West Sacramento City Council
March 6, 2024

WEST SACRAMENTO CITY COUNCIL AND WEST SACRAMENTO REDEVELOPMENT SUCCESSOR

AGENCY & WEST SACRAMENTO FINANCING AUTHORITY
City Council Regular Meeting
MARCH 6, 2024 AGENDA
Martha Guerrero, Mayor
Quirina Orozco, Mayor Pro Tem
Norma Alcala, Council Member
Dawnté Early, Council Member
Verna Sulpizio Hull, Council Member
Aaron Laurel, City Manager
Jeffrey Mitchell, City Attorney
7:00 PM Regular Meeting Call to Order
Pledge of Allegiance
Land Acknowledgment
The meeting will be held at City Hall, City Council Chambers, 1110 West Capitol Avenue, West Sacramento GENERAL ADMINISTRATION FUNCTION – PART I

1. PRESENTATIONS BY THE PUBLIC ON MATTERS NOT ON THE AGENDA WITHIN THE

JURISDICTION OF THE COUNCIL
The Council is prohibited from discussing issues not on the agenda brought to them at this time.

According to State Law (the Brown Act), items must first be noticed on the agenda before any discussion or action.

PRESENTATIONS

2. City Manager's Office
PROCLAMATION OF THE WEST SACRAMENTO CITY COUNCIL RECOGNIZING MARCH 2024

AS WOMEN'S HISTORY MONTH
Objective: The purpose of this proclamation is to celebrate the role that women have played in our history, and specifically recognize the impact that women have had on our West Sacramento community.

Recommendation: Staff respectfully recommends the the City Council adopt a proclamation recognizing March 2024 as Women's History Month

CONSENT AGENDA
Anyone wishing to address the Council, or any agenda item, may fill out the Request to Speak card and present it to the City Clerk prior to the completion of staff presentation. Items on the Consent Agenda will be considered in one motion and the Request to Speak card should be turned in prior to the first item on Consent.
1 3. Capital Projects

CONSIDERATION OF APPROVAL TO ADD ADDITIONAL FIRMS TO THE PRE-QUALIFIED LIST

OF CONSULTANTS TO PROVIDE ON-CALL GRANT WRITING SERVICES Objective: The objective of this report is to provide the City Council with sufficient information to approve the addition of twelve firms to the pre-qualified list of consultants to provide on-call grant writing services.

Recommendation: Staff respectfully recommends that the City Council approve the addition of twelve firms to the pre-qualified list of consultants to provide on-call grant writing services.

4. Capital Projects

CONSIDERATION OF APPROVAL OF A PROFESSIONAL SERVICES CONTRACT WITH

KIMLEY-HORN AND ASSOCIATES, INC FOR PROJECT MANAGEMENT SERVICES ON THE I STREET BRIDGE REPLACEMENT AND DECK CONVERSION PROJECTS (CIPS 10033 & 14028) Objective: The objective of this report is to provide the City Council with sufficient information to approve a professional services contract with Kimley-Horn and Associates, Inc. for project management services on the I Street Bridge Replacement (CIP 10033) and Deck Conversion (CIP 14028) Projects.

Recommendation: Staff respectfully recommends that the City Council: (1) Award a professional services contract with Kimley-Horn and Associates, Inc. for project management services on the I Street Bridge Replacement and Deck Conversion Projects; (2) Delegate authority to the City Manager, or his designee, to execute a professional services contract with Kimley-Horn and Associates, Inc. on the I Street Bridge Replacement Project for an amount not to exceed $490,107.45; (3) Delegate authority to the City Manager, or his designee, to execute a professional services contract with Kimley-Horn and Associates, Inc. on the I Street Deck Conversion Project for an amount not to exceed $597,037.43; (4) Authorize the City Manager, or his designee, to make contract amendments up to 10% ($49,000) of the total contract value on I Street Bridge Replacement Project; (5) Authorize the City Manager, or his designee, to make contract amendments up to 10% ($59,700) of the total contract value on I Street Deck Conversion Project; (6) Authorize the City Manager, or his designee, to execute non-substantive changes or modifications to these professional services contracts, with approval from the City Attorney; and (7) Delegate authority to the City Manager, or his designee, to execute amendments to extend the term of these contracts, if necessary.

5. Economic Development & Housing
CONSIDERATION OF RESOLUTION 24-19 AUTHORIZING APPLICATION FOR, AND RECEIPT

OF PROHOUSING INCENTIVE PROGRAM FUNDS
Objective: The objective of this report is to provide the Council with information needed to consider adoption of Resolution 24-19 approving an application to the State Department of Housing and Community Development Prohousing Incentive Program.

Recommendation: Staff respectfully recommends that the City Council: (1) Adopt Resolution 24- 19 approving the submittal of an application to the Prohousing Incentive Program and (2) 2 Authorize the City Manager, or his designee, to execute and deliver the Application and related documents and, if funded, execute a Standard Agreement, all amendments thereto and any other related documents.

6. City Manager's Office
CONSIDERATION OF APPROVING A SUPPORT POSITION ON ASSEMBLY BILL 1588 (WILSON) RELATING TO INTERNET AFFORDABILITY
Objective: The objective of this item is to provide the Council with sufficient information to approve a support position on Assembly Bill (AB) 1588 (Wilson) relating to internet affordability.

Recommendation: Staff respectfully recommends that the City Council: (1) Approve a support position on AB 1588 (Wilson) relating to internet affordability, (2) Authorize the Mayor to sign and transmit the attached letter of support, and (3) Authorize the City Manager, or his designee, to take all actions necessary to support the legislation.

7. City Manager's Office
CONSIDERATION OF APPROVAL OF THE MINUTES OF THE DECEMBER 6, 2023, JANUARY 17, 2024, AND FEBRUARY 21, 2024 REGULAR MEETINGS AND THE MINUTES OF THE DECEMBER 21, 2023 AND FEBRUARY 1-2, 2024 SPECIAL MEETINGS OF THE WEST

SACRAMENTO CITY COUNCIL, REDEVELOPMENT SUCCESSOR AGENCY, AND WEST

SACRAMENTO FINANCING AUTHORITY
Objective: The objective of this report is to provide the City Council with the draft minutes of the December 6, 2023, January 17, 2024, and February 21, 2024 Regular Meetings and the minutes of the December 21, 2023 and February 1-2, 2024 Special Meetings of the West Sacramento City Council, Redevelopment Successor Agency, and West Sacramento Financing Authority.

Recommendation: Staff respectfully recommends that the City Council approve the minutes of the December 6, 2023, January 17, 2024, and February 21, 2024 Regular Meetings and the minutes of the December 21, 2023 and February 1-2, 2024 Special Meetings of the West Sacramento City Council, Redevelopment Successor Agency, and West Sacramento Financing Authority.

PUBLIC HEARINGS
NONE

REGULAR AGENDA

8. City Manager's Office

CONSIDERATION OF SELECTION OF MAYOR PRO TEM
Objective: The purpose of this report is to select a Mayor Pro Tem to serve until the meeting wherein the newly elected City Council members are installed December 2024. 3 Recommendation: Staff respectfully recommends that the City Council select a Mayor Pro Tem effective immediately to serve until the newly elected City Council members are installed December 2024.

GENERAL ADMINISTRATION FUNCTION – PART II

9. COUNCIL COMMUNICATIONS / ASSIGNMENTS
Bikeshare Policy Steering Committee --------------------------------------------Guerrero, Alternate - Early City/County 2x2 ----------------------------------------------------Guerrero/Orozco, Alternate – Sulpizio Hull City/School 2x2 ------------------------------------------------------Guerrero/Sulpizio Hull, Alternate - Alcala Executive Commission to Address Homelessness --------------------Sulpizio Hull, Alternate - Orozco EIFD Public Financing Authority----------------------------------------------------Vacant, Alternate - Vacant League of California Cities --------------------------------------------------- Alcala, Alternate – Sulpizio Hull Local Agency Formation Commission ---------------------------------------------------------------------- Alcala Port District Commission ---------------------------------------------------------Guerrero, Early, Sulpizio Hull Remote Access Network ------------------------------------------------------------------------------------Guerrero River City Regional Stadium Financing Authority------------------------------------------Guerrero, Orozco Sacramento Area Council of Governments (SACOG) ------------------------Guerrero; Alternate - Early Sacramento Regional County Sanitation District Board --------------Orozco; Alternate - Sulpizio Hull West Sacramento Area Flood Control Agency JPA ----------------------------Alcala; Alternate - Orozco Yolo Animal Servies Planning Agency JPA----------------------------Guerrero; Alternate – Sulpizio Hull Yolo County Housing Authority-------------------------------------------------Early, Alternate - Sulpizio Hull Yolo Transportation District -----------------------------------------------------Early, Alternate - Sulpizio Hull Yolo Habitat Conservancy ------------------------------------------------------------------------------Sulpizio Hull Yolo-Solano Air Quality Management District ----------------------------Alcala; Alternate – Sulpizio Hull Yolo Subbasin Sustainable Groundwater Agency-------------------------Sulpizio Hull; Alternate - Early

COUNCIL INTERMEDIARY REPRESENTATIVES
Delta Protection Commission -------------------------------------------------------Vacant; Alternate - Vacant New Hope Community Development Corporation---------------------------------Early; Alternate - Alcala Yolo County Consolidated Redevelopment Successor Agency Oversight Board--------Sulpizio Hull

10. COUNCIL APPOINTMENTS, REAPPOINTMENTS, REMOVALS TO/FROM CITY AND NONCITY BOARDS AND COMMISSIONS  Reorganization of the Planning Commission
Consideration of appointing Alternate Member to Member

11. PART II
A. Council Calendar
B. City Manager Report
C. City Attorney Report
D. Staff Direction from City Council Members
E. Future Agenda Item Requests by Council
4 Request to consider including an expansion of the Parks, Recreation, and Intergenerational Services Commission membership to a future meeting agenda. (Mayor Guerrero)
F. Adjourn
I, Jennifer Cusmir, City Clerk, declare under penalty of perjury that the foregoing agenda for the March 6, 2024 regular and closed session meetings of the West Sacramento City Council, Redevelopment Successor Agency and Financing Authority was posted March 1, 2024 at the rear entrance at City Hall, 1110 West Capitol Avenue, West Sacramento, CA and was available for public review. __________________________________________
Jennifer Cusmir, City Clerk
NOTE: If you challenge the nature of a proposed action in court, you may be limited to raising only those issues you or someone else raised at the public hearing described in this notice, or in written correspondence delivered to the City Council at, or prior to, the public hearing.

The agenda and agenda reports are also available on the City’s website at www.cityofwestsacramento.org City Council meetings are broadcast live on Wave Cable Channel 20 and rerun the next day at 12:00 PM and the following Saturday at 6:00 PM.

All public materials related to an item on this agenda submitted to the City Council after distribution of the agenda packet are also made available for public inspection on the City’s website at:
www.cityofwestsacramento.org. Any document provided at the meeting by staff or by the public will be provided by the City Clerk upon request by phone at (916) 617-4500, or by email at: [email protected].

If you need assistance to participate in this meeting, including translation support, please contact the City Clerk’s Office at 916-617-4500 or [email protected]. Notifying the City Clerk’s Office at least 48 hours prior to the meeting will assist staff in assuring reasonable arrangements can be made to provide accessibility to the meeting. Assisted listening devices are available at this meeting.

Si necesita ayuda para participar en esta reunión o servicios de traducción, comuníquese con la Oficina del Secretario Municipal al 916-617-4500 o [email protected]. Notificar a la Oficina del Secretario Municipal al menos 48 horas antes de la reunión ayudará al personal a garantizar que se puedan hacer arreglos razonables para proporcionar accesibilidad a la reunión.

Los dispositivos de escucha asistida están disponibles en esta reunión. 5 CITY COUNCIL AGENDA REPORT
MEETING DATE: March 6, 2024 ITEM 2
SUBJECT:

PROCLAMATION OF THE WEST SACRAMENTO CITY COUNCIL RECOGNIZING MARCH 2024 AS WOMEN'S HISTORY MONTH
INITIATED OR REQUESTED BY: REPORT COORDINATED OR PREPARED BY:
[ X ] Council [ ] Staff
[ ] Other
Paul Hosley, Public Information Officer
City Manager’s Office
ATTACHMENT [ X ] Yes [ ] No [ ] Information [ ] Direction [ X ] Action

OBJECTIVE
The purpose of this proclamation is to celebrate the role that women have played in our history, and specifically recognize the impact that women have had on our West Sacramento community.

RECOMMENDED ACTION
Staff respectfully recommends that the City Council adopt a proclamation declaring March 2024 as Women’s History Month.

BACKGROUND
Women’s History Month is a recognition and celebration of women’s achievements in history, culture, and society. March is a time to reflect on the courage of women in past generations and to celebrate how their efforts and bravery afforded women the opportunities and freedoms they have today. We can remember the sacrifices made by women to help make the world, and our country, a more inclusive place.

The 2024 theme for Women’s History Month is “Women Who Advocate for Equity, Diversity, and Inclusion.” All five members of the West Sacramento City Council are women, and each come from diverse, ethnic backgrounds.

ANALYSIS
Adoption of this proclamation will further signify the City's commitment to creating the best possible opportunities for all people and highlights the progress made in our community and workforce. Approximately 50 percent of all staff members in the City Manager’s office are female, and six out of the nine City department directors are women.

Environmental Considerations
N/A
Commission Recommendation
N/A
Strategic Plan Integration
Adoption of this proclamation the City’s goal of reflecting the City’s diversity throughout our organization.

Alternatives
N/A
Coordination and Review
N/A
Budget/Cost Impact
N/A

ATTACHMENT
Proclamation
6 PROCLAMATION

OF THE WEST SACRAMENTO CITY COUNCIL
DECLARING MARCH 2024 AS
WOMEN’S HISTORY MONTH
WHEREAS, American women of every race, class, religious and ethnic background have made significant contributions to the growth and strength of this country; and WHEREAS, American women have and will continue to play a critical role in the economic, cultural, and social fabric of our society by representing a considerable portion of both the paid and volunteer labor force inside and outside of the home; and WHEARAS, the 2024 Women’s History Month theme is “Women Who Advocate for Equity, Diversity, and Inclusion"; and
WHEARAS, women from diverse backgrounds have long been at the forefront of efforts to address systemic inequities and promote a more inclusive and just society; and WHEREAS, women served as early leaders of every major progressive social change movement, not only to secure their own right of suffrage and equal opportunity, but also in the abolitionist movement, the emancipation movement, the industrial labor union movement, and the modern civil rights movement; and
WHEREAS, the entire West Sacramento City Council is made up of women, who all come from diverse, ethnic backgrounds; and
WHEREAS, six of the nine department heads working for the City of West Sacramento are women; and
WHERAES, throughout the month, efforts to highlight the achievements of women leaders and changemakers, both past and present, are plentiful; and WHERAES, in 2024, we honor the women who have tirelessly worked to dismantle barriers, challenge prejudices, and create opportunities for all individuals, regardless of their background; and
WHEREAS, we celebrate the contributions of West Sacramento women, who are leaders in our community and contribute immensely to the rich and vibrant city that we enjoy.

NOW, THEREFORE, BE IT HEREBY PROCLAIMED that the City Council of the City of West Sacramento does hereby recognized March 2023 as Women’s History Month.

PROCLAIMED THIS 6th day of March 2024.

ATTEST:
_______________________ __________________________
Martha Guerrero, Mayor Jennifer Cusmir, City Clerk
7 CITY COUNCIL AGENDA REPORT
MEETING DATE: March 6, 2024 ITEM # 3
SUBJECT:

CONSIDERATION OF APPROVAL TO ADD ADDITIONAL FIRMS TO THE

PRE-QUALIFIED LIST OF CONSULTANTS TO PROVIDE ON-CALL

GRANT WRITING SERVICES
INITIATED OR REQUESTED BY: REPORT COORDINATED OR PREPARED BY:
[ ] Council [ X ] Staff
[ ] Other
Victoria Soares, Administrative Analyst II
Capital Projects Department
ATTACHMENT [ X ] Yes [ X ] No [ ] Information [ ] Direction [ X ] Action

OBJECTIVE
The objective of this report is to provide the City Council with sufficient information to approve the addition of twelve firms to the pre-qualified list of consultants to provide on-call grant writing services.

RECOMMENDED ACTION
Staff respectfully recommends that the City Council approve the addition of twelve firms to the pre-qualified list of consultants to provide on-call grant writing services.

BACKGROUND
The City periodically relies on consultant services to provide specific expertise and assistance for various projects to augment City staff resources. With the release of many grant programs at both the State and Federal level, there are opportunities for the City to apply for funding to support both existing and new projects and programs.

A pre-qualified on-call list provides a shortlist of consultants that can be called upon to provide services for any needed project within the scope of Grant Writing Services. These services include researching, developing, writing, preparing, and submitting grant proposals for federal, state, local and government grants, in the areas of parks, bridges, water, sewer, storm drain, transportation, roads/streets, non-motorized facilities, and other general infrastructure. Developing a pre-qualified on-call list reduces staff time and expedites project delivery by avoiding repeated solicitations of qualifications and review of proposals.

On February 25, 2022, staff released a Request for Qualifications (RFQ) for On-Call Grant Writing Services and received three proposals. The proposals were evaluated by four staff members representing the Capital Projects, City Manager’s Office, and Community Development Departments. Two (2) consultants were recommended by staff for the on-call list for grant writing services: Kimley-Horn and Associates and Townsend Public Affairs On June 15, 2022, City Council approved the current On-Call Grant Writing Services list with the two firms:

Kimley-Horn and Associates and Townsend Public Affairs.

ANALYSIS
Adding additional firms to the on-call grant writing list will give the City access to firms with a variety of expertise and availability, improving the City’s ability to respond to grant opportunities more effectively.

On October 6, 2023, staff released a Request for Qualifications (RFQ) to add additional firms to the on-call grant writing list. The RFQ was posted electronically on OpenGov (formerly ProcureNow). Nineteen (19) firms submitted proposals for consideration. The proposals were evaluated by a panel consisting of three (3) staff members representing the Capital Projects Department, Parks and Recreation Department and City Manager’s Office. Twelve (12) firms were recommended by staff to be added to the on-call grant writing list. The updated on-call list will add these twelve (12) firms to the existing on-call list for a total of fourteen (14) firms:
 AECOM Technical Services, Inc.
 BKF Engineers
 CWE
 Dewberry
 Engineering Solutions Services, Inc.
 Evan Brooks Associates, Inc.
 ICF Incorporated L.L.C
8 On-Call Grant Writing Services List
March 6, 2024

 Interwest Consulting Group, Inc.
 Kimley-Horn and Associates
 Mark Thomas & Company
 Peterson Consulting Advantage
 R.E.Y. Engineers, Inc.
 Townsend Public Affairs
 TRC
Environmental Considerations
This action is not a project that is subject to CEQA because it is not an activity that may cause either a direct or reasonably foreseeable indirect physical change to the environment. (Pub. Resources Code, 21065; CEQA Guidelines 15060(c), 15378(a).) Each task/project which may evolve from this solicitation will receive individual CEQA analysis and documentation during its development phase.

Commission Recommendation
Not applicable.

Strategic Plan Integration
Not applicable.

Alternatives
The City Council may decide to:
1) Approve the recommendation action.
2) Not approve the recommended action.

Alternative 2 is not recommended because an on-call list of grant writing consultants is necessary for the staff to complete work that may be beyond its expertise and/or within expedited time frames.

Coordination and Review
This report was prepared by the Capital Projects Department and has been coordinated with and reviewed by the Finance Department.

Budget/Cost Impact
There is no budget/cost impact to adding firms to the on-call list and this action does not obligate the City to hire the firms for assignments. Departments who choose to utilize a firm on the on-call list will identify funding within their O&M or project budgets.
9 CITY COUNCIL AGENDA REPORT
MEETING DATE: March 6, 2024 ITEM # 4
SUBJECT:

CONSIDERATION OF APPROVAL OF A PROFESSIONAL SERVICES CONTRACT

WITH KIMLEY-HORN AND ASSOCIATES, INC FOR PROJECT MANAGEMENT

SERVICES ON THE I STREET BRIDGE REPLACEMENT AND
DECK CONVERSION PROJECTS (CIPS 10033 & 14028)
INITIATED OR REQUESTED BY: REPORT COORDINATED OR PREPARED BY:
[ ] Council [X] Staff
[ ] Other
David Wong, Principal Engineer
Capital Projects Department
ATTACHMENT [X] Yes [ ] No [ ] Information [ ] Direction [X] Action

OBJECTIVE
The objective of this report is to provide the City Council with sufficient information to approve a professional services contract with Kimley-Horn and Associates, Inc. for project management services on the I Street Bridge Replacement (CIP 10033) and Deck Conversion (CIP 14028) Projects.

RECOMMENDED ACTION
Staff respectfully recommends that the City Council:
1) Award a professional services contract with Kimley-Horn and Associates, Inc. for project management services on the I Street Bridge Replacement and Deck Conversion Projects; 2) Delegate authority to the City Manager, or his designee, to execute a professional services contract with Kimley-Horn and Associates, Inc. on the I Street Bridge Replacement Project for an amount not to exceed $490,107.45;
3) Delegate authority to the City Manager, or his designee, to execute a professional services contract with Kimley-Horn and Associates, Inc. on the I Street Deck Conversion Project for an amount not to exceed $597,037.43;
4) Authorize the City Manager, or his designee, to make contract amendments up to 10% ($49,000) of the total contract value on I Street Bridge Replacement Project; 5) Authorize the City Manager, or his designee, to make contract amendments up to 10% ($59,700) of the total contract value on I Street Deck Conversion Project; 6) Authorize the City Manager, or his designee, to execute non-substantive changes or modifications to these professional services contracts, with approval from the City Attorney; and 7) Delegate authority to the City Manager, or his designee, to execute amendments to extend the term of these contracts, if necessary.

BACKGROUND
In partnership with the City of Sacramento, the City continues to work toward establishing new bridge crossings over the Sacramento River in line with the goals set forth in the 2003 Sacramento Riverfront Master Plan and the 2011 Sacramento River Crossings Alternatives Study. These documents concluded that the existing I Street Bridge should be replaced with a new bridge that connects the West Sacramento Washington Neighborhood planned developments with the Sacramento’s Railyards planned developments. Replacement of the existing bridge would then allow the Cities to convert the upper deck of the existing bridge to active transportation use and encourage multimodal access between the cities.

The I Street Bridge Replacement Project, led by the City of Sacramento, will construct a new vertical lift bridge upriver from the existing historic I Street Bridge. The project will improve mobility for motorists, bicyclists and pedestrians, and promote economic development by creating new access to the planned Railyards on the Sacramento side as well as better access to West Sacramento Washington Neighborhood area and the Sacramento River waterfront.

The I Street Deck Conversion Project, led by the City of West Sacramento, will preserve and transform the top deck of the existing I Street Bridge into a safe, accessible bicycle and pedestrian facility. Four new accessible ramp structures, two in West Sacramento and two in Sacramento, will be attached to each quadrant of the existing I Street Bridge to accommodate multimodal access points. The project eliminates a mobility barrier by constructing new accessible access points where no accessible path currently exists, increasing mobility for those with special needs and connecting economically disadvantaged residents with the regional transportation hub, intercity light rail system and the regional Amtrack service. 10 Professional Services Contract for I Street Bridge Replacement and Deck Conversion Projects March 6, 2024

ANALYSIS
The I Street Bridge Replacement (CIP 10033) and Deck Conversion (CIP 14028) projects have been assigned to the Capital Projects Department for completion. However, the workload that the Capital Projects Department staff is currently experiencing has exceeded its capacity and these two projects require a dedicated project manager to be successful due to their anticipated construction schedules, right of way timing and environmental mitigation requirements. With these projects advancing at a rapid pace to meet regulatory delivery requirements and funding deadlines, it was determined that procuring a consultant in the management support role to serve as project manager would be necessary to successfully deliver these projects.

A consultant to provide project management support on these projects was previously procured and Kimley Horn and Associates was approved by City Council on February 15, 2023 to perform this work. On May 16, 2023, staff was notified that their grant application for additional funds from the Community Project Funding / Congressional Directed Spending (CPFCDS) was successful and that the City would be awarded additional funding in the amount of $4,933,861. To be eligible for this new funding source it was necessary for the City to re-procure and issue a new Request for Proposals (RFP) in compliance with these new grant requirements.

On November 3, 2023, staff issued a new RFP that complies with the CPFCDS grant requirements through the City’s online procurement system, OpenGov, to obtain proposals from engineering firms to provide project management services on CIP 10033 and CIP 14028. The City received (2) proposals from the following firms:

1. Kimley-Horn and Associates, Inc.

2. Bureau Veritas North America, Inc.

These proposals were received and evaluated by a panel of City staff consistent with the City’s purchasing policy.

The proposals were evaluated based on qualifications, proven ability, experience and technical approach. After reviewing the proposals, the staff selection panel determined that Kimley-Horn and Associates, Inc. has a strong understanding of the specified work and is the most qualified to perform the work requested in the RFP.

A separate engineering design consultant has already been procured by the City of Sacramento to complete the design of the I Street Bridge Replacement Project and a separate engineering design consultant is in the process of being procured by the City of West Sacramento to complete the design of the I Street Deck Conversion Project.

These projects are estimated to be complete and constructed by fiscal years 2030-31 based on the length of time required to complete the design, environmental documentation, construction and secure permits and coordinate with Caltrans, Union Pacific Railroad (UPRR), Central Valley Flood Protection Board (CVFPB), Fish and Wildlife, CA Water Resources Department, and the U.S. Army Corps of Engineers.

Environmental Considerations
This action is not a “project” for the purposes of the California Environmental Quality Act, Public Resources Code section 21000 et seq. (“CEQA”), because it is not an activity that may cause either a direct or reasonably foreseeable indirect physical change in the environment and, therefore, pursuant to Public Resources Code section 21065 and CEQA Guidelines sections 15060(c) and 15378(a), it is not subject to environmental review.

Environmental documentation require for the project will be conducted during the project development.

Commission Recommendation
The I Street Bridge Replacement Project and I Street Bridge Deck Conversion are both identified in the Strategic Plan Policy Agenda. No policy decision requiring Transportation, Mobility and Infrastructure Commission review is required for this item.

Strategic Plan Integration
The I Street Bridge Replacement Project and I Street Bridge Deck Conversion address the guiding principle of Mobility & Connectivity of the West Sacramento Strategic Plan. In addition, the Project is identified in the Policy Agenda of the current Strategic Plan for 2023.

Alternatives
Alternatives available to the City Council include:
1) Approve the recommended actions as stated above.
2) Make adjustments to the recommended actions.
3) Decline to approve recommended action or delay the project.

Alternatives 2 and 3 are not recommended because they would delay the City from moving forward with the project.
11 Professional Services Contract for I Street Bridge Replacement and Deck Conversion Projects March 6, 2024

Coordination and Review
This report was prepared by the Capital Projects Department in coordination with and review by the Finance Department.

Budget/Cost Impact
The Bridge Replacement Project and Deck Conversion Project are both programmed in the current Capital Improvement Program (“CIP”) budget. There is sufficient funding available in their respective project budgets, therefore, no additional funds are required or requested for the recommended action at this time.

ATTACHMENTS
1) Kimley-Horn and Associates, Inc. Contract for Project #10033 2) Kimley-Horn and Associates, Inc. Contract for Project #14028 12 Kimley Horn and Associates
CPE24-029 – I Street Bridge Replacement
Expires December 31, 2026
2388811.1 7203.543 1 rev 12/4/23

FEDERAL CONTRACT FOR PROFESSIONAL SERVICES

TABLE OF CONTENTS

1. SCOPE OF SERVICES: ..................................................................................................4

2. TERM OF CONTRACT ....................................................................................................5

3. COMPENSATION: ............................................................................................................5

4. COST PRINCIPLES AND ADMINISTRATIVE REQUIREMENTS ............................7

5. EQUIPMENT PURCHASE AND OTHER CAPITAL EXPENDITURES ....................8

6. PROMPT PAYMENT FROM THE CITY TO CONSULTANT .....................................8

7. AMENDMENTS, CHANGES OR MODIFICATIONS ...................................................9

8. EXTENSIONS OF TIME ..................................................................................................9

9. TERMINATION ..................................................................................................................9

10. FUNDING REQUIREMENTS ........................................................................................10

11. PROPERTY OF CITY .....................................................................................................10

12. RECORD RETENTION ..................................................................................................11

13. AUDIT/AUDIT REVIEW..................................................................................................11

14. COMPLIANCE WITH ALL LAWS: ................................................................................13

15. WARRANTIES AND RESPONSIBILITIES - CONSULTANT ...................................13

16. SUBCONTRACTING ......................................................................................................14

17. PROMPT PROGRESS PAYMENT ..............................................................................14

18. ASSIGNABILITY..............................................................................................................15

19. DISADVANTAGED BUSINESS ENTERPRISES (DBE) PARTICIPATION ...........15

20. INTEREST IN CONTRACT ...........................................................................................22

21. MATERIALS CONFIDENTIAL ......................................................................................23

22. LIABILITY OF CONSULTANT-NEGLIGENCE ...........................................................24 Attachment 1
13 Kimley Horn and Associates
CPE24-029 – I Street Bridge Replacement
Expires December 31, 2026
2388811.1 7203.543 2 rev 12/4/23

23. INDEMNITY AND LITIGATION COSTS ......................................................................24

24. CLAIMS FILED BY THE CITY’s CONSTRUCTION CONTRACTOR .....................24

25. DISPUTES........................................................................................................................24

26. CONSULTANT TO PROVIDE INSURANCE ..............................................................25

27. NON-DISCRIMINATION CLAUSE AND STATEMENT OF COMPLIANCE ..........27

28. TITLE VI ASSURANCES ...............................................................................................28

29. CONTRACT: ENTIRE CONTRACT .............................................................................33

30. NOTICE ............................................................................................................................33

31. MISCELLANEOUS PROVISIONS: ..............................................................................34 EXHIBIT A – CONSULTANT PROPOSAL/SCOPE OF WORK .........................................36 EXHIBIT B – SCHEDULE OF PERFORMANCE ..................................................................37 EXHIBIT C – SCHEDULE OF FEES .......................................................................................38 EXHIBIT D – CERTIFICATE OF COMPLIANCE WITH LABOR CODE § 3700 .............39 EXHIBIT F – FEDERAL CONTRACT PROVISIONS ...........................................................43

1. TERMINATION FOR CAUSE .......................................................................................43

2. EQUAL EMPLOYMENT OPPORTUNITY ...................................................................43

3. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR
CONTRACT .....................................................................................................................45

4. CLEAN AIR ACT .............................................................................................................45

5. FEDERAL WATER POLLUTION CONTROL ACT ....................................................46

6. DEBARMENT AND SUSPENSION..............................................................................46

7. NATIONAL LABOR RELATIONS BOARD CERTIFICATION ..................................47

8. BYRD ANTI-LOBBYING AMENDMENT 31 U.S.C. § 1352 (AS
AMENDED) ......................................................................................................................47

9. NO OBLIGATION BY FEDERAL GOVERNMENT ....................................................48 Attachment 1
14 Kimley Horn and Associates
CPE24-029 – I Street Bridge Replacement
Expires December 31, 2026
2388811.1 7203.543 3 rev 12/4/23

10. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT ........................................................48 Attachment 1
15 Kimley Horn and Associates
CPE24-029 – I Street Bridge Replacement
Expires December 31, 2026
2388811.1 7203.543 4 rev 12/4/23
THIS CONTRACT is made on February 21, 2024, by and between the CITY OF WEST SACRAMENTO (“City”), and Kimley Horn & Associates (“Consultant”).

WITNESSETH:

WHEREAS, the City desires Consultant Management Support Role services for the I Street Bridge Replacement Project;
WHEREAS, the Consultant has presented a proposal for such services to the City, dated November 29, 2023, (attached hereto as Exhibit “A”) and is duly licensed, qualified and experienced to perform those services;
NOW, THEREFORE, the parties hereto mutually agree as follows:

1. SCOPE OF SERVICES:

A. Consultant shall do all work, attend all meetings, produce all reports and carry out all activities necessary to completion of the services described in Exhibit “A” and described in Section 1.D. This Contract and its exhibits shall be known as the “Contract Documents.” Terms set forth in any Contract Document shall be deemed to be incorporated in all Contract Documents as if set forth in full therein. In the event of conflict between terms contained in these Contract Documents, the more specific term shall control. If any portion of the Contract Documents shall be in conflict with any other portion, provisions contained in the Contract shall govern over conflicting provisions contained in the exhibits to the Contract.

B. Consultant enters into this Contract as an independent contractor and not as an employee of the City. The Consultant shall have no power or authority by this Contract to bind the City in any respect. Nothing in this Contract shall be construed to be inconsistent with this relationship or status. All employees, agents, contractors or subcontractors hired or retained by the Consultant are employees, agents, contractors or subcontractors of the Consultant and not of the City. The City shall not be obligated in any way to pay any wage claims or other claims made against Consultant by any such employees, agents, contractors or subcontractors, or any other person resulting from performance of this Contract.

C. The Consultant agrees it has satisfied itself by its own investigation and research regarding the conditions affecting the work to be done and labor and materials needed, and that its decision to execute this Contract is based on such independent investigation and research.

D. Consultant Services
Consultant shall provide project management support as a Consultant Management Support Role to the City on project administration, final design, environmental permitting, right of way, and construction activities for I Street Bridge Replacement and I Street Deck Conversion projects.

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Environmental documents are not considered complete until a Caltrans District Senior Environmental Planner signs the Categorical Exclusion, A Caltrans Deputy District Director signs the Finding of No Significant Impact, or the Caltrans District Director signs the Record of Decision.

City Obligations
All data applicable to the project and in possession of the City, another agency, or government agency that are to be made available to Consultant are referred to in the Contract.

Conferences, Site Visits, Inspection of Work
This Contract provides for conferences as needed, visits to the site, and inspection of the work by representatives of the City, State, and/or FHWA. Costs incurred by Consultant for meetings, subsequent to the initial meeting shall be included in the fee Consultant Services During Construction
The extent, if any of Consultant’s services during the course of construction are specified in the Contract together with the method of payment for such services.

Documentation and Schedules
Consultant shall document the results of the work to the satisfaction of the City, and if applicable, the State and FHWA. This may include preparation of progress and final reports, plans, specifications and estimates, or similar evidence of attainment of the Contract objectives.

2. TERM OF CONTRACT
A. The services of Consultant are to commence upon execution of this Contract by the City, receipt of written notice to proceed from the City, and shall be undertaken and completed in accordance with the Schedule of Performance attached hereto and incorporated herein by this reference as Exhibit “B” and terminate on December 31, 2026.

B. Consultant’s failure to complete work in accordance with the Schedule of Performance may result in delayed compensation as described in Section 3.

C. The City Manager or his or her designee may, by written instrument signed by the Parties, extend the duration of this Contract for two additional 1-year terms in the manner provided in Section 6, provided that the extension does not require the payment of compensation in excess of the maximum compensation set forth in Section 3.A.

3. COMPENSATION:

A. The Consultant shall be paid monthly for the actual fees, costs and expenses, all time and materials required and expended, but in no event shall total compensation exceed Four Hundred Ninety Thousand One Hundred Seven and Forty Five Cents ($490,107.45), without City’s prior written approval as described under Section 7.

B. Consultant's fees shall be as specified in the Schedule of Fees, which is attached hereto and incorporated herein as Exhibit "C". The specified hourly rates shall include direct salary costs, employee benefits, overhead, and fee. These rates are not adjustable for Attachment 1
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CPE24-029 – I Street Bridge Replacement
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the performance period set forth in the Contract without prior approval of the City following the provisions described in Section 7.

C. Said amount shall be paid upon submittal of a monthly billing showing completion of the tasks that month. Consultant shall furnish City with invoices for all expenses as well as for all materials authorized by this Contract. The invoices shall be submitted with the monthly billings. If Consultant’s performance is not in conformity with the Schedule of Performance, payments may be delayed or denied, unless the Consultant’s failure to perform in conformity with the Schedule of Performance is a documented result of the City’s failure to conform with the Schedule of Performance, or if the Schedule of Performance is extended pursuant to Section 8.

D. If the work is halted at the request of the City, compensation shall be based upon the proportion that the work performed bears to the total work required by this Contract, subject to Section 9.

E. Allowable Costs and Payments
Cost-Plus Fixed Fee

1. The method of payment for this Contract will be based on actual cost plus a fixed fee. The City will reimburse Consultant for actual costs (including labor costs, employee benefits, travel, equipment rental costs, overhead and other direct costs) incurred by Consultant in performance of the work. Consultant will not be reimbursed for actual costs that exceed the estimated wage rates, employee benefits, travel, equipment rental, overhead, and other estimated costs set forth in the approved Consultant’s Cost Proposal, unless additional reimbursement is provided for by Contract amendment. In no event, will Consultant be reimbursed for overhead costs at a rate that exceeds The City’s approved overhead rate set forth in the Cost Proposal. In the event, that the City determines that a change to the work from that specified in the Cost Proposal and Contract is required, the Contract time or actual costs reimbursable by the City shall be adjusted by Contract amendment to accommodate the changed work. The maximum total cost as specified in Section 3 shall not be exceeded, unless authorized by Contract amendment.

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

3. In addition to the allowable incurred costs, the City will pay Consultant a fixed fee of ($490,107.45). The fixed fee is nonadjustable for the term of the Contract, except in the event of a significant change in the scope of work and such adjustment is made by Contract amendment.

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

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

6. Progress payments will be made monthly in arrears based on services provided and allowable incurred costs. A pro rata portion of Consultant’s fixed fee will be included in the monthly progress payments. If Consultant fails to submit the required deliverable items according to the schedule set forth in Section 1, the City shall have the right to delay payment or terminate this Contract.

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

8. Consultant will be reimbursed promptly according to California Regulations upon receipt by the City’s Contract Administrator of itemized invoices in duplicate.

Invoices shall be submitted no later than thirty (30) calendar days after the performance of work for which Consultant is billing. Invoices shall detail the work performed on each milestone and each project as applicable. Invoices shall follow the format stipulated for the approved Cost Proposal and shall reference this Contract number and project title. Final invoice must contain the final cost and all credits due the City including any equipment purchased under the provisions of Section 5. The final invoice should be submitted within sixty (60) calendar days after completion of Consultant’s work. Invoices shall be mailed to the City’s Contract Administrator at the following address:

City of West Sacramento
David Wong, Supervising Civil Engineer
Capital Projects Department
1110 West Capitol Avenue, 1st Floor
West Sacramento, California 95691

9. The total amount payable by the City including the fixed fee shall not exceed the amount shown under Section 3.

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

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

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

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

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

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

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

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

1. Consultant shall maintain an inventory of all nonexpendable property.

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

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

6. PROMPT PAYMENT FROM THE CITY TO CONSULTANT
A. The City shall make all project progress payment within 30 days after receipt of an undisputed and properly submitted payment request from Consultant on a professional service contract. If the City fails to pay promptly, the City shall pay interest to the Consultant, which accrues at the rate of 10 percent per annum on the principal amount of a money judgment remaining unsatisfied and pro-rated as necessary. Upon receipt of the payment request, the City shall act in accordance with both of the following:

1. The City shall review each payment request as soon as feasible after receipt to verify it is a proper payment request.

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Expires December 31, 2026
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2. The City must return any payment request deemed improper by the City to the Consultant as soon as feasible, but not later than seven (7) days, after receipt. A request returned pursuant to this paragraph shall include documentation setting forth in writing the reasons why it is an improper payment request.

B. Prompt Payment Certification

1. The Consultant must submit Exhibit 9-P to the City administering the contract by the 15th of the month following the month of any payment(s). If the Consultant does not make any payments to subconsultants, supplier(s), and/or manufacturers they must report “no payments were made to subs this month” and write this visibly and legibly on Exhibit 9-P.

2. The City must verify all Exhibit 9-P information, monitor compliance with prompt payment requirements for DBE and non-DBE firms, and address any shortfalls to the DBE commitment and prompt payment issues until the end of the project.

The City must email a copy of Exhibit 9-P to [email protected] before the end of the month after receiving the Exhibit 9-P from the Consultant.

7. AMENDMENTS, CHANGES OR MODIFICATIONS
A. Amendments, changes or modifications in the terms of this Contract may be made at any time by mutual written Contract between the parties hereto and shall be signed by the persons authorized to bind the parties hereto.

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

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

8. EXTENSIONS OF TIME
A. Consultant may, for good cause, request extensions of time to perform the services required hereunder. Such extensions shall be authorized in advance by the City in writing and shall be incorporated in written amendments to this Contract or the attached Work Program in the manner provided in Section 7.

9. TERMINATION
A. This Contract may be terminated by either party, provided that the other party is given not less than 30 calendar days’ written notice (delivered by certified mail, return receipt requested) of intent to terminate.

B. The City may temporarily suspend this Contract, at no additional cost to City, provided that the Consultant is given written notice (delivered by certified mail, return receipt requested) of temporary suspension. If City gives such notice of temporary suspension, Consultant shall immediately suspend its activities under this Contract.

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

D. In the event of termination, the Consultant shall be compensated as provided for in this Contract, except as provided in Section 3. Upon termination, the City shall be entitled to all work, including but not limited to, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date in accordance with Section 11 hereof.

E. Additional provisions under Exhibit F.

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

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

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

D. The City has the option to terminate the Contract pursuant to Section 9, or by mutual Contract to amend the Contract to reflect any reduction of funds E. Contract is currently funded in whole or in part through grant funds received under the following grant[s]: Congestion Mitigation and Air Quality, Active Transportation Program, and Federal Congressional District Earmark Fund (the “Grants”), the terms of which are incorporated by reference to the grant program. Copies of the Grants and any related materials have been made available to Consultant, and Consultant shall ensure that its performance under this Contract, and that of any subcontractors, conforms to the requirements of the Grant. These requirements include, but are not necessarily limited to, compliance with the terms set forth in the provisions of this contract.

11. PROPERTY OF CITY
A. It is mutually agreed that all materials prepared by the Consultant under this Contract shall become the property of the City, and the Consultant shall have no property right therein whatsoever. Immediately upon termination, the City shall be entitled to, and the Consultant shall deliver to the City, all data, drawings, specifications, reports, estimates, summaries and other such materials as may have been prepared or accumulated to date by the Consultant in performing this Contract which is not Consultant’s privileged information, as Attachment 1
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2388811.1 7203.543 11 rev 12/4/23
defined by law, or Consultant’s personnel information, along with all other property belonging exclusively to the City which is in the Consultant’s possession.

12. RECORD RETENTION
A. In addition to the reports specified in this Contract, Consultant shall retain the records required by the applicable provisions of 2 CFR § 200.333, no less than three (3) years after City's final payment to Consultant under this Contract, Final Voucher is received from Caltrans, and provide the City with the reports required pursuant to 2 CFR §§ 200.328 and 200.343, and such other records and reports as the City may reasonably require in the administration of this Contract. Consultant shall keep all other necessary books and records, including property, personnel, loan documentation and financial records, in connection with the operation and services performed under this Contract, in accordance with 2 CFR §200.333.

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

13. AUDIT/AUDIT REVIEW
A. Any dispute concerning a question of fact arising under an interim or post audit of this Contract that is not disposed of by Contract, shall be reviewed by the City’s Chief Financial Officer.

B. Not later than thirty (30) calendar days after issuance of the final audit report, Consultant may request a review by the City’s Chief Financial Officer of unresolved audit issues.

The request for review will be submitted in writing.

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

D. Consultant and subconsultant Contracts, including cost proposals and indirect Cost Rates (ICR), may be subject to audits or reviews such as, but not limited to, an Contract audit, an incurred cost audit, an ICR Audit, or a CPA ICR audit work paper review. If selected for audit or review, the Contract, cost proposal and ICR and related work papers, if applicable, will be reviewed to verify compliance with 48 CFR 31 and other related laws and regulations. In the instances of a CPA ICR audit work paper review it is Consultant ‘s responsibility to ensure federal, City, or local government officials are Attachment 1
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allowed full access to the CPA’s work papers including making copies as necessary. The Contract, cost proposal, and ICR shall be adjusted by Consultant and approved by the City Contract Administrator to conform to the audit or review recommendations.

Consultant agrees that individual terms of costs identified in the audit report shall be incorporated into the Contract by this reference if directed by the City at its sole discretion. Refusal by Consultant to incorporate audit or review recommendations, or to ensure that the federal, City, or local governments have access to CPA work papers, will be considered a breach of Contract terms and cause for termination of the Contract and disallowance of prior reimbursed costs.

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

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

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

2. If IOAI is unable to issue a cognizant letter per paragraph E.1. above, IOAI may require Consultant to submit a revised independent CPA-audited ICR and audit report within three (3) months of the effective date of the management letter.

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CPE24-029 – I Street Bridge Replacement
Expires December 31, 2026
2388811.1 7203.543 13 rev 12/4/23
IOAI will then have up to six (6) months to review the Consultant’s and/or the independent CPA’s revisions.

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

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

14. COMPLIANCE WITH ALL LAWS:

A. Consultant shall comply with all applicable laws, ordinances, and codes of federal, State and local governments, and shall commit no trespass on any public or private property in performing any of the work authorized by this Contract.

B. Consultant warrants to the City that it is licensed by all applicable governmental bodies to perform this Contract and will remain so licensed throughout the progress of the Work, and that it has, and will have, throughout the progress of the Work, the necessary experience, skill and financial resources to enable it to perform this Contract.

C. The work contemplated under this Contract is a public work for the purposes of Labor Code section 1720, and is subject to the payment of prevailing wages. Accordingly, Consultant shall comply with the provisions of Exhibit "D".

15. WARRANTIES AND RESPONSIBILITIES - CONSULTANT
A. Consultant agrees and represents that it is qualified to properly provide the services set forth in Exhibit “A” in a manner which is consistent with the generally accepted standards of Consultant’s profession.

B. Consultant agrees and represents that the work performed under this Contract shall be in accordance with applicable federal, State and local law in accordance with Section 14. hereof.

C. Consultant shall designate a project manager who at all times shall represent the Consultant before the City on all matters relating to this Contract. The project manager shall continue in such capacity unless and until he or she is removed at the request of the City, is no longer employed by Consultant, or is replaced with the written approval of the City, which approval shall not be unreasonably withheld.

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D. Consultant shall provide corrective services without charge to the City for services which fail to meet the above professional and legal standards and which are reported to Consultant in writing within sixty (60) days of discovery. Should Consultant fail or refuse to perform promptly its obligations, the City may render or undertake performance thereof and the Consultant shall be liable for any expenses thereby incurred.

16. SUBCONTRACTING
A. None of the services covered by this Contract shall be subcontracted without the prior written consent of the City, which will not be unreasonably withheld. Consultant shall be as fully responsible to the City for the negligent acts and omissions of its contractors and subcontractors, and of persons either directly or indirectly employed by them, as it is for the negligent acts and omissions of persons directly employed by Consultant.

B. Nothing contained in this Contract or otherwise, shall create any contractual relation between the City and any Subconsultants, and no subcontract shall relieve the Consultant of its responsibilities and obligations hereunder. The Consultant agrees to be as fully responsible to the City for the acts and omissions of its Subconsultants and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by the Consultant. The Consultant 's obligation to pay its Subconsultants is an independent obligation from the City's obligation to make payments to the Consultant.

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

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

E. Consultant shall pay its Subconsultants within Fifteen (15) calendar days from receipt of each payment made to the Consultant by the City.

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

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

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

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

D. Method 1: No retainage will be held by the City from progress payments due to Consultant.

Consultants and subconsultants are prohibited from holding retainage from subconsultants. Any delay or postponement of payment may take place only for good cause and with the City’s prior written approval. Any violation of these provisions shall subject the violating Consultant or subconsultant to the penalties, sanctions, and other remedies specified in Section 3321 of the California Civil Code. This requirement shall not be construed to limit or impair any contractual, administrative or judicial remedies, otherwise available to Consultant or subconsultant in the event of a dispute involving late payment or nonpayment by Consultant, deficient subconsultant performance and/or noncompliance by a subconsultant. This clause applies to both DBE and non-DBE subconsultants.

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

18. ASSIGNABILITY
A. Consultant shall not assign or transfer any interest in this Contract whether by assignment or novation, without the prior written consent of the City which will not be unreasonably withheld. However, claims for money due or to become due Consultant from the City under this Contract may be assigned to a financial institution, or to a trustee in bankruptcy, without such approval. Notice of any assignment or transfer whether voluntary or involuntary shall be furnished promptly to the City.

19. DISADVANTAGED BUSINESS ENTERPRISES (DBE) PARTICIPATION A. Consultant, subrecipient (City), or subconsultant shall take necessary and reasonable steps to ensure that DBEs have opportunities to participate in the contract (49 CFR 26).

To ensure equal participation of DBEs provided in 49 CFR 26.5, the CITY shows a contract goal for DBEs. Consultant shall make work available to DBEs and select work parts consistent with available DBE subconsultants and suppliers.

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Consultant shall meet the DBE goal shown elsewhere in these special provisions or demonstrate that they made adequate Good Faith Efforts (GFE) to meet this goal. It is Consultant’s responsibility to verify at date of proposal opening that the DBE firm is certified as a DBE by using the California Unified Certification Program (CUCP) database and possesses the most specific available North American Industry Classification System (NAICS) codes and work code applicable to the type of work the firm will perform on the contract. Additionally, the Consultant is responsible to document the verification record by printing out the CUCP data for each DBE firm. A list of DBEs certified by the CUCP can be found at https://dot.ca.gov/programs/civil-rights/dbesearch.

All DBE participation will count toward the California Department of Transportation’s federally mandated statewide overall DBE goal. Credit for materials or supplies Consultant purchases from DBEs counts towards the goal in the following manner:
• 100 percent counts if the materials or supplies are obtained from a DBE manufacturer.
• 60 percent counts if the materials or supplies are purchased from a DBE regular dealer.
• Only fees, commissions, and charges for assistance in the procurement and delivery of materials or supplies count if obtained from a DBE that is neither a manufacturer nor regular dealer. 49 CFR 26.55 defines "manufacturer" and "regular dealer." This Contract is subject to 49 CFR 26 entitled “Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs”.

Consultants who enter into a federally-funded Contract will assist the City in a good faith effort to achieve California's statewide overall DBE goal.

B. The goal for DBE participation for this Contract is 8%. Participation by DBE Consultant or subconsultants shall be in accordance with information contained in Exhibit 10-O2:

Consultant Contract DBE Commitment attached hereto and incorporated as part of the Contract. If a DBE subconsultant is unable to perform, Consultant must make a good faith effort to replace him/her with another DBE subconsultant, if the goal is not otherwise met.

C. Consultant can meet the DBE participation goal by either documenting commitments to DBEs to meet the Contract goal, or by documenting adequate good faith efforts to meet the Contract goal. An adequate good faith effort means that the Consultant must show that it took all necessary and reasonable steps to achieve a DBE goal that, by their scope, intensity, and appropriateness to the objective, could reasonably be expected to meet the DBE goal. If Consultant has not met the DBE goal, complete and submit Exhibit 15-H: Proposer/Contractor Good Faith Efforts to document efforts to meet the goal. Refer to 49 CFR 26 for guidance regarding evaluation of good faith efforts to meet the DBE goal.

D. Contract Assurance
Under 49 CFR 26.13(b):

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Consultant, subrecipient or subconsultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. Consultant shall carry out applicable requirements of 49 CFR 26 in the award and administration of federal-aid contracts. Failure by the Consultant to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the recipient deems appropriate, which may include, but is not limited to:
(1) Withholding monthly progress payments;
(2) Assessing sanctions;
(3) Liquidated damages; and/or
(4) Disqualifying Consultant from future proposing as non-responsible E. Termination and Replacement of DBE Subconsultants
Consultant shall utilize the specific DBEs listed to perform the work and supply the materials for which each is listed unless Consultant or DBE subconsultant obtains the City’s written consent. Consultant shall not terminate or replace a listed DBE for convenience and perform the work with their own forces or obtain materials from other sources without authorization from the City. Unless the City’s consent is provided, the Consultant shall not be entitled to any payment for work or material unless it is performed or supplied by the listed DBE on the Exhibit 10-02: Consultant Contract DBE Commitment form.

Termination of DBE Subconsultants
After execution of the Contract, termination of a DBE may be allowed for the following, but not limited to, justifiable reasons with prior written authorization from the City:

1. Listed DBE fails or refuses to execute a written contract based on plans and specifications for the project.

2. The City stipulated that a bond is a condition of executing the subcontract and the listed DBE fails to meet the City’s bond requirements.

3. Work requires a consultant's license and listed DBE does not have a valid license under Contractors License Law.

4. Listed DBE fails or refuses to perform the work or furnish the listed materials (failing or refusing to perform is not an allowable reason to remove a DBE if the failure or refusal is a result of bad faith or discrimination).

5. Listed DBE's work is unsatisfactory and not in compliance with the contract.

6. Listed DBE is ineligible to work on the project because of suspension or debarment.

7. Listed DBE becomes bankrupt or insolvent or exhibits credit unworthiness.

8. Listed DBE voluntarily withdraws with written notice from the Contract.

9. Listed DBE is ineligible to receive credit for the type of work required.

10. Listed DBE owner dies or becomes disabled resulting in the inability to perform the work on the Contract.

11. The City determines other documented good cause.

Consultant must use the following procedures to request the termination of a DBE or portion of a DBE’s work:

1. Send a written notice to the DBE of the Consultant’s intent to use other forces or material sources and include one or more justifiable reasons listed above.

Simultaneously send a copy of this written notice to the City. The written notice to the Attachment 1
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DBE must request they provide any response within five (5) business days to both the Consultant and the City by either acknowledging their Contract or documenting their reasoning as to why the use of other forces or sources of materials should not occur.

2. If the DBE does not respond within five (5) business days, Consultant may move forward with the request as if the DBE had agreed to Consultant’s written notice.

3. Submit Consultant’s DBE termination request by written letter to the City and include:
• One or more above listed justifiable reasons along with supporting documentation.
• Consultant’s written notice to the DBE regarding the request, including proof of transmission and tracking documentation of Consultant’s written notice • The DBE's response to Consultant’s written notice, if received. If a written response was not provided, provide a statement to that effect.

The City shall respond in writing to Consultant’s DBE termination request within five (5) business days.

Replacement of DBE Subconsultants
After receiving the City’s written authorization of DBE termination request, Consultant must obtain the City’s written Contract for DBE replacement. Consultant must find or demonstrate GFEs to find qualified DBE replacement firms to perform the work to the extent needed to meet the DBE commitment. The following procedures shall be followed to request authorization to replace a DBE firm:

1. Submit a request to replace a DBE with other forces or material sources in writing to the City which must include:
a. Description of remaining uncommitted work item made available for replacement DBE solicitation and participation.
b. The proposed DBE replacement firm's business information, the work they have agreed to perform, and the following:
• Description of scope of work and cost proposal
• Proposed subcontract Contract and written confirmation of Contract to perform on the Contract
• Revised Exhibit 10-O2: Consultant Contract DBE Commitment

2. If Consultant has not identified a DBE replacement firm, submits documentation of Consultants GFEs to use DBE replacement firms within seven (7) days of the City’s authorization to terminate the DBE. Consultant may request the City's approval to extend this submittal period to a total of 14 days. Submit documentation of actions taken to find a DBE replacement firm, such as:

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• Search results of certified DBEs available to perform the original DBE work identified and or other work Consultant had intended to self-perform, to the extent needed to meet DBE commitment
• Solicitations of DBEs for performance of work identified • Correspondence with interested DBEs that may have included contract details and requirements
• Negotiation efforts with DBEs that reflect why an Contract was not reached.
• If a DBE's quote was rejected, provide reasoning for the rejection, such as why the DBE was unqualified for the work, or why the price quote was unreasonable or excessive
• Copies of each DBE's and non-DBE's price quotes for work identified, as the City may contact the firms to verify solicitation efforts and determine if the DBE quotes are substantially higher
• Additional documentation that supports Consultant’s GFE The City shall respond in writing to Consultant’s DBE replacement request within five (5) business days.

F. Commitment and Utilization
The City’s DBE program must include a monitoring and enforcement mechanism to ensure that DBE commitments reconcile to DBE utilization.

The City shall request Consultant to:

1. Notify the City’s contract administrator or designated representative of any changes to its anticipated DBE participation

2. Provide this notification before starting the affected work

3. Maintain records including:
• Name and business address of each 1st -tier subconsultant • Name and business address of each DBE subconsultant, DBE vendor, and DBE trucking company, regardless of tier
• Date of payment and total amount paid to each business (see Exhibit 9-F:

Monthly Disadvantaged Business Enterprise Payment)
If Consultant is a DBE Consultant, they shall include the date of work performed by their own forces and the corresponding value of the work.

If a DBE is decertified before completing its work, the DBE must notify Consultant in writing of the decertification date. If a business becomes a certified DBE before completing its work, the business must notify Consultant in writing of the certification date. Consultant shall submit the notifications to the CITY. On work completion, Consultant shall complete Exhibit 17-O: Disadvantaged Business Enterprises (DBE) Certification Status Change and submit the form to the CITY within 30 days of contract acceptance.

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Upon work completion, Consultant shall complete Exhibit 17-F: Final Report – Utilization of Disadvantaged Business Enterprises (DBE), First-Tier Subcontractors and submit it to the CITY within 90 days of contract acceptance. The CITY will withhold $10,000 until the form is submitted. The City will release the withhold upon submission of the completed form.

In the City’s reports of DBE participation to Caltrans, the City must display both commitments and attainments.

G. Commercially Useful Function
DBEs must perform a commercially useful function (CUF) under 49 CFR 26.55 when performing work or supplying materials listed on the DBE Commitment form. The DBE value of work will only count toward the DBE commitment if the DBE performs a CUF. A DBE performs a CUF when it is responsible for execution of the work of the Contract and is carrying out its responsibilities by actually performing, managing, and supervising the work involved. To perform a CUF, the DBE must also be responsible, with respect to materials and supplies used on the Contract, for negotiating price, determining quality and quantity, ordering the material and installing (where applicable), and paying for the material itself.

Consultant must perform CUF evaluation for each DBE working on a federal-aid contract, with or without a DBE goal. Perform a CUF evaluation at the beginning of the DBE’s work and continue to monitor the performance of CUF for the duration of the project.

Consultant must provide written notification to the City at least 15 days in advance of each DBE's initial performance of work or supplying materials for the Contract. The notification must include the DBE's name, work the DBE will perform on the contract, and the location, date, and time of where their work will take place.

Within 10 days of a DBE initially performing work or supplying materials on the Contract, Consultant shall submit to the LPA the initial evaluation and validation of DBE performance of a CUF using the LAPM 9-J: Disadvantaged Business Enterprise Commercially Useful Function Evaluation. Include the following information with the submittal:
• Subcontract Contract with the DBE
• Purchase orders
• Bills of lading
• Invoices
• Proof of payment
Consultant must monitor all DBE’s performance of CUF by conducting quarterly evaluations and validations throughout their duration of work on the Contract using the LAPM 9-J: DBE Commercially Useful Function Evaluation. Consultant must submit to Attachment 1
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the CITY these quarterly evaluations and validations by the 5th of the month for the previous three months of work.

Consultant must notify the City immediately if they believe the DBE may not be performing a CUF.

The City will verify DBEs performance of CUF by reviewing the initial and quarterly submissions of LAPM 9-J: DBE Commercially Useful Function Evaluation, submitted supporting information, field observations, and through any additional the City evaluations. The City must evaluate DBEs and their CUF performance throughout the duration of a Contract. The City will provide written notice to the Consultant and the DBE at least two (2) business days prior to any evaluation. The Consultant and the DBE must participate in the evaluation. Upon completing the evaluation, the City must share the evaluation results with the Consultant and the DBE. An evaluation could include items that must be remedied upon receipt. If the City determines the DBE is not performing a CUF, the Consultant must suspend performance of the noncompliant work.

Consultant and DBEs must submit any additional CUF related records and documents within five (5) business days of the City’s request such as:
• Proof of ownership or lease and rental Contracts for equipment • Tax records
• Employee rosters
• Certified payroll records
• Inventory rosters
Failure to submit required DBE Commercially Useful Function Evaluation forms or requested records and documents can result in withholding of payment for the value of work completed by the DBE.

If Consultant and/or the City determine that a listed DBE is not performing a CUF in performance of their DBE committed work, Consultant must immediately suspend performance of the noncompliant portion of the work. The City may deny payment for the noncompliant portion of the work. The City will ask the Consultant to submit a corrective action plan (CAP) to the City within five (5) days of the noncompliant CUF determination.

The CAP must identify how the Consultant will correct the noncompliance findings for the remaining portion of the DBE's work. The City has five (5) days to review the CAP in conjunction with the Consultant’s review. The Consultant must implement the CAP within five (5) days of the City's approval. The City will then authorize the prior noncompliant portion of work for the DBE's committed work.

If corrective actions cannot be accomplished to ensure the DBE performs a commercially useful function on the Contract, Consultant may have good cause to request termination of the DBE.

H. A DBE does not perform a CUF if its role is limited to that of an extra participant in a transaction, Contract, or project through which funds are passed in order to obtain the appearance of DBE participation. In determining whether a DBE is such an extra Attachment 1
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participant, examine similar transactions, particularly those in which DBEs do not participate.

I. If a DBE does not perform or exercise responsibility for at least thirty percent (30%) of the total cost of its Contract with its own work force, or the DBE subcontracts a greater portion of the work of the Contract than would be expected on the basis of normal industry practice for the type of work involved, it will be presumed that it is not performing a CUF.

J. Consultant shall maintain records of materials purchased or supplied from all subcontracts entered into with certified DBEs. The records shall show the name and business address of each DBE or vendor and the total dollar amount actually paid each DBE or vendor, regardless of tier. The records shall show the date of payment and the total dollar figure paid to all firms. DBE Consultant’s shall also show the date of work performed by their own forces along with the corresponding dollar value of the work.

K. If a DBE subconsultant is decertified during the life of the Contract, the decertified subconsultant shall notify Consultant in writing with the date of decertification. If a subconsultant becomes a certified DBE during the life of the Contract, the subconsultant shall notify Consultant in writing with the date of certification. Any changes should be reported to the City’s Contract Administrator within thirty (30) calendar days.

L. For projects awarded on or after September 1, 2023: Exhibit 9-F is no longer required.

Instead, by the 15th of the month following the month of any payment(s), the Consultant must now submit Exhibit 9-P to the City administering the contract. If the Consultant does not make any payments to subconsultants, supplier(s), and/or manufacturers they must report “no payments were made to subs this month” and write this visibly and legibly on Exhibit 9-P.

M. Any subcontract entered into as a result of this Contract shall contain all of the provisions of this section.

20. INTEREST IN CONTRACT
A. Consultant warrants, by execution of this Contract that no person or selling agency has been employed, or retained, to solicit or secure this Contract upon a Contract or understanding, for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees, or bona fide established commercial or selling agencies maintained by Consultant for the purpose of securing business. For breach or violation of this warranty, the City has the right to annul this Contract without liability; pay only for the value of the work actually performed, or in its discretion to deduct from the Contract price or consideration, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee.

B. Consultant covenants that neither it, nor any of its employees, agents, contractors, subcontractors has any interest, nor shall they acquire any interest, direct or indirect, in the subject of the Contract, nor any other interest which would conflict in any manner or degree with the performance of its services hereunder. Consultant shall make all disclosures required by the City’s conflict of interest code in accordance with the category Attachment 1
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designated by the City, unless the City Manager determines in writing that Consultant’s duties are more limited in scope than is warranted by the category designated by the City code and that a narrower disclosure category should apply. Consultant also agrees to make disclosure in compliance with the City conflict of interest code if, at any time after the execution of this Contract, City determines and notifies Consultant in writing that Consultant’s duties under this Contract warrant greater disclosure by Consultant than was originally contemplated. Consultant shall make disclosures in the time, place and manner set forth in the conflict of interest code and as directed by the City.

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

D. Consultant certifies that it has disclosed to the City any actual, apparent, or potential conflicts of interest that may exist relative to the services to be provided pursuant to this Contract. Consultant agrees to advise the City of any actual, apparent or potential conflicts of interest that may develop subsequent to the date of execution of this Contract.

Consultant further agrees to complete any statements of economic interest if required by either the City ordinance or State law.

E. The Consultant hereby certifies that it does not now have, nor shall it acquire any financial or business interest that would conflict with the performance of services under this Contract.

F. The Consultant hereby certifies that the Consultant or subconsultant and any firm affiliated with the Consultant or subconsultant that bids on any construction contract or on any Contract to provide construction inspection for any construction project resulting from this Contract, has established necessary controls to ensure a conflict of interest does not exist.

An affiliated firm is one, which is subject to the control of the same persons, through joint ownership or otherwise

21. MATERIALS CONFIDENTIAL
A. All of the materials prepared or assembled by Consultant pursuant to performance of this Contract are confidential and Consultant agrees that they shall not be made available to any individual or organization without the prior written approval of the City, except by court order.

B. All financial, statistical, personal, technical, or other data and information relative to the City’s operations, which are designated confidential by the City and made available to Consultant in order to carry out this Contract, shall be protected by Consultant from unauthorized use and disclosure.

C. Permission to disclose information on one occasion, or public hearing held by the City relating to the Contract, shall not authorize Consultant to further disclose such information, or disseminate the same on any other occasion.

D. Consultant shall not comment publicly to the press or any other media regarding the Contract or the City’s actions on the same, except to the City’s staff, Consultant’s own Attachment 1
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personnel involved in the performance of this Contract, at public hearings, or in response to questions from a Legislative committee.

E. Consultant shall not issue any news release or public relations item of any nature, whatsoever, regarding work performed or to be performed under this Contract without prior review of the contents thereof by the City, and receipt of the City’s written permission.

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

22. LIABILITY OF CONSULTANT-NEGLIGENCE
A. Consultant shall be responsible for performing the work under this Contract in a manner which is consistent with the generally-accepted standards of the Consultant’s profession and shall be liable for its own negligence and the negligent acts of its employees, agents, contractors and subcontractors. The City shall have no right of control over the manner in which the work is to be done but only as to its outcome, and shall not be charged with the responsibility of preventing risk to Consultant or its employees, agents, contractors or subcontractors.

23. INDEMNITY AND LITIGATION COSTS
A. Consultant shall indemnify, defend, and hold harmless the City, its officers, officials, agents, and employees against all claims, damages, demands, liability, costs, losses and expenses, including without limitation court costs and reasonable attorneys’ fees, arising from Consultant's negligent acts or negligent failure to act, errors, omissions or willful misconduct incident to the performance of this Contract except such loss or damage caused by the active negligence, sole negligence, or willful misconduct of the City. The provisions of this paragraph shall survive termination or suspension of this Contract.

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

B. Consultant’s personnel that the City considers essential to assist in defending against construction contractor claims will be made available on reasonable notice from the City Consultation or testimony will be reimbursed at the same rates, including travel costs that are being paid for Consultant’s personnel services under this Contract.

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

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

B. Any dispute, other than audit, concerning a question of fact arising under this Contract that is not disposed of by Contract shall be decided by a committee consisting of the City’s Contract Administrator and Project Manager, who may consider written or verbal information submitted by Consultant.

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

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

26. CONSULTANT TO PROVIDE INSURANCE
A. Consultant shall not commence any work before obtaining, and shall maintain in force at all times during the duration and performance of this Contract, the policies of insurance specified in this Section. Such insurance must have the approval of the City as to limit, form, and amount, and shall be placed with insurers with a current A.M. Best’s rating of no less than A VII (an NR rating is acceptable for Worker’s Compensation insurance written with the State Compensation Insurance Fund of California).

B. Prior to execution of this Contract and prior to commencement of any work, the Consultant shall furnish the City with certificates of insurance and copies of endorsements providing evidence of coverage for all policies required by the Contract.

The Consultant and its contractors and subcontractors shall, at their expense, maintain in effect at all times during the performance of work under the Contract not less than the following coverage and limits of insurance, which shall be maintained with insurers and under forms of policy satisfactory to the City. The maintenance by Consultant and its contractors and subcontractors of the following coverage and limits of insurance is a material element of this Contract. The failure of Consultant or of any of its contractors or subcontractors to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of this Contract. Approval of the insurance by the City shall not relieve or decrease any liability of Consultant.

1. Worker’s Compensation and Employer’s Liability Insurance a. Worker’s Compensation - Insurance to protect the Consultant, its contractors and subcontractors from all claims under Worker’s Compensation and Employer’s Liability Acts, including Longshoremen’s and Harbor Worker’s Act (“Acts”), if applicable. Such coverage shall be maintained, in type and amount, in strict compliance with all applicable state and Federal statutes and regulations. The Consultant shall execute a certificate in compliance with Labor Code Section 1861, on the form provided in the Contract Documents.

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b. Consultant shall provide a Waiver of Subrogation endorsement in favor of the City, its officers, officials, employees, agents and volunteers for losses arising from work performed by the Consultant.

2. Commercial General Liability Insurance
a. The insurance shall be provided on form CG0001, or its equivalent, and shall include coverage for claims for bodily injury or property damage arising out of premises/operations, products/completed operations, contractual liability, and subconsultant’s work and personal and advertising injury resulting from actions, failures to act, or operations of the insured, or by its employees or agents, or by anyone directly or indirectly employed by the insured. The amount of insurance coverage shall not be less than [$2,000,000.00] per occurrence and [$4,000,000] general and products/completed operations aggregates. b. The commercial general liability insurance shall also include the following:
i. Endorsement equivalent to CG 2010 0714 naming
the City, its officers, officials, employees, agents, and volunteers as additional insureds. The endorsement shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees or volunteers.
ii. Endorsement stating insurance provided to the City shall be primary as respects the City, its officers, officials, employees and any insurance or self-insurance maintained by the City, its officers, officials, employees or volunteers shall be in excess of the Consultant’s insurance and shall not contribute with it, to the payment or satisfaction of any defense expenses, loss, or judgment.
iii. Provision or endorsement stating that the Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

3. Commercial Automobile Insurance
a. The insurance shall include, but shall not be limited to, coverage for claims for bodily injury or property damage for owned, non-owned, and hired automobiles resulting from actions, failures to act, or operations of the insured, or by its employees or agents, or by anyone directly or indirectly employed by the insured.

The amount of insurance coverage shall not be less than [$2,000,000.00] per accident.
b. The commercial automobile insurance shall include the same endorsements required for the commercial general liability policy (see Section

16.B.2.b).

FOR PROFESSIONAL SERVICES CONTRACTS (e.g. ENGINEERS, SURVEYORS,

DESIGN PROFESSIONALS)
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4. Professional Liability.

The Consultant and its contractors and subcontractors shall secure and maintain in full force, during the term of this Contract and for five years thereafter, professional liability insurance policies appropriate to the respective professions and the work to be performed as specified in this Contract. The limits of such professional liability insurance coverage shall not be less than [$2,000,000] per claim.

C. In addition to any other remedy the City may have, if Consultant fails to maintain the insurance coverage as required in this Section, the City may obtain such insurance coverage as is not being maintained, in form and amount substantially the same as is required herein, and the City may deduct the cost of such insurance from any amounts due or which may become due Consultant under this Contract.

D. No policy required by this Contract shall be suspended, cancelled, terminated by either party, or reduced in coverage or in limits unless Consultant has provided thirty (30) days prior written notice by certified mail, return receipt requested, to the City.

E. Any deductibles or self-insured retentions in excess of $10,000 must be declared to, and approved by, the City.

F. The requirement as to types, limits, and the City’s approval of insurance coverage to be maintained by Consultant are not intended to, and shall not in any manner, limit or qualify the liabilities and obligations assumed by Consultant under the Contract.

27. NON-DISCRIMINATION CLAUSE AND STATEMENT OF COMPLIANCE A. The Consultant’s signature affixed herein and dated shall constitute a certification under penalty of perjury under the laws of the State of California that the Consultant has, unless exempt, complied with the nondiscrimination program requirements of Gov. Code §12990 and 2 CCR § 8103.

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

C. Consultant and subconsultants shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code §12990 et seq.), the applicable regulations promulgated there under (2 CCR §11000 et seq.), the provisions of Gov. Code §§11135-11139.5, and Attachment 1
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the regulations or standards adopted by the City to implement such article. The applicable regulations of the Fair Employment and Housing Commission implementing Gov. Code §12990 (a-f), set forth 2 CCR §§8100-8504, are incorporated into this Contract by reference and made a part hereof as if set forth in full.

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

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

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

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

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

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

28. TITLE VI ASSURANCES
APPENDICES A - E of the TITLE VI ASSURANCES
The U.S. Department of Transportation Order No.1050.2A requires all federal-aid Department of Transportation contracts between an agency and a consultant to contain Appendices A and E of the Title VI Assurances. Include Appendices B, C, and D if appliable (ROW acquisition involved) as shown below.

Attachment 1
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In addition, the CONSULTANT must include the Title VI Assurances Appendices A and E, and if applicable Appendices B, C, and D in all subcontracts to perform work under the contract. The clauses of Appendix B of this Assurance shall be included as a covenant running with the land, in any deed from the United States effecting or recording a transfer of real property, structures, use, or improvements thereon or interest therein to a THE CITY. {The clauses set forth in Appendix C and Appendix D of this Assurance shall be included as a covenant running with the land, in any future deeds, leases, licenses, permits, or similar instruments entered into by the CITY with other parties:
a. for the subsequent transfer of real property acquired or improved under the applicable activity, project, or program; and
b. for the construction or use of, or access to, space on, over, or under real property acquired or improved under the applicable activity, project, or program.]

APPENDIX A
During the performance of this Contract, the contractor, for itself, its assignees and successors in interest (hereinafter collectively referred to as CONSULTANT) agrees as follows:

Compliance with Regulations: CONSULTANT shall comply with the regulations relative to nondiscrimination in federally assisted programs of the Department of Transportation, Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as the REGULATIONS), which are herein incorporated by reference and made a part of this Contract.

Nondiscrimination: CONSULTANT, with regard to the work performed by it during the CONTRACT, shall not discriminate on the grounds of race, color, sex, national origin, religion, age, or disability in the selection and retention of sub-applicants, including procurements of materials and leases of equipment. CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the Contract covers a program set forth in Appendix B of the Regulations.

Solicitations for Sub-Contracts, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by CONSULTANT for work to be performed under a Sub- Contract, including procurements of materials or leases of equipment, each potential sub-applicant or supplier shall be notified by CONSULTANT of the CONSULTANT’S obligations under this Contract and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin.

Information and Reports: CONSULTANT shall provide all information and reports required by the Regulations, or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the recipient or FHWA to be pertinent to ascertain compliance with such Regulations or directives.

Where any information required of CONSULTANT is in the exclusive possession of another who fails or refuses to furnish this information, CONSULTANT shall so certify to the recipient or FHWA as appropriate, and shall set forth what efforts CONSULTANT has made to obtain the information.

Attachment 1
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Sanctions for Noncompliance: In the event of CONSULTANT’s noncompliance with the nondiscrimination provisions of this Contract, the recipient shall impose such Contract sanctions as it or the FHWA may determine to be appropriate, including, but not limited to:
i.withholding of payments to CONSULTANT under the Contract within a reasonable period of time, not to exceed 90 days; and/or
ii. cancellation, termination or suspension of the Contract, in whole or in part Incorporation of Provisions: CONSULTANT shall include the provisions of paragraphs (1) through (6) in every sub-Contract, including procurements of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto. CONSULTANT shall take such action with respect to any sub-Contract or procurement as the recipient or FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance, provided, however, that, in the event CONSULTANT becomes involved in, or is threatened with, litigation with a sub-applicant or supplier as a result of such direction, CONSULTANT may request the recipient enter into such litigation to protect the interests of the State, and, in addition, CONSULTANT may request the United States to enter into such litigation to protect the interests of the United States.

APPENDIX B

CLAUSES FOR DEEDS TRANSFERRING UNITED STATES PROPERTY
The following clauses will be included in deeds effecting or recording the transfer of real property, structures, or improvements thereon, or granting interest therein from the United States pursuant to the provisions of Assurance 4:

NOW THEREFORE, the U.S. Department of Transportation as authorized by law and upon the condition that the recipient will accept title to the lands and maintain the project constructed hereon in accordance with Title 23 U.S.C., the regulations for the administration of the preceding statute, and the policies and procedures prescribed by the FHWA of the U.S.

Department of Transportation in accordance and in compliance with all requirements imposed by Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally-assisted programs of the U.S.

Department of Transportation pertaining to and effectuating the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252; 42 U.S.C. § 2000d to 2000d-4), does hereby remise, release, quitclaim and convey unto the recipient all the right, title and interest of the U.S. Department of Transportation in and to said lands described in Exhibit A attached hereto and made a part hereof.
(HABENDUM CLAUSE)
TO HAVE AND TO HOLD said lands and interests therein unto the recipient and its successors forever, subject, however, to the covenants, conditions, restrictions and reservations herein contained as follows, which will remain in effect for the period during which the real property or structures are used for a purpose for which Federal financial assistance is extended or for another purpose involving the provision of similar services or benefits and will be binding on the recipient, its successors and assigns. The recipient, in consideration of the conveyance of said lands and interest in lands, does hereby covenant and agree as a covenant running with the land for itself, its successors and assigns, that (1) no person will on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise Attachment 1
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subjected to discrimination with regard to any facility located wholly or in part on, over, or under such lands hereby conveyed [,] [and]* (2) that the recipient will use the lands and interests in lands and interest in lands so conveyed, in compliance with all requirements imposed by or pursuant to Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation, Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations and Acts may be amended [, and (3) that in the event of breach of any of the above-mentioned non-discrimination conditions, the Department will have a right to enter or re-enter said lands and facilities on said lands, and that above described land and facilities will thereon revert to and vest in and become the absolute property of the U.S. Department of Transportation and its assigns as such interest existed prior to this instruction].* (*Reverter clause and related language to be used only when it is determined that such a clause is necessary in order to make clear the purpose of Title VI.)

APPENDIX C

CLAUSES FOR TRANSFER OF REAL PROPERTY ACQUIRED OR IMPROVED UNDER THE

ACTIVITY, FACILITY, OR PROGRAM
The following clauses will be included in deeds, licenses, leases, permits, or similar instruments entered into by the recipient pursuant to the provisions of Assurance 7(a):

A. The (grantee, lessee, permittee, etc. as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree [in the case of deeds and leases add “as a covenant running with the land”] that:

1. In the event facilities are constructed, maintained, or otherwise operated on the property described in this (deed, license, lease, permit, etc.) for a purpose for which a U.S. Department of Transportation activity, facility, or program is extended or for another purpose involving the provision of similar services or benefits, the (grantee, licensee, lessee, permittee, etc.) will maintain and operate such facilities and services in compliance with all requirements imposed by the Acts and Regulations(as may be amended) such that no person on the grounds of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities.

B. With respect to licenses, leases, permits, etc., in the event of breach of any of the above Non-discrimination covenants, the recipient will have the right to terminate the (lease, license, permit, etc.) and to enter, re-enter, and repossess said lands and facilities thereon, and hold the same as if the (lease, license, permit, etc.) had never been made or issued.*
C. With respect to a deed, in the event of breach of any of the above Non-discrimination covenants, the recipient will have the right to enter or re-enter the lands and facilities thereon, and the above described lands and facilities will there upon revert to and vest in and become the absolute property of the recipient and its assigns.* Attachment 1
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(*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VI.)

APPENDIX D

CLAUSES FOR CONSTRUCTION/USE/ACCESS TO REAL PROPERTY ACQUIRED UNDER

THE ACTIVITY, FACILITY OR PROGRAM
The following clauses will be included in deeds, licenses, permits, or similar instruments/Contracts entered into by the recipient pursuant to the provisions of Assurance 7(b):

A. The (grantee, licensee, permittee, etc., as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest ,and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds and leases add, “as a covenant running with the land”) that (1) no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that in the construction of any improvements on over, or under such land, and the furnishings of services thereon, no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits or, or otherwise be subjected to discrimination, (3) that the (grantee, licensee, lessee, permittee, etc.) will use the premises in compliance with all other requirements imposed by or pursuant to the Acts and Regulations, as amended, set forth in this Assurance.

B. With respect to (licenses, leases, permits, etc.) in the event of breach of any of the above of the above Non-discrimination covenants, the recipient will have the right to terminate the (license, permits, etc., as appropriate) and to enter or re-enter and repossess said land and the facilities thereon, and hold the same as if said (license, permit, etc., as appropriate) had never been made or issued.* C. With respect to deeds, in the event of breach of any of the above Nondiscrimination covenants, the recipient will there upon revert to and vest in and become the absolute property of the recipient and its assigns.

APPENDIX E
During the performance of this contract, the CONSULTANT, for itself, its assignees, and successors in interest (hereinafter referred to as the “CONSULTANT”) agrees to comply with the following non-discrimination statutes and authorities, including, but not limited to:

Pertinent Non-Discrimination Authorities:
• Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); • Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), prohibits discrimination on the basis of sex;
Attachment 1
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• Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CR Part 27; • The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), prohibits discrimination on the basis of age);
• Airport and Airway Improvement Act of 1982, (49 U.S.C. § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not);
• Titles II and III of the Americans with Disabilities Act, which prohibit discrimination of the basis of disability in the operation of public entities, public and private transportation systems, place public accommodation, and certain testing entities (42 U.S.C. §§ 12131 – 12189) as implemented by Department of Transportation regulations 49 C.F.R. parts 37 and 38;
• The Federal Aviation Administration’s Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); • Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations;
• Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English Proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); • Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C.1681 et seq).

29. CONTRACT: ENTIRE CONTRACT
A. This Contract constitutes the entire Contract between the parties relative to the services specified herein and no modification hereof shall be effective unless and until such modification is evidenced by a writing signed by both parties to this Contract. There are no understandings, Contracts, conditions, representations, warranties or promises, with respect to this Contract, except those contained in or referred to in the writing.

30. NOTICE
Attachment 1
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A. All notices that are required to be given by one party to the other under this Contract shall be in writing and shall be deemed to have been given if delivered personally or enclosed in a properly addressed envelope and deposited in a United States Post Office for delivery by registered or certified mail addressed to the parties at the following addresses:

City: City of West Sacramento
David Wong
1110 West Capitol Avenue
West Sacramento, CA 95691
Email: [email protected]
Consultant: Kimley Horn
Sherina Lam
555 Capitol Mall, Suite 300
Sacramento, CA 95814
Email: [email protected]

31. MISCELLANEOUS PROVISIONS:

A. Consultant shall keep itself fully informed of, shall observe and comply with, and shall cause any and all persons, firms or corporations employed by it or under its control to observe and comply with, applicable federal, state, county and municipal laws, ordinances, regulations, orders and decrees which in any manner affect those engaged or employed on the work described by this Contract or the materials used or which in any way affect the conduct of the work.

B. This Contract shall be interpreted and governed by the laws of the State of California.

C. Any action arising out of this Contract shall be brought and maintained in Yolo County California, regardless of where else venue may lie.

D. In any action brought by either party to enforce the terms of this Contract, each party shall bear responsibility for its attorney’s fees and all costs regardless of whether one party is determined to be the prevailing party.

E. CONSULTANT and any subconsultant shall permit THE CITY, the State, and the FHWA if federal participating funds are used in this CONTRACT; to review and inspect the project activities and files at all reasonable times during the performance period of this CONTRACT
F. This Contract may be signed in counterparts, and may be signed electronically.

By signing this document in electronic form, the parties agree that this Contract may be transmitted and signed electronically by all Parties, and that such signatures shall have the same force and effect as original signatures, in Attachment 1
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accordance with California law and regulations, including but not limited to Civil Code section 1633.7.

CITY OF WEST SACRAMENTO
By: __________________________
Aaron Laurel, City Manager
ATTEST:

By: _________________________________
Jennifer Cusmir, City Clerk
APPROVED AS TO FORM:

By: __________________________________
Jeffrey Mitchell, City Attorney
Kimley-Horn and Associates, Inc.

By: _________________________
Parag Mehta, Vice President
Attachment 1
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EXHIBIT A – CONSULTANT PROPOSAL/SCOPE OF WORK
Attachment 1
48 23-058-RFQ
CMSR for I Street Bridge Replacement
and Deck Conversion Projects
City of West Sacramento  RSSB86007.2023  27

4. Technical Management Approach
Connections across the Sacramento River are critical elements of the transportation infrastructure that supports the economic vitality and community needs of both the City of West Sacramento and the City of Sacramento. Significant funding has been invested to develop the crossing projects—the I Street Bridge Replacement and I Street Bridge Deck Conversion—to facilitate access for all transportation modes between the two cities. The City of Sacramento is the lead for the I Street Bridge Replacement and a partner for the I Street Bridge Deck Conversion. Some of the anticipated stakeholders for the projects include Caltrans, United States Coast Guard (USCG), U.S. Army Corps of Engineers (USACE), California Department of Fish and Wildlife (CDFW), State Lands Commission, Union Pacific Railroad (UPRR), State Water Resources Control Board, Central Valley Regional Water Quality Control Board, and local Flood Control Agencies.

Project manager Sherina Lam. P.E. is well-versed in the project development and delivery process for a variety of projects ranging in size and complexity. She has led state and federally funded improvements requiring adherence to the Caltrans LAPM through the Caltrans DLA, projects requiring coordination with multiple jurisdictions, and locally funded projects with Caltrans oversight. She has managed multi-jurisdictional projects and is experienced in building consensus toward a united vision while maintaining effective cooperation amongst project stakeholders. With her diverse background on project types and delivery methods, along with her availability to provide the level of support that the City’s needs, Sherina is the ideal project manager to partner with City staff on the I Street Bridge infrastructure projects.

Task 1 – I Street Bridge Replacement Scope of Services
This scope of services is specifically based on providing the consultant in a management support role to the City of West Sacramento for the final design, environmental permitting and construction of the I Street Bridge Replacement project. This scope of services anticipates the project duration of 36 months from Notice to Proceed (NTP) in January 2024 to December 2026. Based on the current status of the I Street Bridge, we understand that the project will be ready for advertisement by Spring 2025 with construction beginning in Summer 2025. The project will be in the second year of construction by December 2026.

Project Management and Partner Engagement
Project Administration
The Kimley-Horn team will prepare:
• A progress report describing the activities completed over the period • A monthly summary of total charges, including the contract budget, prior billing amount, current billing, total billed to date, and total percent billed to date
Attachment 1
49 23-058-RFQ
CMSR for I Street Bridge Replacement
and Deck Conversion Projects
City of West Sacramento  RSSB86007.2023  28
Direct Project Development
The Kimley-Horn team will coordinate the project development with the City of Sacramento to provide the following with support from the City of West Sacramento team:

Final Design, Environmental Permitting and Right-of-Way Directions to the City of Sacramento’s design team on design and environmental requirements and right-of-way procedures.

Construction
Directions to the City of Sacramento’s construction management team on process for construction scheduling and inspection process for improvements within West Sacramento.

Coordination with Internal Departments
The Kimley-Horn team will establish working relationships with City of West Sacramento Departments to facilitate joint direction and delivery of the project. Coordination includes planning and development of future projects that may be impacted by this project, operations and maintenance by the City of West Sacramento, emergency responders’ requirements, and any department-specific requests for this project. We will support the City of West Sacramento to prepare for procurement for the construction phase.

Coordination with External Partners
The Kimley-Horn team will coordinate with the City of Sacramento project manager and design team, resource permit agencies, and utility providers to deliver this project through design and into construction. We will serve as the liaison between the Task 1 and Task 2 projects to provide information to this project to minimize design and construction conflicts and incorporate requirements into the PS&E as appropriate.

We will support the Cities to develop cooperative agreement language for construction and maintenance.

Meetings and Conferences
The Kimley-Horn team will participate in the following:
• Weekly 1-hour coordination meeting with the City of West Sacramento team
• Biweekly 0.5-hour meeting with the Cities of West
Sacramento and Sacramento
• Monthly 1-hour PDT meetings for final design phase from January 2023 through April 2025
• Monthly 1-hour construction progress meetings from July 2025 to December 2026
• Focus coordination meetings for general project development (up to 10 meetings)
• Pre-proposal meeting for construction management services hosted by the City of Sacramento
• Pre-bid meeting for construction contractor hosted by the City of Sacramento
• Meeting for bid results with City of Sacramento
• Pre-construction meeting arranged by Resident Engineer Outreach Support and Stakeholder Presentations
The Kimley-Horn team will support the City of West Sacramento for outreach efforts. This task includes:
• Quarterly support to prepare presentations or staff report to the City Council • Stakeholder meetings with impacted businesses or residents (up to four meetings) Up to an average of 4.5 hours per week for 36 months has been budgeted for project management and partner engagement.

Attachment 1
50 23-058-RFQ
CMSR for I Street Bridge Replacement
and Deck Conversion Projects
City of West Sacramento  RSSB86007.2023  29
Project Controls and Contract Management
Project Controls
The Kimley-Horn team will perform internal project controls to monitor team budget and schedule, including allocation of resources to perform milestone-driven tasks.

Schedule and Financial Oversight
The Kimley-Horn team will work with the City of Sacramento project manager and design team, along with City of West Sacramento key personnel, to review the design and construction schedules as well as the project’s financial plan for funding each phase. Project phases include final design and permitting, right-of-way negotiation and acquisition, pre-construction and bidding, and construction. The Kimley-Horn team will support the City of West Sacramento to provide input to the City of Sacramento project manager to identify and secure funding sources for the construction phase.

Invoice Review and Payment Approvals
The Kimley-Horn team will review invoices and prepare progress reports for submittal to the City of Sacramento for reimbursement. We will work with the internal team to monitor that spending from both cities are consistent with the terms of the cooperative agreements.

Project Documents
The Kimley-Horn team will establish a project filing structure to document project history, review documents, decisions made, and action items as appropriate for the project development.

Up to an average of two hours per week for 36 months has been budgeted for project controls and contract management.

Design Input and Review Oversight
Project Permits
The Kimley-Horn team will provide review of resource agency permits and agreements for this project, including Clean Water Act Section 401 and Section 404, USACE Section 408, CDFW Section 1602, California Endangered Species Act Section 2081 (Incidental Take Permit), California State Lands Commission, and the USCG. The Kimley-Horn team will verify that the California Public Utilities Commission (CPUC) GO 88-B will include provisions for the I Street Bridge Deck Conversion for Active Transportation project as agreed between the cities.

PS&E Review and Backcheck
The Kimley-Horn team will backcheck incorporation of 65% comments previously provided and provide review comments on the design team’s delivery of the 95% and Final 100% PS&E package, including the following activities:
• Evaluate whether design team is following the current City of West Sacramento requirements
• Review and evaluate whether engineering technical reports—such as foundation, hazardous materials, and drainage—are consistent with design documents
• Arrange for and facilitate meetings that may be required to resolve technical project issues or concerns with design team, internal departments, and external stakeholders. Up to five meetings have been budgeted
• Perform review of design for compatibility with recently constructed improvements, such as the Riverwalk Trail
improvements, and ongoing projects, including the Task 2 project and Bridge District development plans. Any issues that are identified will be brought forth to the City of West Sacramento for resolution and direction on next steps
• Participate in constructability reviews and other reviews as may be required
• Compile comments from all disciplines and departments for submittal to City of Sacramento project manager to be shared with design team
Issue Direction, Clarifications and Changes
The Kimley-Horn team will coordinate with City of Sacramento project manager to provide directions, clarifications and changes on design issues that arise in collaboration with the City of West Sacramento team.

Up to an average of four hours per week for 20 months has been budgeted for design input and review oversight.

Attachment 1
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CMSR for I Street Bridge Replacement
and Deck Conversion Projects
City of West Sacramento  RSSB86007.2023  30
Construction Support
Coordination with Construction Management (CM) Team
The Kimley-Horn team will coordinate with the City of Sacramento CM team, led by the Resident Engineer, to monitor construction schedule, facilitate City of West Sacramento departmental approval and inform the City of West Sacramento communications team of public announcements such as traffic alerts and upcoming activities that may require outreach. Up to an average of 1.5 hours per week for 18 months has been budgeted.

Site Observation and Reporting
The Kimley-Horn team will coordinate with the City of Sacramento CM team, led by the Resident Engineer, to visit the site to observe work progress and report to the City of West Sacramento department key personnel for the timely transmission of information. Up to an average of

1.5 hours per week for 18 months has been budgeted.

Documentation
The Kimley-Horn team will coordinate with the City of Sacramento CM team, led by the Resident Engineer, to document site changes on the City of West Sacramento side, including deviation from the design, schedule, and approved traffic management plan. The Kimley-Horn team will inform and consult with department key staff as appropriate. Up to an average of 1.5 hours per week for 18 months has been budgeted.

Project Closeout
Project closeout activities will not be included during this contract duration. The scope of services for project closeout will be developed, negotiated, and amended as appropriate.

Task 2 – I Street Bridge Deck Conversion Scope of Services This scope of services is specifically based on providing the consultant in a management support role to the City of West Sacramento for the preliminary engineering, environmental clearance, final design, environmental permitting, and construction of the I Street Bridge Deck Conversion Active Transportation project. This scope of services anticipates the project duration of 36 months from Notice to Proceed (NTP) in January 2024 to December 2026. Based on the current status of the I Street Bridge Deck Conversion project, we understand that the project will be ready for advertisement by Winter 2025 with construction beginning in Winter/Spring 2026. The project will be in the first year of construction by December 2026.

Project Management and Partner Engagement
Project Administration
The Kimley-Horn team will prepare:
• A progress report describing the activities completed over the period • A monthly summary of total charges, including the contract budget, prior billing amount, current billing, total billed to date, and total percent billed to date
Direct Project Development
The Kimley-Horn team will provide the environmental, design and construction management teams, in coordination with the City of Sacramento on the I Street Bridge Replacement and Sacramento Valley Station-Regional Bus Mobility Hub (Sac Valley Mobility) projects, for the following with support from the City of West Sacramento team:

Preliminary Engineering and Environmental Clearance
Directions to the design team on design and environmental clearance procedures.

Final Design, Environmental Permitting and Right-of-Way Directions to design team on design and environmental permitting requirements and right-of-way procedures.

Attachment 1
52 23-058-RFQ
CMSR for I Street Bridge Replacement
and Deck Conversion Projects
City of West Sacramento  RSSB86007.2023  31
Construction
Directions to the construction management team on process for construction scheduling and inspection process for improvements on the project, including coordination with adjacent City of Sacramento projects.

Coordination with Internal Departments
The Kimley-Horn team will establish working relationships with City of West Sacramento Departments to facilitate joint direction and delivery of the project. Coordination includes planning and development of future projects that may be impacted by this project, operations and maintenance by the City of West Sacramento, emergency responders’ requirements, and any department-specific requests for this project.

Coordination with External Partners
The Kimley-Horn team will coordinate with the Caltrans District Local Assistance Engineer (DLAE), City of Sacramento project managers, resource permit agencies, and utility providers to deliver this project through environmental clearance, final design, and into construction. We will serve as the liaison between the Task 1 and Task 2 projects to provide information to this project to minimize design and construction conflicts and incorporate requirements into the PS&E as appropriate. We will support the Cities to prepare for procurement for the construction phase and develop cooperative agreement language for construction and maintenance.

Meetings and Conferences
The Kimley-Horn team will participate in the following:
• Weekly 1-hour coordination meeting with the City of West Sacramento team
• Biweekly 0.5-hour meeting with the cities of West
Sacramento and Sacramento
• Monthly 1-hour PDT meetings for final design phase from January 2023 through December 2025
• Monthly 1-hour construction progress meetings from January 2026 to December 2026
• Focus coordination meetings for general coordination (up to 20 meetings)
• Pre-proposal meeting for construction management services • Pre-bid meeting for construction contractor
• Meeting for bid results with City of West Sacramento personnel • Pre-construction meeting arranged by Resident Engineer • Quarterly meeting with Caltrans Office of Local Assistance Outreach Support and Stakeholder Presentations
The Kimley-Horn team will support the City of West Sacramento for outreach efforts. This task includes:
• Quarterly support to prepare presentations or staff report to the City Council • Stakeholder meetings with impacted businesses or residents (up to eight meetings) • Coordination with design team, the City of Sacramento project manager and West Sacramento communications team for public engagement and updating of webpage information as project advances Up to an average of six hours per week for 36 months has been budgeted for project management and partner engagement.

Project Controls and Contract Management
Project Controls
The Kimley-Horn team will perform internal project controls to monitor team budget and schedule, including allocation of resources to perform milestone-driven tasks.

Schedule and Financial Oversight
The Kimley-Horn team will work with City of West Sacramento key personnel, the City of Sacramento project manager, and the design team to review the environmental clearance, design and construction schedules as well as the project’s financial plan for funding each phase. Project phases include preliminary engineering and environmental clearance, final design and permitting, right-of-way negotiation and acquisition, pre-construction and bidding, and construction. The Kimley-Horn team will support the City of West Sacramento to monitor currently programmed funding, assess project budgetary needs, and identify and secure funding sources for the construction phase.

Attachment 1
53 23-058-RFQ
CMSR for I Street Bridge Replacement
and Deck Conversion Projects
City of West Sacramento  RSSB86007.2023  32
Invoice Review and Payment Approvals
The Kimley-Horn team will review invoices and prepare progress reports from the design consultant and the City of Sacramento. We will work with the internal team to monitor that spending from both cities are consistent with the terms of the cooperative agreements. We will manage the design consultant’s design contract, and review and negotiate future amendments with approval from department key personnel. The Kimley-Horn team will also prepare the documentation required for reimbursement from Caltrans DLAE for through the appropriate funding source.

Project Documents
The Kimley-Horn team will establish a project filing structure to document project history, review documents, decisions made, and action items as appropriate for the project development. Documentation will include those required for DLAE for approval and appropriation of funding, and reimbursement history.

Quality Audits
The Kimley-Horn team’s QC/QA manager, Edwin Xie, P.E., will perform audit of each deliverable by design team to verify that the quality management plan/review process is being followed.

Up to an average of three hours per week for 36 months has been budgeted for project controls and contract management.

Design Input and Review Oversight
Project Environmental Studies, Document, and Permits
The Kimley-Horn team will provide review of technical environmental studies and document, resource agency permits and agreements for this project. The Kimley-Horn team will verify that the CPUC GO 88-B of the I Street Bridge Replacement project will include provisions for the I Street Bridge Deck Conversion for Active Transportation project as agreed between the cities. The Kimley-Horn team will coordinate with all disciplines and departments and the City of Sacramento project manager for review then compile comments to be shared with design team.

PS&E Review and Backcheck
The Kimley-Horn team will provide review comments on the design team’s delivery of the 35%, 65%, 95% and Final 100% PS&E package, including the following activities:
• Evaluate whether design team is following the project requirements • Review and evaluate whether engineering technical reports, such as foundation, hazardous materials and drainage, are consistent with design documents
• Arrange for and facilitate meetings that may be required to resolve technical project issues or concerns with design team, internal departments, and external stakeholders. Up to 15 meetings has been budgeted
• Perform review of design for compatibility with recently constructed improvements, such as the Riverwalk Trail
improvements, and ongoing projects, including the Task 1 project, Sac Valley Mobility project, and Bridge District development plans.

Any issues that are identified will be brought forth to the City of West Sacramento for resolution and direction on next steps • Participate in constructability reviews and other reviews as may be required
• Compile comments from all disciplines and departments, City of Sacramento, and Caltrans for sharing with design team
Issue Direction, Clarifications and Changes
The Kimley-Horn team will collaborate with the City of West Sacramento team to provide directions, clarifications and changes on design issues that arise in coordination with City of Sacramento project manager and Caltrans DLAE.

Up to an average of six hours per week for 28 months has been budgeted for design input and review oversight.

Construction Support
Coordination with Construction Management (CM) Team
The Kimley-Horn team will coordinate with the CM team, led by the Resident Engineer, to monitor construction schedule, facilitate the Cities of West Sacramento and Sacramento’s departmental approval and inform the Cities’ communications team of public announcements such as traffic alerts and upcoming activities that may require outreach. Up to an average of 2.5 hours per week for 12 months has been budgeted.

Attachment 1
54 23-058-RFQ
CMSR for I Street Bridge Replacement
and Deck Conversion Projects
City of West Sacramento  RSSB86007.2023  33
Site Observation and Reporting
The Kimley-Horn team will coordinate with the CM team, led by the Resident Engineer, to visit the site to observe work progress and report to the Cities of West Sacramento and Sacramento’s project manager and key personnel for the timely transmission of information. Up to an average of three hours per week for 12 months has been budgeted.

Documentation
The Kimley-Horn team will coordinate with the City of West Sacramento CM team, led by the Resident Engineer, to document site changes on both sides of the cities, including deviation from the design, schedule, and approved traffic management plan. The Kimley-Horn team will inform and consult with department key staff as appropriate. The Kimley-Horn team will share information with the Task 1 project management and construction team for coordination of activities to minimize public disruption. Up to an average of two hours per week for 12 months has been budgeted.

Project Closeout
Project closeout activities will not be included during this contract duration. The scope of services for project closeout will be developed, negotiated, and amended as appropriate.

Attachment 1
55 Kimley Horn and Associates
CPE24-029 – I Street Bridge Replacement
Expires December 31, 2026
2388811.1 7203.543 37 rev 12/4/23
EXHIBIT B – SCHEDULE OF PERFORMANCE
Attachment 1
56 Kimley Horn and Associates
CPE24-029 – I Street Bridge Replacement
Expires December 31, 2026
2388811.1 7203.543 38 rev 12/4/23
EXHIBIT C – SCHEDULE OF FEES
Attachment 1
57 COST PROPOSAL 1
Note: Mark-ups are Not Allowed
Consultant
Project No. Contract No. Date 1/29/2024

DIRECT LABOR
Hours
1095
15 20
40 45
260
0 0
0 0
0 260
85 LABOR COSTS
a) Subtotal Direct Labor Costs
b) Anticipated Salary Increases (see Anticipated Salary Increases page for calculation) c) TOTAL DIRECT LABOR COSTS [(a) + (b)] $ 140,028.66

INDIRECT COSTS
d) Fringe Benefits ( Rate: 0.00% ) e) Total Fringe Benefits [(c) x (d)] $ - f) FCCM ( Rate: 0.45% ) $ 630.13
h) Overhead ( Rate: 190.79% ) i) Overhead [(c) x (h)] $ 267,160.68 j) TOTAL INDIRET COSTS [(e) + (g) + (i)] $ 267,790.81
FIXED FEE k) TOTAL FIXED FEE [(c) + (e) + (i)* fixed fee 10% ] $ 40,718.93 Quantity Unit
l) TOTAL OTHER DIRECT COSTS $ 2,000.00
Subconsultant 1: $ 39,569.04
Subconsultant 2: $
Subconsultant 3: $
Subconsultant 4: $
$ 39,569.04
$ 41,569.04
$ 490,107.45
COST PROPOSAL 1

COST-PLUS-FIXED FEE OR LUMP SUM OR FIRM FIXED PRICE CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES)
Kimley-Horn and Associates, Inc.

Project Manager Lam, Sherina $82.70 90,556.50 $
Principal-in-Charge Mehta, Parag $123.32 1,849.80 $
TASK 1
Classification/Title Name Actual Hourly Rate Total
ADA Patel, Akash $62.50 2,812.50 $
Civil and Signal/Lighting Wong, Wai Kei (Felix) $71.94 18,704.40 $ QC/QA Manager Edwin Xie $67.50 $ 1,350.00
Environmental Jewell, Alex $85.24 $ 3,409.60
Analyst II TBD $46.54 $ -
Analyst I TBD $40.88 $ 10,628.80
Sr. Professional II TBD $104.74 $ -
Sr. Professional I TBD $74.24 $ -
Professional II TBD $67.50 $ -
Professional I TBD $55.16 $ -
g) FCCM [(c) x (f)
l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE
Description of Item Unit Cost Total
Travel/Mileage $0.00 $ 2,000.00
Project Support TBD $42.98 $ 3,653.30
$ 132,964.90
$ 7,063.76
$0.00 $ -
m) SUBCONSULTANTS' COSTS
MGE Engineering
$0.00 $ -
$0.00 $ -
TOTAL COST [(c) + (j) + (k) + (n)]
(m) TOTAL SUBCONSULTANS' COSTS
(n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)] Prime Consultant Subconsultant 2nd Tier Subconsultant

Attachment 1
58 COST PROPOSAL 1

1. Calculate average hourly rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Direct Labor
Subtotal
per Cost
Proposal
Total Hours
per Cost
Proposal
Avg Hourly
Rate
$132,964.90 / 1820 = $73.06 Year 1 Avg Hourly Rate

2. Calculate hourly rate for all periods (Increase the Average hourly rate for a period by proposed escalation %) Avg Hourly
Rate
Proposed
Escalation
Year 1 $73.06 + 5% = $76.71
Year 2 $76.71 + 5% = $80.55
Year 3 $80.55 + 5% = $84.57 Year 4 Avg Hourly Rate
Year 4 $84.57 + 5% = $88.80 Year 5 Avg Hourly Rate
Estimated %
Completed
Each Period
Total Hours
per Cost
Proposal
Total Hours
per Period
Year 1 20.00% * 1820 = 364 Estimated Hours Year 1
Year 2 55.00% * 1820 = 1001 Estimated Hours Year 2
Year 3 25.00% * 1820 = 455 Estimated Hours Year 3
Year 4 0.00% * 1820 = 0 Estimated Hours Year 4
Year 5 0.00% * 1820 = 0 Estimated Hours Year 5
Total 100% Total = 1820

4. Calculate Total Costs including Escalation (Multiply average hourly rate by the number of hours) Avg Hourly
Rate
Estimated
Hours
(calculated
above)
(calculated
above)
Year 1 $73.06 * 364 = $26,592.98 Estimated Hours Year 1 Year 2 $76.71 * 1001 = $76,787.23 Estimated Hours Year 2 Year 3 $80.55 * 455 = $36,648.45 Estimated Hours Year 3 Year 4 $84.57 * 0 = $0.00 Estimated Hours Year 4
Year 5 $88.80 * 0 = $0.00 Estimated Hours Year 5
= $140,028.66
= $132,964.90
= $7,063.76 Transfer to Page 1
Period 1 = Contract inception through 6/30/24 Period 2 = 7/1/24 through 6/30/25 Period 3 = 7/1/25 through 6/30/26 Period 4 = 7/1/26 through 6/30/27 Period 5 = 7/1/27 through 6/30/28 COST PROPOSAL 1

COST-PLUS-FIXED FEE OR LUMP SUM OR FIRM FIXED PRICE CONTRACTS (CALCULATIONS FOR ANTICIPATED SALARY INCREASES)

3. Calculate estimated hours per year (Multiply estimate % each period by total ho Cost
Per Period
5 Year
Contract Duration
Year 2 Avg Hourly Rate
Year 3 Avg Hourly Rate
Total Direct Labor Cost with Escalation
Direct Labor Subtotal before escalation
Estimated total of Direct Labor Salary

Attachment 1
59 COST PROPOSAL 1
Name: Title*:

Signature: Date of Certification (mm/dd/yyyy): 1/29/2024 Email: Phone Number:

Address:

List services the consultant is providing under the proposed contract:

Certification of Direct Costs:

I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in

1. Generally Accepted Accounting Principles (GAAP)

2. Terms and conditions of the contract

3. Title 23 United States Code Section 112 - Letting of Contracts

4. 48 Code of Federal Regulations Part 31 - Contract Cost Principles and Procedures COST PROPOSAL 1
[email protected] 916-858-5800
555 Capitol Mall, Suite 300, Sacramento, CA 95814
*An individual executive or financial officer of the consultant’s or subconsultant’s organization at a level no lower than a Vice President or a Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the cost proposal for the contract.

Engineering Services

5. 23 Code of Federal Regulations Part 172 - Procurement, Management, and Administration of

6. 48 Code of Federal Regulations Part 9904 - Cost Accounting Standards Board (when applicable) All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files and be in compliance with applicable federal and state requirements. Costs that are noncompliant with the federal and state requirements are not eligible for reimbursement.

Local governments are responsible for applying only cognizant agency approved or Caltrans accepted Indirect Cost Prime Consultant or Subconsultant Certifying:

Anthony Podegracz Vice President

Attachment 1
60 COST PROPOSAL 1
Note: Mark-ups are Not Allowed
Consultant
Project No. Contract No. Date 11/22/2023

DIRECT LABOR
Hours
28 34
36 30
43 0
0 0

LABOR COSTS
a) Subtotal Direct Labor Costs
b) Anticipated Salary Increases (see Antcipated Salary Increases page for calculations) c) Total Direct Labor Costs [(a) + (b)] $ 17,090.39

INDIRECT COSTS
d) Fringe Benefits ( Rate: 36.64% ) e) Total Fringe Benefits [(c) x (d)] $ 6,261.92 f) Overhead ( Rate: ) $ -
h) General and Administrative ( Rate: 73.84% ) i) Gen & Admin [(c) x (h)] $ 12,619.55 j) Total Indirect Costs [(e) + (g) + (i)] $ 18,881.47

FIXED FEE
k) TOTAL FIXED FEE [(c) + (j)]* fixed fee 10% ] $ 3,597.19 Quatity Unit
l) TOTAL OTHER DIRECT COSTS $ -
Subconsultant 1: $
Subconsultant 2: $
Subconsultant 3: $
Subconsultant 4: $
$ -
-$
$ 39,569.04
TASK 1
Classification/Title Name Actual Hourly Rate Total
COST PROPOSAL 1

COST-PLUS-FIXED FEE OR LUMP SUM OR FIRM FIXED PRICE CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES)
MGE Engineering
Sr. Structural E. Monzon $95.00 $ 3,420.00
Sr. Structural D. Vang $92.00 $ 2,760.00
Principal Structural R. Sennett $122.00 $ 3,416.00
Sr. Structural W. Sennett $80.00 $ 2,720.00
Staff Engineer Staff $34.00 $ -
Admin Staff $47.00 $ -
Sr. Geotechnical M. McIlroy $90.00 $ 3,870.00
Sr. CM Engineering J. Siemers $70.00 $ -
$0.00 $ -
$0.00 $ -
$ 16,186.00
$ 904.39
g) Overhead [(c) x (f)
l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE (Add additional pages if necessary) Description of Item Unit Cost Total
m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) (m) TOTAL SUBCONSULTANS' COSTS
$0.00 $ -
$0.00 $ -
(n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)] TOTAL COST [(c) + (j) + (k) + (n)]
Prime Consultant Subconsultant 2nd Tier Subconsultant

January 2020
Attachment 1
61 COST PROPOSAL 1

1. Calculate average hourly rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Direct Labor
Subtotal per
Cost
Proposal
Total Hours
per Cost
Proposal
Avg Hourly
Rate
$16,186.00 / 171 = $94.65 Year 1 Avg Hourly Rate

2. Calculate hourly rate for all periods (Increase the Average hourly rate for a period by proposed escalation %) Avg Hourly
Rate
Proposed
Escalation
Year 1 $94.65 + 5% = $99.39
Year 2 $99.39 + 5% = $104.36
Year 3 $104.36 + 5% = $109.57 Year 4 Avg Hourly Rate
Year 4 $109.57 + 5% = $115.05 Year 5 Avg Hourly Rate

3. Calculate estimated hours per year (Multiply estimate % each period by total hours) Estimated %
Completed
Each Period
Total Hours
per Cost
Proposal
Total Hours
per Period
Year 1 25.00% * 171 = 42.75 Estimated Hours Year 1
Year 2 40.00% * 171 = 68.4 Estimated Hours Year 2
Year 3 35.00% * 171 = 59.85 Estimated Hours Year 3
Year 4 0.00% * 171 = 0 Estimated Hours Year 4
Year 5 0.00% * 171 = 0 Estimated Hours Year 5
Total 100% Total = 171

4. Calculate Total Costs including Escalation (Multiply average hourly rate by the number of hours) Avg Hourly
Rate
Estimated
Hours
(calculated
above)
(calculated
above)
Year 1 $94.65 * 42.75 = $4,046.50 Estimated Hours Year 1 Year 2 $99.39 * 68.4 = $6,798.12 Estimated Hours Year 2 Year 3 $104.36 * 59.85 = $6,245.77 Estimated Hours Year 3 Year 4 $109.57 * 0 = $0.00 Estimated Hours Year 4
Year 5 $115.05 * 0 = $0.00 Estimated Hours Year 5
= $17,090.39
= $16,186.00
= $904.39 Transfer to Page 1

COST-PLUS-FIXED FEE OR LUMP SUM OR FIRM FIXED PRICE CONTRACTS (CALCULATIONS FOR ANTICIPATED SALARY INCREASES)
5 Year
Contract Duration
COST PROPOSAL 1
Cost
Per Period
Total Direct Labor Cost with Escalation
Year 2 Avg Hourly
Year 3 Avg Hourly
Direct Labor Subtotal before escalation
Estimated total of Direct Labor Salary Increase

January 2020
Attachment 1
62 COST PROPOSAL 1
Name: Title*:

Signature: Date of Certification (mm/dd/yyyy): 11/22/2023 Email: Phone Number:

Address:

List services the consultant is providing under the proposed contract:

2. Terms and conditions of the contract

3. Title 23 United States Code Section 112 - Letting of Contracts

4. 48 Code of Federal Regulations Part 31 - Contract Cost Principles and Procedures

5. 23 Code of Federal Regulations Part 172 - Procurement, Management, and Administration of

6. 48 Code of Federal Regulations Part 9904 - Cost Accounting Standards Board (when applicable) All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files and be in compliance with applicable federal and state requirements. Costs that are noncompliant with the federal and state requirements are not eligible for reimbursement.

COST PROPOSAL 1
Certification of Direct Costs:

I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are actual, reasonable, and allocable to the contract in accordance with the contract terms and the following requirements:

1. Generally Accepted Accounting Principles (GAAP)
7415 Greenhaven Drive, Sacramento, CA 95831
*An individual executive or financial officer of the consultant’s or subconsultant’s organization at a level no lower than a Vice President or a Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the cost proposal for the contract.

Structural and Geotechnical Engineering Services
Local governments are responsible for applying only cognizant agency approved or Caltrans accepted Indirect Cost Prime Consultant or Subconsultant Certifying:

H. Fred Huang President
[email protected] (916) 421-1000

January 2020
Attachment 1
63 Kimley Horn and Associates
CPE24-029 – I Street Bridge Replacement
Expires December 31, 2026
2388811.1 7203.543 39 rev 12/4/23
EXHIBIT D – CERTIFICATE OF COMPLIANCE WITH LABOR CODE § 3700 [Labor Code § 1861]
I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.

Kimley-Horn and Associates, Inc.

By: _________________________
Parag Mehta, Vice President
Attachment 1
64 Kimley Horn and Associates
CPE24-029 – I Street Bridge Replacement
Expires December 31, 2026
2388811.1 7203.543 40 rev 12/4/23
EXHIBIT E – LABOR COMPLIANCE

1. PREVAILING WAGE
A. The Work contemplated herein constitutes a public work within the meaning of Labor Code sections 1720 and 1771. It shall be mandatory upon the Consultant and upon any Subcontractor, to pay not less than the said specified prevailing rates of wages to all workers employed by them under the Contract in accordance with Labor Code section 1774. The Director of the Department of Industrial Relations ("DIR") of the State of California has determined the general prevailing rate of wages of per diem wages in the locality in which the work is to be performed for each craft or type of worker needed to execute the Contract. The Consultant acknowledges that it has examined the prevailing rate of per diem wages as established by the DIR. Copies of the current schedules for prevailing wages are on file at City Hall. The contents of those schedules are incorporated herein as if set forth in full. The Consultant shall post a copy of the applicable prevailing wage determinations at each job site, along with any other work place posters required by law.

B. The City will not recognize any claims for additional compensation because of the payment of prevailing wages. The possibility of wage increases is one of the elements to be considered by the Consultant in determining its proposal, and will not under any circumstances be considered as the basis of a claim against the City.

C. By executing this Contract Consultant warrants that it has registered with the Department of Industrial Relations in accordance with Labor Code section 1725.5.

2. PREVAILING WAGE RECORDS
A. The Consultant and each subconsultant shall keep an accurate payroll record as mandated by Labor Code §1776 and as defined in 8 CCR §16000 which shows the name, address, social security number, correct work classification (in accordance with the wage decision), both straight and overtime worked each day and week, and hourly rate of pay, gross wages earned, deductions made and net wages paid to each journeyman, apprentice, worker or other employee paid by the Consultant /subcontractor in connection with the Work. These payroll records shall be certified by a written declaration that it is made under penalty of perjury, stating both the information contained in the payroll record is true and correct and the employer has complied with the requirements of Labor Code §1771, §1811, and §1815 for any work performed by his or her employees on the public works project. Payroll records shall be made available at Consultant's principal office. These records shall be maintained during the course of the Work. The Consultant and all subcontractors shall make the certified payroll records available for inspection by City representatives upon request and shall permit such representatives to interview employees during the work hours on the job site.

The public shall not be given access to certified payroll records by the CONSULTANT. The CONSULTANT is required to forward any requests for certified payrolls to the THE CITY Contract Administrator by both email and regular mail on the business day following receipt of the request.

B. The City shall notify the Consultant in writing of any discrepancies or violations that are discovered during such inspections. Written notification pursuant to this Section shall include the actions that will be necessary to resolve the discrepancies and/or violations. The Consultant shall be held entirely responsible for the prompt resolution of all non-compliances with the prevailing wage laws, including those pertaining to all subcontractors and any lower-tier subcontractors. The Consultant shall forfeit as penalty to the City the amount specified by law for each calendar day or portion thereof for each worker (whether employed by the Consultant or any subcontractor) paid less than Attachment 1
65 Kimley Horn and Associates
CPE24-029 – I Street Bridge Replacement
Expires December 31, 2026
2388811.1 7203.543 41 rev 12/4/23
the stipulated prevailing rates for any work done under the Contract in violation of the provisions of the Labor Code and in particular, Section 1775.

C. To the extent applicable, Consultant and subcontractors shall maintain and furnish to the Department of Industrial Relations ("DIR"), a certified copy of each weekly payroll (but no less often than monthly), with a statement of compliance signed under penalty of perjury. Such certified payroll reports shall be transmitted electronically to the DIR.

D. The City will not recognize any claims for additional compensation because of the payment of the prevailing wages. The possibility of wage increases is one of the elements to be considered by the Consultant in entering into the Contract, and will not under any circumstances, other than delays caused by the City, or the City’s agents, be considered as the basis of a claim against the City.

3. Labor Discrimination
Attention is directed to Section 1735 of the Labor Code, which reads as follows:
“No discrimination shall be made in the employment of persons upon public works because of their race, color, national origin or ancestry, physical handicap, mental condition, marital status, or sex of such person, except as provided in Section 12940 of the Government Code, and every General Contractor for public works violating this section is subject to all the penalties imposed for a violation of this chapter.”

4. Eight-Hour Day Limitation
(a) In accordance with the provisions of the Labor Code, and in particular, Sections 1810 to 1815 thereof, inclusive, incorporated herein by reference, eight hours labor shall constitute a day's work, and no worker in the employ of Consultant, or any Subcontractor, doing or contracting to do any part of the work contemplated by the Contract, shall be required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of those provisions; provided that subject to Labor Code Section 1815, a worker may perform work in excess of either eight (8) hours per day or forty (40) hours during any one week upon compensation for all hours worked in excess of eight (8) hours per day or forty (40) hours during any one week at not less than one and one-half times the basic rate of pay. (b) The Consultant and each Subcontractor shall also keep an accurate record showing the names and actual hours worked of all workers employed by them in connection with the Contract. This record shall be open at all reasonable hours to the inspection of the City. It is hereby further agreed that, except as provided in (a) above, the Consultant shall forfeit as a penalty to the City the sum of twenty-five dollars ($25) for each worker employed in the performance of the Contract by the Consultant or by any of its Subcontractors for each calendar day during which such worker is required or permitted to labor more than eight (8) hours in and one calendar day and forty (40) hours in any one calendar week in violation of Sections 1810 through 1815.

5. Compliance with State Requirements for Employment of Apprentices (a) The Consultant's attention is directed to Section 1777.5 of the Labor Code. Provisions of said Section pertaining to employment of registered apprentices are hereby incorporated by reference into this Contract. As applicable, the Consultant or any Subcontractor employed by the Consultant in the performance of this Contract shall take such actions as necessary to comply with the provisions of Section 1777.5.

Attachment 1
66 Kimley Horn and Associates
CPE24-029 – I Street Bridge Replacement
Expires December 31, 2026
2388811.1 7203.543 42 rev 12/4/23
Attachment 1
67 Kimley Horn and Associates
CPE24-029 – I Street Bridge Replacement
Expires December 31, 2026
2388811.1 7203.543 43 rev 12/4/23
EXHIBIT F – FEDERAL CONTRACT PROVISIONS
2 C.F.R. § 200.326 and 2 C.F.R. Part 200, Appendix II, Required Contract Clauses In the event of any contradictions or inconsistencies between these provisions and the provisions of the Contract itself, the terms of this Exhibit shall control.

1. TERMINATION FOR CAUSE
A. In the event of any default by the Consultant as described below, the City may, after giving ten (10) days’ written notice to the Consultant, terminate the Consultant’s right to proceed with the Work or any part of the Work in the City’s sole discretion. Events of default include:
a. Failure or refusal to prosecute the Work, or any separable part thereof, with such diligence as will ensure the completion within the time specified in the Contract, or any extension thereof, or failure to complete said work within such time. b. Filing of bankruptcy by the Consultant, or the making of a general assignment for the benefit of its creditors, or appointment of a receiver on account of Consultant’s insolvency without discharge of the receiver within ten (10) days after its appointment. c. Failure to make prompt payments to Subcontractors or suppliers. d. Persistent disregard of laws, ordinances, or the instructions of the City, or other substantial violation of any provision of the Contract.

B. In the event the right of the Consultant to proceed with the Work, or any portion thereof, has been terminated because of the default of the Consultant and the Consultant has been given ten (10) days’ notice to cure such fault and has not done so, the City may take over the Work and prosecute the same to completion by contract or any other method the City deems expedient, and may take possession of and utilize in completing the Work such materials, appliances, equipment and plant as may be on the site of the Work and necessary therefore. In such event, the Consultant and its sureties shall be liable for all damages including costs of managerial and administrative services, engineering, legal and other consultant fees, and liquidated damages sustained or incurred by the City.

C. Upon termination, the Consultant shall not be entitled to receive any further payment until the Work is finished. If upon completion of the Work the total cost to the City, including engineering, legal and other consultant fees, costs of managerial and administrative services, construction costs, and liquidated damages shall be less than the amount which would have been paid if the Work had been completed by the Consultant in accordance with the terms of the Contract, then the difference shall be paid to the Consultant in the same manner as the final payment under the Contract. If the total cost incurred by the City on account of termination of the Contract and subsequent completion of the Work by the City by whatever method the City may deem expedient shall exceed said amount which the Consultant would otherwise have been paid, the Consultant and its sureties shall be liable to the City for the full amount of such excess expense.

D. The rights and remedies of the City provided in this section are in addition to any of the rights and remedies provided by the law or under this Contract.

2. EQUAL EMPLOYMENT OPPORTUNITY
41 CFR Part 60-1.4b
During the performance of this contract, the contractor agrees as follows A. The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The contractor will Attachment 1
68 Kimley Horn and Associates
CPE24-029 – I Street Bridge Replacement
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take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following:

Employment, upgrading, demotion, or transfer, recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause.

B. The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.

C. The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information.

D. The contractor will send to each labor union or representative of workers with which it has a collective bargaining Contract or other contract or understanding, a notice to be provided by the agency contracting officer, advising the labor union or workers' representative of the contractor's commitments under section 202 of Executive Order 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.

E. The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.

F. The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.

G. In the event of the contractor's non-compliance with the nondiscrimination clauses of this contract or with any of such rules, regulations, or orders, this contract may be canceled, terminated or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.

H. The contractor will include the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that in the event the contractor becomes involved in, or is threatened with, litigation with a subcontractor or Attachment 1
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vendor as a result of such direction, the contractor may request the United States to enter into such litigation to protect the interests of the United States.

3. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR CONTRACT (F) Rights to Inventions Made Under a Contract or Contract.

If the Federal award meets the definition of “funding Contract” under 37 CFR §401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding Contract,” the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Contracts,” and any implementing regulations issued by the awarding agency.

OWNERSHIP OF DATA
A. It is mutually agreed that all materials prepared by CONSULTANT under this CONTRACT shall become the property of City, and CONSULTANT shall have no property right therein whatsoever.

Immediately upon termination, City shall be entitled to, and CONSULTANT shall deliver to City, reports, investigations, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not, and other such materials as may have been prepared or accumulated to date by CONSULTANT in performing this CONTRACT which is not CONSULTANT’s privileged information, as defined by law, or CONSULTANT’s personnel information, along with all other property belonging exclusively to City which is in CONSULTANT’s possession. Publication of the information derived from work performed or data obtained in connection with services rendered under this CONTRACT must be approved in writing by City.

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

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

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

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

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

4. CLEAN AIR ACT
(G) Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251- 1387), as amended—Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non-Federal award to agree to comply with all applicable standards, orders or regulations issued Attachment 1
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pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA).

The contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq.

A. The contractor agrees to report each violation to the City of West Sacramento and understands and agrees that the City of West Sacramento will, in turn, report each violation as required to assure notification to the State of California, Federal Emergency Management Agency, and the appropriate Environmental Protection Agency Regional Office.

B. The contractor agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FEMA.

5. FEDERAL WATER POLLUTION CONTROL ACT
A. The contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq.

B. The contractor agrees to report each violation to the City of West Sacramento and understands and agrees that the City of West Sacramento will, in turn, report each violation as required to assure notification to the State of California, Federal Emergency Management Agency, and the appropriate Environmental Protection Agency Regional Office.

C. The contractor agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FEMA.

6. DEBARMENT AND SUSPENSION
(H) Debarment and Suspension (Executive Orders 12549 and 12689)—A contract award (see 2 CFR 180.220) must not be made to parties listed on the governmentwide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549.

A. This contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such the contractor is required to verify that none of the contractor, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. §180.940) or disqualified (defined at 2 C.F.R. § 180.935).

B. The contractor must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into.

C. This certification is a material representation of fact relied upon by the City of West Sacramento.

If it is later determined that the contractor did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the City of West Sacramento, the Federal Government may pursue available remedies, including but not limited to suspension Attachment 1
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and/or debarment. The City will insure the Contractor and any lower participants are not debarred by checking the government’s System Award Management (SAM).

D. The bidder or proposer agrees to comply with the requirements of 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions.

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

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

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

3. Does not have a proposed debarment pending; and

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

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

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

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

8. BYRD ANTI-LOBBYING AMENDMENT 31 U.S.C. § 1352 (AS AMENDED) (I) Byrd Anti-Lobbying Amendment (31 U.S.C. 1352)—Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the nonFederal award.

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Contractors who apply or bid for an award of $100,000 or more shall file the required certification (see Appendix A, 44 C.F.R Part 18 – Certification Regarding Lobbying). Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Each tier shall also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient.

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

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

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

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

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

9. NO OBLIGATION BY FEDERAL GOVERNMENT
A. The Federal Government is not a party to this contract and is not subject to any obligations or liabilities to the non-Federal entity, Consultant, or any other party pertaining to any matter resulting from the contract.

10. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES

OR EQUIPMENT
(K) §200.216 Prohibition on certain telecommunications and video surveillance services or equipment.
(a) Recipients and subrecipients are prohibited from obligating or expending loan or grant funds to:
(1) Procure or obtain;
(2) Extend or renew a contract to procure or obtain; or Attachment 1
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(3) Enter into a contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. As described in Public Law 115-232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). (i) For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities). (ii) Telecommunications or video surveillance services provided by such entities or using such equipment. (iii) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country.
(b) In implementing the prohibition under Public Law 115-232, section 889, subsection (f), paragraph (1), heads of executive agencies administering loan, grant, or subsidy programs shall prioritize available funding and technical support to assist affected businesses, institutions and organizations as is reasonably necessary for those affected entities to transition from covered communications equipment and services, to procure replacement equipment and services, and to ensure that communications service to users and customers is sustained.
(c) See Public Law 115-232, section 889 for additional information. (d) See also §200.471."
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FEDERAL CONTRACT FOR PROFESSIONAL SERVICES

TABLE OF CONTENTS

1. SCOPE OF SERVICES: ..................................................................................................4

2. TERM OF CONTRACT ....................................................................................................5

3. COMPENSATION: ............................................................................................................5

4. COST PRINCIPLES AND ADMINISTRATIVE REQUIREMENTS ............................7

5. EQUIPMENT PURCHASE AND OTHER CAPITAL EXPENDITURES ....................8

6. PROMPT PAYMENT FROM THE CITY TO CONSULTANT .....................................8

7. AMENDMENTS, CHANGES OR MODIFICATIONS ...................................................9

8. EXTENSIONS OF TIME ..................................................................................................9

9. TERMINATION ..................................................................................................................9

10. FUNDING REQUIREMENTS ........................................................................................10

11. PROPERTY OF CITY .....................................................................................................10

12. RECORD RETENTION ..................................................................................................11

13. AUDIT/AUDIT REVIEW..................................................................................................11

14. COMPLIANCE WITH ALL LAWS: ................................................................................13

15. WARRANTIES AND RESPONSIBILITIES - CONSULTANT ...................................13

16. SUBCONTRACTING ......................................................................................................14

17. PROMPT PROGRESS PAYMENT ..............................................................................14

18. ASSIGNABILITY..............................................................................................................15

19. DISADVANTAGED BUSINESS ENTERPRISES (DBE) PARTICIPATION ...........15

20. INTEREST IN CONTRACT ...........................................................................................22

21. MATERIALS CONFIDENTIAL ......................................................................................23

22. LIABILITY OF CONSULTANT-NEGLIGENCE ...........................................................24 Attachment 2
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23. INDEMNITY AND LITIGATION COSTS ......................................................................24

24. CLAIMS FILED BY THE CITY’S CONSTRUCTION CONTRACTOR ....................24

25. DISPUTES........................................................................................................................24

26. CONSULTANT TO PROVIDE INSURANCE ..............................................................25

27. NON-DISCRIMINATION CLAUSE AND STATEMENT OF COMPLIANCE ..........27

28. TITLE VI ASSURANCES ...............................................................................................28

29. CONTRACT: ENTIRE CONTRACT .............................................................................33

30. NOTICE ............................................................................................................................33

31. MISCELLANEOUS PROVISIONS: ..............................................................................34 EXHIBIT A – CONSULTANT PROPOSAL/SCOPE OF WORK .........................................36 EXHIBIT B – SCHEDULE OF PERFORMANCE ..................................................................37 EXHIBIT C – SCHEDULE OF FEES .......................................................................................38 EXHIBIT D – CERTIFICATE OF COMPLIANCE WITH LABOR CODE § 3700 .............39 EXHIBIT E – LABOR COMPLIANCE .....................................................................................40 EXHIBIT F – FEDERAL CONTRACT PROVISIONS ...........................................................43

1. TERMINATION FOR CAUSE .......................................................................................43

2. EQUAL EMPLOYMENT OPPORTUNITY ...................................................................43

3. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR
CONTRACT .....................................................................................................................45

4. CLEAN AIR ACT .............................................................................................................45

5. FEDERAL WATER POLLUTION CONTROL ACT ....................................................46

6. DEBARMENT AND SUSPENSION..............................................................................46

7. NATIONAL LABOR RELATIONS BOARD CERTIFICATION ..................................47

8. BYRD ANTI-LOBBYING AMENDMENT 31 U.S.C. § 1352 (AS
AMENDED) ......................................................................................................................47

9. NO OBLIGATION BY FEDERAL GOVERNMENT ....................................................48 Attachment 2
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10. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT ........................................................48 Attachment 2
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THIS CONTRACT is made on February 21, 2024, by and between the CITY OF WEST SACRAMENTO (“City”), and Kimley-Horn & Associates (“Consultant”).

WITNESSETH:

WHEREAS, the City desires Consultant Management Support Role services for the I Street Deck Conversion Project; and
WHEREAS, the Consultant has presented a proposal for such services to the City, dated November 29, 2023, (attached hereto as Exhibit “A”) and is duly licensed, qualified and experienced to perform those services;
NOW, THEREFORE, the parties hereto mutually agree as follows:

1. SCOPE OF SERVICES:

A. Consultant shall do all work, attend all meetings, produce all reports and carry out all activities necessary to completion of the services described in Exhibit “A” and described in Section 1.D. This Contract and its exhibits shall be known as the “Contract Documents.” Terms set forth in any Contract Document shall be deemed to be incorporated in all Contract Documents as if set forth in full therein. In the event of conflict between terms contained in these Contract Documents, the more specific term shall control. If any portion of the Contract Documents shall be in conflict with any other portion, provisions contained in the Contract shall govern over conflicting provisions contained in the exhibits to the Contract.

B. Consultant enters into this Contract as an independent contractor and not as an employee of the City. The Consultant shall have no power or authority by this Contract to bind the City in any respect. Nothing in this Contract shall be construed to be inconsistent with this relationship or status. All employees, agents, contractors or subcontractors hired or retained by the Consultant are employees, agents, contractors or subcontractors of the Consultant and not of the City. The City shall not be obligated in any way to pay any wage claims or other claims made against Consultant by any such employees, agents, contractors or subcontractors, or any other person resulting from performance of this Contract.

C. The Consultant agrees it has satisfied itself by its own investigation and research regarding the conditions affecting the work to be done and labor and materials needed, and that its decision to execute this Contract is based on such independent investigation and research.

D. Consultant Services
Consultant shall provide project management support as a Consultant Management Support Role to the City on project administration, final design, environmental permitting, right of way, and construction activities for I Street Bridge Replacement and I Street Deck Conversion projects.

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Environmental documents are not considered complete until a Caltrans District Senior Environmental Planner signs the Categorical Exclusion, A Caltrans Deputy District Director signs the Finding of No Significant Impact, or the Caltrans District Director signs the Record of Decision.

City Obligations
All data applicable to the project and in possession of the City, another agency, or government agency that are to be made available to Consultant are referred to in the Contract.

Conferences, Site Visits, Inspection of Work
This Contract provides for conferences as needed, visits to the site, and inspection of the work by representatives of the City, State, and/or FHWA. Costs incurred by Consultant for meetings, subsequent to the initial meeting shall be included in the fee Consultant Services During Construction
The extent, if any of Consultant’s services during the course of construction are specified in the Contract together with the method of payment for such services.

Documentation and Schedules
Consultant shall document the results of the work to the satisfaction of the City, and if applicable, the State and FHWA. This may include preparation of progress and final reports, plans, specifications and estimates, or similar evidence of attainment of the Contract objectives.

2. TERM OF CONTRACT
A. The services of Consultant are to commence upon execution of this Contract by the City, receipt of written notice to proceed from the City, and shall be undertaken and completed in accordance with the Schedule of Performance attached hereto and incorporated herein by this reference as Exhibit “B” and terminate on December 31, 2026.

B. Consultant’s failure to complete work in accordance with the Schedule of Performance may result in delayed compensation as described in Section 3.

C. The City Manager or his or her designee may, by written instrument signed by the Parties, extend the duration of this Contract for two additional 1-year terms in the manner provided in Section 6, provided that the extension does not require the payment of compensation in excess of the maximum compensation set forth in Section 3.A.

3. COMPENSATION:

A. The Consultant shall be paid monthly for the actual fees, costs and expenses, all time and materials required and expended, but in no event shall total compensation exceed Five Hundred Ninety Seven Thousand Thirty Seven Dollars and Forty Three Cents ($597,037.43), without City’s prior written approval as described under Section 7.

B. Consultant's fees shall be as specified in the Schedule of Fees, which is attached hereto and incorporated herein as Exhibit "C". The specified hourly rates shall include direct salary costs, employee benefits, overhead, and fee. These rates are not adjustable for Attachment 2
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the performance period set forth in the Contract without prior approval of the City following the provisions described in Section 7.

C. Said amount shall be paid upon submittal of a monthly billing showing completion of the tasks that month. Consultant shall furnish City with invoices for all expenses as well as for all materials authorized by this Contract. The invoices shall be submitted with the monthly billings. If Consultant’s performance is not in conformity with the Schedule of Performance, payments may be delayed or denied, unless the Consultant’s failure to perform in conformity with the Schedule of Performance is a documented result of the City’s failure to conform with the Schedule of Performance, or if the Schedule of Performance is extended pursuant to Section 8.

D. If the work is halted at the request of the City, compensation shall be based upon the proportion that the work performed bears to the total work required by this Contract, subject to Section 9.

E. Allowable Costs and Payments
Cost-Plus Fixed Fee

1. The method of payment for this Contract will be based on actual cost plus a fixed fee. The City will reimburse Consultant for actual costs (including labor costs, employee benefits, travel, equipment rental costs, overhead and other direct costs) incurred by Consultant in performance of the work. Consultant will not be reimbursed for actual costs that exceed the estimated wage rates, employee benefits, travel, equipment rental, overhead, and other estimated costs set forth in the approved Consultant’s Cost Proposal, unless additional reimbursement is provided for by Contract amendment. In no event, will Consultant be reimbursed for overhead costs at a rate that exceeds The City’s approved overhead rate set forth in the Cost Proposal. In the event, that the City determines that a change to the work from that specified in the Cost Proposal and Contract is required, the Contract time or actual costs reimbursable by the City shall be adjusted by Contract amendment to accommodate the changed work. The maximum total cost as specified in Section 3 shall not be exceeded, unless authorized by Contract amendment.

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

3. In addition to the allowable incurred costs, the City will pay Consultant a fixed fee of $(597,037.43). The fixed fee is nonadjustable for the term of the Contract, except in the event of a significant change in the scope of work and such adjustment is made by Contract amendment.

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

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

6. Progress payments will be made monthly in arrears based on services provided and allowable incurred costs. A pro rata portion of Consultant’s fixed fee will be included in the monthly progress payments. If Consultant fails to submit the required deliverable items according to the schedule set forth in Section 1, the City shall have the right to delay payment or terminate this Contract.

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

8. Consultant will be reimbursed promptly according to California Regulations upon receipt by the City’s Contract Administrator of itemized invoices in duplicate.

Invoices shall be submitted no later than thirty (30) calendar days after the performance of work for which Consultant is billing. Invoices shall detail the work performed on each milestone and each project as applicable. Invoices shall follow the format stipulated for the approved Cost Proposal and shall reference this Contract number and project title. Final invoice must contain the final cost and all credits due the City including any equipment purchased under the provisions of Section 5. The final invoice should be submitted within sixty (60) calendar days after completion of Consultant’s work. Invoices shall be mailed to the City’s Contract Administrator at the following address:

City of West Sacramento
David Wong, Supervising Civil Engineer
Capital Projects Department
1110 West Capitol Avenue, 1st Floor
West Sacramento, California 95691

9. The total amount payable by the City including the fixed fee shall not exceed the amount shown under Section 3.

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

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

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

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

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

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

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

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

1. Consultant shall maintain an inventory of all nonexpendable property.

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

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

6. PROMPT PAYMENT FROM THE CITY TO CONSULTANT
A. The City shall make all project progress payment within 30 days after receipt of an undisputed and properly submitted payment request from Consultant on a professional service contract. If the City fails to pay promptly, the City shall pay interest to the Consultant, which accrues at the rate of 10 percent per annum on the principal amount of a money judgment remaining unsatisfied and pro-rated as necessary. Upon receipt of the payment request, the City shall act in accordance with both of the following:

1. The City shall review each payment request as soon as feasible after receipt to verify it is a proper payment request.

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2. The City must return any payment request deemed improper by the City to the Consultant as soon as feasible, but not later than seven (7) days, after receipt. A request returned pursuant to this paragraph shall include documentation setting forth in writing the reasons why it is an improper payment request.

B. Prompt Payment Certification

1. The Consultant must submit Exhibit 9-P to the City administering the contract by the 15th of the month following the month of any payment(s). If the Consultant does not make any payments to subconsultants, supplier(s), and/or manufacturers they must report “no payments were made to subs this month” and write this visibly and legibly on Exhibit 9-P.

2. The City must verify all Exhibit 9-P information, monitor compliance with prompt payment requirements for DBE and non-DBE firms, and address any shortfalls to the DBE commitment and prompt payment issues until the end of the project.

The City must email a copy of Exhibit 9-P to [email protected] before the end of the month after receiving the Exhibit 9-P from the Consultant.

7. AMENDMENTS, CHANGES OR MODIFICATIONS
A. Amendments, changes or modifications in the terms of this Contract may be made at any time by mutual written Contract between the parties hereto and shall be signed by the persons authorized to bind the parties hereto.

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

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

8. EXTENSIONS OF TIME
A. Consultant may, for good cause, request extensions of time to perform the services required hereunder. Such extensions shall be authorized in advance by the City in writing and shall be incorporated in written amendments to this Contract or the attached Work Program in the manner provided in Section 7.

9. TERMINATION
A. This Contract may be terminated by either party, provided that the other party is given not less than 30 calendar days’ written notice (delivered by certified mail, return receipt requested) of intent to terminate.

B. The City may temporarily suspend this Contract, at no additional cost to City, provided that the Consultant is given written notice (delivered by certified mail, return receipt requested) of temporary suspension. If City gives such notice of temporary suspension, Consultant shall immediately suspend its activities under this Contract.

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

D. In the event of termination, the Consultant shall be compensated as provided for in this Contract, except as provided in Section 3. Upon termination, the City shall be entitled to all work, including but not limited to, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date in accordance with Section 11 hereof.

E. Additional provisions under Exhibit F.

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

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

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

D. The City has the option to terminate the Contract pursuant to Section 9, or by mutual Contract to amend the Contract to reflect any reduction of funds E. Contract is currently funded in whole or in part through grant funds received under the following grant[s]: Congestion Mitigation and Air Quality, Active Transportation Program, and Federal Congressional District Earmark Fund (the “Grants”), the terms of which are incorporated by reference to the grant program. Copies of the Grants and any related materials have been made available to Consultant, and Consultant shall ensure that its performance under this Contract, and that of any subcontractors, conforms to the requirements of the Grant. These requirements include, but are not necessarily limited to, compliance with the terms set forth in the provisions of this contract.

11. PROPERTY OF CITY
A. It is mutually agreed that all materials prepared by the Consultant under this Contract shall become the property of the City, and the Consultant shall have no property right therein whatsoever. Immediately upon termination, the City shall be entitled to, and the Consultant shall deliver to the City, all data, drawings, specifications, reports, estimates, summaries and other such materials as may have been prepared or accumulated to date by the Consultant in performing this Contract which is not Consultant’s privileged information, as Attachment 2
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defined by law, or Consultant’s personnel information, along with all other property belonging exclusively to the City which is in the Consultant’s possession.

12. RECORD RETENTION
A. In addition to the reports specified in this Contract, Consultant shall retain the records required by the applicable provisions of 2 CFR § 200.333, no less than three (3) years after City's final payment to Consultant under this Contract, Final Voucher is received from Caltrans, and provide the City with the reports required pursuant to 2 CFR §§ 200.328 and 200.343, and such other records and reports as the City may reasonably require in the administration of this Contract. Consultant shall keep all other necessary books and records, including property, personnel, loan documentation and financial records, in connection with the operation and services performed under this Contract, in accordance with 2 CFR §200.333.

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

13. AUDIT/AUDIT REVIEW
A. Any dispute concerning a question of fact arising under an interim or post audit of this Contract that is not disposed of by Contract, shall be reviewed by the City’s Chief Financial Officer.

B. Not later than thirty (30) calendar days after issuance of the final audit report, Consultant may request a review by the City’s Chief Financial Officer of unresolved audit issues.

The request for review will be submitted in writing.

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

D. Consultant and subconsultant Contracts, including cost proposals and indirect Cost Rates (ICR), may be subject to audits or reviews such as, but not limited to, an Contract audit, an incurred cost audit, an ICR Audit, or a CPA ICR audit work paper review. If selected for audit or review, the Contract, cost proposal and ICR and related work papers, if applicable, will be reviewed to verify compliance with 48 CFR 31 and other related laws and regulations. In the instances of a CPA ICR audit work paper review it is Consultant ‘s responsibility to ensure federal, City, or local government officials are Attachment 2
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allowed full access to the CPA’s work papers including making copies as necessary. The Contract, cost proposal, and ICR shall be adjusted by Consultant and approved by the City Contract Administrator to conform to the audit or review recommendations.

Consultant agrees that individual terms of costs identified in the audit report shall be incorporated into the Contract by this reference if directed by the City at its sole discretion. Refusal by Consultant to incorporate audit or review recommendations, or to ensure that the federal, City, or local governments have access to CPA work papers, will be considered a breach of Contract terms and cause for termination of the Contract and disallowance of prior reimbursed costs.

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

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

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

2. If IOAI is unable to issue a cognizant letter per paragraph E.1. above, IOAI may require Consultant to submit a revised independent CPA-audited ICR and audit report within three (3) months of the effective date of the management letter.

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IOAI will then have up to six (6) months to review the Consultant’s and/or the independent CPA’s revisions.

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

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

14. COMPLIANCE WITH ALL LAWS:

A. Consultant shall comply with all applicable laws, ordinances, and codes of federal, State and local governments, and shall commit no trespass on any public or private property in performing any of the work authorized by this Contract.

B. Consultant warrants to the City that it is licensed by all applicable governmental bodies to perform this Contract and will remain so licensed throughout the progress of the Work, and that it has, and will have, throughout the progress of the Work, the necessary experience, skill and financial resources to enable it to perform this Contract.

C. The work contemplated under this Contract is a public work for the purposes of Labor Code section 1720, and is subject to the payment of prevailing wages. Accordingly, Consultant shall comply with the provisions of Exhibit "D".

15. WARRANTIES AND RESPONSIBILITIES - CONSULTANT
A. Consultant agrees and represents that it is qualified to properly provide the services set forth in Exhibit “A” in a manner which is consistent with the generally accepted standards of Consultant’s profession.

B. Consultant agrees and represents that the work performed under this Contract shall be in accordance with applicable federal, State and local law in accordance with Section 14. hereof.

C. Consultant shall designate a project manager who at all times shall represent the Consultant before the City on all matters relating to this Contract. The project manager shall continue in such capacity unless and until he or she is removed at the request of the City, is no longer employed by Consultant, or is replaced with the written approval of the City, which approval shall not be unreasonably withheld.

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D. Consultant shall provide corrective services without charge to the City for services which fail to meet the above professional and legal standards and which are reported to Consultant in writing within sixty (60) days of discovery. Should Consultant fail or refuse to perform promptly its obligations, the City may render or undertake performance thereof and the Consultant shall be liable for any expenses thereby incurred.

16. SUBCONTRACTING
A. None of the services covered by this Contract shall be subcontracted without the prior written consent of the City, which will not be unreasonably withheld. Consultant shall be as fully responsible to the City for the negligent acts and omissions of its contractors and subcontractors, and of persons either directly or indirectly employed by them, as it is for the negligent acts and omissions of persons directly employed by Consultant.

B. Nothing contained in this Contract or otherwise, shall create any contractual relation between the City and any Subconsultants, and no subcontract shall relieve the Consultant of its responsibilities and obligations hereunder. The Consultant agrees to be as fully responsible to the City for the acts and omissions of its Subconsultants and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by the Consultant. The Consultant 's obligation to pay its Subconsultants is an independent obligation from the City's obligation to make payments to the Consultant.

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

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

E. Consultant shall pay its Subconsultants within Fifteen (15) calendar days from receipt of each payment made to the Consultant by the City.

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

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

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

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

D. Method 1: No retainage will be held by the City from progress payments due to Consultant.

Consultants and subconsultants are prohibited from holding retainage from subconsultants. Any delay or postponement of payment may take place only for good cause and with the City’s prior written approval. Any violation of these provisions shall subject the violating Consultant or subconsultant to the penalties, sanctions, and other remedies specified in Section 3321 of the California Civil Code. This requirement shall not be construed to limit or impair any contractual, administrative or judicial remedies, otherwise available to Consultant or subconsultant in the event of a dispute involving late payment or nonpayment by Consultant, deficient subconsultant performance and/or noncompliance by a subconsultant. This clause applies to both DBE and non-DBE subconsultants.

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

18. ASSIGNABILITY
A. Consultant shall not assign or transfer any interest in this Contract whether by assignment or novation, without the prior written consent of the City which will not be unreasonably withheld. However, claims for money due or to become due Consultant from the City under this Contract may be assigned to a financial institution, or to a trustee in bankruptcy, without such approval. Notice of any assignment or transfer whether voluntary or involuntary shall be furnished promptly to the City.

19. DISADVANTAGED BUSINESS ENTERPRISES (DBE) PARTICIPATION A. Consultant, subrecipient (City), or subconsultant shall take necessary and reasonable steps to ensure that DBEs have opportunities to participate in the contract (49 CFR 26).

To ensure equal participation of DBEs provided in 49 CFR 26.5, the CITY shows a contract goal for DBEs. Consultant shall make work available to DBEs and select work parts consistent with available DBE subconsultants and suppliers.

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Consultant shall meet the DBE goal shown elsewhere in these special provisions or demonstrate that they made adequate Good Faith Efforts (GFE) to meet this goal. It is Consultant’s responsibility to verify at date of proposal opening that the DBE firm is certified as a DBE by using the California Unified Certification Program (CUCP) database and possesses the most specific available North American Industry Classification System (NAICS) codes and work code applicable to the type of work the firm will perform on the contract. Additionally, the Consultant is responsible to document the verification record by printing out the CUCP data for each DBE firm. A list of DBEs certified by the CUCP can be found at https://dot.ca.gov/programs/civil-rights/dbesearch.

All DBE participation will count toward the California Department of Transportation’s federally mandated statewide overall DBE goal. Credit for materials or supplies Consultant purchases from DBEs counts towards the goal in the following manner:
• 100 percent counts if the materials or supplies are obtained from a DBE manufacturer.
• 60 percent counts if the materials or supplies are purchased from a DBE regular dealer.
• Only fees, commissions, and charges for assistance in the procurement and delivery of materials or supplies count if obtained from a DBE that is neither a manufacturer nor regular dealer. 49 CFR 26.55 defines "manufacturer" and "regular dealer." This Contract is subject to 49 CFR 26 entitled “Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs”.

Consultants who enter into a federally-funded Contract will assist the City in a good faith effort to achieve California's statewide overall DBE goal.

B. The goal for DBE participation for this Contract is 14%. Participation by DBE Consultant or subconsultants shall be in accordance with information contained in Exhibit 10-O2:

Consultant Contract DBE Commitment attached hereto and incorporated as part of the Contract. If a DBE subconsultant is unable to perform, Consultant must make a good faith effort to replace him/her with another DBE subconsultant, if the goal is not otherwise met.

C. Consultant can meet the DBE participation goal by either documenting commitments to DBEs to meet the Contract goal, or by documenting adequate good faith efforts to meet the Contract goal. An adequate good faith effort means that the Consultant must show that it took all necessary and reasonable steps to achieve a DBE goal that, by their scope, intensity, and appropriateness to the objective, could reasonably be expected to meet the DBE goal. If Consultant has not met the DBE goal, complete and submit Exhibit 15-H: Proposer/Contractor Good Faith Efforts to document efforts to meet the goal. Refer to 49 CFR 26 for guidance regarding evaluation of good faith efforts to meet the DBE goal.

D. Contract Assurance
Under 49 CFR 26.13(b):

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Consultant, subrecipient or subconsultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. Consultant shall carry out applicable requirements of 49 CFR 26 in the award and administration of federal-aid contracts. Failure by the Consultant to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the recipient deems appropriate, which may include, but is not limited to:
(1) Withholding monthly progress payments;
(2) Assessing sanctions;
(3) Liquidated damages; and/or
(4) Disqualifying Consultant from future proposing as non-responsible E. Termination and Replacement of DBE Subconsultants
Consultant shall utilize the specific DBEs listed to perform the work and supply the materials for which each is listed unless Consultant or DBE subconsultant obtains the City’s written consent. Consultant shall not terminate or replace a listed DBE for convenience and perform the work with their own forces or obtain materials from other sources without authorization from the City. Unless the City’s consent is provided, the Consultant shall not be entitled to any payment for work or material unless it is performed or supplied by the listed DBE on the Exhibit 10-02: Consultant Contract DBE Commitment form.

Termination of DBE Subconsultants
After execution of the Contract, termination of a DBE may be allowed for the following, but not limited to, justifiable reasons with prior written authorization from the City:

1. Listed DBE fails or refuses to execute a written contract based on plans and specifications for the project.

2. The City stipulated that a bond is a condition of executing the subcontract and the listed DBE fails to meet the City’s bond requirements.

3. Work requires a consultant's license and listed DBE does not have a valid license under Contractors License Law.

4. Listed DBE fails or refuses to perform the work or furnish the listed materials (failing or refusing to perform is not an allowable reason to remove a DBE if the failure or refusal is a result of bad faith or discrimination).

5. Listed DBE's work is unsatisfactory and not in compliance with the contract.

6. Listed DBE is ineligible to work on the project because of suspension or debarment.

7. Listed DBE becomes bankrupt or insolvent or exhibits credit unworthiness.

8. Listed DBE voluntarily withdraws with written notice from the Contract.

9. Listed DBE is ineligible to receive credit for the type of work required.

10. Listed DBE owner dies or becomes disabled resulting in the inability to perform the work on the Contract.

11. The City determines other documented good cause.

Consultant must use the following procedures to request the termination of a DBE or portion of a DBE’s work:

1. Send a written notice to the DBE of the Consultant’s intent to use other forces or material sources and include one or more justifiable reasons listed above.

Simultaneously send a copy of this written notice to the City. The written notice to the Attachment 2
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DBE must request they provide any response within five (5) business days to both the Consultant and the City by either acknowledging their Contract or documenting their reasoning as to why the use of other forces or sources of materials should not occur.

2. If the DBE does not respond within five (5) business days, Consultant may move forward with the request as if the DBE had agreed to Consultant’s written notice.

3. Submit Consultant’s DBE termination request by written letter to the City and include:
• One or more above listed justifiable reasons along with supporting documentation.
• Consultant’s written notice to the DBE regarding the request, including proof of transmission and tracking documentation of Consultant’s written notice • The DBE's response to Consultant’s written notice, if received. If a written response was not provided, provide a statement to that effect.

The City shall respond in writing to Consultant’s DBE termination request within five (5) business days.

Replacement of DBE Subconsultants
After receiving the City’s written authorization of DBE termination request, Consultant must obtain the City’s written Contract for DBE replacement. Consultant must find or demonstrate GFEs to find qualified DBE replacement firms to perform the work to the extent needed to meet the DBE commitment. The following procedures shall be followed to request authorization to replace a DBE firm:

1. Submit a request to replace a DBE with other forces or material sources in writing to the City which must include:
a. Description of remaining uncommitted work item made available for replacement DBE solicitation and participation.
b. The proposed DBE replacement firm's business information, the work they have agreed to perform, and the following:
• Description of scope of work and cost proposal
• Proposed subcontract Contract and written confirmation of Contract to perform on the Contract
• Revised Exhibit 10-O2: Consultant Contract DBE Commitment

2. If Consultant has not identified a DBE replacement firm, submits documentation of Consultants GFEs to use DBE replacement firms within seven (7) days of the City’s authorization to terminate the DBE. Consultant may request the City's approval to extend this submittal period to a total of 14 days. Submit documentation of actions taken to find a DBE replacement firm, such as:

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• Search results of certified DBEs available to perform the original DBE work identified and or other work Consultant had intended to self-perform, to the extent needed to meet DBE commitment
• Solicitations of DBEs for performance of work identified • Correspondence with interested DBEs that may have included contract details and requirements
• Negotiation efforts with DBEs that reflect why an Contract was not reached.
• If a DBE's quote was rejected, provide reasoning for the rejection, such as why the DBE was unqualified for the work, or why the price quote was unreasonable or excessive
• Copies of each DBE's and non-DBE's price quotes for work identified, as the City may contact the firms to verify solicitation efforts and determine if the DBE quotes are substantially higher
• Additional documentation that supports Consultant’s GFE The City shall respond in writing to Consultant’s DBE replacement request within five (5) business days.

F. Commitment and Utilization
The City’s DBE program must include a monitoring and enforcement mechanism to ensure that DBE commitments reconcile to DBE utilization.

The City shall request Consultant to:

1. Notify the City’s contract administrator or designated representative of any changes to its anticipated DBE participation

2. Provide this notification before starting the affected work

3. Maintain records including:
• Name and business address of each 1st -tier subconsultant • Name and business address of each DBE subconsultant, DBE vendor, and DBE trucking company, regardless of tier
• Date of payment and total amount paid to each business (see Exhibit 9-F:

Monthly Disadvantaged Business Enterprise Payment)
If Consultant is a DBE Consultant, they shall include the date of work performed by their own forces and the corresponding value of the work.

If a DBE is decertified before completing its work, the DBE must notify Consultant in writing of the decertification date. If a business becomes a certified DBE before completing its work, the business must notify Consultant in writing of the certification date. Consultant shall submit the notifications to the CITY. On work completion, Consultant shall complete Exhibit 17-O: Disadvantaged Business Enterprises (DBE) Certification Status Change and submit the form to the CITY within 30 days of contract acceptance.

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Upon work completion, Consultant shall complete Exhibit 17-F: Final Report – Utilization of Disadvantaged Business Enterprises (DBE), First-Tier Subcontractors and submit it to the CITY within 90 days of contract acceptance. The CITY will withhold $10,000 until the form is submitted. The City will release the withhold upon submission of the completed form.

In the City’s reports of DBE participation to Caltrans, the City must display both commitments and attainments.

G. Commercially Useful Function
DBEs must perform a commercially useful function (CUF) under 49 CFR 26.55 when performing work or supplying materials listed on the DBE Commitment form. The DBE value of work will only count toward the DBE commitment if the DBE performs a CUF. A DBE performs a CUF when it is responsible for execution of the work of the Contract and is carrying out its responsibilities by actually performing, managing, and supervising the work involved. To perform a CUF, the DBE must also be responsible, with respect to materials and supplies used on the Contract, for negotiating price, determining quality and quantity, ordering the material and installing (where applicable), and paying for the material itself.

Consultant must perform CUF evaluation for each DBE working on a federal-aid contract, with or without a DBE goal. Perform a CUF evaluation at the beginning of the DBE’s work and continue to monitor the performance of CUF for the duration of the project.

Consultant must provide written notification to the City at least 15 days in advance of each DBE's initial performance of work or supplying materials for the Contract. The notification must include the DBE's name, work the DBE will perform on the contract, and the location, date, and time of where their work will take place.

Within 10 days of a DBE initially performing work or supplying materials on the Contract, Consultant shall submit to the LPA the initial evaluation and validation of DBE performance of a CUF using the LAPM 9-J: Disadvantaged Business Enterprise Commercially Useful Function Evaluation. Include the following information with the submittal:
• Subcontract Contract with the DBE
• Purchase orders
• Bills of lading
• Invoices
• Proof of payment
Consultant must monitor all DBE’s performance of CUF by conducting quarterly evaluations and validations throughout their duration of work on the Contract using the LAPM 9-J: DBE Commercially Useful Function Evaluation. Consultant must submit to Attachment 2
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the CITY these quarterly evaluations and validations by the 5th of the month for the previous three months of work.

Consultant must notify the City immediately if they believe the DBE may not be performing a CUF.

The City will verify DBEs performance of CUF by reviewing the initial and quarterly submissions of LAPM 9-J: DBE Commercially Useful Function Evaluation, submitted supporting information, field observations, and through any additional the City evaluations. The City must evaluate DBEs and their CUF performance throughout the duration of a Contract. The City will provide written notice to the Consultant and the DBE at least two (2) business days prior to any evaluation. The Consultant and the DBE must participate in the evaluation. Upon completing the evaluation, the City must share the evaluation results with the Consultant and the DBE. An evaluation could include items that must be remedied upon receipt. If the City determines the DBE is not performing a CUF, the Consultant must suspend performance of the noncompliant work.

Consultant and DBEs must submit any additional CUF related records and documents within five (5) business days of the City’s request such as:
• Proof of ownership or lease and rental Contracts for equipment • Tax records
• Employee rosters
• Certified payroll records
• Inventory rosters
Failure to submit required DBE Commercially Useful Function Evaluation forms or requested records and documents can result in withholding of payment for the value of work completed by the DBE.

If Consultant and/or the City determine that a listed DBE is not performing a CUF in performance of their DBE committed work, Consultant must immediately suspend performance of the noncompliant portion of the work. The City may deny payment for the noncompliant portion of the work. The City will ask the Consultant to submit a corrective action plan (CAP) to the City within five (5) days of the noncompliant CUF determination.

The CAP must identify how the Consultant will correct the noncompliance findings for the remaining portion of the DBE's work. The City has five (5) days to review the CAP in conjunction with the Consultant’s review. The Consultant must implement the CAP within five (5) days of the City's approval. The City will then authorize the prior noncompliant portion of work for the DBE's committed work.

If corrective actions cannot be accomplished to ensure the DBE performs a commercially useful function on the Contract, Consultant may have good cause to request termination of the DBE.

H. A DBE does not perform a CUF if its role is limited to that of an extra participant in a transaction, Contract, or project through which funds are passed in order to obtain the appearance of DBE participation. In determining whether a DBE is such an extra Attachment 2
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participant, examine similar transactions, particularly those in which DBEs do not participate.

I. If a DBE does not perform or exercise responsibility for at least thirty percent (30%) of the total cost of its Contract with its own work force, or the DBE subcontracts a greater portion of the work of the Contract than would be expected on the basis of normal industry practice for the type of work involved, it will be presumed that it is not performing a CUF.

J. Consultant shall maintain records of materials purchased or supplied from all subcontracts entered into with certified DBEs. The records shall show the name and business address of each DBE or vendor and the total dollar amount actually paid each DBE or vendor, regardless of tier. The records shall show the date of payment and the total dollar figure paid to all firms. DBE Consultant’s shall also show the date of work performed by their own forces along with the corresponding dollar value of the work.

K. If a DBE subconsultant is decertified during the life of the Contract, the decertified subconsultant shall notify Consultant in writing with the date of decertification. If a subconsultant becomes a certified DBE during the life of the Contract, the subconsultant shall notify Consultant in writing with the date of certification. Any changes should be reported to the City’s Contract Administrator within thirty (30) calendar days.

L. For projects awarded on or after September 1, 2023: Exhibit 9-F is no longer required.

Instead, by the 15th of the month following the month of any payment(s), the Consultant must now submit Exhibit 9-P to the City administering the contract. If the Consultant does not make any payments to subconsultants, supplier(s), and/or manufacturers they must report “no payments were made to subs this month” and write this visibly and legibly on Exhibit 9-P.

M. Any subcontract entered into as a result of this Contract shall contain all of the provisions of this section.

20. INTEREST IN CONTRACT
A. Consultant warrants, by execution of this Contract that no person or selling agency has been employed, or retained, to solicit or secure this Contract upon a Contract or understanding, for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees, or bona fide established commercial or selling agencies maintained by Consultant for the purpose of securing business. For breach or violation of this warranty, the City has the right to annul this Contract without liability; pay only for the value of the work actually performed, or in its discretion to deduct from the Contract price or consideration, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee.

B. Consultant covenants that neither it, nor any of its employees, agents, contractors, subcontractors has any interest, nor shall they acquire any interest, direct or indirect, in the subject of the Contract, nor any other interest which would conflict in any manner or degree with the performance of its services hereunder. Consultant shall make all disclosures required by the City’s conflict of interest code in accordance with the category Attachment 2
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designated by the City, unless the City Manager determines in writing that Consultant’s duties are more limited in scope than is warranted by the category designated by the City code and that a narrower disclosure category should apply. Consultant also agrees to make disclosure in compliance with the City conflict of interest code if, at any time after the execution of this Contract, City determines and notifies Consultant in writing that Consultant’s duties under this Contract warrant greater disclosure by Consultant than was originally contemplated. Consultant shall make disclosures in the time, place and manner set forth in the conflict of interest code and as directed by the City.

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

D. Consultant certifies that it has disclosed to the City any actual, apparent, or potential conflicts of interest that may exist relative to the services to be provided pursuant to this Contract. Consultant agrees to advise the City of any actual, apparent or potential conflicts of interest that may develop subsequent to the date of execution of this Contract.

Consultant further agrees to complete any statements of economic interest if required by either the City ordinance or State law.

E. The Consultant hereby certifies that it does not now have, nor shall it acquire any financial or business interest that would conflict with the performance of services under this Contract.

F. The Consultant hereby certifies that the Consultant or subconsultant and any firm affiliated with the Consultant or subconsultant that bids on any construction contract or on any Contract to provide construction inspection for any construction project resulting from this Contract, has established necessary controls to ensure a conflict of interest does not exist.

An affiliated firm is one, which is subject to the control of the same persons, through joint ownership or otherwise

21. MATERIALS CONFIDENTIAL
A. All of the materials prepared or assembled by Consultant pursuant to performance of this Contract are confidential and Consultant agrees that they shall not be made available to any individual or organization without the prior written approval of the City, except by court order.

B. All financial, statistical, personal, technical, or other data and information relative to the City’s operations, which are designated confidential by the City and made available to Consultant in order to carry out this Contract, shall be protected by Consultant from unauthorized use and disclosure.

C. Permission to disclose information on one occasion, or public hearing held by the City relating to the Contract, shall not authorize Consultant to further disclose such information, or disseminate the same on any other occasion.

D. Consultant shall not comment publicly to the press or any other media regarding the Contract or the City’s actions on the same, except to the City’s staff, Consultant’s own Attachment 2
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personnel involved in the performance of this Contract, at public hearings, or in response to questions from a Legislative committee.

E. Consultant shall not issue any news release or public relations item of any nature, whatsoever, regarding work performed or to be performed under this Contract without prior review of the contents thereof by the City, and receipt of the City’s written permission.

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

22. LIABILITY OF CONSULTANT-NEGLIGENCE
A. Consultant shall be responsible for performing the work under this Contract in a manner which is consistent with the generally-accepted standards of the Consultant’s profession and shall be liable for its own negligence and the negligent acts of its employees, agents, contractors and subcontractors. The City shall have no right of control over the manner in which the work is to be done but only as to its outcome, and shall not be charged with the responsibility of preventing risk to Consultant or its employees, agents, contractors or subcontractors.

23. INDEMNITY AND LITIGATION COSTS
A. Consultant shall indemnify, defend, and hold harmless the City, its officers, officials, agents, and employees against all claims, damages, demands, liability, costs, losses and expenses, including without limitation court costs and reasonable attorneys’ fees, arising from Consultant's negligent acts or negligent failure to act, errors, omissions or willful misconduct incident to the performance of this Contract except such loss or damage caused by the active negligence, sole negligence, or willful misconduct of the City. The provisions of this paragraph shall survive termination or suspension of this Contract.

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

B. Consultant’s personnel that the City considers essential to assist in defending against construction contractor claims will be made available on reasonable notice from the City Consultation or testimony will be reimbursed at the same rates, including travel costs that are being paid for Consultant’s personnel services under this Contract.

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

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

B. Any dispute, other than audit, concerning a question of fact arising under this Contract that is not disposed of by Contract shall be decided by a committee consisting of the City’s Contract Administrator and Project Manager, who may consider written or verbal information submitted by Consultant.

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

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

26. CONSULTANT TO PROVIDE INSURANCE
A. Consultant shall not commence any work before obtaining, and shall maintain in force at all times during the duration and performance of this Contract, the policies of insurance specified in this Section. Such insurance must have the approval of the City as to limit, form, and amount, and shall be placed with insurers with a current A.M. Best’s rating of no less than A VII (an NR rating is acceptable for Worker’s Compensation insurance written with the State Compensation Insurance Fund of California).

B. Prior to execution of this Contract and prior to commencement of any work, the Consultant shall furnish the City with certificates of insurance and copies of endorsements providing evidence of coverage for all policies required by the Contract.

The Consultant and its contractors and subcontractors shall, at their expense, maintain in effect at all times during the performance of work under the Contract not less than the following coverage and limits of insurance, which shall be maintained with insurers and under forms of policy satisfactory to the City. The maintenance by Consultant and its contractors and subcontractors of the following coverage and limits of insurance is a material element of this Contract. The failure of Consultant or of any of its contractors or subcontractors to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of this Contract. Approval of the insurance by the City shall not relieve or decrease any liability of Consultant.

1. Worker’s Compensation and Employer’s Liability Insurance a. Worker’s Compensation - Insurance to protect the Consultant, its contractors and subcontractors from all claims under Worker’s Compensation and Employer’s Liability Acts, including Longshoremen’s and Harbor Worker’s Act (“Acts”), if applicable. Such coverage shall be maintained, in type and amount, in strict compliance with all applicable state and Federal statutes and regulations. The Consultant shall execute a certificate in compliance with Labor Code Section 1861, on the form provided in the Contract Documents.

Attachment 2
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b. Consultant shall provide a Waiver of Subrogation endorsement in favor of the City, its officers, officials, employees, agents and volunteers for losses arising from work performed by the Consultant.

2. Commercial General Liability Insurance
a. The insurance shall be provided on form CG0001, or its equivalent, and shall include coverage for claims for bodily injury or property damage arising out of premises/operations, products/completed operations, contractual liability, and subconsultant’s work and personal and advertising injury resulting from actions, failures to act, or operations of the insured, or by its employees or agents, or by anyone directly or indirectly employed by the insured. The amount of insurance coverage shall not be less than [$2,000,000.00] per occurrence and [$4,000,000] general and products/completed operations aggregates. b. The commercial general liability insurance shall also include the following:
i. Endorsement equivalent to CG 2010 0714 naming
the City, its officers, officials, employees, agents, and volunteers as additional insureds. The endorsement shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees or volunteers.
ii. Endorsement stating insurance provided to the City shall be primary as respects the City, its officers, officials, employees and any insurance or self-insurance maintained by the City, its officers, officials, employees or volunteers shall be in excess of the Consultant’s insurance and shall not contribute with it, to the payment or satisfaction of any defense expenses, loss, or judgment.
iii. Provision or endorsement stating that the Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

3. Commercial Automobile Insurance
a. The insurance shall include, but shall not be limited to, coverage for claims for bodily injury or property damage for owned, non-owned, and hired automobiles resulting from actions, failures to act, or operations of the insured, or by its employees or agents, or by anyone directly or indirectly employed by the insured.

The amount of insurance coverage shall not be less than [$2,000,000.00] per accident.
b. The commercial automobile insurance shall include the same endorsements required for the commercial general liability policy (see Section

16.B.2.b).

FOR PROFESSIONAL SERVICES CONTRACTS (e.g. ENGINEERS, SURVEYORS,

DESIGN PROFESSIONALS)
Attachment 2
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4. Professional Liability.

The Consultant and its contractors and subcontractors shall secure and maintain in full force, during the term of this Contract and for five years thereafter, professional liability insurance policies appropriate to the respective professions and the work to be performed as specified in this Contract. The limits of such professional liability insurance coverage shall not be less than [$2,000,000] per claim.

C. In addition to any other remedy the City may have, if Consultant fails to maintain the insurance coverage as required in this Section, the City may obtain such insurance coverage as is not being maintained, in form and amount substantially the same as is required herein, and the City may deduct the cost of such insurance from any amounts due or which may become due Consultant under this Contract.

D. No policy required by this Contract shall be suspended, cancelled, terminated by either party, or reduced in coverage or in limits unless Consultant has provided thirty (30) days prior written notice by certified mail, return receipt requested, to the City.

E. Any deductibles or self-insured retentions in excess of $10,000 must be declared to, and approved by, the City.

F. The requirement as to types, limits, and the City’s approval of insurance coverage to be maintained by Consultant are not intended to, and shall not in any manner, limit or qualify the liabilities and obligations assumed by Consultant under the Contract.

27. NON-DISCRIMINATION CLAUSE AND STATEMENT OF COMPLIANCE A. The Consultant’s signature affixed herein and dated shall constitute a certification under penalty of perjury under the laws of the State of California that the Consultant has, unless exempt, complied with the nondiscrimination program requirements of Gov. Code §12990 and 2 CCR § 8103.

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

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

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

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

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

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

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

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

28. TITLE VI ASSURANCES
APPENDICES A - E of the TITLE VI ASSURANCES
The U.S. Department of Transportation Order No.1050.2A requires all federal-aid Department of Transportation contracts between an agency and a consultant to contain Appendices A and E of the Title VI Assurances. Include Appendices B, C, and D if appliable (ROW acquisition involved) as shown below.

Attachment 2
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In addition, the CONSULTANT must include the Title VI Assurances Appendices A and E, and if applicable Appendices B, C, and D in all subcontracts to perform work under the contract. The clauses of Appendix B of this Assurance shall be included as a covenant running with the land, in any deed from the United States effecting or recording a transfer of real property, structures, use, or improvements thereon or interest therein to a THE CITY. {The clauses set forth in Appendix C and Appendix D of this Assurance shall be included as a covenant running with the land, in any future deeds, leases, licenses, permits, or similar instruments entered into by the CITY with other parties:
a. for the subsequent transfer of real property acquired or improved under the applicable activity, project, or program; and
b. for the construction or use of, or access to, space on, over, or under real property acquired or improved under the applicable activity, project, or program.]

APPENDIX A
During the performance of this Contract, the contractor, for itself, its assignees and successors in interest (hereinafter collectively referred to as CONSULTANT) agrees as follows:

Compliance with Regulations: CONSULTANT shall comply with the regulations relative to nondiscrimination in federally assisted programs of the Department of Transportation, Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as the REGULATIONS), which are herein incorporated by reference and made a part of this Contract.

Nondiscrimination: CONSULTANT, with regard to the work performed by it during the CONTRACT, shall not discriminate on the grounds of race, color, sex, national origin, religion, age, or disability in the selection and retention of sub-applicants, including procurements of materials and leases of equipment. CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the Contract covers a program set forth in Appendix B of the Regulations.

Solicitations for Sub-Contracts, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by CONSULTANT for work to be performed under a Sub- Contract, including procurements of materials or leases of equipment, each potential sub-applicant or supplier shall be notified by CONSULTANT of the CONSULTANT’S obligations under this Contract and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin.

Information and Reports: CONSULTANT shall provide all information and reports required by the Regulations, or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the recipient or FHWA to be pertinent to ascertain compliance with such Regulations or directives.

Where any information required of CONSULTANT is in the exclusive possession of another who fails or refuses to furnish this information, CONSULTANT shall so certify to the recipient or FHWA as appropriate, and shall set forth what efforts CONSULTANT has made to obtain the information.

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Sanctions for Noncompliance: In the event of CONSULTANT’s noncompliance with the nondiscrimination provisions of this Contract, the recipient shall impose such Contract sanctions as it or the FHWA may determine to be appropriate, including, but not limited to:
i.withholding of payments to CONSULTANT under the Contract within a reasonable period of time, not to exceed 90 days; and/or
ii. cancellation, termination or suspension of the Contract, in whole or in part Incorporation of Provisions: CONSULTANT shall include the provisions of paragraphs (1) through (6) in every sub-Contract, including procurements of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto. CONSULTANT shall take such action with respect to any sub-Contract or procurement as the recipient or FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance, provided, however, that, in the event CONSULTANT becomes involved in, or is threatened with, litigation with a sub-applicant or supplier as a result of such direction, CONSULTANT may request the recipient enter into such litigation to protect the interests of the State, and, in addition, CONSULTANT may request the United States to enter into such litigation to protect the interests of the United States.

APPENDIX B

CLAUSES FOR DEEDS TRANSFERRING UNITED STATES PROPERTY
The following clauses will be included in deeds effecting or recording the transfer of real property, structures, or improvements thereon, or granting interest therein from the United States pursuant to the provisions of Assurance 4:

NOW THEREFORE, the U.S. Department of Transportation as authorized by law and upon the condition that the recipient will accept title to the lands and maintain the project constructed hereon in accordance with Title 23 U.S.C., the regulations for the administration of the preceding statute, and the policies and procedures prescribed by the FHWA of the U.S.

Department of Transportation in accordance and in compliance with all requirements imposed by Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally-assisted programs of the U.S.

Department of Transportation pertaining to and effectuating the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252; 42 U.S.C. § 2000d to 2000d-4), does hereby remise, release, quitclaim and convey unto the recipient all the right, title and interest of the U.S. Department of Transportation in and to said lands described in Exhibit A attached hereto and made a part hereof.
(HABENDUM CLAUSE)
TO HAVE AND TO HOLD said lands and interests therein unto the recipient and its successors forever, subject, however, to the covenants, conditions, restrictions and reservations herein contained as follows, which will remain in effect for the period during which the real property or structures are used for a purpose for which Federal financial assistance is extended or for another purpose involving the provision of similar services or benefits and will be binding on the recipient, its successors and assigns. The recipient, in consideration of the conveyance of said lands and interest in lands, does hereby covenant and agree as a covenant running with the land for itself, its successors and assigns, that (1) no person will on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise Attachment 2
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subjected to discrimination with regard to any facility located wholly or in part on, over, or under such lands hereby conveyed [,] [and]* (2) that the recipient will use the lands and interests in lands and interest in lands so conveyed, in compliance with all requirements imposed by or pursuant to Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation, Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations and Acts may be amended [, and (3) that in the event of breach of any of the above-mentioned non-discrimination conditions, the Department will have a right to enter or re-enter said lands and facilities on said lands, and that above described land and facilities will thereon revert to and vest in and become the absolute property of the U.S. Department of Transportation and its assigns as such interest existed prior to this instruction].* (*Reverter clause and related language to be used only when it is determined that such a clause is necessary in order to make clear the purpose of Title VI.)

APPENDIX C

CLAUSES FOR TRANSFER OF REAL PROPERTY ACQUIRED OR IMPROVED UNDER THE

ACTIVITY, FACILITY, OR PROGRAM
The following clauses will be included in deeds, licenses, leases, permits, or similar instruments entered into by the recipient pursuant to the provisions of Assurance 7(a):

A. The (grantee, lessee, permittee, etc. as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree [in the case of deeds and leases add “as a covenant running with the land”] that:

1. In the event facilities are constructed, maintained, or otherwise operated on the property described in this (deed, license, lease, permit, etc.) for a purpose for which a U.S. Department of Transportation activity, facility, or program is extended or for another purpose involving the provision of similar services or benefits, the (grantee, licensee, lessee, permittee, etc.) will maintain and operate such facilities and services in compliance with all requirements imposed by the Acts and Regulations(as may be amended) such that no person on the grounds of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities.

B. With respect to licenses, leases, permits, etc., in the event of breach of any of the above Non-discrimination covenants, the recipient will have the right to terminate the (lease, license, permit, etc.) and to enter, re-enter, and repossess said lands and facilities thereon, and hold the same as if the (lease, license, permit, etc.) had never been made or issued.*
C. With respect to a deed, in the event of breach of any of the above Non-discrimination covenants, the recipient will have the right to enter or re-enter the lands and facilities thereon, and the above described lands and facilities will there upon revert to and vest in and become the absolute property of the recipient and its assigns.* Attachment 2
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(*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VI.)

APPENDIX D

CLAUSES FOR CONSTRUCTION/USE/ACCESS TO REAL PROPERTY ACQUIRED UNDER

THE ACTIVITY, FACILITY OR PROGRAM
The following clauses will be included in deeds, licenses, permits, or similar instruments/Contracts entered into by the recipient pursuant to the provisions of Assurance 7(b):

A. The (grantee, licensee, permittee, etc., as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest ,and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds and leases add, “as a covenant running with the land”) that (1) no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that in the construction of any improvements on over, or under such land, and the furnishings of services thereon, no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits or, or otherwise be subjected to discrimination, (3) that the (grantee, licensee, lessee, permittee, etc.) will use the premises in compliance with all other requirements imposed by or pursuant to the Acts and Regulations, as amended, set forth in this Assurance.

B. With respect to (licenses, leases, permits, etc.) in the event of breach of any of the above of the above Non-discrimination covenants, the recipient will have the right to terminate the (license, permits, etc., as appropriate) and to enter or re-enter and repossess said land and the facilities thereon, and hold the same as if said (license, permit, etc., as appropriate) had never been made or issued.* C. With respect to deeds, in the event of breach of any of the above Nondiscrimination covenants, the recipient will there upon revert to and vest in and become the absolute property of the recipient and its assigns.

APPENDIX E
During the performance of this contract, the CONSULTANT, for itself, its assignees, and successors in interest (hereinafter referred to as the “CONSULTANT”) agrees to comply with the following non-discrimination statutes and authorities, including, but not limited to:

Pertinent Non-Discrimination Authorities:
• Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); • Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), prohibits discrimination on the basis of sex;
Attachment 2
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• Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CR Part 27; • The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), prohibits discrimination on the basis of age);
• Airport and Airway Improvement Act of 1982, (49 U.S.C. § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not);
• Titles II and III of the Americans with Disabilities Act, which prohibit discrimination of the basis of disability in the operation of public entities, public and private transportation systems, place public accommodation, and certain testing entities (42 U.S.C. §§ 12131 – 12189) as implemented by Department of Transportation regulations 49 C.F.R. parts 37 and 38;
• The Federal Aviation Administration’s Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); • Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations;
• Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English Proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); • Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C.1681 et seq).

29. CONTRACT: ENTIRE CONTRACT
A. This Contract constitutes the entire Contract between the parties relative to the services specified herein and no modification hereof shall be effective unless and until such modification is evidenced by a writing signed by both parties to this Contract. There are no understandings, Contracts, conditions, representations, warranties or promises, with respect to this Contract, except those contained in or referred to in the writing.

30. NOTICE
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A. All notices that are required to be given by one party to the other under this Contract shall be in writing and shall be deemed to have been given if delivered personally or enclosed in a properly addressed envelope and deposited in a United States Post Office for delivery by registered or certified mail addressed to the parties at the following addresses:

City: City of West Sacramento
David Wong
1110 West Capitol Avenue
West Sacramento, CA 95691
Email: [email protected]
Consultant: Kimley Horn
Sherina Lam
555 Capitol Mall, Suite 300
Sacramento, CA 95814
Email: [email protected]

31. MISCELLANEOUS PROVISIONS:

A. Consultant shall keep itself fully informed of, shall observe and comply with, and shall cause any and all persons, firms or corporations employed by it or under its control to observe and comply with, applicable federal, state, county and municipal laws, ordinances, regulations, orders and decrees which in any manner affect those engaged or employed on the work described by this Contract or the materials used or which in any way affect the conduct of the work.

B. This Contract shall be interpreted and governed by the laws of the State of California.

C. Any action arising out of this Contract shall be brought and maintained in Yolo County California, regardless of where else venue may lie.

D. In any action brought by either party to enforce the terms of this Contract, each party shall bear responsibility for its attorney’s fees and all costs regardless of whether one party is determined to be the prevailing party.

E. CONSULTANT and any subconsultant shall permit THE CITY, the State, and the FHWA if federal participating funds are used in this CONTRACT; to review and inspect the project activities and files at all reasonable times during the performance period of this CONTRACT
F. This Contract may be signed in counterparts, and may be signed electronically.

By signing this document in electronic form, the parties agree that this Contract may be transmitted and signed electronically by all Parties, and that such signatures shall have the same force and effect as original signatures, in Attachment 2
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accordance with California law and regulations, including but not limited to Civil Code section 1633.7.

CITY OF WEST SACRAMENTO
By: __________________________
Aaron Laurel, City Manager
ATTEST:

By: _________________________________
Jennifer Cusmir, City Clerk
APPROVED AS TO FORM:

By: __________________________________
Jeffrey Mitchell, City Attorney

CONSULTANT
By: _________________________
Parag Mehta, Vice President
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EXHIBIT A – CONSULTANT PROPOSAL/SCOPE OF WORK
Attachment 2
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and Deck Conversion Projects
City of West Sacramento  RSSB86007.2023  27

4. Technical Management Approach
Connections across the Sacramento River are critical elements of the transportation infrastructure that supports the economic vitality and community needs of both the City of West Sacramento and the City of Sacramento. Significant funding has been invested to develop the crossing projects—the I Street Bridge Replacement and I Street Bridge Deck Conversion—to facilitate access for all transportation modes between the two cities. The City of Sacramento is the lead for the I Street Bridge Replacement and a partner for the I Street Bridge Deck Conversion. Some of the anticipated stakeholders for the projects include Caltrans, United States Coast Guard (USCG), U.S. Army Corps of Engineers (USACE), California Department of Fish and Wildlife (CDFW), State Lands Commission, Union Pacific Railroad (UPRR), State Water Resources Control Board, Central Valley Regional Water Quality Control Board, and local Flood Control Agencies.

Project manager Sherina Lam. P.E. is well-versed in the project development and delivery process for a variety of projects ranging in size and complexity. She has led state and federally funded improvements requiring adherence to the Caltrans LAPM through the Caltrans DLA, projects requiring coordination with multiple jurisdictions, and locally funded projects with Caltrans oversight. She has managed multi-jurisdictional projects and is experienced in building consensus toward a united vision while maintaining effective cooperation amongst project stakeholders. With her diverse background on project types and delivery methods, along with her availability to provide the level of support that the City’s needs, Sherina is the ideal project manager to partner with City staff on the I Street Bridge infrastructure projects.

Task 1 – I Street Bridge Replacement Scope of Services
This scope of services is specifically based on providing the consultant in a management support role to the City of West Sacramento for the final design, environmental permitting and construction of the I Street Bridge Replacement project. This scope of services anticipates the project duration of 36 months from Notice to Proceed (NTP) in January 2024 to December 2026. Based on the current status of the I Street Bridge, we understand that the project will be ready for advertisement by Spring 2025 with construction beginning in Summer 2025. The project will be in the second year of construction by December 2026.

Project Management and Partner Engagement
Project Administration
The Kimley-Horn team will prepare:
• A progress report describing the activities completed over the period • A monthly summary of total charges, including the contract budget, prior billing amount, current billing, total billed to date, and total percent billed to date
Attachment 2
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Direct Project Development
The Kimley-Horn team will coordinate the project development with the City of Sacramento to provide the following with support from the City of West Sacramento team:

Final Design, Environmental Permitting and Right-of-Way Directions to the City of Sacramento’s design team on design and environmental requirements and right-of-way procedures.

Construction
Directions to the City of Sacramento’s construction management team on process for construction scheduling and inspection process for improvements within West Sacramento.

Coordination with Internal Departments
The Kimley-Horn team will establish working relationships with City of West Sacramento Departments to facilitate joint direction and delivery of the project. Coordination includes planning and development of future projects that may be impacted by this project, operations and maintenance by the City of West Sacramento, emergency responders’ requirements, and any department-specific requests for this project. We will support the City of West Sacramento to prepare for procurement for the construction phase.

Coordination with External Partners
The Kimley-Horn team will coordinate with the City of Sacramento project manager and design team, resource permit agencies, and utility providers to deliver this project through design and into construction. We will serve as the liaison between the Task 1 and Task 2 projects to provide information to this project to minimize design and construction conflicts and incorporate requirements into the PS&E as appropriate.

We will support the Cities to develop cooperative agreement language for construction and maintenance.

Meetings and Conferences
The Kimley-Horn team will participate in the following:
• Weekly 1-hour coordination meeting with the City of West Sacramento team
• Biweekly 0.5-hour meeting with the Cities of West
Sacramento and Sacramento
• Monthly 1-hour PDT meetings for final design phase from January 2023 through April 2025
• Monthly 1-hour construction progress meetings from July 2025 to December 2026
• Focus coordination meetings for general project development (up to 10 meetings)
• Pre-proposal meeting for construction management services hosted by the City of Sacramento
• Pre-bid meeting for construction contractor hosted by the City of Sacramento
• Meeting for bid results with City of Sacramento
• Pre-construction meeting arranged by Resident Engineer Outreach Support and Stakeholder Presentations
The Kimley-Horn team will support the City of West Sacramento for outreach efforts. This task includes:
• Quarterly support to prepare presentations or staff report to the City Council • Stakeholder meetings with impacted businesses or residents (up to four meetings) Up to an average of 4.5 hours per week for 36 months has been budgeted for project management and partner engagement.

Attachment 2
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and Deck Conversion Projects
City of West Sacramento  RSSB86007.2023  29
Project Controls and Contract Management
Project Controls
The Kimley-Horn team will perform internal project controls to monitor team budget and schedule, including allocation of resources to perform milestone-driven tasks.

Schedule and Financial Oversight
The Kimley-Horn team will work with the City of Sacramento project manager and design team, along with City of West Sacramento key personnel, to review the design and construction schedules as well as the project’s financial plan for funding each phase. Project phases include final design and permitting, right-of-way negotiation and acquisition, pre-construction and bidding, and construction. The Kimley-Horn team will support the City of West Sacramento to provide input to the City of Sacramento project manager to identify and secure funding sources for the construction phase.

Invoice Review and Payment Approvals
The Kimley-Horn team will review invoices and prepare progress reports for submittal to the City of Sacramento for reimbursement. We will work with the internal team to monitor that spending from both cities are consistent with the terms of the cooperative agreements.

Project Documents
The Kimley-Horn team will establish a project filing structure to document project history, review documents, decisions made, and action items as appropriate for the project development.

Up to an average of two hours per week for 36 months has been budgeted for project controls and contract management.

Design Input and Review Oversight
Project Permits
The Kimley-Horn team will provide review of resource agency permits and agreements for this project, including Clean Water Act Section 401 and Section 404, USACE Section 408, CDFW Section 1602, California Endangered Species Act Section 2081 (Incidental Take Permit), California State Lands Commission, and the USCG. The Kimley-Horn team will verify that the California Public Utilities Commission (CPUC) GO 88-B will include provisions for the I Street Bridge Deck Conversion for Active Transportation project as agreed between the cities.

PS&E Review and Backcheck
The Kimley-Horn team will backcheck incorporation of 65% comments previously provided and provide review comments on the design team’s delivery of the 95% and Final 100% PS&E package, including the following activities:
• Evaluate whether design team is following the current City of West Sacramento requirements
• Review and evaluate whether engineering technical reports—such as foundation, hazardous materials, and drainage—are consistent with design documents
• Arrange for and facilitate meetings that may be required to resolve technical project issues or concerns with design team, internal departments, and external stakeholders. Up to five meetings have been budgeted
• Perform review of design for compatibility with recently constructed improvements, such as the Riverwalk Trail
improvements, and ongoing projects, including the Task 2 project and Bridge District development plans. Any issues that are identified will be brought forth to the City of West Sacramento for resolution and direction on next steps
• Participate in constructability reviews and other reviews as may be required
• Compile comments from all disciplines and departments for submittal to City of Sacramento project manager to be shared with design team
Issue Direction, Clarifications and Changes
The Kimley-Horn team will coordinate with City of Sacramento project manager to provide directions, clarifications and changes on design issues that arise in collaboration with the City of West Sacramento team.

Up to an average of four hours per week for 20 months has been budgeted for design input and review oversight.

Attachment 2
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and Deck Conversion Projects
City of West Sacramento  RSSB86007.2023  30
Construction Support
Coordination with Construction Management (CM) Team
The Kimley-Horn team will coordinate with the City of Sacramento CM team, led by the Resident Engineer, to monitor construction schedule, facilitate City of West Sacramento departmental approval and inform the City of West Sacramento communications team of public announcements such as traffic alerts and upcoming activities that may require outreach. Up to an average of 1.5 hours per week for 18 months has been budgeted.

Site Observation and Reporting
The Kimley-Horn team will coordinate with the City of Sacramento CM team, led by the Resident Engineer, to visit the site to observe work progress and report to the City of West Sacramento department key personnel for the timely transmission of information. Up to an average of

1.5 hours per week for 18 months has been budgeted.

Documentation
The Kimley-Horn team will coordinate with the City of Sacramento CM team, led by the Resident Engineer, to document site changes on the City of West Sacramento side, including deviation from the design, schedule, and approved traffic management plan. The Kimley-Horn team will inform and consult with department key staff as appropriate. Up to an average of 1.5 hours per week for 18 months has been budgeted.

Project Closeout
Project closeout activities will not be included during this contract duration. The scope of services for project closeout will be developed, negotiated, and amended as appropriate.

Task 2 – I Street Bridge Deck Conversion Scope of Services This scope of services is specifically based on providing the consultant in a management support role to the City of West Sacramento for the preliminary engineering, environmental clearance, final design, environmental permitting, and construction of the I Street Bridge Deck Conversion Active Transportation project. This scope of services anticipates the project duration of 36 months from Notice to Proceed (NTP) in January 2024 to December 2026. Based on the current status of the I Street Bridge Deck Conversion project, we understand that the project will be ready for advertisement by Winter 2025 with construction beginning in Winter/Spring 2026. The project will be in the first year of construction by December 2026.

Project Management and Partner Engagement
Project Administration
The Kimley-Horn team will prepare:
• A progress report describing the activities completed over the period • A monthly summary of total charges, including the contract budget, prior billing amount, current billing, total billed to date, and total percent billed to date
Direct Project Development
The Kimley-Horn team will provide the environmental, design and construction management teams, in coordination with the City of Sacramento on the I Street Bridge Replacement and Sacramento Valley Station-Regional Bus Mobility Hub (Sac Valley Mobility) projects, for the following with support from the City of West Sacramento team:

Preliminary Engineering and Environmental Clearance
Directions to the design team on design and environmental clearance procedures.

Final Design, Environmental Permitting and Right-of-Way Directions to design team on design and environmental permitting requirements and right-of-way procedures.

Attachment 2
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City of West Sacramento  RSSB86007.2023  31
Construction
Directions to the construction management team on process for construction scheduling and inspection process for improvements on the project, including coordination with adjacent City of Sacramento projects.

Coordination with Internal Departments
The Kimley-Horn team will establish working relationships with City of West Sacramento Departments to facilitate joint direction and delivery of the project. Coordination includes planning and development of future projects that may be impacted by this project, operations and maintenance by the City of West Sacramento, emergency responders’ requirements, and any department-specific requests for this project.

Coordination with External Partners
The Kimley-Horn team will coordinate with the Caltrans District Local Assistance Engineer (DLAE), City of Sacramento project managers, resource permit agencies, and utility providers to deliver this project through environmental clearance, final design, and into construction. We will serve as the liaison between the Task 1 and Task 2 projects to provide information to this project to minimize design and construction conflicts and incorporate requirements into the PS&E as appropriate. We will support the Cities to prepare for procurement for the construction phase and develop cooperative agreement language for construction and maintenance.

Meetings and Conferences
The Kimley-Horn team will participate in the following:
• Weekly 1-hour coordination meeting with the City of West Sacramento team
• Biweekly 0.5-hour meeting with the cities of West
Sacramento and Sacramento
• Monthly 1-hour PDT meetings for final design phase from January 2023 through December 2025
• Monthly 1-hour construction progress meetings from January 2026 to December 2026
• Focus coordination meetings for general coordination (up to 20 meetings)
• Pre-proposal meeting for construction management services • Pre-bid meeting for construction contractor
• Meeting for bid results with City of West Sacramento personnel • Pre-construction meeting arranged by Resident Engineer • Quarterly meeting with Caltrans Office of Local Assistance Outreach Support and Stakeholder Presentations
The Kimley-Horn team will support the City of West Sacramento for outreach efforts. This task includes:
• Quarterly support to prepare presentations or staff report to the City Council • Stakeholder meetings with impacted businesses or residents (up to eight meetings) • Coordination with design team, the City of Sacramento project manager and West Sacramento communications team for public engagement and updating of webpage information as project advances Up to an average of six hours per week for 36 months has been budgeted for project management and partner engagement.

Project Controls and Contract Management
Project Controls
The Kimley-Horn team will perform internal project controls to monitor team budget and schedule, including allocation of resources to perform milestone-driven tasks.

Schedule and Financial Oversight
The Kimley-Horn team will work with City of West Sacramento key personnel, the City of Sacramento project manager, and the design team to review the environmental clearance, design and construction schedules as well as the project’s financial plan for funding each phase. Project phases include preliminary engineering and environmental clearance, final design and permitting, right-of-way negotiation and acquisition, pre-construction and bidding, and construction. The Kimley-Horn team will support the City of West Sacramento to monitor currently programmed funding, assess project budgetary needs, and identify and secure funding sources for the construction phase.

Attachment 2
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City of West Sacramento  RSSB86007.2023  32
Invoice Review and Payment Approvals
The Kimley-Horn team will review invoices and prepare progress reports from the design consultant and the City of Sacramento. We will work with the internal team to monitor that spending from both cities are consistent with the terms of the cooperative agreements. We will manage the design consultant’s design contract, and review and negotiate future amendments with approval from department key personnel. The Kimley-Horn team will also prepare the documentation required for reimbursement from Caltrans DLAE for through the appropriate funding source.

Project Documents
The Kimley-Horn team will establish a project filing structure to document project history, review documents, decisions made, and action items as appropriate for the project development. Documentation will include those required for DLAE for approval and appropriation of funding, and reimbursement history.

Quality Audits
The Kimley-Horn team’s QC/QA manager, Edwin Xie, P.E., will perform audit of each deliverable by design team to verify that the quality management plan/review process is being followed.

Up to an average of three hours per week for 36 months has been budgeted for project controls and contract management.

Design Input and Review Oversight
Project Environmental Studies, Document, and Permits
The Kimley-Horn team will provide review of technical environmental studies and document, resource agency permits and agreements for this project. The Kimley-Horn team will verify that the CPUC GO 88-B of the I Street Bridge Replacement project will include provisions for the I Street Bridge Deck Conversion for Active Transportation project as agreed between the cities. The Kimley-Horn team will coordinate with all disciplines and departments and the City of Sacramento project manager for review then compile comments to be shared with design team.

PS&E Review and Backcheck
The Kimley-Horn team will provide review comments on the design team’s delivery of the 35%, 65%, 95% and Final 100% PS&E package, including the following activities:
• Evaluate whether design team is following the project requirements • Review and evaluate whether engineering technical reports, such as foundation, hazardous materials and drainage, are consistent with design documents
• Arrange for and facilitate meetings that may be required to resolve technical project issues or concerns with design team, internal departments, and external stakeholders. Up to 15 meetings has been budgeted
• Perform review of design for compatibility with recently constructed improvements, such as the Riverwalk Trail
improvements, and ongoing projects, including the Task 1 project, Sac Valley Mobility project, and Bridge District development plans.

Any issues that are identified will be brought forth to the City of West Sacramento for resolution and direction on next steps • Participate in constructability reviews and other reviews as may be required
• Compile comments from all disciplines and departments, City of Sacramento, and Caltrans for sharing with design team
Issue Direction, Clarifications and Changes
The Kimley-Horn team will collaborate with the City of West Sacramento team to provide directions, clarifications and changes on design issues that arise in coordination with City of Sacramento project manager and Caltrans DLAE.

Up to an average of six hours per week for 28 months has been budgeted for design input and review oversight.

Construction Support
Coordination with Construction Management (CM) Team
The Kimley-Horn team will coordinate with the CM team, led by the Resident Engineer, to monitor construction schedule, facilitate the Cities of West Sacramento and Sacramento’s departmental approval and inform the Cities’ communications team of public announcements such as traffic alerts and upcoming activities that may require outreach. Up to an average of 2.5 hours per week for 12 months has been budgeted.

Attachment 2
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CMSR for I Street Bridge Replacement
and Deck Conversion Projects
City of West Sacramento  RSSB86007.2023  33
Site Observation and Reporting
The Kimley-Horn team will coordinate with the CM team, led by the Resident Engineer, to visit the site to observe work progress and report to the Cities of West Sacramento and Sacramento’s project manager and key personnel for the timely transmission of information. Up to an average of three hours per week for 12 months has been budgeted.

Documentation
The Kimley-Horn team will coordinate with the City of West Sacramento CM team, led by the Resident Engineer, to document site changes on both sides of the cities, including deviation from the design, schedule, and approved traffic management plan. The Kimley-Horn team will inform and consult with department key staff as appropriate. The Kimley-Horn team will share information with the Task 1 project management and construction team for coordination of activities to minimize public disruption. Up to an average of two hours per week for 12 months has been budgeted.

Project Closeout
Project closeout activities will not be included during this contract duration. The scope of services for project closeout will be developed, negotiated, and amended as appropriate.

Attachment 2
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EXHIBIT B – SCHEDULE OF PERFORMANCE
Attachment 2
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EXHIBIT C – SCHEDULE OF FEES
Attachment 2
119
COST PROPOSAL 1
Note: Mark-ups are Not Allowed
Consultant
Project No. Contract No. Date 1/29/2024

DIRECT LABOR
Hours
1204
10 60
40 130
244
0 0
0 0
0 300
85 LABOR COSTS
a) Subtotal Direct Labor Costs
b) Anticipated Salary Increases (see Anticipated Salary Increases page for calculation) c) TOTAL DIRECT LABOR COSTS [(a) + (b)] $ 157,820.53

INDIRECT COSTS
d) Fringe Benefits ( Rate: 0.00% ) e) Total Fringe Benefits [(c) x (d)] $ - f) FCCM ( Rate: 0.45% ) $ 710.19
h) Overhead ( Rate: 190.79% ) i) Overhead [(c) x (h)] $ 301,105.80 j) TOTAL INDIRET COSTS [(e) + (g) + (i)] $ 301,815.99
FIXED FEE k) TOTAL FIXED FEE [(c) + (e) + (i)* fixed fee 10% ] $ 45,892.63 Quantity Unit
l) TOTAL OTHER DIRECT COSTS $ 2,000.00
Subconsultant 1: $ 89,508.28
Subconsultant 2: $
Subconsultant 3: $
Subconsultant 4: $
$ 89,508.28
$ 91,508.28
TOTAL COST [(c) + (j) + (k) + (n)] $ 597,037.43
(m) TOTAL SUBCONSULTANS' COSTS
(n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)] $0.00 $ -
m) SUBCONSULTANTS' COSTS
MGE Engineering
$0.00 $ -
$0.00 $ -
g) FCCM [(c) x (f)
l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE
Description of Item Unit Cost Total
$0.00 $ 2,000.00
Project Support TBD $42.98 $ 3,653.30
$ 149,859.26
$ 7,961.27
Analyst II TBD $46.54 $ -
Analyst I TBD $40.88 $ 12,264.00
Professional II TBD $67.50 $ -
Professional I TBD $55.16 $ -
Sr. Professional II TBD $104.74 $ -
Sr. Professional I TBD $74.24 $ -
ADA Patel, Akash $62.50 $ 8,125.00
Civil and Signal/Lighting Wong, Wai Kei (Felix) $71.94 $ 17,553.36 QC/QA Manager Edwin Xie $67.50 $ 4,050.00
Environmental Jewell, Alex $85.24 $ 3,409.60
Project Manager Lam, Sherina $82.70 $ 99,570.80
Principal-in-Charge Mehta, Parag $123.32 $ 1,233.20
TASK 2
Classification/Title Name Actual Hourly Rate Total
COST PROPOSAL 1

COST-PLUS-FIXED FEE OR LUMP SUM OR FIRM FIXED PRICE CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES)
Kimley-Horn and Associates, Inc.

Prime Consultant Subconsultant 2nd Tier Subconsultant