute constructability know-how to the
design, and follow through with quality construction.

DB Approach and DB
Commitment
Our Design-Build team is dedicated to delivering
a project that meets or exceeds the City’s
expectations by focusing on efficiency, collaboration,
and quality. The scope of work includes the design,
construction, and start-up of the Project, ensuring
a comprehensive design and construction program
that accounts for all necessary management,
supervision, labor, services, equipment, tools,
supplies, and any other required items.

Our team is fully committed to delivering a high-
quality project on time and will work with City to
meet the budget. Our key commitments include
on-time delivery through a robust project schedule
that includes key milestones, early procurement
strategies, and contingency planning to mitigate
potential delays. Cost-effective solutions will be
explored to optimize costs without compromising
quality or performance. High-quality workmanship
will be implemented through stringent quality
control measures, ensuring compliance with all
City and regulatory standards. Safety will remain a
priority, with a strong culture of safety embedded in
our approach, ensuring a safe work environment for
all personnel and the surrounding community.

We measure our success not only by meeting
project milestones, but exceeding stakeholder
expectations. By fostering a culture of collaboration,
accountability, and proactive management, our team
will ensure smooth, efficient, and successful project
delivery that benefits the City and its residents. Our
Design-Build team is committed to maintaining a
transparent, efficient, and results-driven approach,
ensuring a project that the City can be proud of for
years to come.

Contact Regarding Proposal
Richard Harte
Project Executive/Preconstruction Manager
925-525-8661
[email protected]
05/13/2025 C9 36 of 1078
Section 13.3.2
Experience and Technical
Competence
Section 13.3.2 Experience and Technical Competence
05/13/2025 C9 37 of 1078
Section X | 3
Section 13.3.2: Experience and Technical Competence 4
Section 13.3.2: Experience and Technical Competence
This project successfully upgraded the wastewater treatment plant by enhancing its digester system and constructing a FOG (Fats, Oils, and Grease) to F2E (Food-to-Energy) facility. The scope of work included the demolition of two existing 80-foot digester covers and the gas scrubber system, followed by the installation of two new Dystor dual membrane digester covers with an integrated blower system. A new mixing system, powered by 60HP Wemco horizontal screw-type centrifugal pumps, was also installed to improve sludge processing and digestion efficiency.

Additional upgrades included the installation of two new H2S scrubbers, which were equipped with flame trap assemblies, pressure release, and vacuum valves, improving gas handling and odor control. The project also constructed a cast-in- place concrete FOG to F2E facility, featuring 15HP Vaughan vertical dry pit chopper pumps, a Brown paddle finisher, a JWC Environmental Rock Trap, and a Pure Air odor control system to enhance waste-to-energy conversion.

To support these improvements, the project incorporated engineered shoring systems, digester cleaning, site drainage enhancements, and the installation of precast concrete manholes. Additional site infrastructure included paving, falsework, a metal stairway with aluminum handrails, access hatches, finish coatings, a jib crane, process piping, and digester purging.

These upgrades modernized the plant’s digester system, enhanced its waste-to-energy capabilities, and improved overall operational efficiency, ensuring long-term reliability and compliance with regulatory standards.

Owner Central Marin Sanitation Agency
Owner Contact Joyce Cheung, 415-459-1455 ext. 121
Project Value $6.3M
Completion Year 2013
Delivery Method Design-Bid-Build
Project Similarities • Mechanical Systems • Fats, Oils, and Greases • Process Piping and Valves Digester Improvements & FOG/F2E Facility | San Rafael, CA The Liquid Organic Waste Receiving and Biogas Treatment Upgrades project involved furnishing all labor, materials, and equipment necessary to enhance the CMSA’s existing Organic Waste Receiving Facility (OWRF) by integrating a new above-grade receiving tank and upgrading the biogas treatment system. The project included installing a new liquid organic waste receiving tank along with associated site improvements, such as constructing a structural tank foundation, installing equipment pads and protective curbs, implementing proper drainage systems, performing grading, and adding site lighting to improve operational safety and efficiency. Additionally, the scope encompassed the installation of owner-furnished equipment, including a screening system and a pressure washer, as well as furnishing and installing a new mixing pump, valves, and piping to integrate the tank into the facility’s existing infrastructure. To ensure seamless functionality, all necessary mechanical, structural, electrical, and instrumentation and control work was performed, allowing the new tank and associated systems to be properly monitored and controlled.

The project included significant modifications to the existing biogas treatment system to enhance its performance and reliability. This involved removing the current fuel gas dryer and replacing it with a new system that includes redundant chillers and a heat exchanger, ensuring consistent and efficient biogas treatment. To accommodate these upgrades, the project also constructed a retaining wall for structural support, installed a drainage ditch to manage runoff effectively, and poured a concrete pad to house the new equipment. These improvements reinforce the facility’s ability to process organic waste efficiently, optimize biogas production, and support environmental sustainability efforts. By integrating new infrastructure, improving treatment processes, and ensuring regulatory compliance, this project will contribute to the long- term success of the Organic Waste Receiving Facility, enhancing its capacity, reliability, and overall operational efficiency.

Liquid Organic Waste Receiving and Biogas Treatment Upgrades | San Rafael, CA
Owner Central Marin Sanitation Agency
Owner Contact Joyce Cheung, 415-459-1455 ext. 121
Project Value $2.5M
Completion Year 2024
Delivery Method Design-Bid-Build
Project Similarities • Mechanical Systems
• Fats, Oils, and Greases
• Process Piping and Valves
• Live Sewer Bypass/Diversion/Emergency
Overflow
The project involved the construction of a new facility designed to enhance the collection, processing, and integration of FOG waste into the existing treatment system. The project scope includes the procurement, installation, and start-up of key process components such as storage tanks, mixing pumps, digester feed pumps, offloading pumps, odor control systems, and a heat exchanger. The facility also includes e a cogeneration heat loop to optimize energy efficiency and integrate Owner-furnished screening equipment to improve the pre-treatment process.

In addition to these process components, the project includes the installation of concrete equipment pads, catch basins, and the routing of new piping and conduits to facilitate seamless integration with the existing infrastructure. The work requires connections to existing piping systems, installation of new electrical panels and instrumentation for automated monitoring and control, and the addition of site lighting and security cameras to enhance safety and security. The facility is constructed on a slab-on-grade foundation with a containment wall to ensure environmental compliance and containment of potential spills. A dedicated truck offloading area will be developed to accommodate the efficient receipt of FOG waste from haulers, ensuring safe and controlled material transfer.

The project required selective demolition of existing structures, including the partial removal of the cart barn garage metal roofing, fences, roof posts, rolling gate, and associated appurtenances. Site improvements included the removal and replacement of existing asphalt concrete pavement to accommodate the new facility layout and improve site accessibility.

These upgrades are designed to enhance the operational capacity and efficiency of the facility, optimize resource recovery, and ensure compliance with environmental and regulatory requirements.

FOG Facility Improvements | Thousand Oaks, CA
Owner City of Thousand Oaks
Owner Contact Nader Heydari, 805-449-2392
Project Value $4.5M
Completion Year 2025
Delivery Method Design-Bid-Build
Project Similarities • Mechanical Systems • Fats, Oils, and Greases • Process Piping and Valves The S-12 Sewer Lift Station Rehabilitation project was undertaken to comprehensively upgrade the facility, addressing critical structural, mechanical, electrical, and instrumentation deficiencies while improving operational efficiency and environmental sustainability. A key aspect of the project was implementing Fats, Oils, and Grease (FOG) abatement technology through the installation of a Phi bubble mixer system, along with advanced odor control measures to enhance air quality and regulatory compliance. The project scope included structural assessments, targeted repairs, and corrosion control to ensure long-term durability. Mechanical upgrades focused on optimizing the pump system with non-clog technology and integrating the Phi bubble mixer to reduce FOG buildup and minimize clogging risks. Electrical and instrumentation improvements included modernizing the control system for automated monitoring, integrating advanced sensors for real-time performance tracking, and upgrading the power supply with backup generators for uninterrupted operation.

Odor control enhancements featured a dual-stage system combining biofiltration and carbon polishing to effectively neutralize odors and meet environmental standards. Feasibility studies guided the selection of cost-effective rehabilitation alternatives, confirming the Phi bubble mixer as the optimal FOG treatment solution. The bid phase included preparing detailed bid documents, contractor evaluation, and budget tracking to ensure financial efficiency. Regulatory permitting assistance was provided to secure approvals for the odor control system.

The project successfully modernized the lift station, enhancing reliability, efficiency, and compliance with environmental regulations. Challenges such as integrating new technologies without disrupting operations and meeting strict compliance standards were managed through strategic scheduling and coordination. With a focus on sustainability and performance optimization, the rehabilitation ensures the facility continues to operate efficiently and serve the community for years to come.

S-12 Sewer Lift Station Rehabilitation with FOG Abatement | Long Beach, CA Owner Long Beach Water Department
Owner Contact Wendy Chen, 562-764-3370
Project Value $2M
Completion Year 2016
Delivery Method Design-Bid-Build
Project Similarities • Mechanical Systems
• Fats, Oils, and Greases
• Process Piping and Valves
• Live Sewer Bypass/Diversion/Emergency
Overflow
05/13/2025 C9 38 of 1078
Section 13.3.3
Proposed Method to
Accomplish Work
Section 13.3.3 Proposed Method to Accomplish Work
05/13/2025 C9 39 of 1078
Section 13.3.3: Proposed Method to Accomplish the Work

5 Project Understanding
GSE and N2W have a history of collaborating
with owners, operators, and stakeholders during
preconstruction to address project challenges,
mitigate risks, and develop schedules, phasing plans,
subcontracting plans, and construction documents.

GSE delivers water/wastewater treatment plant
projects across the Western United States; it is one of the areas for which the firm is recognized as experts.

GSE has delivered projects as the design-builder,
design-assist contractor, and construction manager
at risk, including subcontractor selection and trade
contracts. GSE understands that construction work
will be completed for the prices, fees, and contract
times established during RFP and ultimately GMP.

We have delivered similar design-build projects that
provide innovative solutions to complex challenges,
delivered in a fast-track environment to meet the
facility’s needs.

The Raceway Basin and Buena Creek Pump Stations
require significant improvements to mitigate Fats,
Oils, and Grease (FOG) buildup and to upgrade valve
and basin infrastructure. The primary objectives of the project include:
• Implementing cost effective and efficient FOG
mitigation technologies
• Enhancing pump station performance through
strategic valve replacements
• Ensuring long-term reliability and compliance with
regulatory requirements
• Developing a Guaranteed Maximum Price (GMP)
through a collaborative transparent process
The City and District are using the progressive
design-build delivery (PDB) to complete these
projects. By using the collaborative PDB delivery
model, we will complete the scope within the
available budget, leverage prior work products,
and streamline schedule to complete the project
and minimize time under bypass conditions.

Project Approach
FOG Abatement
The PHi large volume coarse bubble diffuser was
selected as the preferred FOG abatement method for
both pump stations. N2W has extensive experience
with these systems and was the first to implement
this technology in Southern California for the
Long Beach Water Department. Typically, PHi
will design the systems for the given wetwells and
our Design-Build team will only need to purchase
and install the equipment. These systems generally
consist of an air compressor (5HP), a coarse bubble
plate installed within the wet well, and air piping
between the compressor and the plate. A controller
supplied by PHi regulates air releases into the bubble
plate. On systems with multiple plates, the controller
regulates the flow of air between each plate limiting
the required number of air compressors to one per
pump station.

As requested by the City, the design will facilitate
installation of the PHi system under a low flow
scenario at the RBPS. Our Design-Build team will
coordinate with the manufacturer and perform
site visits as necessary to confirm this method of
installation is feasible prior to ordering the proposed system. A similar investigation and coordination with
the manufacturer will be completed for the BCPS.

Although this system will likely need to be installed
while the station is under bypass, design will limit the duration of required bypass to the greatest extent
possible. This approach limits construction costs and
risk for both the City and Design-Build team. While
the station is under bypass, GSE will provide access
for EWA staff to repair a tear in the t-lock liner of the wet well.

Isolation Valves
The City would like to replace up to 24 isolation
valves within the pump station, which require
replacement due to leaking or incorrect orientation.

It is assumed that all valves are plug valves ranging
in size between 8 and 12-inches. Based on our
experience when leaking occurs within these
valves, it is typically related to a failure of the rubber encapsulation around the plug. These failures are
usually a result of incorrect orientation resulting in
grit accumulation and subsequent rubber abrasion
when the valve is exercised. As stated in the RFP
and subsequent addenda, the City/EWA has pre-
purchased approximately 10 of these valves. The
remaining valves will need to be purchased, and
long-lead times for these valves could be the critical
path for the Project. To reduce project duration, the
City could pre-purchase these replacement valves.

Alternatively, if the valve bodies are found to be in
acceptable condition, kits can purchased to replace
the internal plug and valve gearing, which will reduce
procurement time. All installed, repaired, or replaced
valves will be installed in the correct seat orientation to limit wear.

Discharge Piping
Our team will evaluate the discharge piping
configuration to determine if additional valving and
piping could be installed to allow additional pump
isolation. The pump station is set up with two wet
well sections and five pumps. Currently, only three
of the five pumps are able to be isolated due to the

13.3.3: Proposed Method to Accomplish the Work
05/13/2025 C9 40 of 1078
Section 13.3.3: Proposed Method to Accomplish the Work

6 routing of the discharge piping and connections to
the force main. Our team will evaluate the current
configuration and determine improvements that
can be made to incorporate additional functionality
and isolation ability of the pump station. All piping
improvements will facilitate isolation of individual
pumps for maintenance while allowing the remaining
pumps to stay in operation at orientation.

Bypassing Operations
The installation of replacement valves and the PHi
system at the BCPS will likely require bypassing
the entire pump station. Our team has extensive
knowledge and experience with bypassing pump
stations and treatment facilities of this capacity
and criticality. Included in our design documents
will be the proposed routing and connections for the
bypass piping system, as well as the proposed pump
units to be provided with the level of redundancy
specified. Our design will include instrumentation
used to control the bypass pumps and remote
morning of the pumping equipment. This plan will
also include the integration of these systems into
the City’s SCADA system as required to provide the
appropriate level of redundancy and assurance for
operations staff. Secondary containment, emissions
controls, odor control, and noise abatement
requirements of the City, or other local jurisdictions, will be incorporated into the design documents in
concert with the City and EWA.

Overﬂow Basin
The RBPS overflow basin is experiencing
groundwater infiltration which has led to maintenance
and vector control issues. Our Design-Build team
will determine the best method of eliminating
groundwater infiltration, which will likely include an
under drain system to relieve hydraulic pressure from
groundwater on the exterior of the basin. Once a
suitable drainage system is installed and a dry basin
established, hydrophilic injection grouting will be
used to repair the existing cracks and joints within
the basin to ensure long-term water resistance. As
groundwater is the source of the infiltrating water,
it can be discharged to natural drainage courses
without the requirement of an Non-Pollutant
Discharge Elimination System (NPDES) permit as
long as sufficient isolation exists between the sewer
system and the drainage system.

Design & Preconstruction
Services
At GSE, partnering is our foundational philosophy.

We know that successful projects are achieved only
through a spirit of cooperation and transparency.

We are committed to upholding solid relationships
based on trust and built on performance. This is the
backbone of our approach to progressive design-
build projects. As the Design-Build team, we will use
the personnel specifically selected for this Project to leverage their expertise and practical experience to
partner with the City.

Partnering
We will approach the Project with the City’s
objectives and responsibilities as the framework for
success. Within 15 days of preconstruction services
NTP, our team will meet with the City, N2W, and
stakeholders to develop a list of success factors
for the Project, within the context of a Partnering
Workshop. We will work with your staff to develop
project prioritization and an overall facility impact
prevention program for each of the Pump Stations.

Identifying these success factors provides a tool for
monitoring and measuring performance, and more
importantly, helps position the Project for long-term
success. GSE has implemented both formal and
informal partnering approaches on collaborative
delivery projects. We will collaboratively decide on
the best approach for this Project and implement an
organic plan.

Innovation
We will use preconstruction to position the Project
for success. We will leverage our team’s practical
experience and capabilities to identify constructability issues, value engineering opportunities, and the
best phasing options. We will focus on opportunities
to provide design enhancements which align
with commitments made by the City, stakeholder
expectations, and construction means and methods.

Coordination
We will identify key interfaces and responsible parties while also organizing the Project into logical zones
and construction sequencing. This benefits the
communication of the two Project locations, priorities, and concerns. Given the makeup of residential,
commercial, industrial, and public properties
throughout the Project locations, project zones can
help facilitate expectations for special requirements,
commitments, and challenges in each area.

This approach fully leverages the preconstruction
phase and provides inherent benefits, including:
• Early involvement by the GSE team during
design reviews minimizes risks to public impacts,
schedule, cost, quality, and safety outcomes and
improves constructability
• The GSE team works directly with N2W to develop
solutions to challenge that affect constructability
and improves cost certainty
05/13/2025 C9 41 of 1078
Section 13.3.3: Proposed Method to Accomplish the Work

7 • Overall Project risk is minimized as construction
sequencing, schedule, and safety approaches,
including complex utility relocations and
protections, are developed early in the process
Cost Estimating Methodology
Over the last decade, GSE has developed and
refined a template for conceptually estimating
similar projects that Juan Catano, GSE’s Project
Estimator, will use to produce iterative cost models as developed for this proposal, and ultimately the GMP.

Our basis for many of these models is our cost
history of self-performing similar activities within
the scope defined for the Project.

Additionally, GSE anticipates incorporating
subcontractors and suppliers early in the preliminary
design process for accurate pricing on scopes
of work that vary from project to project. These
include equipment procurement packages, specialty
trade contractor packages, electrical systems,
and piping suppliers. We recommend using these
same subcontractor and supplier team members
in a design-assist capacity throughout the course
of design progression to eliminate scope gap and
leverage each firm’s expertise.

GSE has an open book estimating philosophy
to provide transparency throughout the entire
pricing process on our current Collaborative
Design-Build project with Cal Polytechnic
University San Luis Obispo, and we will use the
same approach on this Project. Not only does this
establish a sense of partnering while developing
and negotiating the GMP, but it also brings attention
to large scopes of work that may need re-design
or value engineering. Open book estimating will
allow the team to address cost issues quickly while
reducing estimate review duration.

Procurement Strategy
Lingering supply chain and industry capacity issues
make the procurement process a critical focus for this
Project. This requires an early and sustained focus
on equipment and materials selection, submittals,
and procurement. The area of greatest concern is the
process equipment, instrumentation, and any early
scopes of work. This is one of the key risks to the
project schedule and requires that all parties focus on procurement from the start.

Subcontracting
We will leverage subcontractor expertise during
preconstruction and maximize bid participation
during construction with the most qualified
subcontractors available through:
• Outreach: GSE’s project leadership reaches
out to subcontractors early in preconstruction.

Our managers, engineers, and superintendents
personally contact quality subcontractors to
promote the Project and obtain early commitments
to bid. We also work with lower tier and S/
DBE subcontractors. GSE will advertise in local
publications, use web-based services, and
independently contact our robust network of
preferred subcontractors to ensure appropriate
bidding coverage.
• Bid Packages: We prepare well-defined bid
packages that align with the skill set of the local
subcontracting community. We define expectations
for responsiveness, provide clear and detailed
information on schedule, and clearly state risk
expectations through the published bid packages.
• Determination of Bidder Eligibility: We use a
verification process to determine subcontractor
eligibility for key scopes, ensuring that they have
adequate capacity and technical expertise for the
Project. We will determine the eligibility criteria in
collaboration with the City.

GSE’s approach to subcontracting addresses the
following risks associated with subcontracting work:
• Scope Gap: Making sure that all work is allocated
to either the Design-Build team or a subcontractor
• Schedule: Overlapping schedules for different
subcontractors can result in inefficiencies
• Quality: Making sure subcontractors understand
quality requirements and that work must be built to
meet the requirement of this job.

Validation of Self-Perform Costs
To ensure self-perform costs are fair and competitive,
our team will follow a structured validation process.

This includes benchmarking labor, equipment,
and material costs against industry standards
and historical data from similar projects. We will
conduct a detailed cost breakdown analysis,
incorporating unit pricing, productivity rates, and
overhead allocations. Additionally, third-party
cost estimators or independent audits may be
used to cross-check accuracy (at the City’s cost).

Transparent documentation of assumptions,
subcontractor comparisons, and contingency factors
will be provided to ensure accountability. Regular
reviews and open book collaboration with project
stakeholders will further validate self-perform
cost structures, ensuring alignment with budget
05/13/2025 C9 42 of 1078
Section 13.3.3: Proposed Method to Accomplish the Work

8 checkout, loop testing, start-up, and finally,
Performance Testing.

Key components of the SPT include:
• PHi Bubbler System
• PHi Air Compressor and Controller
• New Valving
• New Slide Gate
Commissioning
Commissioning is the final step in the culmination
of SPT and will require hands-on involvement
from City staff, Encina Wastewater Authority, and
representatives. Jeff will coordinate training that
will be conducted at the convenience of the facility
operators and only after the key staff and Jeff have
reviewed the approved O&M manuals and have had
the opportunity to develop questions related to the
training. O&M materials include engineer-verified
as-built drawings and specifications, commissioning
documentation, Building and Facilities Manuals,
Mechanical Equipment Manuals, and Training Plans.

Once the staff is fully trained and equipment is
started up and tested in conjunction with appropriate
agency approvals, operator staff will bring the new
facilities online with the support of GSE and N2W.

Previous Work Product
We will leverage findings and recommendations from:
• FOG Mitigation Recommendation Technical
Memorandum (2021) - Evaluating and selecting
FOG mitigation technologies based on cost-benefit
analysis
• Pump Station Rehabilitation Study (2016)
- Identifying critical infrastructure needs and
prioritizing upgrades
• FY 2023 R-CAMP - Assess potential constraints
and adapt construction methods accordingly
Building upon these foundational reports, we will
streamline project execution and focus resources
effectively.

Veriﬁcation
To ensure the accuracy of design and cost estimates,
our team will undertake:
• Site Investigations - Conduct field surveys, CCTV
pipeline inspections, and structural assessments
• Pump Station Testing - Analyze current
performance metrics to validate existing data
• Environmental and Geotechincal Evaluations -
Assess potential constraints and adapt construction
methods accordingly
This proactive approach will mitigate risks and ensure
expectations and cost efficiency.

Construction Services
After achieving an accepted and best value GMP,
GSE will seamlessly transfer our preconstruction
team to construction execution. We will manage
the critical elements of the Project, including the
procurement of long-lead elements in the valves
and PHi System, coordination with essential
subcontractors like the bypass sub, and resource
allocation for self-perform work scopes.

We focus on safety while maintaining budget and
schedule. Project Manager Steven Villanueva will
manage all elements of the Project, including the
flow of information from office to field. Steven will
hold weekly internal coordination meetings with key
staff, including Superintendent Jeff Burnach, to review process and progress. The goal of these meetings is
to ensure quality is met, procurements are on track,
safety goals are achieved with GSE crews as well
as subcontractors, and to prepare three-week look-
ahead schedules.

Once our team has ensured we are meeting internal
expectations for the Project, we will report on Project status to the City through a formal status report. GSE
expects to hold weekly meetings with the City and
project stakeholders. Similar to the preconstruction
phase, we will focus on collaboration during each
meeting. We will begin weekly meetings with a report
of overall schedule status, along with a detailed three- week look-ahead schedule review. Following the
schedule review, GSE and the City’s staff will conduct
a review of the budget status and procurement
progress. A review of submittals, RFIs, and new and
old business follows, concluding with a status report
from any stakeholders on concerns or comments.

Operations and Start-Up
Start-Up and Performance Testing (SPT) will be
led by Commissioning Manager Jeff Burnach,
who has commissioned dozens of similar facilities.

Jeff will be supported by Project Manager Steven
Villanueva, along with representatives from selected
specialty suppliers. We will require (as a condition
of the purchase contract) all vendors to provide
representation during start-up and to provide training
of the contract operator personnel on the proper use
and maintenance of the facilities. Start-up services
will be required for all items where periodic or routine maintenance or special training is required.

Jeff will schedule, coordinate and manage the various
manufacturer representatives who will be part of
the SPT program through the steps of equipment
05/13/2025 C9 43 of 1078
Section 13.3.4
Project Organization and Key
Personnel
Section 13.3.4 Project Organization and Key Personnel
05/13/2025 C9 44 of 1078
Section 13.3.4: Project Organization and Key Personnel

9 Design-Build Team
Firms Included on the Project Team
As we work with the City toward the negotiation of a Guaranteed Maximum Price (GMP), we will identify both self- perform and subcontract packages for the project. It is our intent, wherever possible, to solicit three subcontractor quotes to ensure that the City receives the best pricing for subcontract packages, which will be compared against our internal estimates as well.

Organizational Chart
GSE’s organizational chart below shows the relationship between the Design-Build team and the City. GSE is the Design-Builder, with overall responsibility for project delivery and construction. N2W is the Lead Designer, responsible for the design of the Project.

Key Personnel Overview
The Design-Build Team is comprised
of personnel who have delivered
pump station projects through both
the traditional bid build delivery
and collaborative delivery methods.

Resumes are included in Appendix
A and details on each of our Key
Personnel are included in Table 1.

Local Firm Utilization
GSE, as the Design-Builder, will
serve as the primary interface with
subcontractors and suppliers for the
Project. We have a significant resource
pool in Escondido, less than 15 miles
away, who not only can manage
and perform the work of this Project,
but also have a robust network of
local subs and suppliers. Being local,
GSE has a strong understanding of
local laws, ordinances, regulations,
policies, requirements, permitting,
etc. We are committed to leveraging
our knowledge of the local sub and
supplier pool to ensure that local firm
utilization goals of the Project are
achieved.

Capacity to Perform the Work
GSE has the capacity to perform this Project with our current resources in Escondido. In fact, the team selected to execute this Project were handpicked for this Project as they currently have bandwidth to effectively execute this Project for the City of Vista. The time frame to deliver the Project is reasonable given the team we have assembled and the City’s choice to implement design-build in a collaborative fashion.

Section 13.3.4: Project Organization and Key Personnel
Table 1: Key Personnel Roles & Responsibilities
Background Role & Responsibilities
Richard Harte, Project Executive/Preconstruction Manager Richard is GSE’s Chief Operating Officer (COO) and has led multiple teams to develop solutions that best for the project schedule, budget, and long-term operations and maintenance throughout his career. Through his experiences and knowledge he will lead the Design-Build team during preconstruction and construction to ensure all avenues are explored to meet the expectations of the City of Vista.
• Leads preconstruction activities in support of developing and negotiating a GMP
• Provides oversight of the entire design-build delivery • Ensures the schedule and budget are realistic and achievable Steven Villanueva, Project Manager
Steven is experienced in water/wastewater projects and has served in roles ranging from Project Manager to Project Engineer. He is dedicated to ensuring that the Project is delivered on schedule and budget, while meeting the quality and safety goals that GSE is known for achieving. • Single point of contact between Design-Build team and City of Vista
• Ultimate responsibility for delivery of all design-build work • Ultimate decision-maker for those decisions that do not require the Project Executive
• Ensures compliance with the Contract Requirements
• Planning and execution of all aspects of the work
• Schedule and budget control
Juan Catano, Project Estimator
Juan currently serves as the Alternative Delivery Estimator at GSE Construction. With 17 years of experience in the Water/Wastewater industry, he has successfully handled projects ranging from $100K to $40M, both in the field and in the office. Juan is adept at creating turnkey estimates, whether working with comprehensive plans and specifications or more informal information. Juan collaborates effectively with owners during GMP cost model development and assists in developing scope packages.
• Develops iterative cost estimates during preconstruction • Negotiates the GMP with the Preconstruction Manager
• Ensures that the budget is adhered to during construction Jeff Burnach, Construction Manager/Superintendent
Jeff’s experience delivering water/wastewater projects throughout California will lead to success. He has the ability to help the team make decisions that keep the project moving forward and ensure that the project is delivered on schedule and on budget.
• Full responsibility for the construction work
• Leads construction scope definition and constructability analysis
• Responsible for risk assessment/management
• Verifies quality objectives are defined and followed
Greg Guillen, Design Manager
Dr. Greg Guillen is a Chemical and Environmental Engineer specializing in water and wastewater treatment. As an Engineer Project Manager, he applies his technical expertise to oversee project planning, execution, and coordination, ensuring that treatment systems are designed and implemented efficiently. He collaborates with multidisciplinary teams to optimize system performance, manage project timelines, and ensure compliance with industry standards and regulations.
• Primary point of contact between designer and GSE
• Monitors design efforts
• Monitors design schedule and budget
• Monitors and exercises a degree of control for design and construction and accepts full professional responsibility for engineering decisions relating to the final work product Justin Scheidel, Engineering Manager
Justin is a Principal Engineer and Engineering Manager with 21 years of experience in water infrastructure design, wastewater treatment, and construction management. He oversees project design, utility research, civil and mechanical analysis, cost estimation, and plan development.

As Engineering Manager, Justin leads technical teams, ensuring efficient project execution and high-quality results. His expertise in design optimization and construction oversight helps deliver successful water infrastructure projects
• Oversees disciplines to achieve an integrated design
• Responsible for compliance of the design to Contract
Requirements, standards, and specifications
James Wang, QA/QC Manager
James brings extensive experience in the water and wastewater industry, specializing in quality assurance and quality control. As QA/QC Manager, he is responsible for overseeing the quality of products and services provided by the DB team company, ensuring compliance with industry standards, and maintaining rigorous inspection frameworks. James plays a key role in developing and implementing quality control systems. • Design, implement, and improve the QA/QC standards and plans
• Spearheads review of designer’s plans/specifications and the contractor’s construction operations to improve quality • Assists in the recurring process for quality-minded designers and inspectors
Project Executive/
Preconstruction Manager
Richard Harte
Project Manager
Steven Villanueva
Construction Manager/
Superintendent
Jeff Burnach
Design Manager
Greg Guillen
Engineering Manager
Justin Scheidel
QA/QC Manager
James Wang
Project Estimator
Juan Catano
05/13/2025 C9 45 of 1078
Section 13.3.5
Financial Arrangement for DBT
Members
Section 13.3.5 Financial Arrangement for DBT Members
05/13/2025 C9 46 of 1078
Section X | 3
Section 13.3.5 : Financial Arrangements for DBT Members

10 This section does not apply to our Design-Build team. 05/13/2025 C9 47 of 1078
Section 13.3.6
Minimum Contractor
Qualiﬁcations
Section 13.3.6 Minimum Contractor Qualiﬁcations
05/13/2025 C9 48 of 1078
Section X | 3
Section 13.3.6: Minimum Contractor Qualifications

11 Table 2: Firm & Personnel Experience
Project or Key Personnel Location Value
Completed
within the last 5
years
Design-Build
Delivery Method
Mechanical
System Design/
Rehabilitation
Fats, Oils,
Greases (FOG)
Process Piping
and valves
Live Sewer
Bypass/Diversion/
Emergency
Overflow
Electrical
Distribution and
Controls
SCADA
Integration

13.3.2 Experience and Technical Competence Projects
Digester Improvements & FOG/F2E Facility San Rafeal, CA $6.3M 9 999 99 Liquid Organic Waste Receiving and Biogas Treatment Upgrades San Rafeal, CA $2.5M 9 999 9 99 FOG Facility Improvements Thousand Oaks, CA $4.5M 9 999 99 EOR - S-12 Sewer Lift Station Rehabilitation with FOG Abatement Long Beach, CA $2M 9 999 9 99 Design-Build Projects
WWTP MBBR Upgrades Waddel, AZ $16.2M 999 9 99
Meyer Ranch WWTP Expansion New Branfels, TX $2M 999 9 99 RP-1 Headworks Bar Screens System Improvements Ontario, CA $1.7M 999 9 99 VAMC Correct Campus Water Upgrades Mather, CA $18.6M 999 99 Cal Poly WRF and Water Infrastructure Improvements Project San Luis Obispo, CA $43.1M 99 9 99 EOR - Valley Sanitary District IPS Rehabilitation Indio, CA $5M 999 9 9 99 EOR - City of Oceanside OMG Sewer Lift Station Oceanside, CA $39.5M 9 9 999 9 Personnel
Richard Harte - Project Executive/ Preconstruction Manager 9999 9 9 9 Steven Villanueva - Project Manager 9999 9 99
Juan Catano - Estimator 9999 9 99
Jeff Burnach - Superintendent 9999 9 99
Greg Guillen - EOR Project Manager 9999 9 99
Justin Scheidel - EOR Engineering Manager 9999 9 99
James Wang - EOR QA/QC 9999 9 99
DB Experience over the last 5 Years
Over the past five years, GSE Construction and N2W have successfully delivered numerous design-build projects in the water and wastewater industry, providing clients with innovative, cost-effective, and efficient solutions. The DB team collaborates closely with owners, engineers, and subcontractors to streamline project delivery, reduce risks, and optimize schedules.

By integrating preconstruction planning, estimating, and construction execution, we have enhanced project outcomes and maximized value for municipalities and private entities. The DB teams hands-on approach ensures that every design-build project meets regulatory requirements while maintaining constructability, efficiency, and long-term operational reliability. With a strong track record of completing complex treatment facility upgrades, expansions, and new plant construction, we continue to be a trusted partner in design-build project delivery.

Evidence Licensing
Table 1 shows the licenses required to deliver this Project.

Table 1: Licensing
License Holder License Type License Number
GSE Construction California Contractor Class A, C36, B, HAZ, C16, C61/D21, C10
401498
Gregory Guillen California Professional Civil Engineer 83897 Evidence of Bonding
GSE Construction has a bonding capacity over $2,000,000. Please reference Appendix C for bonding capacity proof.

Section 13.3.6: Minimum Contractor Qualiﬁcations
05/13/2025 C9 49 of 1078
Section X | 3
Section 13.3.6: Minimum Contractor Qualifications

12 In May 2022, GSE Construction partnered with World Water Works (equipment supplier) and Ardurra on a design-build project to provide the owner with a turnkey 1 MGD wastewater pretreatment system to replace and upgrade the capacity of the existing wastewater pretreatment plant onsite. The main objectives were to provide increased treatment capacity for a recent beverage plant expansion, while also producing higher quality effluent wastewater to be sent to the POTW with the design and construction to be complete in a 2-year window.

The primary goals of the project were to provide a low maintenance and operator friendly system capable of flow equalization, neutralization of pH swings and a reduction of TSS, FOG, BOD & COD. Additionally, the design considered the owners plans for future wastewater reuse or groundwater injection options and provided the ability for easy expansion. The design-build scope included full system engineering, permitting, construction, and startup of the treatment plant.

Construction included underground utilities (plant influent line, plant effluent line, manholes, flume, potable water, fire line, fiber optic, utility power), concrete foundations, six bolted steel tanks (Calamity, EQ, Anoxic, 2xMBBRs and Sludge), pre-engineered metal building, DAF, disk filter, solids handling/removal, lift stations, misc. metals, above ground SST & PVC piping, building HVAC & fire suppression, chemical tanks/piping and electrical systems.

Throughout the process, GSE provided guidance on constructability of all systems and was integral in specifying all materials of construction. The design- build team has assisted the owner in overcoming multiple project issues, including the re-design and re-permitting of the existing stormwater system to allow for plant construction in an existing pond, permitting and construction of the utility power feed to the WWTP, design and construction of added building fire suppression systems and construction and integration of the WWTP into the beverage plant fiber optic network.

The WWTP is complete and operational as of May 2024.

Owner Confidential Client
Project Value $16.2M
Completion Year 2024
Delivery Method Design-Build
Design-Build WWTP MBBR Improvements
Waddel, AZ
RP-1 Headworks & Bar Screens System
Improvements | Ontario, CA
The project encompassed a comprehensive upgrade and enhancement of the existing headworks bar screen system at the RP-1 Wastewater Treatment Facility.

The primary objective was to modernize the facility’s screening capabilities by replacing aging and inefficient equipment with advanced, high-performance bar screen technology. This initiative was undertaken to improve the facility’s ability to effectively remove debris and solids from incoming wastewater flows, thereby enhancing overall plant efficiency, reliability, and compliance with regulatory standards.

The scope of work included the systematic removal and replacement of outdated bar screen units, followed by the installation of screening systems designed to optimize flow management and reduce operational bottlenecks. Additionally, the project involved significant upgrades to the mechanical, electrical, and control systems, ensuring seamless integration and enhanced automation of the screening process. These improvements were tailored to provide increased capacity, greater durability, and long-term operational resilience.

Beyond the equipment upgrades, the project required structural modifications to the screening chamber and surrounding infrastructure to accommodate the newly installed systems. This included reinforcing existing structures, modifying channels for improved hydraulics, and implementing measures to enhance worker access and maintenance efficiency.

By implementing these upgrades, the RP-1 Wastewater Treatment Facility significantly improved its ability to manage influent screening, reduce maintenance demands, and extend the lifespan of critical infrastructure. The modernization efforts also contributed to greater regulatory compliance, environmental protection, and the overall sustainability of the facility’s operations.

Owner Inland Empire Utilities Agency
Project Value $1.7M
Completion Year 2024
Delivery Method Design-Build
Meyer Ranch WWTP Expansion
New Branfels, TX
GSE Construction partnered with Cloacina LLC, a packaged MBR supplier, to deliver a turnkey MBR solution that addressed the owner’s expansion needs. The existing MBR system on-site was provided by another vendor, and the expansion design was based on adding more MBR units to match the existing system. GSE and Cloacina offered an alternative packaged MBR system at a lower cost, using higher-quality materials, and were ultimately selected by the owner.

Although the project initially followed a design-bid-build approach, the alternative MBR system required a complete redesign. Our team redesigned foundations and underground utilities to accommodate the new system and replaced the extensive sludge handling system with a more compact, efficient dewatering system, providing value engineering savings to the owner.

Throughout the redesign process, GSE provided constructability guidance and was instrumental in specifying all materials of construction. We also advised the owner and design engineer on the proper installation of piping, valves, and chemical systems, ensuring a higher-quality final product at no additional cost.

Additionally, our team designed an effluent flume system to meet the county’s additional requirements.

Owner CCD Meyer Ranch Land
Project Value $2M
Completion Year 2024
Delivery Method Collaborative Design-Build
05/13/2025 C9 50 of 1078
Section 13.3.7
Schedule of Rate and Fees
Section 13.3.7 Schedule of Rate and Fees
05/13/2025 C9 51 of 1078
Section X | 3
Section 13.3.7: Schedule Rates and Fees

13 Section 13.3.7: Schedule Rate and Fees
G.S.E. CONSTRUCTION COMPANY, INC.

PROJECT: RFP DB RBPS & BCPS CIP 8320, 8321, 8324, 8345
LOCATION: VISTA, CA
BID: 2,145,887$
GSE SALES TAX RATE =>> 8.25 SUB L A B O R D I R E C T C O S T S TOTAL Bid Item 1 Bid Item 2 PHASE CODE % DIRECT RACEWAY BUENA

OR SPEC SECT DESCRIPTION WORKSHEET HOURS RATE EQUIPMEN TMATERIAL LABOR S/CONTRACT COST BASIN CREEK

PROJECT COST SUMMARY
1000 GENERAL CONDITIONS GSE's Work 0.4% 3,168 $94.33 29,689 2,165 298,824 9,000 339,677 169,839 169,839 1100 THIRD PARTY MOBILIZATION COSTS GSE's Work 0.9% 101 $87.29 0 0 8,818 18,739 27,557 13,778 13,778 1200 MANAGEMENT VEHICLE & TRAVEL GSE's Work 1.2% 0 $0.00 48,200 0 0 25,000 73,200 36,600 36,600 1300 SAFETY GSE's Work 0.1% 80 $85.00 0 1,624 6,800 2,100 10,524 5,262 5,262 1400 ENGINEERING & QUALITY CONTROL GSE's Work 13.9% 0 $0.00 0 0 0 299,080 299,080 149,540 149,540

RACEWAY BASIN PS
2241 TEMP BYPASS PUMP SYSTEM - RACEWAY BASIN GSE's Work 0.0% 0 $0.00 0 0 0 0 00 2520 UNDERDRAIN PIPING - WASTEWATER GSE's Work 0.8% 397 $84.79 11,990 13,521 33,651 16,945 76,107 76,107 3001 CONCRETE - RACEWAY BASIN GSE's Work 0.4% 59 $79.24 817 17,281 4,675 9,147 31,920 31,920 9901 PAINTING & WALL COVERINGS - RACEWAY BASIN Subcontracts 6.1% 0 $0.00 0 0 0 130,000 130,000 130,000 10401 SIGNS AND IDENTIFICATION - RACEWAY BASIN Subcontracts 0.1% 4 $75.81 0 427 336 1,500 2,263 2,263 11201.01 PHI AIR BUBBLER - RACEWAY BASIN Equipment 0.3% 164 $80.88 2,846 80,679 13,264 7,500 104,289 104,289 15101 AIR BUBBLER PIPING - RACEWAY BASIN GSE's Work 0.3% 288 $79.17 3,000 23,599 22,801 5,800 55,200 55,200 15201 DISINFECTION & TESTING - RACEWAY BASIN Subcontracts 0.2% 0 $0.00 0 0 0 5,000 5,000 5,000 16001 ELECTRICAL - RACEWAY BASIN Subcontracts 3.5% 0 $0.00 0 0 0 75,000 75,000 75,000 16901 ELECTRICAL CIVIL WORK - RACEWAY BASIN GSE's Work 0.7% 0 $0.00 0 0 0 15,000 15,000 15,000

BUENA CREEK PS
2242 TEMP BYPASS PUMP SYSTEM - BUENA CREEK GSE's Work 1.9% 24 $87.29 360 32,566 2,095 40,294 75,315 75,315 3002 CONCRETE - BUENA CREEK GSE's Work 0.1% 34 $80.79 474 1,633 2,759 2,011 6,877 6,877 9902 PAINTING & WALL COVERINGS - BUENA CREEK Subcontracts 0.5% 0 $0.00 0 0 0 10,000 10,000 10,000 10402 SIGNS AND IDENTIFICATION - BUENA CREEK Subcontracts 0.1% 7 $75.81 0 777 518 1,500 2,795 2,795 11202.01 PHI AIR BUBBLER - BUENA CREEK Equipment 0.0% 164 $80.88 2,846 80,679 13,264 0 96,789 96,789 11202.02 VALVE REPLACEMENT - BUENA CREEK Equipment 0.0% 608 $79.05 8,905 67,847 48,060 950 125,762 125,762 11202.03 ISOLATION GATE - BUENA CREEK Equipment 0.0% 0 $0.00 0 0 0 0 00 15102.01 DISCHARGE MANIFOLD RECONFIG - BUENA CREEK GSE's Work 0.5% 120 $79.17 2,200 13,569 9,501 11,600 36,870 36,870 15102.02 AIR BUBBLER PIPING - BUENA CREEK GSE's Work 0.3% 288 $79.17 3,000 23,599 22,801 5,800 55,200 55,200 15202 DISINFECTION & TESTING - BUENA CREEK Subcontracts 0.2% 0 $0.00 0 0 0 5,000 5,000 5,000 16002 ELECTRICAL - BUENA CREEK Subcontracts 3.5% 0 $0.00 0 0 0 75,000 75,000 75,000 16902 ELECTRICAL CIVIL WORK - BUENA CREEK GSE's Work 0.7% 0 $0.00 0 0 0 15,000 15,000 15,000 CONTINGENCY ALLOWANCE FOR SCOPE GAP & INFLATION ALLOWANCE N A 7% 2,761 26,584 13,757 30,719 73,821 36,911 36,911 TOTAL COSTS 5,794 $90.56 120,086 410,148 524,726 823,486 1,878,445 961,908 916,538 OVERHEAD AND PROFIT 12.00% 6% 22% 28% 44% 225,413 115,429 109,985 %
SUBCONTRACTORS BONDING 1.00% 8,235
GENERAL CONTRACTOR BOND 0.00% 0
GENERAL CONTRACTOR INSURANCE 0.80% 16,897
BUILDER'S RISK 0.80% 16,897
EARTHQUAKE AND FLOOD INSURANCE (.0025) 0.00% 0
TOTAL LUMP SUM BID PRICE 2,145,888 1,077,337 1,026,522

SUBCONTRACTOR NAME SCOPE
G.S.E. CONSTRUCTION COMPANY, INC.

PROJECT: RFP DB RBPS & BCPS CIP 8320, 8321, 8324, 8345
LOCATION: VISTA, CA
Phase 1 - Design and Pre-Construction Services
Item Description Unit Quantity Unit Price Total
1 Project Management and Quality Control LS 1 43,194 $ 43,194 $ 2 Development of the Preliminary Design Memo LS 1 51,626 $ 51,626 $ 3 Development of the 60% Design Submittal LS 1 82,195 $ 82,195 $ 4 Submittal Review of Long Leadtime Items LS 1 25,612 $ 25,612 $ 5 Contractor Development of the GMP LS 1 41,845 $ 41,845 $ Total Phase 1 244,472$
Phase 2 - Construction Services
Item Description Unit Quantity Unit Price Total
1 Mobilization/Demobilization LS 1 27,557 $ 27,557 $ 2 Completing Design Documents to 100% Level LS 1 96,208 $ 96,208 $ 3 Supplementary Submittal and RFI Review LS 1 58,765 $ 58,765 $ 4 Construction Management/General Conditions/Site Security LS 1 360,415 $ 360,415 $ 5 Bonding and Insurance LS 1 42,027 $ 42,027 $ 6 Temporary Bypass at BCPS LS 1 75,315 $ 75,315 $ 7 Temporary Bypass of RBPS (if required) LS 1 - $ - $ 8 Installation of the PHi Bubbler System at BCPS LS 1 256,661 $ 256,661 $ 9 Installation of the PHi Bubbler System at RBPS LS 1 263,629 $ 263,629 $ 10 Installation of New Valves at BCPS (24 Valves Assumed) EA 24 5,657 $ 135,762 $ 11 Manifold Reconfiguration at BCPS LS 1 36,870 $ 36,870 $ 12 Startup and Training of PHi Bubbler Systems LS 1 10,000 $ 10,000 $ 13 Raceway PS Overflow Basin Infiltration Grouting and Repair LS 1 231,150 $ 231,150 $ 14 Replacement of seized isolation slide gate LS 1 - $ - $ Total Phase 2 1,594,359$
Phase 3 - Operations/Startup
Item Description Unit Quantity Unit Price Total
1 Startup Services Including Training LS 1 7,822 $ 7,822 $ Total Phase 3 7,822$
Contingency / Allowance for Scope Gap and Inflation (7%) 73,821$ Overhead and Profit (12%) 225,413$
Project Total Cost 2,145,887$
Preliminary Estimate
05/13/2025 C9 52 of 1078
Section 13.3.8
Preliminary Design &
Construction Schedule
Section 13.3.8 Preliminary Design and Construction Schedule 05/13/2025 C9 53 of 1078
Section X | 3
Section 13.3.8: Preliminary Design and Construction Schedule

14 ID Task Name Duration Start
1 WŚĂƐĞϭͲĞƐŝŐŶĂŶĚWƌĞͲŽŶƐƚƌƵĐƚŝŽŶ^ĞƌǀŝĐĞƐ ϴϱĚĂǇƐ DŽŶϯͬϯϭͬϮϱ 2 Phase 1 - Notice to Proceed 0 days Mon 3/31/25
3 Kick-Off Meeting 0 days Fri 4/11/25
4 Information Request 10 days Mon 4/14/25
5 30% Design Development 20 days Mon 4/14/25
6 Pump Station Site Visits 0 days Fri 4/25/25
7 Submittal of 30% Design Submittal 0 days Fri 5/9/25
8 City Review of 30% Design 10 days Mon 5/12/25
9 30% Design Review Meeting 0 days Fri 5/23/25
10 Development of 60% Design 15 days Mon 5/26/25
11 Submittal of 60% Design Submittal 0 days Fri 6/13/25 12 City Review of 60% Design 10 days Mon 6/16/25
13 60% Design Review Meeting 0 days Fri 6/27/25
14 Development of the GMP 25 days Mon 5/26/25
15 Submittal of the GMP 0 days Fri 6/27/25
16 City Review, Negotiation, and Approval of the GMP 20 days Mon 6/30/25 17 WŚĂƐĞϮͲŽŶƐƚƌƵĐƚŝŽŶ^ĞƌǀŝĐĞƐ ϭϮϱĚĂǇƐ DŽŶϱͬϮϲͬϮϱ 18 Pre-Procurement of Required Equipment 60 days Mon 5/26/25 19 Phase 2 - Notice to Proceed 0 days Fri 8/8/25
20 Development of the 100% Design 20 days Mon 7/28/25
21 ZĂĐĞǁĂǇWƵŵƉ^ƚĂƚŝŽŶ ϮϱĚĂǇƐ DŽŶϴͬϭϭͬϮϱ
22 Mobilization to the Raceway Pump Station 5 days Mon 8/11/25 23 Installation of Compressor and Controller 10 days Mon 8/18/25 24 Installation of PHi System within Wetwell 5 days Mon 9/1/25 25 Injection Grout and Repair of Overflow Basin 15 days Mon 8/18/25 26 Demobilization 5 days Mon 9/8/25
27 ƵĞŶĂƌĞĞŬWƵŵƉ^ƚĂƚŝŽŶ ϱϬĚĂǇƐ DŽŶϵͬϴͬϮϱ
28 Mobilization to Buena Creek Lift Station 5 days Mon 9/8/25 29 Installation and Testing of Bypass Equipment 15 days Mon 9/15/25 30 Pump Station Bypass Operation 15 days Mon 10/6/25
31 Installation of Compressor and Controller 10 days Mon 9/15/25 32 Repair of T-Lock 1 day Mon 10/13/2
33 Installation of PHi System within Wetwell 5 days Mon 10/6/25 34 Replacement of Valves 15 days Mon 10/6/25
35 Reconfiguration of Discharge Piping 15 days Mon 10/6/25 36 Slide Gate Replacement 5 days Mon 10/6/25
37 Transition to Normal PS Operation 5 days Mon 10/27/2 38 Removal of Bypass Equipment 5 days Mon 11/3/25
39 Demobilization 5 days Mon 11/10/2
40 WŚĂƐĞϯͲKƉĞƌĂƚŝŽŶͬ^ƚĂƌƚƵƉ ϭϬĚĂǇƐ DŽŶϭϭͬϯͬϮϱ
41 Startup and Training for PHi Systems 5 days Mon 11/3/25 42 Project Closeout 0 days Fri 11/14/25

23 30 6 13 20 27 4 11 18 25 1 8 15 22 29 6 13 20 27 3 10 17 24 31 7 14 21 28 5 12 19 26 2 9 16 23 Apr '25 May '25 Jun '25 Jul '25 Aug '25 Sep '25 Oct '25 Nov '25 The City of Vista - Raceway and Buena Creek Pump Stations Progressive Design Build Project February 2025
Preliminary Design
Due to the as-builts not being
provided due to confidentiality
the DB team has not provided a
preliminary design. In order to put
a preliminary design together, we
need more information.

Preliminary Schedule
Section 13.3.8: Preliminary Design and Construction Schedule 05/13/2025 C9 54 of 1078
Section 13.3.9
Exceptions to the Project
Information
Section 13.3.9 Exceptions to the Project Information
05/13/2025 C9 55 of 1078
Section X | 3
Section 13.3.9 - Exceptions to the Project

15 Please refer to Appendix D for Contact exceptions.
05/13/2025 C9 56 of 1078
Section 13.3.10
Additional Information
Section 13.3.10 Additional Information
05/13/2025 C9 57 of 1078
Section X | 3
Section 13.3.10 : Additional Information

16 Insurance Coverage
Reference Appendix B for insurance coverage.

Safety Program
Safety in the workplace is a core value for GSE
and will be a key component of our planning and
execution on this Project. Safe work practices
through pre-planning and execution will ensure
the safety of everyone on the Project. We bring
our proven and rigorous safety culture to this
Project, ensuring that safe work practices
become a personal obligation—stressing incident
prevention and ZERO injuries and accidents.

GSE instills a culture of safety at all levels of our
organization, engaging personnel and subs.

Project management participates in weekly
safety meetings and monthly safety walks, new
hire safety orientation, and daily Job Hazard
Analyses (JHAs) with participation by the entire
crew. This is monitored by GSE’s Corporate
Safety Committees. Additionally, our in-house
certified trainers, along with third party training,
ensure our crews have the required education
and certifications to perform their work safely.

Each project element will have a specific safety
planning effort and continuous monitoring, with
safety performance measured against established
Safety Leading Indicators (SLIs).

Command and Control
Overall Project health and safety performance
of the GSE team will be the responsibility of
Project Manager Steven Villanueva. Steven has
full responsibility for ensuring that an effective
safety program for employee protection, accident
prevention, and loss control is implemented. He
may delegate authority to effectively facilitate any
specific application of the program; however he
cannot delegate his accountability.

Safety Manager Tim Almberg will establish
and monitor the requirements for safety
and emergency preparedness, and develop
and implement the site-specific Safety Plan.

Steven and Tim both have stop work authority,
as does every individual on the Project site
who perceives a safety or health hazard.

Our safety organizational structure provides
effective working relationships, communication,
and checks and balances between Project
Management, Field Supervision, Craft Employees,
and Project Executive/Precon Manager Richard
Harte.

Software
Procore
Procore is GSE’s main document management
system which provides agility and unifies
and coordinates planning, execution, and
measurement of:
•R F I s
• Submittals
• Transmittals
• Reports
• Punchlists
• File Manager
• Drawing
Management
• Meeting
Minutes
•C o s t
Reporting
and Financial
Information
SharePoint
Our teams use SharePoint for document
collaboration, which ensures appropriate
communication with team members and easy file
access. SharePoint stores:
• Communications
• Interactive photos
• Reports
• Inspections
Bluebeam
Bluebeam is a collaborative tool that allows the
GSE Design-Build team to work with owners to:
• Provide markups
• Collaborate
• Host a Session
• Perform Takeoffs
• Aid Estimating
In-House Expertise
GSE’s in-house teams perform site work,
underground utilities, structural concrete, metal
fabrication, and installation and commissioning
of process, mechanical, and piping systems.

Our cross-discipline expertise ensures close
coordination of the work, saving time and
producing a better-quality project.

Our clients have benefited from our years of
proven competency in all aspects of water and
wastewater construction, including retrofitting
aging facilities and structures; constructing new
headworks, biological treatment, secondary
treatment, and solids handling; expanding plant
capacity; replacing existing equipment; storage
and conveyance; bio-gas generation facilities;
and design-build and CM/GC collaboration.

For this project, we plan to self-perform:

Self-Perform Work
Installation of PHi Bubble
System
Installation of New/
Rehabilitated Valves
Mechanical Systems/
Manifold Reconfiguration
Replacement of Isolation
Gate
Raceway Basin Overflow
Rehabilitation
Commissioning and Start-Up
Active Union Agreements
GSE has active union signatory Agreements
with the Southern California District Council of
Laborers and the Northern California District
Council of Laborers.

Section 13.3.10: Additional Information
05/13/2025 C9 58 of 1078
Appendix A
Resumes
Appendix A Resumes
05/13/2025 C9 59 of 1078
Appendix A: Resumes

17 Project Executive/Precon ManagerRichard Hart, PE, QSP Richard currently serves as the Chief Operating Officer (COO) at GSE Construction. He has 14 years of
experience that ranges from overseeing projects from
$100k to managing to $100M projects. Richard quickly
progressed to Project Management after completing
various large municipal projects. He has excelled in
working on multiple complex projects and exemplified
exceptional resolution skills, contributing to the overall value of numerous multi-million dollar facilities. Richard is also involved in developing company-wide standard operating procedures to improve project work flow and efficiency.

Project Experience
Cal Poly Water Reclamation Facility Collaborative Design-Build | San Luis Obispo, CA | $39M | Project ExecutiveGSE is currently collaborating with the owner and successfully negotiated GMP. The project consists of the design and construction of a 0.5 MGD package plant wastewater reclamation facility employing MBR technology and UV disinfection to produce tertiary treated and disinfected Title 22 reclaimed water.

Cal Poly Water Infrastructure Improvements Project Collaborative Design-Build | San Luis Obispo, CA | $13M | Project Executive GSE is currently collaborating with the owner and providing preconstruction services. GMP is scheduled to be reached in Q1 2025.

The project consists of the design and construction of two new water storage tanks, associated piping, demolition of reservoir two, and update and remodel pump stations one and two.

Headworks Bar Screens System Improvements | Inland Empire Utilities Agency | Chino, CA | $1.7M | Project ExecutiveThe project involved upgrading and enhancing the existing headworks bar screen system at the RP-1 wastewater treatment facility. The scope of work included the removal and replacement of outdated bar screen equipment, installation of new, more efficient screening systems, and upgrades to the associated mechanical, electrical, and control systems. The improvements aimed to increase the reliability, capacity, and performance of the screening process, ensuring more effective removal of debris and solids from incoming wastewater flows. Additionally, the project involved structural modifications, including the upgrade of the screening chamber and surrounding infrastructure to accommodate the new equipment.

These upgrades were designed to improve the operational efficiency and longevity of the facility while maintaining compliance with environmental standards and enhancing overall system performance.

FOG Facility Improvements | City of Thousand Oaks | Thousand Oaks, CA | $4.5M | Project Executive Upgraded the digester system and constructed a FOG-to-Energy facility to enhance waste-to-energy conversion. Scope included replacing two 80-ft digester covers with Dystor dual membrane covers, installing a new mixing system with 60HP Wemco pumps, and adding two H2S scrubbers for improved gas handling and odor control. Built a cast-in-place concrete FOG-to-F2E Years of Experience
14 Education
BS, Civil Engineering, California
Polytechnic University, San Luis
Obispo
Licenses/Registration
• Califronia Civil PE #84139
• QSP #23718
Certificates/Training
• Excavation Safety Competent
Person
• Confined Space
• Fall Protection
• First Aid- CPR
• Procore
Other Projects
• Santa Barbara Tunnel Road
Pump Station, $2.3M, Project
Manager
• Rancho Redhawk Reclaimed
Water Pump Station, $1.2M,
Project Manager
• Phase 2/BNR Tertiary WWTP
Project, $102M, Project
Manager
• Lerdo Campus Water/
Wastewater Improvements,
$18M, Project Manager
05/13/2025 C9 60 of 1078
Appendix A : Resumes

18 facility with Vaughan chopper pumps, a Brown paddle finisher, and a Pure Air odor control system. Additional work included digester cleaning, engineered shoring, site drainage, paving, process piping, and structural improvements to enhance plant efficiency and compliance.

CDM Horsethief Canyon Water Reclamation Facility Design-Build | Corona, CA | Elsinore Valley Municipal Water District | $7.2 | Project Executive GSE was a pivotal partner in upgrading and expanding its Horsethief Canyon Water Reclamation Facility to enhance treatment reliability and capacity. The project includes building a new, standalone water reclamation facility utilizing membrane bioreactor (MBR) technology to achieve a treatment capacity of 0.8 million gallons per day
.

Montevina WTP Improvements | San Jose Water Company | Los Gatos, CA | $53.5M | Project Manager GSE partnered with HDR on the $53.5 million expansion of San Jose Water Company’s Montevina Water Treatment Plant (WTP), the largest surface water treatment facility in the area. GSE was responsible for detailed design assistance and installing structural, mechanical, and underground utilities, all while ensuring the plant remained operational. GSE’s scope included demolishing the existing media filtration plant, building a new membrane filtration facility, and constructing a solids dewatering facility. Innovative solutions included improving safety with a new plant exit, repurposing existing structures to reduce traffic, and conducting workshops for close collaboration within the Design-Build Team.

Santa Rosa Water Reclamation Facility Rehabilitation | Santa Rosa Regional Resources Authority | Murrieta, CA | $28.7M | Project Manager This $28.5 million Design-Bid-Build project, completed in 2021, rehabilitated the Santa Rosa Regional Resources Authority Water Reclamation Facility. It involved upgrading and retrofitting five Sequencing Batch Reactors to meet current and future wastewater treatment demands. Due to the facility’s active status, only one reactor could be offline at a time, and the new reactors required integration with a new PLC system with different control logic. Close collaboration among all stakeholders was essential for success.

GSE worked closely with operations and maintenance staff from the start to understand their needs, developing a plan to minimize impacts. Regular meetings and workshops with operations ensured the project was completed successfully.
05/13/2025 C9 61 of 1078
Appendix A: Resumes

19 Project EstimatorJuan Catano
Juan currently serves as the Alternative Delivery
Estimator at GSE Construction. With 17 years of
experience in the Water/Wastewater industry, he has
successfully handled projects ranging from $100K to
$40M, both in the field and in the office. Juan is adept at creating turnkey estimates, whether working with
comprehensive plans and specifications or more
informal information. He diligently monitors labor factors and material escalation to ensure project bids and estimates are accurate and reflect current market conditions. Juan collaborates effectively with owners during GMP cost model development and assists in developing scope packages. He also maintains a backlog of estimates compared to historical values, leveraging his field and estimating experience to excel in his role.

Project Experience
North Fork Rancheria Wastewater/Water Facility Design-Build | North Fork Rancheria | Madera, CA | $6.3M | Estimator The DB team is currently is in the preconstruction phase. The overall project will include a comprehensive wastewater and water treatment system within a single rectangular footprint on the Rancheria property. Key features are a 50,000-gallon aerated influent equalization tank, a packaged MEMPAC M3-2 MBR treatment plant, and a UV disinfection system to meet California recycled water standards. It also includes a similar 50,000-gallon sludge storage tank, site civil work, fine grading, and a combined water/fire pump station for domestic and fire use.

Cal Poly Water Reclamation Facility Collaborative Design-Build | San Luis Obispo, CA | $39M | Estimator
GSE is currently collaborating with
the owner and successfully negotiated GMP. The project consists of the design and construction of a 0.5 MGD package plant wastewater reclamation facility employing MBR technology and UV disinfection to produce tertiary treated and disinfected Title 22 reclaimed water.

Cal Poly Water Infrastructure Improvements Project Collaborative Design-Build | San Luis Obispo, CA | $13M | Estimator
GSE is currently collaborating with the owner and providing preconstruction services. GMP is scheduled to be reached in Q1 2025.

The project consists of the design and construction of two new water storage tanks, associated piping, demolition of reservoir two, and update and remodel pump stations one and two.

Orchard Run Water Treatment Plant Aesthetic Water Quality | Scotts Valley Water District | Scotts Valley, CA | $3,067,563 | Project Manager The Orchard Run Water Treatment Plant Aesthetic Water Quality Improvements project involved enhancing the facility’s capabilities to improve water quality. Key tasks included installing two 10-foot diameter granular activated carbon contractors, a biological odor scrubber, a 40,000-gallon steel tank, and a high-capacity blower rated at 3,600 CFM. The work also encompassed constructing concrete foundations, Years of Experience
17 Education
BS, Industrial Design,
Minor Electronic Media and
Contemporary Art, Universidad
De Los Andes – 2005
Certificates/Training
• Confined Space Entry Training
• Fall Protection Training
• First Aid & CPR Certification
• Forklift Training
• OSHA 10
• OSHA 30
Other Projects
• MCWD Imjin Lift Station
Improvements, $917K, Project
Manager
• Vallejo Headworks Deck
Replacement, $446K
• Project Manager
• Lennar Innovation Park Water
Well, $397K, Project Manager
• Monterey Trickling Upgrade,
$577K, Project Manager
05/13/2025 C9 62 of 1078
Appendix A : Resumes

20 making modifications to existing process piping, electrical systems, controls, and chemical systems, as well as performing miscellaneous earthwork, including sheeting and shoring. standards and enhancing overall system performance.

Santa Cruz UV Disinfection System Replacement | City of Santa Cruz | Santa Cruz, CA | $3,908,324 | Project Manager The project was a design-bid-build and was a replacement/upgrade to the existing UV system. The project resulted in significant reduction in electricity cost for the City. A Xylem/Wedeco UV system was installed including modifications to the existing UV channels, weirs, gates, and instrumentation. Extensive demolition and reconstruction of existing electrical building. The water quality of the influent required an extensive rework of the startup, commissioning and testing program with all parties participating in resulting in a successful resolution to the unexpected water quality issue.

M1W Gravity Thickener #2 Replacement | Misco Water Inc. | Marina, CA | $446,500 | Project Manager Phase 2 of this project included everything needed to deliver a fully operational gravity thickener, such as engineering, labor, materials, tools, and equipment. The work involved renting and installing a temporary portable thickening centrifuge, demolishing the existing catwalk, dome cover, and gravity thickener mechanism, and installing a new gravity thickener mechanism with an updated drive unit and corrosion-resistant stainless steel components. A flat structural cover, access stairs, and safety handrails were added, while repairs were made to the protective coating inside the concrete tank. Additionally, a spare Evoqua mechanical drive unit was provided. When Misco Water reached out to GSE, the project was defined but lacked formal plans. GSE collaborated with Misco Water and Monterey One Water (M1W) to design a solution that fit the budget. During construction, seismic upgrades were added to the scope, requiring GSE to quickly adapt and ensure the project met the updated requirements.

Mocho Groundwater Demineralization Plant | Zone 7 Water District | Pleasanton, CA | $25,747,698 | Superintendent
Construction of a new 6.1 MGD Reverse Osmosis Treatment Plant to desalinate and improve the water quality of four high volume deep groundwater wells. The project included construction of a new structural concrete/masonry block building with a Chlorine contact Basin, mixing chambers, storage capacity and an integral pump station. This was all located beneath the treatment plant containing new cartridge filters, RO feed pumps, RO membranes skids, decarbonization towers and related chemical feed systems, support equipment, and controls.

Modification of the existing facilities and yard piping at Mocho well sites No.1, 2, 3, & 4 included the installation of a new groundwater distribution pipeline. This consisted of 360’ of 42” jack and bore that crossed a six lane road and a 4 lane road. Well site No.4 included construction of a new Masonry chemical and electrical building.

Architecturally the project included extensive store fronts with Glass facade and Glass roll up doors as well as a Standing seam metal roof and Polished concrete floors and electro polished Stainless steel piping. 05/13/2025 C9 63 of 1078
Appendix A: Resumes

21 Project ManagerSteven Villanueva
Steven’s professional experience emphasizes the
planning and safe execution of water treatment process
construction projects across Southern California and
Arizona with safety being a top priority in all aspects of his work. His diverse background includes greenfield
construction, plant rehabilitations, plant expansions, lift station maintenance, and so industrial food processing.

He has played a key role in the startup and commissioning phases of numerous projects, consistently ensuring that the highest safety standards are met.

Additionally, Steven’s expertise is bolstered by internships within the Heavy Civil Industry. As a Site Superintendent/Manager, his skills encompass takeoffs, layouts, CAD work, safety planning, procurement, scheduling, cost and change management, project modeling, client communication, and the management of RFIs and submittals.

Project Experience
WWTP MBBR Upgrades | Confidential Client | Waddell, AZ | $14.7M | Project Manager This design-build project replaced and upgraded an existing system to support a beverage plant expansion, improving effluent quality for POTW discharge. Designed a low-maintenance system for flow equalization, pH neutralization, and pollutant reduction, with future expansion and reuse capabilities. Scope included engineering, permitting, construction, and startup, featuring bolted steel tanks, a pre-engineered metal building, DAF, disk filter, solids handling, and lift stations. GSE provided constructability guidance and resolved challenges in stormwater redesign, utility power, fire suppression, and fiber optic integration Colton Prado Booster Station Upgrade | City of Colton | Colton, CA | $1.2M | Project Manager
Installed custom-fabricated steel CML/EC
piping, field-measured to fit existing penetrations and connections. The project required disinfection and a bypass pumping system. Due to the unavailability of rental pumps that met the 300-ft head requirement and the client’s preference for electric-driven pumps over diesel, GSE utilized the permanent pumps for bypass operation with the Owner’s approval. A temporary power station was constructed and integrated with the existing utility to power the bypass system during pump station upgrades. Scope included piping, new AC, roof hatches, and MCC/PLC installation. GSE leveraged the Owner’s PLC and radio system for remote communication and implemented an autodialer with pressure switch monitoring for callouts.

Santa Rosa Water Reclamation Facility Rehabilitation | Santa Rosa Regional Resources Authority | Murrieta, CA | $28,784,884 | Superintendent/ Project Engineer
This $28.5 million Design-Bid-
Build project, completed in 2021, rehabilitated the Santa Rosa Regional Resources Authority Water Reclamation Facility. It involved upgrading and retrofitting five Sequencing Batch Reactors to meet current and future wastewater treatment demands. Due to the facility’s active status, only one Years of Experience
10 Education
BS, Mechanical Engineering,
California Polytechnic University,
San Luis Obispo, 2016
Certificates/Training
• OSHA30
• Competent Person in
Excavation
• Confined Space Training and
Rigging
• Procore
•E I T
Other Projects
• MAB MBBR Media Removal and
Replacement Project, $113K, Project
Manager
• Jurupa Regional Lift Station
Upgrades, $5.5M, Project Engineer
• Oceanside San Luis Rey Water
Reclamation Facility $398K,| Project
Engineer
05/13/2025 C9 64 of 1078
Appendix A : Resumes

22 reactor could be offline at a time, and the new reactors required integration with a new PLC system with different control logic. Close collaboration among all stakeholders was essential for success. GSE worked closely with operations and maintenance staff from the start to understand their needs, developing a plan to minimize impacts.

Regular meetings and workshops with operations ensured the project was completed successfully.

Lerdo Campus Water/Wastewater Improvements | County of Kern | Bakersfield, CA | $18M | Project Engineer
Managed a complex, multi-phase project integrating water and wastewater treatment within a campus system. Water system upgrades included equipping two potable water wells, installing vertical turbine pumps, 227,000-gallon chlorine contact and 1.7M-gallon potable storage tanks, booster and fire protection pump stations, chemical handling facilities, an electrical building with standby generators, and distribution piping. Wastewater improvements involved the phased replacement of an existing plant with a new 0.68 MGD extended aeration treatment facility. Scope included process piping, flow control structures, mechanical screening, reactor basins, sludge and effluent pump stations, aerobic digestion, solid and liquid storage ponds, and an effluent quality sampling station. A new primary clarifier, procured ahead of schedule through key supplier relationships, accelerated commissioning. Executed complex bypass operations, hot tapping, and tie- ins to maintain facility operations throughout demolition and construction, requiring extensive coordination with plant operations.
.

Ramona Santa Maria WRP Headworks & Influent Pump Station | Ramona Municipal Water District | Ramona, CA | $6.9M | Project Manager This project consists of a green field, new Influent Pump Station, Grit Chamber, & Headworks for Ramona Municipal Water District. The influent sewer is pumped through the structure via 3 Spaans Babcock Screw Pumps, and fed through a Hydro International Grit System. The Bar Screening equipment is by Parkson. Instrumentation, Controls, Startup by GSE & electrical subcontractor, programming is by the District. Project also includes over 1500 FT of new, deep excavation, pipelines, varying in size from 24” to 8”A new standby generator is also being procured for the project. Generator installation & commissioning is being coordinated with the local air board. 05/13/2025 C9 65 of 1078
Appendix A: Resumes

23 SuperintendentJeff Burnach
Jeff has been a General Superintendent for over 31 years and has extensive knowledge of Field Operations. This
includes meeting with Supervisory Personnel, Owners,
Subcontractors, or Design Professionals to discuss the
project, interpreting and carrying out plans and contract terms, directing and supervising Field Personnel,
reviewing processing schedules or production orders for inventory and budgetary limitations, and direct activities concerned with construction or maintenance of structures, facilities, or systems Project Experience
Headworks Bar Screens System Improvements | Inland Emipire Utilities Agency | Chino, CA | $1.7M | Superintendent The project involved upgrading and enhancing the existing headworks bar screen system at the RP-1 wastewater treatment facility. The scope of work included the removal and replacement of outdated bar screen equipment, installation of new, more efficient screening systems, and upgrades to the associated mechanical, electrical, and control systems. The improvements aimed to increase the reliability, capacity, and performance of the screening process, ensuring more effective removal of debris and solids from incoming wastewater flows. Additionally, the project involved structural modifications, including the upgrade of the screening chamber and surrounding infrastructure to accommodate the new equipment.

These upgrades were designed to improve the operational efficiency and longevity of the facility while maintaining compliance with environmental standards and enhancing overall system performance.

CDM Horsethief Canyon Water Reclamation Facility | CDM
Constructors Inc | Corona, CA | $7,297,800 | Superintendent GSE was a pivotal partner in upgrading and expanding its Horsethief Canyon Water Reclamation Facility to enhance treatment reliability and capacity.

The project includes building a new, standalone water reclamation facility utilizing membrane bioreactor (MBR) technology to achieve a treatment capacity of 0.8 million gallons per day
.

Santa Rosa Water Reclamation Facility Rehabilitation | Santa Rosa Regional Resources Authority | Murrieta, CA | $28,784,884 | Superintendent
This $28.5 million Design-Bid-Build project, completed
in 2021, rehabilitated the Santa Rosa Regional Resources Authority Water Reclamation Facility. It involved upgrading and retrofitting five Sequencing Batch Reactors to meet current and future wastewater treatment demands.

Due to the facility’s active status, only one reactor could be offline at a time, and the new reactors required integration with a new PLC system with different control logic. Close collaboration among all stakeholders was essential for success. GSE worked closely with operations and maintenance staff from the start to understand their needs, developing a plan to minimize impacts. Regular meetings and workshops with operations ensured the project was completed successfully.

Years of Experience
35 Education
High School Diploma
Certificates/Training
• OSHA 30-Hr
• Confined Space
• Heat Illness and Fall Protection
Trained
• Signaling and Rigging
• Excavation/trenching
•L O T O
• First Aid & CPR
• Procore
Other Projects
• EMWD Reach 4 Recycled Water
Booster Station Upgrade, $2.9M,
Superintendent
• IRWD MWRP Primary Clarifiers
1-5 Covers, $1,M, Superintendent
• Los Banos WWTP New
Headworks Project, $6.M,
Superintendent
05/13/2025 C9 66 of 1078
Appendix A : Resumes

24 VCMWD Orchard Run Lift Station Project | Valley Center Municipal Water District | Valley Center, CA | $3.2 M | Superintendent Completed site improvements, including yard piping, grading, paving, drainage, and concrete flatwork. Installed a structural canopy, perimeter walls, ornamental gates, and fencing. Furnished and installed a package lift station, odor control system, chemical feed system, and underground storage tanks. Integrated electrical components, including control panels, MCC panels, site lighting, switchgear, and a standby generator. installed instrumentation and control systems with flow meters, pressure sensors, and level transmitters. Conducted startup, testing, and commissioning for a fully operational system.

Colton Prado Booster Station Upgrade | City of Colton | Colton, CA | $1.2M | Superintendent Installed custom-fabricated steel CML/EC piping, field-measured to fit existing penetrations and connections. The project required disinfection and a bypass pumping system. Due to the unavailability of rental pumps that met the 300-ft head requirement and the client’s preference for electric-driven pumps over diesel, GSE utilized the permanent pumps for bypass operation with the Owner’s approval. A temporary power station was constructed and integrated with the existing utility to power the bypass system during pump station upgrades. Scope included piping, new AC, roof hatches, and MCC/PLC installation. GSE leveraged the Owner’s PLC and radio system for remote communication and implemented an autodialer with pressure switch monitoring for callouts.

Jurupa Regional Lift Station Upgrades | Jurupa Community Services District | Riverside, CA | $5.5M| Superintendent
The projects consist of lining of sewer manholes, wet well, dry well, and wet well walk platform; structural improvements such as wet well stairway, crane access for pump, motor and appurtenances removal, concrete repairs; sewer manhole replacement and modifications, replacement of cast iron frames and covers with composite frames and covers; electrical improvements such as re-routing and upgrading main service, electrical improvements to Building No. 1; mechanical improvements such as new sewer pumps and motors, inlet and discharge piping and valves, retrofit existing main slide gate with motorized actuator, added water cannons and shrink sump area at the emergency storage ponds; surge tank and controls; Super Oxygenation system and oxygen generators; and site paving and paving rehabilitation. Other work includes demolition and salvage work, sewer bypass work, restoration work, trenching, excavation, backfilling, compaction, structural and concrete work.

05/13/2025 C9 67 of 1078
Appendix A: Resumes

25 EOR Engineering ManagerJustin Scheidel
Justin Scheidel is a Principal Engineer with 21 years of experience specializing in water infrastructure design, wastewater treatment design, and construction
management. He is responsible for detailed design and
layout, utility research and conflict avoidance, civil/ mechanical calculations and analysis, cost estimation,
and development of plans and specifications. Mr.

Scheidel is experienced in all phases of engineering, including planning, design, construction, and construction management. Starting his career as a General Engineering Contractor for civil and mechanical projects then transitioning to design engineering, Mr. Scheidel leverages his real-world experience and practicality when developing project designs.

Mr. Scheidel has also served in the District Engineering role for multiple public agencies which has provided him with experience in project funding, and procurement of design engineers and public works contractors
Project Experience
Influent Pump Station Progressive Design Build Projects | Valley Sanitary District | Indio, CA | $4.7M | Project Manager Project Manager
for rehabilitation of the Valley Sanitary District’s Water Reclamation Facility Influent Pump Station. Project included replacement of all 18- inch discharge piping within the wetwell for six 75-horsepower pumps.

Rehabilitation of the 30-inch above ground steel manifold piping including installation of new 30-inch isolation valves between manifold sections to increase functionality and isolation of the pump station.

Replacement of six 18-inch plug valves on each of the pump discharge headers which failed due to excessive wear caused by grit. Installation of a new 6-foot square stainless steel slide gate which allows the District to isolate the influent pipeline from the wetwell for bypass operations and maintenance of the pump station. Constructed in 2021 and 2022, the project utilized pre-procurement of long lead time items such as the slide gate, and all plug valves, for the District to meet their scheduling goals .

Lift Station 55-11 Capacity Improvements Projects | Coachella Valley Water District | Coachella, CA | $6.8M | Project Manager Project included replacing and upsizing an existing lift station located in Meca, ca.

The new lift station included two solids handling pumps with a capacity of 3.9 MGD. The lift station was constructed with piping and controls for a future third pump to be installed, increasing the total capacity of the lift station to 5.8 MG. Due to the elevations of the collection system and the requirements for additional wetwell storage and response time, the bottom of the wetwell was installed to depth of 30-feet below ground surface making installation difficult due to high groundwater conditions.

The existing lift station was retrofitted with rehabilitated pumps and re- utilized for emergency storage and pumping when the primary lift station is offline. The design included all new discharge pimping, valves, and a new connection to the existing 18-inch sewer force main.

Years of Experience
21 Education
BS, Civil Engineering, San Diego
State University, 2008
MS, Civil Engineering, San Diego
State University, 2010
Licenses/Registration
Professional Civil Engineer, CA
No. 82058
05/13/2025 C9 68 of 1078
Appendix A : Resumes

26 Coast Pump Station and Forcemain Rehabilitation Design and Construction Management | City of Encinitas| Encinitaa, CA | $250K | Project Manager Project Manager/ Construction Manager for this complete pump station overhaul. Rehabilitation included: structural repairs of the existing wetwell, replacement of the submersible pumps including all mechcanical, electrical and instrumentation upgrades, and construction of a new valve vault including isolation and bypassing equipment. The project also included installation of a 2-barrel 100% redundant 800 ft 4” forcemain under a lagoon and railroad tracks by horizontal directional drilling. The use of trenchless methods substantially reduced environmental issues, shortening the project design/permitting period and construction costs.

Lift Station Condition Assessment | Elsinore Valley Municipal Water District | Elsinore Valley, CA | $500K | Quality Control Reviewer Quality control reviewer for a comprehensive condition assessment of five of the District’s aging sewer lift stations (20-49 years old) and associated forcemains. A record data review, hydraulic analysis, and field inspection were required for each lift station to determine deficiencies and develop recommendations for a prioritized list of capital improvement projects to rehabilitate/replace the evaluated stations. We recommended and strategically prioritized long-term improvement projects to stagger the full replacement of lift stations and force mains over the next 3-7 years.

Solana Beach Pump Station Design | City of Solana Beach | Solano Beach, CA | $300K | Project Manager/ Lead Engineer Served as Lead Engineer and Project Manager for the rehabilitation and upgrade of a 4.9 MG sewer pump station within the San Elijo Lagoon. This pump station is the final tie between the collection systems of the City of Del Mar and Solana Beach and the San Elijo Water Reclamation Facility. The project included installation of a new 130,000-gallon emergency storage wetwell, two new duty wetwells, five new pumps including two low flow submersibles and three high flow dry pit submersibles, and all new electrical and controls equipment to operate the new pump station. We provided support to the City from preliminary design through the completion of construction over the course of five years. Unique challenges included constructing the project within the environmentally sensitive lagoon, and extracting, treating, and discharging groundwater through an NPDES permit through the Regional Board.

Batiquitos Pump Station Rehabilitation| LWD| Carlsbad, CA | $250K | Lead Engineer Lead engineer for the rehabilitation of the dry pit submersible sewage pump station located on the edge of the Batiquitos Lagoon. The rehabilitation included replacement of three extended shaft non-clog sewage pumps with fully submersible solids handling pumps, new discharge pimping including replacement of all plug and check valves, rehabilitation of the wetwell and installation of new protective coatings, and installation of a new bridge crane system within the Drypit to allow operators to move and remove equipment for maintenance or replacement.

Construction included full bypass of the pump station which had designed and phased with extra precaution due to the proximity of the pump station to the environmentally sensitive lagoon.

Encinitas Ranch Recycled Water Pump Station and Pipeline | San Elijo Joint Powers Authority | Encinitas, CA | $200K | Project Manager/Lead Enginner
Project Manager and Lead Engineer for the installation of approx. 6,000 linear feet of six and eight inch PVC non-potable waterline throughout the private neighborhood of Encinitas Ranch. Project included connection to the existing non-potable water system, design and installation of a 200 gpm booster station, and installation of pipelines throughout the community to convert the existing potable water irrigation system to non-potable water. Project challenges included extensive utility conflicts within the community which had to be mitigated while maintaining required separation requirements for non-potable waterlines.

D3-1 Booster Pump Station Replacement Design | Joshua Basin Water District | Joshua Tree, CA | $150 | Project Manage
r Designed the replacement of a failing booster station that pumps water from a low- lying water zone to storage reservoir in a higher water zone. Developed a design that allowed for complete construction of the new booster station while maintaining constant operation of the existing station. Conducted inspection services and project management throughout construction. 05/13/2025 C9 69 of 1078
Appendix A: Resumes

27 EOR Design ManagerGreg Guillen
Gregory Guillen is a chemical and environmental
engineer focused on water and wastewater treatment.

Dr. Guillen’s education covered the fundamentals of
chemical and environmental engineering with an
emphasis on water and wastewater treatment. His
graduate work focused on advanced membrane
materials and processes for separations including those found in water and wastewater treatment. Dr. Guillen has authored several peer-reviewed papers in the field of desalination and membrane filtration, holds multiple patents for membrane formation, and has lectured in the Department of Civil and Environmental Engineering at UCLA. Dr.

Guillen has over 15 years of experience designing water and wastewater treatment processes as well as biosolids management and odor control systems.

Project Experience
Residential Odor Investigation | City of Pasadena | Pasadena, CA | $25K | Lead Engineer
Dr. Guillen investigated the cause of odor complaints in a residential neighborhood in Pasadena. Dr. Guillen deployed hydrogen sulfide odor loggers in strategic locations to identify the origin and times of odor events. The investigation informed the City that hydrogen sulfide odors were leaving the sewer and likely originated from illicit pumping of septic tanks into the City’s sewer.

Bay Bridge Pump Station Replacement Odor Control Facility | Orange County Sanitation District | Newport, CA | 2M | Odor Control Dr.

Guillen evaluated multiple gas- and liquid-phase hydrogen sulfide (odor) treatment technologies for implementation at the new Bay Bridge Pump Station. Calcium nitrate, magnesium hydroxide, and carbon scrubbers were selected for on-site and downstream odor control based on the results of a life-cycle model analysis. Dr. Guillen provided preliminary design of the odor control facility, including chemical demands, storage requirements, preliminary site layouts, and construction cost estimates.

Pressurization and Odor Control Study | Orange County Sanitation District | Newport, CA | $75K | Lead Engineer
Dr. Guillen investigated
the causes of odor, pressurization events, and explosive gases in seven Orange County Sanitation District pump station wet wells in Newport Beach. Dr. Guillen developed protocols and performed field monitoring of hydrogen sulfide and differential pressure in these wet wells. A technical memorandum was developed that identified the causes of the observed issues and made recommendations on wet-well improvements.

Odor Control Analysis | Olivenhain Municipal Water District | Encinitas, CA | $500K | Lead Engineer
Dr. Guillen evaluated multiple liquid- and
gas-phase hydrogen sulfide treatment systems for Olivenhain MWD’s Del Dios force main. Recommendations were made to the District based on treatment efficacy and a life-cycle cost analysis.

Years of Experience
15 Education
PhD, Civil Engineering,
University of California, Los
Angeles, 2012
MS, Civil Engineering, University
of California, Los Angeles, 2008
BS, Environmental Engineering,
University of California,
Riverside, 2005
Licenses/Registration
Professional Civil Engineer, CA
No. 83897
Certificates/Training
• California Water
• Environment Association
• WateReuse Association
Other Projects
• Lift Station 55-11 Capacity
Improvements Projects,
Coachella Valley Water District,
Coachella, CA, $6.8M, Odor
Control Engineer
• Solana Beach Pump Station
Design, City of Solana Beach,
Solana Beach, CA, $300k,
Water Quality Specialist/
Permitting Lead
05/13/2025 C9 70 of 1078
Appendix A : Resumes

28 Pump Station Pressurization Improvements | Orange County Sanitation District | Newport, CA | $200K | Lead Engineer Dr. Guillen provided preliminary design of odor and pressurization mitigation improvements at six Newport Beach pump stations. The improvements included adding passive carbon scrubbers at each pump station. The scrubbers allowed treated air to exit and enter the wet wells without emitting odors or causing pressurization of the wet wells. A ferrous chloride storage and dosing facility was also designed at 15th Street Pump Station to provide downstream liquid phase hydrogen sulfide removal.

Industrial Wastewater Pretreatment System Design | Bachem Americas, Inc | Vista, CA | $50K | Project Manager Dr. Guillen served as project manager on the design of improvements to Bachem’s pretreatment system. The system was originally designed to neutralize the pH of Bachem’s discharge prior to it entering Encina Wastewater Authority’s sewer collection system. The existing neutralization system was under capacity.

Dudek provided as-builts for the existing system and a design for improvements to the neutralization system, including mixing within the below-grade tanks and new chemical dosing skids and controllers.

Wastewater Treatment and Collection System Master Plan | Crestline Sanitation District | Crestline, CA | $150K | Lead Treatment Engineer
Dr. Guillen served as lead treatment engineer for the Wastewater Master Plan for the Crestline Sanitation District. Utilized a series of workshops to facilitate a COFA to identify the most critical and high-risk failure scenarios at all three of the District’s WWTPs and two lift stations, as well as the root cause of those failures. Additionally, Dr. Guillen performed a thorough process evaluation on each unit process of all three of the District’s WWTPs to determine individual process capacity and performance in comparison to design criteria and industry standard ranges. The project culminated in a comprehensive list of capital improvement projects, prioritized by risk and paired with available funding opportunities.

Temescal Valley Water Reclamation Facility Solids Study and Process Monitoring | Temescal Valley Water District | Temescal Valley, CA | $80K | Project Manager Dr. Guillen served as the project manager for the Solids Study and Process Monitoring project. The project evaluated the liquid and solids treatment processes at the WRF, including sampling and monitoring of key process parameters and water quality analyses. The project spanned multiple seasons and developed a baseline for individual process performance as well as plant-wide performance. The data derived from the extensive sampling effort was used to develop current and projected solids generation factors. The solids generation factors were then used to develop a plan for future solids management at the WRF.

PFAS Treatment Systems Design | Lake Arrowhead Community Services District | Lake Arrowhead, CA $75K | Project Manager
Dr. Guillen is serving project manager on the development of final design documents for the District’s PFAS treatment systems. The final design includes ion exchange treatment facilities at the District’s Bernina and Cedar Glen Water Treatment Plants, with capacities of 5 MGD and 2.5 MGD respectively.

The design includes upgrades to pumping, chemical dosing, and back up power generation.

Rams Hill Wastewater Treatment Facility Capacity Analysis and Expansion Cost Estimates | Borrego Water District | Borrego Springs, CA | $25K | Project Manager Dr. Guillen served as project manager and
lead technical advisor for the capacity analysis of Borrego Water District’s Wastewater Treatment Facility. Each unit process at the facility was evaluated for total capacity and remaining capacity. Identified key capacity bottlenecks in the overall treatment facility and developed cost estimates for plant expansion and bottleneck removal for increasing connections. The District now has a planning document that allows it to determine required plant expansions and the associated costs based on the number of new connections 05/13/2025 C9 71 of 1078
Appendix A: Resumes

29 EOR QA/QC ManagerJames Wang
Mr. Wang has civil and environmental engineering
experience spanning back to 1997, working as project
manager, design manager, design lead, and project
engineer. He has completed more than100 projects over
2 billion dollars in water and wastewater treatment plant, recycling, and desalination facility, bio-solid and biogas, pump station and pipeline, hydraulic modeling, and
SCADA system. Mr. Wang’s areas of expertise include studies, planning, design, cost estimate, construction management, operation and maintenance of treatment plant, water distribution and sewage collection system, water quality testing and modeling, and AutoCAD. Mr. Wang is Wang is proficient in innovative and cost-effective design and adept at coordinating project plans with multiple consultants.

Project Experience
Oceanside El Corason Lift Station and Pipeline PDB | City of Oceanside | Oceanide, CA | $ 40M | Design Manager
Designed the new El Corazon
Lift Station for the City of Oceanside to convey sewage from the central part of the City to the San Luis Rey Water Reclamation Plant and built in conjunction with the decommissioning of the La Salina Wastewater Treatment Plant. El Corazon is a wet pit-dry pit lift station consisting of four 60 HP pumps that provide 100% redundancy for the peak wet weather flow of 8.34 MGD. The project also includes hydraulic modeling, site grading, a 0.6 MG overflow basin, a Tier 4 diesel backup generator, architectural services, City permitting, odor control, ventilation, plumbing, electrical, and instrumentation.

Pala Casino WTP | Pala Reservation | Pala, CA | $15M | Design Manager Design Manager. Greenfield design-build of 0.6 million gallons per day (MGD) wastewater treatment plant and upgrades to an existing life station utilizing Sequence Batch Reactor (SBR) technology in concert with a micro-screen and disk filters. (2007-2009, Guillermo Garcia, Vice President, HDR, Retired)
DBIA: stress Pacific Regional and National Awards of Excellence in the Water/Wastewater category, San Diego AGC 2009 Build San Diego award
Mangular Blending Facility | City of Corona | Corona, CA | $12M | Design Manager Mangular Blending Facility includes a dual zone Booster Pumping Station (BPS) with a total firm capacity of 5,000 gpm using five pumps (two 100 HP and three 150 HP). Additional components include provisions for emergency power; chemical facilities to inject sodium hypochlorite and ammonia to produce monochloramines for disinfection; and improvements to the existing facility blend well water with treated water.

American Public Works Association (APWA), Southern California Chapter 2023 PROJECT OF THE YEAR – Drainage, Water and Wastewater Years of Experience
27 Education
BS, Water and Wastewater
Engineering, Shandong
University, 1997
MS, Civil Engineering,
University of Windsor, 2004
Licenses/Registration
Professional Engineer, CA, No.

C81123
Certificates/Training
• NASSCO Pipeline Assessment
and Certification Program
• NASSCO Manhole
Assessment Certification
Program
• NASSCO Lateral Assessment
Certification Program
Other Projects
• LBWD S-1 Sewer Lift Station
Rehabilitation, $1.2MProject
Manager
• LBWD S-18 Sewer Lift Station
Rehabilitation, $1.8M, Design
Manager
• Camp Pendleton Marine Corps
Base P1045 Water Conveyance
and Pump Station, $68M,
Design Manager
• Camp Pendleton Marine
Corps Base P1046 Wastewater
Conveyance and Pump Station,
$24 M, Design Manager
• IEUA IPS Pump Station, $8M,,
Design Manager
• IEUA San Bernadino Sewer Lift
Station, $5M Design Manager
• City of Riverside Magnolia
Stormwater Pump Station,
$1.6M, Design Manager
• OCSAN Waste Activated
Sludge Pump Station, $1.2 M,
Project Manager
05/13/2025 C9 72 of 1078
Appendix A : Resumes

30 S12 Sewer LIft Station Rehabilitation | Long Beach Water Department | Long Beach, CA | $2M| Project Manager Project Manager. Provided engineering design and bid phase services for the S-12 Sewer Lift Station Rehabilitation with FOG abatement using Phi bubble mixer. Work includes numerous lift station improvements needed to address issues with structural, mechanical, electrical and instrumentation components, develop rehabilitation alternatives, and develop plans and specifications, and cost estimates the existing facility blend well water with treated water
05/13/2025 C9 73 of 1078
Appendix B
Insurance
Appendix B Insurance
05/13/2025 C9 74 of 1078
Section X | 3
Appendix B : Insurance Coverage

31 3000 Executive, Suite 300
San Ramon, California 94583
CA License #0757776
hubinternational.com
HUB International Insurance Services Inc.

October 23, 2024
To Whom It May Concern:

RE: GSE CONSTRUCTION COMPANY, INC.

This document will serve as certification of the in-force insurance policies/coverages for the October 1, 2024-2025 policy term.

General Liability
Travelers Indemnity Company of Connecticut
One Tower Square
Hartford, CT 06183
Phone: 860-277-0111
A. M. Best Rating: A++, XV
Policy #DT22-CO-3R384155-TCT-24
Policy Limits: $1,000,000 per Occurrence/$2,000,000 Aggregate Automobile
Travelers Indemnity Company of Connecticut
One Tower Square
Hartford, CT 06183
Phone: 860-277-0111
A. M. Best Rating: A++, XV
Policy #810-3R088526-24-26-G
Policy Limits: $1,000,000 Combined Single Limit
$1,000,000 Non-Owned and Hired
Workers’ Compensation
Travelers Property Casualty Company of America
One Tower Square
Hartford, CT 06183
Phone: 860-277-0111
A. M. Best Rating: A++, XV
Policy #UB-3R384512-24-26-G
Policy Limits: $1,000,000/$1,000,000/$1,000,000
Umbrella
Travelers Property Casualty Company of America
One Tower Square
Hartford, CT 06183
Phone: 860-277-0111
A. M. Best Rating: A++, XV
Policy #CUP-6S907461-24-26
Policy Limits: $10,000,000 per Occurrence/Aggregate

05/13/2025 C9 75 of 1078
Section X | 3
Appendix B : Insurance Coverage

32 3000 Executive, Suite 300
San Ramon, California 94583
CA License #0757776
hubinternational.com
HUB International Insurance Services Inc.

Excess Liability
Starstone Specialty Insurance Company
201 E. Fifth Street Suite 1200
Cincinnati, OH 45202
Phone: 844-722-7827
A. M. Best Rating: A, XIII
Policy #CSX90200165P-00
Policy Limits: $5,000,000 per Occurrence/Aggregate
Course of Construction/Installation Floater/Builders Risk Coverage Travelers Property Casualty Company of America
One Tower Square
Hartford, CT 06183
Phone: 860-277-0111
A. M. Best Rating: A++, XV
Policy # QT-630-7T975476-TIL-24
Policy Limits: $20,000,000 Maximum Blanket Limit
Sub-limits: Earthquake: $1,000,000/Flood: $5,000,000
Contractors Pollution Liability 10-1-23 – 10-1-25
St. Paul Surplus Lines Insurance Company
One Tower Square
Hartford, CT 06183
Phone: 860-277-0111
A. M. Best Rating: A++, XV
Policy #ZCC-91N68767
Policy Limits: $5,000,000 Each Pollution Condition/Aggregate Contractors Professional Liability (E&O)
Arch Insurance Company
Harborside 3 210 Hudson Street #300
Jersey City, NJ 07311-1107
Phone: 201-743-4000
A. M. Best Rating: A+ XV
Policy #PDCPP0018908
Policy Limits: $3,000,000 Per Claim/Aggregate
Sincerely,
Allison Scher.

Commercial Lines Account Executive
[email protected]
415.276.2801

05/13/2025 C9 76 of 1078
Appendix C
Bonding Letter
Appendix C Bonding Letter
05/13/2025 C9 77 of 1078
Section X | 3
Appendix C : Bonding Letter

33 05/13/2025 C9 78 of 1078
Section X | 3
Appendix C : Bonding Letter

34 05/13/2025 C9 79 of 1078
Section X | 3
Appendix C : Bonding Letter

35 05/13/2025 C9 80 of 1078
Section X | 3
Appendix C : Bonding Letter

36 05/13/2025 C9 81 of 1078
Appendix D
Contract Exceptions
Appendix D Contract Exceptions
05/13/2025 C9 82 of 1078
Section X | 3
Appendix D : Contract Exceptions

37
^

DESIGN / BUILD SERVICES FOR THE
_____________________ PROJECT
CIP NO. XXXX
THIS AGREEMENT is made and entered into as of ________________ (Contract Date) by and between the CITY OF VISTA (“City”), a chartered municipal corporation, and XXX (“Design Builder or DB”). City and DB are sometimes individually referred to as “Party” and collectively as “Parties”.

RECITALS

1. On XXX, a Request for Proposal (RFP) (Exhibit 3) was issued for design/build services for the ________________ Project – CIP No. XXXX; and

2. XXX firms submitted proposals and based upon the re view of each propos al and interviews with the top firms, Design Builder was selected as the respondent who best met the evaluation criteria specified in the RFP including experience and technical competence, schedule, rates, and financial resources and with whom City could negotiate an agreement.

NOW THEREFORE, in consideration of the mutual promises and covenants contained herein:

THE PARTIES AGREE:

Section 1: General Scope of Work to Be Performed by DB

1.1 In accordance with the terms set forth in this Agreement and the Design Build Proposal for the Fire Station Interconnect Project (Exhibit 1 attached hereto and incorporated herein), ____________________ Project – CIP No. XXXX shall include, but not be limited to all components outlined and described in Exhibit 1.

1.2 The services provided by the DB shall include, but not be limited to, all services outlined and described in this agreement and the design, and construction services within Exhibit 1.

1.3 The DB shall:

1.3.1 Perform design and pre-construction services (Phase I) on a time and materials basis for an amount not-to-exceed $ XX, as specified in DB’s Project Cost Estimate. At 90% complete construction documents the DB shall propose a Guaranteed Maximum Price (GMP) which will include, but not be limited to, the cost for all labor, equipment, and material to design and construct the Phase II Project in accordance with all applicable rules, regulations, and laws. If the Parties agree to DB’s proposed GMP, or successfully negotiate an alternative GMP amount, the Parties shall enter into an amendment to this Agreement to fund and undertake Phase II and III of the Project. Under the amendment, the DB fee shall be XX% of the cost of construction defined as the total sum of trade contracts (subcontractors), materials (purchase orders), equipment, self-performed work and general conditions. Any costs incurred by DB in excess of the established GMP shall be the sole responsibility of the DB, unless a Change Order is approved by the City. Any savings resulting in the project being completed for less than the amount of the GMP shall belong to the City.

Please see all the redlined comments in the Sample Agreement below. 05/13/2025 C9 83 of 1078
Section X | 3
Appendix D : Contract Exceptions

38 Design / Build Services Agreement
Project (CIP No. XXX)

Page 2 ends

1.3.2 Provide the proposed GMP to City by XXX, 20XX, and complete the Phase I design services by XXX, 20XX, including City approval of 90% construction drawing package, in accordance with the schedule set forth in Exhibit 1.

Section 2: General Obligations of City

2.1 City shall be obligated as follows:

2.1.2 Make decisions with reasonable promptness to avoid delay in the orderly progress of DB’s services per the schedule in Exhibit 1.

2.1.4 Cooperate with DB in identifying, processing and securing required permits and licenses in a timely fashion; however, this duty to cooperate does not relieve DB of its primary obligations to identify, apply for and secure all necessary permits and licenses in a timely manner.

2.1.5 Make payments to DB in the amounts and in accordance with the terms set forth below.

2.1.6 Issue Certificate of Substantial Completion when City reasonably determines the Project has achieved Substantial Completion as defined below in Section 16.1.

2.1.7 Issue a Notice of Acceptance when City reasonably determines the Project has achieved Final Completion as defined in Section 16.2.

2.2 City Review Process. City shall review the 90% and 100% Construction Drawings (CD’s) including project specifications which shall allow construction of Project in conformity with the Program Document for the Project.

2.2.1 For each DB submission, City shall have ten (10) working days to review, approve, conditionally approve or deny said set of documents.

Section 3: General Obligations of DB

3.1 DB shall be obligated as follows:

3.1.1 Provide all supervision, labor, equipment, technical expertise, safety equipment, and service operations to complete the Project.

39 Design / Build Services Agreement
Project (CIP No. XXX)

Page 3 ends

3.1.3 Design and construct the Project on time, consistent with timeframes set forth in the Project Schedule (Exhibit 1), and in such a manner that the GMP or Contract Time of the Project shall not be exceeded, except by written Change Order as provided in Section 14. DB shall provide a master accounting system and matrix using software acceptable to City that will be updated, expanded and provided to the City monthly as the Project develops.

3.1.5 Any subcontractors performing Project construction must be appropriately licensed by the California Contractors State License Board or other required agency.

3.1.6 Perform or subcontract all design services for the Project utilizing qualified, licensed and sufficiently experienced engineers, and other professionals (“Design Consultants”) as identified in Exhibit 1. DB shall not be permitted to substitute any Design Consultant unless authorized by City. The fact that the City approves the subcontracting of any such services will in no way relieve the DB of any of its obligations or responsibilities under this RFP or this Agreement.

3.1.7 INTENTIONALLY LEFT BLANK [Provide cost estimating and value engineering services that take into consideration long-range maintenance costs, energy efficiency, and the impact of the operation of the Project. Provide cost estimates to the City at 30% SD’ s, 50% DDD’s, 90% CD’ s, and 100% CD’s (GMP established). Two copies of the final cost estimate (100% CD’ s) shall be provided to the City with Final Construction Documents.]

3.1.8 Ensure that DBT personnel conduct themselves in a professional manner at all times. Personnel shall be courteous, neat in appearance, and wear visible identification including all personal protective equipment. All equipment must display their company identification, including any subcontractors.

3.1.9 Comply with the California Fair Employment and Housing Act and all other State, Federal and local laws including, but not limited to, those prohibiting discrimination, on account of race, color, national origin, religion, age, sex or handicap.

3.1.10 Take all reasonable steps during the course of the Project so as not to interfere with the ongoing operation of the adjacent residences, businesses and facilities, including but not limited to the following:

3.1.10.1 Not interfere with pedestrian and vehicular access.

3.1.10.2 Take all reasonable steps during the course of construction to control dust in accordance with the provisions in the 2012 Edition of the Standard Specifications for Public Works Construction and most recent Supplement (“Greenbook”). Ensure that all work conforms to the City of Vista noise ordinance unless authorized by the designated City representative. The DB shall ensure all DBT personnel comply with all relevant OSHA, Cal/OSHA, and labor and industrial work safety regulations at all times they are on the Project Site. The DB is 05/13/2025 C9 85 of 1078 Section X | 3
Appendix D : Contract Exceptions

40 Design / Build Services Agreement
Project (CIP No. XXX)

Page 4 ends

responsible for implementing confined space entry procedures in accordance with all applicable laws and regulations.

3.1.11 Study all applicable laws, codes, ordinances, rules, orders, regulations, and statutes affecting the Project, including but not limited to, zoning, environmental, building, fire and safety codes and coverage, and lien laws, and comply with them in performance of its services. DB shall ensure that the Project design conforms to all applicable federal, state and local laws, statutes, ordinances, rules, regulations, orders or other legal requirements, (collectively “Governmental Requirements”) existing as of the date of this Agreement. However, the City recognizes that Governmental Requirements and their interpretations by governmental officials (“Code Authority”) are often subject to change at any time, even after issuance of a notice to construct. If, after the date of this Agreement, modifications to the Project are required because of a change in Governmental Requirements or their interpretation by a Code Authority which had not previously been given, or which if given, was different than a prior interpretation of a Code Authority, DB shall make the required modifications to comply with the same. However, in the event of such an occurrence the compensation to DB and the associated design and pre- construction schedule may be subject to an adjustment. Nothing contained in this paragraph shall relieve DB of its obligations to modify the Project at its own expense where DB has failed to design the Project in compliance with Governmental Requirements applicable as of the date of this Agreement.

3.1.14 Comply with all licensing requirements of the State of California and the City of Vista.

3.1.15 Use reasonable care to avoid damaging existing improvements, buildings, equipment and vegetation adjacent to the Project Site. If DB causes damage to any of this property, DB shall replace or repair said property at no expense to City and shall not be a basis for seeking an adjustment to the GMP or Contract Time.

DB agrees to indemnify City for any and all fines, penalties, liabilities, cost imposed upon City, its officers, employees and agents as a result of this Project.

3.1.16 Perform Quality Control (“QC”). Review the drawings and specifications in order to identify and correct errors and omissions and reduce the quantity of Change Orders during the course of construction. Include a detailed review of drawings and designs relative to applicable laws and standards.

3.1.17 Be fully responsible for damages, and liabilities resulting from errors or omissions below the standard of care defined in Section 3.1.19 by DB or DB’s agents, employees, design consultants and contractors; such costs, damages and liabilities shall not be chargeable to the City nor shall they be a basis for seeking an adjustment in the GMP or Contract Time.
05/13/2025 C9 86 of 1078
Section X | 3
Appendix D : Contract Exceptions

41 Design / Build Services Agreement
Project (CIP No. XXX)

Page 5 ends

3.1.18.1 Unanticipated subsurface site conditions.

3.1.18.1.1.1 Differs materially form that indicated
in the geotechnical and geological reports.

3.1.18.1.1.2 Is of an unusual nature and differs
materially from conditions ordinarily
encountered and generally recognized as
inherent in the work required by this RFP and
the Design/Build Contract.

3.1.18.1.1.4 DB shall not be entitled to an
adjustment in the GMP or Contract Time if DB
knew or should have known of the existence
of such conditions at the time DB submitted
and agreed to GMP or Contract Time; or the
existence of such condition could reasonably
have been discovered as a result of DB’s
obligations regarding geotechnical and
geological investigations and reports as
described in the RFP.

3.1.19 DB shall perform in a manner consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions and in similar locations. Compliance with this section by DB shall not in any way excuse or limit DB’s obligations to fully comply with all other terms in this Agreement.

3.1.19.1 Contractor’s License. DB warrants that at least one member of the DB team shall be licensed by the California Contractor’s State License Board as a Class A General Engineering Contractor. DB is to provide a list 05/13/2025 C9 87 of 1078
Section X | 3
Appendix D : Contract Exceptions

42 Design / Build Services Agreement
Project (CIP No. XXX)

Page 6 ends

of the responsible people within their organizations performing services, which shall include their qualifications and their function, for approval by the City prior to start of services. City and DB shall establish “key personnel” who shall remain on the Project until Final Completion. If any such “key personnel” leave the employment of DB, City shall have the right to approve the replacement personnel assigned to this Project. DB shall comply with all licensing requirements of the State of California and City of Vista.

3.1.19.2 Project Manager and Project Design Engineer. Throughout all phases of the Project hereunder, the individual project manager, and project design engineer shall be as reflected in Exhibit 1. So long as the Individual Project Manager and Project Design Engineer remain in the employ of the General Contractor and/or Engineer, such persons shall not be changed or substituted from the Project, or cease to be fully committed to the Project as deemed necessary by the City in its reasonable discretion, without the prior written consent or instruction of the City.

3.1.19.4 Replacement Selection of Project Manager and/or Project Design Engineer. Within five (5) working days after receipt of a notice from the City requesting the replacement of any Individual Project Manager or Project Design Engineer, or promptly following the discovery by the Design Build Team that any Individual Project Manager, or Project Design Engineer is leaving the employ of the DB or Engineer, as the case may be, the replacement/substitution (together with such person’s resume and other information regarding such person’s experience and qualifications) for approval by City. The replacement/substitution shall commence work on the Project no later than five (5) calendar days following the City’s approval of such replacement, which approval shall not be unreasonably withheld.

3.1.20 DB agrees and acknowledges that the City Representative is the only person with authority to approve additions or modifications to Project. Any costs or delays resulting from or associated with additions or modifications implemented without the written authorization of the City Representative shall be borne exclusively by DB and not be grounds for an increase in the GMP or Contract Time (Exhibit 1) of this Agreement, unless necessary to protect public health, safety or property.

3.1.21 DB shall fully cooperate with City Representative and any of its agents assigned to this project.

3.1.22 The DB shall remain in compliance with the City of Vista Water Quality Protection Program and, where applicable, City of San Marcos and County of San Diego’s respective stormwater protection programs and shall exercise every reasonable precaution to prevent the discharge of any material which is not solely storm water (i.e., rain events) to the storm drain system. The DB will be responsible for the 05/13/2025 C9 88 of 1078
Section X | 3
Appendix D : Contract Exceptions

43 Design / Build Services Agreement
Project (CIP No. XXX)

Page 7 ends

complete cleanup of all material that is discharged from the project in violation of the discharge rules.

Section 4: Work Restriction and Bidding Requirement

4.1 DB shall determine how best to package portions of the work for purposes of bidding. DB shall be responsible for selectively bidding all construction work to others and for entering into subcontracts, in DB's own name, with the bidder who in DB’s discretion best meets the monetary, time, and performance requirement of the Project. DB is required to submit a summary of bid results for each bid package. DB shall be responsible for ensuring that these contracts fully comply with all applicable local, state and federal laws, some but not all of which are listed below.

4.2 DB shall hear and decide bid protests and shall develop and maintain bid protest procedures for that purpose. City shall be timely informed of all bid protests (prior to resolution) and the outcome of said protests.

Section 5: DB’s Phase I Services and Obligations – Design Services

5.1 DB’s services in Phase I shall include those specified in Section 5.1.1 of the RFP.

Section 6: DB’s Phase II Services and Obligations – Construction Services

6.1 Contingent on City’s approval during Phase I 90% and 100% CDs, Construction Schedule, GMP, and associated contract amendment, DB’s services in Phase II shall include those specified in Section 5.1.2 of the RFP.

Section 7: DB’s Phase III Services and Obligations: Operation/Startup Phase

7.1 DB’s services in Phase III shall include those specified in Section 5.1.3 of the RFP.

Section 8: INTENTIONALLY LEFT BLANK

8.1.1 The DB shall prepare, submit for City review and written approval, and implement a Project Startup and Testing Plan for the Project.

8.1.2 The DB shall conduct Operator Training Sessions for facilities.

8.1.3 The DB shall supervise, manage, and coordinate all project startup and testing activities for mechanical systems within the provisions of the project Contract Documents.

8.1.4 The DB shall report progress of project startup and testing to the City in a manner consistent with the City' s reporting system.

8.1.5 The DB shall report to the City all guarantee/ warranty disputes. The DB shall proceed to resolve such disputes after having submitted to the City for review and approval the DB' s approach for obtaining resolution for the dispute.΁ Section 9: Additional Services

44 Design / Build Services Agreement
Project (CIP No. XXX)

Page 8 ends

subcontractor after the bid has been awarded. In the event of a change of this nature, DB will estimate the cost of the Change Order, assist City in developing drawings and specifications as necessary, solicit a revised bid, negotiate with the subcontractor, present a recommendation for a Change Order to City, and implement construction as approved by City.

9.2 For Additional Services which increase the Hard Construction Costs, or other reasonably necessary costs of the Project, DB shall be paid a DB fee of 15% of the total additional labor, equipment, and material costs. This fee includes DB’s office overhead, profit, bonds, and liability insurance. DB shall also be paid a DB fee of 5% of the total subcontractor costs. Regardless of the number of hierarchical tiers of Subcontractors, the 5% which DB fee shall be applied only once to the performing Subcontractor’s total costs. City will also pay any additional Subcontractor’s insurance or bonding costs.

9.3 For Additional Services, which result in an extension of the Substantial Completion date, DB and City shall negotiate the additional costs.

9.4 If at any time DB contends that it is being asked to perform Additional Services, it shall give City written notice 5 days prior to performing said services indicating that DB intends to seek additional compensation beyond the GMP. Furnishing advance written notice shall be a condition precedent to being able to seek additional compensation from City.

Section 10: Bonds

10.1 DB shall furnish performance and payment bonds with the names of the obligees designated as the City in the amount set forth below, as security for the faithful performance and payment of all DB’s obligations under the Agreement. These bonds shall remain in effect at least until thirty (30) days after the filing date of Notice of Completion, except as otherwise provided by law or regulation or by this Agreement. DB shall also furnish such other bonds as are required by this Agreement.

10.1.1 The performance bond shall be in the amount of 100% of the GMP.

10.1.2 The payment bond shall be in the amount of 100% of the GMP amount.

10.2 All bonds shall be in the form prescribed by City and by such sureties which are authorized to transact such business in the State of California, listed as approved by the United States Department of Treasury Circular 570, and whose underwriting limitation is sufficient to issue bonds in the amount required by this agreement and which also satisfy the requirements stated in Section 995.660 of the Code of Civil Procedure, except as provided otherwise by laws or regulations. All bonds signed by an agent must be accompanied by a certified copy of such agent’s authority to act. Surety companies must be duly licensed or authorized in the jurisdiction in which the Project is located to issue bonds for the limits so required.

10.3 If the surety on any bond furnished by DB is declared bankrupt or becomes insolvent or its right to do business is terminated in any state where any part of the Project is located, DB shall within seven (7) days thereafter substitute another bond and surety, which must be acceptable to City.

Section 11: Insurance

11.1 The insurance provisions shall meet the requirements of Exhibit 2 which shall not be construed to limit DB’s indemnity obligations contained in this Agreement. 05/13/2025 C9 90 of 1078
Section X | 3
Appendix D : Contract Exceptions

45 Design / Build Services Agreement
Project (CIP No. XXX)

Page 9 ends

Section 12: Inspection

12.1 DB shall be responsible for all specialty inspection and material testing and inspections.

The City shall perform inspection with its own forces. It shall be the responsibility of DB, however, to call for, coordinate and schedule all inspections.

12.2 City, its consultants, subcontractors, independent testing laboratories as well as other governmental agencies with jurisdictional interests will have access at reasonable times for this observation, inspecting and testing. DB shall provide them proper and safe conditions for such access and advise them of DB’s safety procedures and programs so that they may comply.

12.3 DB will make, or have made, such inspections and tests, as the City deems necessary to see that the Work is being accomplished in accordance with the requirements of the Construction Documents or shall in any way limit or modify DB’ s indemnity obligations as provided for within this agreement. Unless otherwise specified, the cost of such inspection and testing will be bid out and carried as a line item in the construction cost. In the event such inspections or tests reveal non-compliance with the requirements of the Construction Documents, DB shall bear the cost of corrective measures deemed necessary by City, as well as the cost of subsequent re-inspection and re-testing. Neither observations by the City nor inspections, tests, or approvals by others shall relieve DB from DB’s obligations to perform the Work in accordance with the Construction Documents. DB shall give City timely notice of readiness of the Work for all required building inspections and shall cooperate with inspection and testing personnel to facilitate required inspections or tests. DB shall give at least 24 hours’ notice for inspections.

12.4 City has the right to stop or suspend Work activities which will conceal or cover up DB Work product which is to be inspected or tested, or which will interfere with the inspection or testing activities, for a reasonable time and DB will have no right to additional compensation.

Section 13: DB GMP for Services and Reimbursements

13.1 DB shall submit to City 90% CD’s for plan check. Upon the approval of the 90% CD’s, DB shall, within twenty (20) working days, submit a GMP for approval by City. The GMP shall include all Hard Construction Costs, DB Contingency Fund, Reimbursable Costs, and DB Fixed Fee for the complete design and construction of the entire Project as specified in the 90% CD’s; provided that:

13.1.1 Said GMP shall be supported by a detailed itemized breakdown that shows: the DB Fixed Fees and the expected Hard Construction Costs for each of the major trades on the Project which will include labor, material expenses, equipment costs, and a reasonable DB Contingency Fund. Said DB contingency fund shall not exceed 5% of the Hard Construction Costs.

No additional DB markup, handling fees, overhead, or other charges are to be added or paid except as otherwise set forth in this agreement. Upon Final Completion of the Project, any amount of Hard Construction Costs or DB Contingency Fund monies not utilized shall result in a deductive Change Order.

13.1.3 The GMP shall include a DB Contingency Fund which can be used by the DB with City approval. If the Parties mutually agree that there is a sufficient surplus, the DB 05/13/2025 C9 91 of 1078
Section X | 3
Appendix D : Contract Exceptions

46 Design / Build Services Agreement
Project (CIP No. XXX)

Page 10 ends

Contingency Fund will be available to provide additional funds for Change Orders as provided for in Section 14 of this Agreement. This Contingency Fund will not be available for: (1) Work required due to DB’s and/or Contractors/subcontractors failure to perform according to the terms of this Agreement and/or in compliance with the Construction Documents, or (2) uninsured losses resulting from the negligence of DB or its Contractors/subcontractors. All Change Orders, including zero dollar Change Orders, which require the use of the DB Contingency Fund, shall require City approval.

13.1.4 DB shall prepare, with the cooperation of the City, alternate bid items to assist in meeting the GMP.

13.2 DB shall perform the Phase I Services on a time and materials basis for an amount not to exceed $XXX, as specified in DB’s Project Cost Estimate. Except as otherwise expressly provided in this Agreement, as full and complete compensation for performance of all Phase II Services under this Agreement, DB shall be compensated by the GMP sum to be determined at 90% construction documents. Said amounts for the Phase I and Phase II Services shall not be exceeded unless Additional Services are requested pursuant to Section 9 above or a Change Order issued pursuant to Section 14. Unless otherwise expressly provided in this Agreement, the GMP shall include full compensation for all costs of any type incurred by DB in performing all services and obligations under this Agreement, including but not limited to the following:

13.2.1 All Design Consultants.

13.2.2 Estimating, management of design consultants and value engineering.

13.2.3 Construction supervision and project management personnel, including but not limited to superintendents, Project managers, Project secretaries, Project engineers, Project accountants, and all other DB personnel wherever located.

13.2.4 All on-site and off-site equipment, supplies and facilities, including but not limited to, computers, estimating, dictating, communication and accounting equipment, office space, trailers, field equipment and storage facilities.

13.2.5 All home-office and field overhead costs of any type including document control and retention.

13.2.6 All business license costs.

13.2.7 All profit DB intends to earn under this Agreement.

13.2.8 All direct and incidental costs incurred by DB, except for those specifically identified in Section 9.

13.3 DB shall be reimbursed, without markup and only as specified in this Agreement for the following “Reimbursable Costs:”
05/13/2025 C9 92 of 1078
Section X | 3
Appendix D : Contract Exceptions

47 Design / Build Services Agreement
Project (CIP No. XXX)

Page 11 ends

13.3.1 Any reimbursable cost expressly provided for elsewhere in this Agreement.

13.4 DB agrees and acknowledges the City retains its full and complete discretion for all legislative actions, including any future appropriations necessary to complete this Project or fund this Agreement. As more fully provided in Section 26, the City may terminate this Agreement for any reason, including but not limited to, if City Council fails to appropriate sufficient funds or is unsuccessful at obtaining long term financing.

Section 14: Change in GMP and Contract Time

14.1 The GMP and Contract Time may only be changed by written Change Order. Change Orders shall be issued only under the following circumstances:

14.1.1 The City directs DB to perform Additional Services or City Changes as provided in Section 9.

14.1.2 For reasons expressly provided elsewhere in this Agreement.

14.2 The following procedure shall be followed for the issuance of Change Orders:

14.2.1 Upon the occurrence of any event that gives rise to a Change Order, including any action, inaction, decision or direction by City or agent for the City, DB shall give the City notice of the same within five (5) calendar days. DB shall not proceed with any such services or work until such notice has been given to the City except if such services or work are necessary to protect public health, safety or property as directed by the City Representative in writing.

14.2.3 DB’s notice to the City shall include a detailed and complete estimate of the cost and time impacts associated with the requested Change Order, including all appropriate direct and indirect costs and credits. All such costs and credits shall be accurately categorized into DB Fixed Fee, Reimbursable Costs or Hard Construction Costs. DB shall also provide City with a realistic estimate of the impact, if any, the Change Order will have on the Contract Time. DB shall provide complete and accurate pricing within ten (10) calendar days of the occurrence of the event that gives rise to a Change Order.

14.2.4 Upon submission of the detailed estimates by the DB, the Parties will attempt to negotiate an appropriate adjustment in GMP and Contract Time. If an agreement is reached, a Change Order reflecting the agreement will be executed by the Parties. If an agreement is not reached, the City shall have the option to direct the DB to proceed with the subject services and/or work, during which time the DB shall contemporaneously maintain accurate and complete records of all labor, material and equipment utilized in performing the subject services and/or work. These records shall be submitted to the City and shall become the basis for continued negotiations between the Parties for an equitable adjustment to the GMP and/or Contract Time.
05/13/2025 C9 93 of 1078
Section X | 3
Appendix D : Contract Exceptions

48 Design / Build Services Agreement
Project (CIP No. XXX)

Page 12 ends

14.2.5 In the event there is any disagreement or dispute between the Parties as to whether the DB is entitled to a Change Order or the amount of the Change Order, the matter shall be resolved in accordance with Section 33. DB shall not have the right to stop or delay in the prosecution of any services or work, including services or work that is the subject of the Change Order, pending this resolution process. Instead, DB shall continue diligently prosecuting all such services and work.

14.2.6 City may, in its sole discretion, adjust the GMP or Contract Time for any undisputed amount or time associated with the Change Order or Additional Services.

14.3 All Change Orders, including zero dollar Change Orders which require the use of DB Contingency Fund, irrespective of impact on GMP and Contract Time shall require City approvals, however City shall not unreasonably withhold approval for use of contingency funds for changes normally encountered due to unforeseen omissions in the work packages and minor clarifications of the drawings.

Section 15: Payment Terms

15.1 DB shall provide all Phase I Services for the Phase I Fee. DB shall submit certificate and application for payment to the City on a monthly basis for Phase I Services rendered and costs incurred. The monthly payment shall be based upon percentage of completion of the Schedule of Values plus any Reimbursable Costs as provided in Section 15.3.

15.2 DB shall provide all Phase II Services for the Phase II Fee. DB shall submit certificate and application for payment to City on a monthly basis for Phase II Services. The monthly payment application shall be based upon the percentage of completion of the Schedule of Values plus any Reimbursable Costs and Hard Construction Costs as provided in Section 15.3 and 15.4, less any payments previously made by the City and subject to the receipt of unconditional lien releases for all prior payments and if the invoiced amount is not disputed by City, it shall pay DB ninety five percent (95%) of payment application based upon the percentage complete of the Schedule of Values and 100% of the reimbursable costs within thirty (30) days after receipt of the fully documented invoice. City will withhold the remaining 5% as security for DB’s full performance.

15.3 DB shall develop and maintain an accurate system for tracking all Reimbursable Costs.

Utilizing this system, DB shall include with each month payment application an itemization of all such Reimbursable Costs actually incurred by DB, during the previous month. If requested by the City, DB shall provide all backup documentation supporting such Reimbursable Costs.

15.5 DB shall separately submit to City certificate and application for payment on a monthly basis for any authorized Additional Services performed by DB. Subject to the receipt of unconditional lien releases for all prior payments and if Additional Services are not disputed by City, City shall pay ninety five percent (95%) of the invoiced amount within thirty (30) days of receipt of fully complete invoice. City will withhold the remaining 5% as security for DB’s full performance.
05/13/2025 C9 94 of 1078
Section X | 3
Appendix D : Contract Exceptions

49 Design / Build Services Agreement
Project (CIP No. XXX)

Page 13 ends

15.6 Subject to Sections 15.8, City shall pay DB the five percent (5%) retention being withheld pursuant to Sections 15.2, and 15.5 as part of the “Final Payment” to DB. Final Payment will be made thirty-five (35) days after Final Completion.

Section 16: Project Completion

16.1 Substantial Completion shall be that stage in the progress of the construction when all Work on the Project is sufficiently complete in accordance with the Construction Documents so that City can fully utilize entire Project; Substantial Completion shall further mean that all goods, services and systems to be provided under the terms and conditions of the Construction Documents are in place and have been initially tested, and are operationally functional, subject only to final testing, balancing and adjustments and normal Final Completion punch list Work.

16.2 Final Completion shall be deemed to occur on the last of the following events: (1) recordation of a Notice of Completion for the Project; (2) acceptance of the Project by the City; (3) issuance of a final Certificate of Occupancy for the Project; (4) submission of all documents required to be supplied by DB to City under this Agreement, including but not limited to As-Built Drawings, warranties, and operating manuals; (5) and delivery to City of a Certificate of Completion duly verified by DB.

16.3 DB shall provide City with a Certificate of Completion, certifying to City under penalty of perjury that the Project has been completed in accordance with the Construction Documents, all applicable building codes and regulations, all permits, licenses, and certificates of inspection, use and occupancy, and ordinances relating to the Project.

16.4 DB shall provide one set of City final record drawing documents at the end of construction and one copy in electronic format (“As-Built Drawings”). As-Built Drawings are to be accurate and legible records showing exact location by dimensions, and the exact depth by elevation of underground lines, valves, plugged tees, wiring and utilities.

16.5 DB shall provide a copy of, or make available before destruction, all records (which includes all writings as defined in Evidence Code Section 250) to the City upon receipt or generation, which shall include a copy of DB’s filing protocol.

Section 17: Contract Time

17.1 The “Contract Time” shall be the number of calendar days stated in Section 1 for DB to achieve Substantial Completion.

17.2 “Time is of the essence” with regard to Contract Time and all milestones listed in the schedule.

17.3 The Contract Time may only be changed by a Change Order as set forth in Section 14. 05/13/2025 C9 95 of 1078
Section X | 3
Appendix D : Contract Exceptions

50 Design / Build Services Agreement
Project (CIP No. XXX)

Page 14 ends

17.4 Further, an extension in Contract Time will not be granted unless DB can demonstrate through an analysis of the Project Schedule that the increases in the time to perform or complete the Project, or specified part of the Project, beyond the corresponding Contract Time arise from unforeseeable causes beyond the control and without the fault or negligence of DB, its Design Consultants, and subcontractors or suppliers, and that such causes in fact lead to performance or completion of the Project, or specified part in question, beyond the corresponding Contract Time, despite DB’s reasonable and diligent actions to guard against those effects.

17.5 DB carries the burden of proving an entitlement to an increase in the Contract Time.

Delays attributable to and within the control of Design Support Consultants, or subcontractor or supplier shall be deemed to be delays within the control of DB. No time extension will be allowed for such delays. An increase in Contract Time does not necessarily mean that DB is due an increase in the GMP.

Section 18: Late Completion

18.1 City and DB recognize that time is of the essence in this Agreement and that City will suffer financial loss if the Project is not completed within the Contract Time, plus any extensions thereof allowed in accordance with Section 17.3. They also recognize the delays, expense, and difficulties involved in proving in a legal proceeding the actual loss suffered by City if the Project is not completed on time. Accordingly, instead of requiring any such proof, City and DB agree that DB shall pay as liquidated damages (but not as a penalty) for each calendar day of delay beyond the time specified for Substantial Completion of the Project, the following amounts which DB expressly agrees are “not unreasonable under the circumstances” as defined in California Civil Code §1671(b): $4000 for each calendar day. Liquidated Damages shall not be assessed after the date on which Substantial Completion is achieved pursuant to Section 16.

Section 19: Right to Modify Work

19.2 When City desires a change in the Project, City may issue a Request for Proposal to DB.

DB will be required to respond within the time indicated by City.

Section 20: INTENTIONALLY LEFT BLANK.

Section 21: Work By Others

21.1 City may perform other work related to the Project at the Project Site by City’s own forces, or let other direct contracts (“City Contractor”). The City will give DB reasonable notice of its intent to do such other work. DB’s work shall take priority over the City Contractors; but the Parties will use their best efforts to coordinate their work so as to minimize the disruption to each other’s work and to allow City Contractor to proceed expeditiously.

21.2 If the proper execution or results of any part of DB’s work depends upon the work by the City or City Contractor, DB shall promptly inspect and report to City in writing any apparent delays, defects, or deficiencies in the City’s work that render it unavailable or unsuitable for such proper execution and results. DB’s failure to promptly report such delays, defects, or deficiencies in $1000
05/13/2025 C9 96 of 1078
Section X | 3
Appendix D : Contract Exceptions

51 Design / Build Services Agreement
Project (CIP No. XXX)

Page 15 ends

writing before commencement of the affected work, will constitute an acceptance of the City’s work as fit and timely for integration with DB’s Work except for latent defects and deficiencies in the City’s work for which DB will not be responsible.

21.3 If DB or any person or entity working for DB causes damage to the City’s or City Contractor’s work, property, or person, or if any claim arising out of DB’s performance of the Project by any other contractor is made against DB, by City, any other contractor, or any other person, DB shall promptly repair and/or resolve said claim at no cost to City.

Section 22: Warranties and Guarantees

22.1 DB warrants and guarantees to City that materials and equipment incorporated into the Project will be new unless otherwise specified and that all work will be in st rict accordance with the Construction Documents and will not be defective. Prompt notice of defects known to City shall be given to DB. All Defective Work, whether or not in place, may be rejected, corrected, or accepted as reasonably directed by City, provided DB shall not be entitled to an extension in Contract Time or increase in GMP because of any delay or increase in cost attributable to the rejection, correction or acceptance of said work. Defective work may be rejected even if approved by prior inspection.

22.2 The warranty period shall commence when the Certificate of Final Completion is issued or at beneficial use by City prior to Final Completion, whichever occurs earlier, and extend one (1) year after that date or whatever longer period may be prescribed by laws or regulations or by the terms of any applicable special guarantee or specific provision of the Construction Documents.

22.3 INTENTIONALLY LEFT BLANK.
[22.3 DB is to provide any extra material for maintenance at the completion of the Project, including items such as carpeting, base, floor tile, ceiling tile, paint, and filters.]

22.4 INTENTIONALLY LEFT BLANK.
[22.4 DB is to provide City one (1) set of operating and maintenance data manuals, fully bound and indexed, warranties, guarantees, and bonds.]

22.5 Correction of Defective Work - If within the designated warranty period, or such longer period as may be required by laws or regulations, the Project or any part of the Project, is discovered to contain defective work, DB shall promptly, without any reimbursement or adjustment in the GMP, and in accordance with City’s written instructions, either correct that defective work, or if it has been rejected by City remove it from the Project and replace it with work which is not defective. If circumstances warrant it, including but not limited to, in an emergency, City or DB may have the defective work corrected or the defective work removed and replaced. In that event, DB shall not be allowed to recover any associated costs, and DB shall reimburse City for all direct, and indirect costs of City, and City shall be entitled to an appropriate decrease in the GMP, to withhold a setoff against amount recommended for payment, or make a claim on DB’s bond if DB has been paid in full.

22.6 With respect to all warranties, express or implied, from subcontractors, manufacturers, or suppliers for Work performed and materials furnished under this Agreement, the DB shall:

Substantial
05/13/2025 C9 97 of 1078
Section X | 3
Appendix D : Contract Exceptions

52 Design / Build Services Agreement
Project (CIP No. XXX)

Page 16 ends

22.6.1 Obtain all warranties that would be given in normal commercial practice and as required by the City;

22.6.2 Require all warranties to be executed, in writing, for the benefit of City;

22.6.3 Enforce all warranties for the benefit of City, if directed by City;

22.6.4 In the event DB’s warranty under Section 22.2 has expired, City may bring suit at its expense to enforce a subcontractor’s, manufacturer’s, or supplier’s warranty;

Section 23: Use and Possession Prior to Completion

23.1 City shall have the right to take possession of or use any completed or partially completed part of the Work if mutually agreed upon by the parties. Before taking possession of or using any Work, City shall furnish DB a list of items of Work remaining to be performed or corrected on those portions of the Work that City intends to take possession of or use. However, failure of City to list any item of Work shall not relieve DB of respons ibility for complying with the terms of this Agreement. City’s possession or use shall not be deemed an acceptance of any Work under this Agreement, nor relieve the DB of any of its obligations under this Agreement.

23.2 While City has such possession or use, DB shall be relieved of the responsibility for the loss of or damage to the Work resulting from City’s possession or use. If prior possession or use by City delays the progress of the Work or causes additional expense to DB, an equitable adjustment shall be made in the GMP or the Contract Time, and the Agreement shall be modified in writing accordingly.

Section 24: Personal Services and Non-Assignability

24.1 This is a personal services Agreement and, therefore, DB shall not alter the key employees or Design Consultants nor assign or transfer, voluntarily or involuntarily, any of its rights, duties or obligations under this Agreement except upon the prior written consent of City. Any such change, assignment or transfer without the prior written consent of the City shall be deemed null and void and constitute a material breach under this Agreement.

Section 25: Indemnification

25.1 To the fullest extent permitted by the law, DB shall indemnify, defend, protect and hold harmless City, their elected and appointed officers, agents, employees, consultants, (collectively herein the “Indemnitees”), from and against all claims, demands, causes of action, damages, injuries, liabilities, losses and expenses (including, without limitation, reasonable attorneys’ and consultants’ fees and expenses) of any kind whatsoever, arising in whole or in part out of or resulting from DB’s performance of this Agreement, DB’s breach of this Agreement, or the alleged negligent acts or omissions of DB, its architects, engineers, other professionals and consultants, Contractors, suppliers or anyone directly or indirectly employed by any of them or anyone for whose acts they may be liable. The obligations of the DB under this paragraph for errors or omissions, including those of the design professional subcontractors, which includes the Design Subcontractors, consultants, agents and employees thereof (“Design Subcontractors”), which arise from (1) the preparation or approval of maps, drawings, opinions, reports, surveys, designs 05/13/2025 C9 98 of 1078
Section X | 3
Appendix D : Contract Exceptions

53 Design / Build Services Agreement
Project (CIP No. XXX)

Page 17 ends

or specifications, or (2) the giving of or the failure to give directions or instructions shall not be limited to the amount of coverage provided for in the professional liability insurance policy. If City is fully reimbursed by DB’s insurance for any loss covered by this paragraph, DB shall have no further obligation for such loss.

25.2 DB’s obligation to indemnify under Section 25.1 shall not extend to such claims, demands, causes of action, damages, injuries, liabilities, losses and expenses, to the extent that such is the result of the active negligence or the willful misconduct of an Indemnitee. DB’s obligation to defend under Section 25.1, if not covered by the insurance to be provided on the Project, shall not extend to such claims, demands, causes of action, damages, injuries, liabilities, losses and expenses, or causes of actions, to the extent that such are caused by the active negligence or the willful misconduct of the Indemnitee, and from no other cause.

25.3 DB shall ensure that any asbestos or hazardous or toxic substances encountered on the site is properly removed and disposed of in accordance with all state or federal statutes or regulations. DB’s obligation regarding the removal or disposal of asbestos or hazardous or toxic substances, products or materials shall be limited to the proper removal within the Project boundaries and the proper disposal of such materials. The DB agrees to the fullest extent permitted by law, to indemnify, defend, and hold harmless the City, its elected and appointed officers, employees, agents and consultants from and against any and all claims, suits, demands, liabilities, losses, or costs, including reasonable attorney’s fees and defense costs, resulting or accruing to any and all persons, firms, and any other legal entity, caused by, arising out of or in any way connected with the removal or disposal of any asbestos or hazardous or toxic substances, products or materials that exist on the jobsite whether liability arises under breach of contract or warranty, tort, including negligence, strict liability or statutory liability or any other cause of action.

Section 26: Right to Terminate and Suspend Work

26.1 Archaeological and Paleontological Discoveries: If a discovery is made of an archaeological or paleontological interest, DB shall immediately cease operations in the area of the discovery and shall not continue until ordered by City. When resumed, operations within the area of the discovery shall be as directed by City.

26.1.2 DB shall be entitled to an extension of time and compensation in accordance with the provisions of this Agreement.

26.2 Termination of Agreement by City for Cause: If, through any cause, DB shall fail to fulfill in a timely and proper manner DB’s obligations under this Agreement, or if DB shall violate any of the covenants, agreements or stipulations of this Agreement, City shall have the right to terminate this Agreement by giving written notice to DB of such termination and specifying the effective date thereof at least five (5) days before the effective date of such termination. All finished or unfinished documents, data, studies, drawings, maps, plans, specifications, reports, electronic files, and other materials prepared by DB, or any of its agents, Design Consultants or Subcontractors, shall, at the option of the City, become the property of the City, and DB shall be entitled to receive just and equitable compensation for any work satisfactorily completed on such documents and other materials up to the effective date of Notice of Termination, not to exceed amounts payable hereunder, and less any damages caused by DB’s breach. 05/13/2025 C9 99 of 1078
Section X | 3
Appendix D : Contract Exceptions

54 Design / Build Services Agreement
Project (CIP No. XXX)

Page 18 ends

26.2.1 In the event the Agreement is terminated in accordance with this Section, City may take possession of the Project and may complete the Project by whatever method or means City may select.

26.2.2 If the cost to complete the Project exceeds the balance, which would have been due, DB shall pay the excess amount to City.

26.3 Any dispute as to the amount due or owed to DB upon termination under this section shall be resolved in accordance with Section 26.

26.4 Termination for Convenience by City: City may terminate this Agreement at any time and for any reason, by giving specific written notice to DB of such termination and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. In that event, all finished and unfinished documents and other materials described hereinabove shall, at the option of the City, become City’s sole and exclusive property. If the Agreement is terminated by City as provided in this paragraph, DB shall be entitled to receive just and equitable compensation for any satisfactory Work completed to the effective date of such termination. DB hereby expressly waives any and all claims for damages or compensation arising under this Agreement except as set forth herein.

26.6 Payment to DB Due to Termination - DB and the City Manager may agree upon the whole or any part of the amount to be paid because of the termination. The amount may include a fee proportional to the percentage of work satisfactorily completed. However, the agreed amount may not exceed the total dollar amount authorized by City as reduced by the amount of payments previously made.

26.7 Failure to Agree on Payment - If DB and City fail to agree on the whole amount to be paid because of the termination of Project, City shall pay DB the fair and reasonable amounts determined in good faith by City as follows, but without duplication of any amounts agreed to above:

26.7.1 The price for completed services accepted;
05/13/2025 C9 100 of 1078
Section X | 3
Appendix D : Contract Exceptions

55 Design / Build Services Agreement
Project (CIP No. XXX)

Page 19 ends

26.7.3 DB and Design Subcontractor services through the date of termination shall be paid based on actual time spent as documented on timecards. Expenses shall be paid based on invoice and receipts provided by DB;

26.7.4 Under no circumstances will DB be entitled to any consideration for lost profit or lost opportunity costs;

26.8 If DB does not agree that the amount determined by the City Manager is fair and reasonable and if DB gives notice of such disagreement to City within thirty (30) days of receipt of payment, then the amount due shall be as later determined pursuant to the Dispute Resolution procedures in Section 26.

26.10 Deductions - In arriving at the amount due DB under this section, there shall be deducted:

26.10.1 Any claim which City has against DB under this Agreement; and

26.10.2 The agreed price for, or the proceeds of sale of, materials, supplies, or other things acquired by DB or sold under the provisions of this clause and not recovered by or credited to City.

26.11 Termination of Agreement by DB:

26.11.1 DB may terminate the Agreement upon ten (10) days written notice to City, whenever:

26.11.1.1 The Project has been suspended under the provisions of Section 26.1 or 26.2, for more than ninety (90) consecutive days through no fault or negligence of DB, and notice to resume Work or to terminate the Agreement has not been received from City within this time period; or

56 Design / Build Services Agreement
Project (CIP No. XXX)

Page 20 ends

Section 27: Independent Contractor

27.1 DB and any Design Consultant, Contractor, Subcontractor, agent or employee of DB, shall act as an independent contractor and not as an agent, officer or employee of City. Except as expressly provided in this Agreement, City assumes no liability for DB’s actions and performance; in particular, but without limitation, City assumes no responsibility for paying any taxes, bonds, payments or other commitments, implied or explicit, by or for DB. DB acknowledges that it is aware that because it is an independent contractor, City is making no deductions from the fees for services being paid to DB and that City is not contributing to any fund on the behalf of DB. DB disclaims the right to any type of additional fee or benefits.

Section 28: Independent Judgment

28.1 Unless otherwise directed in writing by City, DB shall, in providing the professional services required by this Agreement, arrive at conclusions with respect to the rendition of information, advice and recommendations, independent of the control and direction of City, other than normal contract monitoring; DB, however, shall possess no authority with respect to any City decision beyond rendition of such information, advice and recommendations. DB shall not have the authority to act as an agent on behalf of City unless specifically authorized to do so by City in writing.

Section 29: Maintenance of Records and Accounting

29.1 DB shall maintain, during the Project and for a period of three (3) years after completion of the Project, accurate and organized records of all costs of any type and all services performed under this Agreement. City will have the right at any time, including during the performance of all Phases of the Project to audit and copy all such records.

Section 30: Ownership of Documents

30.1 Drawings, plans and specifications, and all reports, studies, tracings, maps, electronic files, and other documents prepared or obtained by DB in the course of performing the work under this Agreement shall be the property of City, and DB shall convey and transfer all copyrightable interests in such drawings, plans and specifications, documents to City. Basic survey notes, sketches, charts, computations and similar data prepared or obtained by DB under this Agreement shall, upon request, be made available to City. City agrees to use the original plans and drawings for purposes of this construction project only and will not use the original plans or drawings in connection with any other construction project. City agrees to indemnify, defend and hold harmless DB against any claims, losses, costs or damages as a result of City's reuse or misuse of such plans, drawings and specifications. In the event of the return of the plans, drawings, or specifications to DB or its representative, DB shall be responsible for their safe return to City. DB shall be entitled to retain copies of the plans, drawings and specifications for their files.

Under no circumstances shall DB fail to deliver any draft or signed and sealed final plans, drawings or specifications to City upon written demand by City for their delivery, notwithstanding any disputes between DB and City concerning payment, performance of Agreement, or otherwise.

This covenant shall survive the termination of the Agreement.

30.2 Title to Intellectual Property. DB shall represent that it has secured all necessary licenses, consents or approvals to use the components of any intellectual property, including computer software, used in the rendering of services and the production of the materials for the Project and that City has full legal title to and the right to reproduce such materials. DB covenants to defend, indemnify and hold City harmless of any loss, claim or liability in any way related to a claim that 05/13/2025 C9 102 of 1078
Section X | 3
Appendix D : Contract Exceptions

57 Design / Build Services Agreement
Project (CIP No. XXX)

Page 21 ends

City is violating, as a result of any services rendered by the DB, either any contractual provisions or any federal, state or local law, relating to trade names, licenses, franchises, patents or other means of protecting interests in products or inventions.

Section 31: Force Majeure

31.1 Any party to this Agreement may be excused for any delay or failure to perform its duties and obligations under this Agreement, except for obligations to pay money, but only to the extent that such failure or delay is caused by an Event of Force Majeure as set forth in Section 31.2. If an Event of Force Majeure set forth in Section 31.2 causes a delay or failure in performance of only a portion of the obligations of a Party under this Agreement, then only that portion of performance which was delayed or prevented by such cause shall be deemed excused, and the performance of all other obligations of a Party not so delayed shall not be excused by an Event of Force Majeure. Delay or failure in performance of all other obligations of a Party not so delayed shall not be excused by such Event of Force Majeure. Delay or failure in performance by a Party which is the result of an Event of Force Majeure set forth in Section 31.2 shall be deemed excused for a period no longer than the delay or failure in performance caused by such Event.

31.2 An Event of Force Majeure means an occurrence beyond the control and without the fault or negligence of a Party, including but not limited to unusually severe weather, flood, earthquake, fire, lightning, and other natural catastrophes, acts of God or the public enemy, war, terrorist act, riot, insurrection, civil disturbance or disobedience, strike or labor dispute for which DB is not responsible, expropriation or confiscation of facilities, changes of applicable law, or sabotage of facilities, so long as such Party makes good faith and reasonable efforts to remedy the delays or failures in performance caused thereby. However, DB, in developing the GMP and Project Schedule, has incorporated three (3) days for anticipated adverse weather days that may disrupt work on the Project; DB shall be entitled to relief under this Section for adverse weather only to the extent adverse weather days exceed this amount of days.

31.4 No Event of Force Majeure shall be a basis for monetary adjustment to the GMP. Costs incurred by the DB as a result of a Force Majeure Event will be reimbursed according to the terms of this Agreement from the Contingency Fund.

Section 32: Hazardous Materials

32.1 In the event the DB or any other party encounters asbestos or hazardous or toxic materials at the Project Site, or should it become known in any way that such materials may be present at the Project Site or any adjacent areas that may affect the performance of the DB’s services, the DB may, at his or her option and without liability for consequential or any other damages, suspend performance of services on the Project until the City retains appropriate specialist consultant(s) or contractor(s) to identify, abate and/or remove the hazardous or toxic materials, and warrant that the Project Site is in full compliance with applicable laws and regulations.

Section 33: Disputes

33.1 All claims, counterclaims, disputes, and other matters in question arising under, or relating to, the Agreement or the breach thereof shall be processed in accordance with the provisions of this Section, unless specifically addressed by another provision of this Agreement. 05/13/2025 C9 103 of 1078
Section X | 3
Appendix D : Contract Exceptions

58 Design / Build Services Agreement
Project (CIP No. XXX)

Page 22 ends

33.2 DB shall submit its written request for additional compensation for work beyond the scope of this Agreement to City pursuant to Section 9. City shall make a determination on DB’s request in writing within 7 days of receipt of request and all supporting data. Said request for approval of work beyond the scope of this Agreement shall be made in good faith and accurately reflect the adjustment in project fee or schedule for which DB believes City is liable, and covers all costs and delays to which DB believes it is entitled as a result of the occurrence of the claimed event. All requests for adjustment in schedule shall include an analysis of the impact of the claimed work on specific activities on the schedule.

33.4 Pending final resolution of any claim, including litigation, DB shall proceed diligently with performance of the Project, and comply with any direction of City.

Section 34: Notices

34.1 All notices, demands or other communications hereunder shall be given or made in writing and shall be delivered personally or sent by courier or registered or certified mail, return receipt requested, postage prepaid, addressed to the Part y to whom they are directed at the following addresses, or at such other addresses as may be designated by notice from such Party:

To CITY:

Engineering Department
Attn:
200 Civic Center Drive
Vista, CA 92084

To DB:

XXX
XXX

XXX, CA XXX

Any notice, demand or other communication given or made solely by mail in the manner prescribed in this Section shall be deemed to have been given and to be effective three (3) days after the date of such mailing; provided, however, that any notice, demand or other communication which would otherwise be deemed to have been given on a day which is not a working day shall be deemed to have been given on the next subsequent working day.

Section 35: Miscellaneous Terms

35.1 Representations: Each Party hereto declares and represents that in entering into this Agreement it has relied and is relying solely upon its own judgment, belief and knowledge of the nature, extent, effect and consequence relating thereto. Each Party further declares and represents that this Agreement is being made without reliance upon any statement or representation of any other Party not contained herein, or any representative, agent or attorney of any other Party.
05/13/2025 C9 104 of 1078
Section X | 3
Appendix D : Contract Exceptions

59 Design / Build Services Agreement
Project (CIP No. XXX)

Page 23 ends

35.4 Drafting Ambiguities: The Parties agree that they are aware that they have the right to be advised by counsel with respect to the negotiations, terms and conditions of this Agreement, and that the decision of whether or not to seek the advice of counsel with respect to this Agreement is a decision which is the sole responsibility of each of the Parties hereto. This Agreement shall not be construed in favor of or against either Party by reason of the extent to which each Party participated in the drafting of the Agreement.

35.5 Applicable Law: The formation, interpretation and performance of this Agreement shall be governed by the laws of the State of California. Venue for mediation, arbitration and/or actions arising out of this Agreement shall be in the City of Vista, California.

35.7 Effect of Headings: Headings appearing in this Agreement are inserted for convenience of reference only, and shall in no way be construed to be interpretations of the provisions hereof.

35.8 Amendments: This Agreement may be modified, amended or supplemented only by the mutual written agreement of the Parties hereto.

35.9 Authorization and Compliance: Each Party represents that it is duly authorized to execute and carry out the provisions of this Agreement.

35.11 Counterparts: This Agreement may be executed by the Parties in one or more counterparts, all of which taken together shall constitute one and the same instrument. The facsimile signatures of the Parties shall be deemed to constitute original signatures, and facsimile copies hereof shall be deemed to constitute duplicate original counterparts.

35.12 Exhibits: All Exhibits are incorporated herein by reference into this Agreement.

35.13 Third Party Beneficiary: Nothing within this Agreement shall create a contractual relationship between the City and any third party.

60 Design / Build Services Agreement
Project (CIP No. XXX)

Page 24 ends

and each of which, when so executed, shall be deemed an original and all together shall constitute and be one of the same instrument. The Parties agree that this Agreement, whether executed by electronic signature, digital signature, or constituting a scanned or electronically reproduced copy or image of this Agreement bearing the signatures of the Parties, will be deemed an original and will represent competent evidence of the execution, terms and existence of this Agreement notwithstanding the failure or inability to produce an original executed Agreement or counterpart thereof, and without the requirement that the unavailability of such original executed Agreement or counterpart thereof first be proven. Further, the exchange of this entire executed Agreement (and/or such exhibit(s) or document(s)) that is in photostatic or portable document format (.pdf) form by electronic mail or by another electronic means shall be considered original(s) and shall constitute effective execution and delivery of the original(s).

Section 36: Prevailing Wages; Labor Law Compliance
This contract is subject to the provisions of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works. Design-Builder agrees to execute City’s Agreement to Comply with California Labor Law Requirements (Exhibit 5) and to comply with the Labor Code to the extent that work under this Agreement is subject to those requirements. [Continued on page 25Section 37: Execution
Section 37: Execution
Section 37: Execution
Section 37: Execution
Section 37: Execution
Section 37: Execution
Section 37: Execution
Section 37: Execution
.]

05/13/2025 C9 106 of 1078
Section X | 3
Appendix D : Contract Exceptions

61 Design / Build Services Agreement
Project (CIP No. XXX)

Page 25 ends

Section 37: Execution
IN WITNESS WHEREOF; the Parties hereto have executed this Agreement as of the Agreement Date.
“City”
CITY OF VISTA, a chartered municipal
corporation
BY:

JOHN B. FRANKLIN, MAYOR
ATTEST:

KATHY VALDEZ,C ITY CLERK
BY:

APPROVED AS TO FORM:

WALTER CHUNG,C ITY ATTORNEY
BY:

RISK MANAGEMENT REVIEW:

ANALISA HOLBROOK,R ISK MANAGER
BY:
“Design Builder”

XXX, XXXX
By:

Name/Title
BY:

Name/Title

05/13/2025 C9 107 of 1078
Section X | 3
Appendix D : Contract Exceptions

62 Design / Build Services Agreement
Project (CIP No. XXX)

Page 26 ends

Vista City CouncilMay 13, 2025

Vista City Council
May 13, 2025