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25-047 Biggs Cardosa Associates, Inc. for Engineering and Environmental Services Stevens Creek Bridge Repair Project
Engineering and Environmental Services for the Stevens Creek Bridge Repair Project 1 of 11 Design Professional Agr (Single) / Modified DESIGN PROFESSIONAL SERVICES AGREEMENT (SINGLE) WITH BIGGS CARDOSA ASSOCIATES, INC. 1. PARTIES This Agreement is made by and between the City of Cupertino, a municipal corporation (“City”), and Biggs Cardosa Associates, Inc. (“Consultant”), a Corporation for Engineering and Environmental Services for the Stevens Creek Bridge Repair Project (“Project”) and is effective on the last date signed below (“Effective Date”). 2. SERVICES 2.1 Basic Services. Consultant agrees to provide the Basic Services for the Project, which are set forth in detail in the Scope of Services, attached here and incorporated as Exhibit A, and as further specified in Consultant’s written Proposal as approved by City, except for any provision in the Proposal which conflicts or is inconsistent with this Agreement and the Exhibits hereto, or as otherwise expressly rejected by City. Consultant further agrees to carry out its work in compliance with any applicable local, State, or Federal order regarding COVID-19. 2.2 Additional Services. City may request at any time during the Contract Time that Consultant provide additional services for the Project, which are not already encompassed, expressly or implicitly, in the Agreement, the Scope of Services, or the Proposal (“Additional Services”). Additional Services must be authorized in writing by City and Consultant will not be paid for unauthorized Additional Services rendered. Additional Services are subject to all the provisions applicable to Basic Services, except and only to the extent otherwise specified by City in writing. All references to “Services” in the Agreement include Basic Services and Additional Services, unless otherwise stated in writing. The Services may be divided into separate sequential tasks, as further specified in this Agreement, the Scope of Services, and Consultant’s Proposal. Consultant is solely responsible for its errors and omissions and those of its subconsultants, and must promptly correct them at its sole expense. Consultant must take appropriate measures to avoid or mitigate any delay, liability, and costs resulting from its errors or omissions. 2.3 Consultant’s duties and services under this agreement shall not include preparing or assisting the City with any portion of the City’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the City. The City shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. Consultant’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. Consultant shall cooperate with the City to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by consultant pursuant to this agreement. Engineering and Environmental Services for the Stevens Creek Bridge Repair Project 2 of 11 Design Professional Agr (Single) / Modified 3. TIME OF PERFORMANCE 3.1 Term. This Agreement begins on the Effective Date and ends on June 30, 2030, unless terminated earlier as provided herein (“Contract Time”). The City’s appropriate department head or City Manager may extend the Contract Time through a written amendment to this Agreement, provided such extension does not include additional contract funds. Extensions requiring additional contract funds are subject to the City’s purchasing policy. 3.2 Schedule of Performance. All Services must be provided within the times specified in Exhibit B, Schedule of Performance, attached and incorporated here. Consultant must promptly notify City of any actual or potential delay in providing the Services as scheduled to afford the Parties adequate opportunity to address or mitigate delays. If the Services are divided by tasks, Consultant must begin work on each separate task upon receiving City’s Notice to Proceed (“NTP”), and must complete each task within the time specified in Exhibit B. 3.3 Time is of the essence for the performance of all the Services. Consultant must have sufficient time, resources, and qualified staff to deliver the Services on time. 4. COMPENSATION 4.1 Maximum Compensation. City will pay Consultant for satisfactory performance of the Basic Services and Additional Services, if approved, a cumulative total amount that will be capped so as not to exceed $625,000 (“Contract Price”), as specified in Exhibit C, Compensation, attached and incorporated here. The Contract Price includes all expenses and reimbursements and will remain in place even if Consultant’s actual costs exceed the capped amount. No extra work or payment is permitted in excess of the Contract Price. 4.2 Basic Services. City will pay Consultant $625,000 (“Price”) for the complete and satisfactory performance of the Basic Services in accordance with Exhibit C. The Price is inclusive of all time and expenses, including, but not limited to, sub-Consultants’ costs, materials, supplies, equipment, travel, taxes, overhead, and profit. Consultant will be compensated for actual costs only of normal business expenses and overhead, with no markup or surcharge (“Reimbursable Expenses”). Consultant will not be entitled to reimbursement for copying, printing, faxes, telephone charges, employee overtime, or travel to City offices or to the Project site. 4.3 Additional Services. City has the discretion, but not the obligation, to authorize Additional Services up to an amount not to exceed $N/A. Additional Services provided to City’s reasonable satisfaction will be compensated on a lump sum basis or based on time and expenses, in accordance with the Hourly Rates and Reimbursable Expenses Schedules included in Exhibit C. If paid on an hourly basis, Consultant will be compensated for Reimbursable Expenses only. Consultant will not be entitled to reimbursement for copying, printing, faxes, telephone charges, employee overtime, or travel to City offices or to the Project site. 4.4 Invoices and Payments. Monthly invoices must describe the Services completed and the Amount due for the preceding month. City will pay Consultant within thirty (30) days following receipt of a properly submitted and approved invoice for Services. The invoice must separately itemize and provide subtotals for Basic Services and Additional Services, and must state the percentage of completion for each task, as specified in Exhibit C. City will notify Consultant in writing of any Engineering and Environmental Services for the Stevens Creek Bridge Repair Project 3 of 11 Design Professional Agr (Single) / Modified disagreements with the invoice or the stated percentage of completion of tasks. If the disagreement is unresolved, City will pay Consultant only for the undisputed portion of the Services. Disputed amounts shall be subject to the Dispute Resolution provision of this Agreement. a. Time and Expenses. For Additional Services provided on an hourly basis, each invoice must also include, for each day of Services provided: (i) name and title of each person providing Services; (ii) a succinct summary of the Services performed by each person; (iii) the time spent per person, in thirty (30) minute increments; (iv) the hourly billing rate or Sub- Consultant charge and payment due; and (v) an itemized list with amounts and explanation for all permitted reimbursable expenses. b. Rates and Receipts. All hourly rates and reimbursable expenses must conform to the City- approved rates set forth in Exhibit C, which will be in effect for the entire Contract Time. Each invoice must attach legible, dated receipts for Reimbursable Expenses. 5. INDEPENDENT CONTRACTOR 5.1 Status. Consultant is an independent Consultant and not an employee, partner, or joint venture of the City. Consultant is solely responsible for the means and methods of performing the Services and shall exercise full control over the employment, direction, compensation and discharge of all persons assisting Consultant in performing the Services. Consultant is not entitled to health benefits, worker’s compensation, retirement, or any City benefit. 5.2 Qualifications and Standard of Care. Consultant represents on behalf of itself and its sub- Consultants that they have the qualifications and skills to perform the Services in a competent and professional manner, as exercised by design professionals performing similar services in the San Francisco Bay Area. Services may only be performed by qualified and experienced personnel or subconsultants who are not employed by City and do not have any contractual relationship with City accepting this Agreement. All Services must be performed as specified to City’s reasonable satisfaction. 5.3 Permits and Licenses. Consultant warrants on behalf of itself and any sub-Consultants that they are properly licensed, registered, and/or certified to perform the Services, as required by law, and that they have procured a valid City Business License, if required by the Cupertino Municipal Code. 5.4 Sub-Consultants. Unless prior written approval from City is obtained, only Consultant’s employees and sub-Consultants whose names are included in this Agreement and incorporated Exhibits may provide Services under this Agreement. Consultant must require all sub-Consultants to furnish proof of insurance for workers’ compensation, commercial liability, auto, and professional liability in reasonable conformity to the insurance required of Consultant. The terms and conditions of this Agreement shall be binding on all sub-Consultants relative to the portion of their work. 5.5 Tools, Materials, and Equipment. Consultant will supply and shall be responsible for all tools, materials, and equipment required to perform the Services under this Agreement. 5.6 Payment of Benefits and Taxes. Contractor is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes. Contractor and any of its employees, agents, and subcontractors shall not have any claim under this Agreement or otherwise against City for seniority, vacation time, vacation pay, sick leave, personal time off, Engineering and Environmental Services for the Stevens Creek Bridge Repair Project 4 of 11 Design Professional Agr (Single) / Modified overtime, health insurance, medical care, hospital care, insurance benefits, social security, disability, unemployment, workers compensation or employee benefits of any kind. Contractor shall be solely liable for and obligated to pay directly all applicable taxes, fees, contributions, or charges applicable to Contractor’s business including, but not limited to, federal and state income taxes. City shall have no obligation whatsoever to pay or withhold any taxes or benefits on behalf of Contractor. In the event that Contractor or any employee, agent, or subcontractor of Contractor providing services under this Agreement is determined by a court of competent jurisdiction, arbitrator, or administrative authority, including but not limited to the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Contractor shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Contractor or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City, and actual attorney’s fees incurred by City in connection with the above. 5.7 Errors and Omissions. Consultant is solely responsible for its errors and omissions and those of its sub-Consultants, and must take prompt measures to avoid, mitigate, and correct them at its sole expense. 6. PROPRIETARY/CONFIDENTIAL INFORMATION During the Contract Time, Consultant may have access to private or confidential information owned or controlled by the City, which may contain proprietary or confidential details, the disclosure of which to third parties may be damaging to City. Consultant shall hold in confidence all City information and use it only to perform this Agreement. Consultant shall exercise the same standard of care to protect City information as a reasonably prudent Consultant would use to protect its own proprietary data. 7. OWNERSHIP OF MATERIALS 7.1 Property Rights. Subject to City meeting its payment obligations for the Services, any interest (including copyright interests) of Consultant in any product, memoranda, study, report, map, plan, drawing, specification, data, record, document, or other information or work, in any medium, prepared by Consultant under this Agreement (“Work Product”), will be the exclusive property of the City upon completion of the work to be performed hereunder or upon termination of this Agreement, to the extent requested by City. In any case, no Work Product shall be shown to a third-party without prior written approval by City. 7.2 Copyright. To the extent permitted by Title 17 of the U.S. Code, all copyrights to the Work Product prepared/created by Consultant and its sub-Consultants and all copyrights in such Work Product shall constitute City property. If it is determined under federal law that the Work Product is not “works for hire,” Consultant hereby assigns to City all copyrights to the Work Product when and as created, and shall require sub-Consultants to do the same. Consultant may retain copyrights to its standard details, but hereby grants City a perpetual, non-exclusive license to use such details. 7.3 Patents and Licenses. Consultant must pay royalties or license fees required for authorized use of any third party intellectual property, including but not limited to patented, trademarked, or copyrighted intellectual property if incorporated into the Services or Work Product of this Agreement. Engineering and Environmental Services for the Stevens Creek Bridge Repair Project 5 of 11 Design Professional Agr (Single) / Modified 7.4 Re-Use of Work Product. Unless prohibited by law and without waiving any rights, City may use or modify the Work Product of Consultant and its sub-Consultants to execute or implement any of the following, but Consultant shall not be responsible or liable for City’s re-use of Work Product: (a) For work related to the original Services for which Consultant was hired; (b) To complete the original Services with City personnel, agents or other Consultants; (c) To make subsequent additions to the original Services; and/or (d) For other City projects. 7.5 Deliverables and Format. Electronic and hard copies of the Work Product constitute part of the Deliverables required under this Agreement, which shall be provided to City on recycled paper and copied on both sides, except for one single-sided original. Large-scale architectural plans and similar items must be in CAD and PDF formats, and unless otherwise specified, other documents must be in Microsoft Office applications and PDF formats. 8. RECORDS 8.1 Consultant must maintain complete, accurate, and detailed accounting records relating to the Services and Compensation, in accordance with generally accepted accounting principles and procedures. The records must include detailed information about Consultant’s performance, benchmarks, and deliverables. The records and supporting documents must be kept separate from other files and maintained for a period of four (4) years from the date of City’s final payment. 8.2 Consultant will provide City full access to Consultant’s books and records for review and audit, to make transcripts or copies, and to conduct a preliminary examination of all the work, data, documents, proceedings, and activities related to this Agreement. If a supplemental examination or audit of Consultant’s records discloses non-compliance with appropriate internal financial controls, a contract breach, or a failure to act in good faith, City will be entitled to recover from Consultant the costs of the supplemental examination. If this is a lump sum fee Agreement, City will be provided access to records of reimbursable expenses and the instruments of service/deliverables for review and audit. This Section 8 survives the expiration/termination of this Agreement. 8.3 Consultant acknowledges that certain documents generated or received by Consultant in connection with the performance of this Agreement, including but not limited to correspondence between Consultant and any third party, are public records under the California Public Records Act, California Government Code section 6250 et seq. Consultant shall comply with all laws regarding the retention of public records and shall make such records available to the City upon request by the City, or in such manner as the City reasonably directs that such records be provided. 9. ASSIGNMENT Consultant shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of City. Any attempt to do so will be null and void. Any changes related to the financial control or business nature of Consultant as a legal entity will be considered an Assignment subject to City approval, which shall not be unreasonably withheld. For purposes of this provision, control means fifty percent (50%) or more of the voting power of the business entity. This Agreement binds Consultant, its heirs, successors and assignees. Engineering and Environmental Services for the Stevens Creek Bridge Repair Project 6 of 11 Design Professional Agr (Single) / Modified 10. PUBLICITY / SIGNS Any publicity generated by Consultant for the project under this Agreement, during the term of this Agreement and for one (1) year thereafter, will reference the City’s contributions in making the project possible. The words “City of Cupertino” will be displayed in all pieces of publicity, including flyers, press releases, posters, brochures, public service announcements, interviews, and newspaper articles. No signs may be posted, exhibited, or displayed on or about City property, except signage required by law or this Agreement, without prior written approval from the City. 11. INDEMNIFICATION 11.1 To the fullest extent allowed by law and except for losses caused by the sole or active negligence or willful misconduct of City personnel, Consultant agrees to indemnify, defend, and hold harmless the City as follows: a. Indemnity for Design Professional Liability: With respect to the performance of design professional services by a design professional as defined in California Civil Code Section 2782.8, to the fullest extent permitted by law, Consultant shall indemnify and hold harmless City, its officers, officials, agents, employees, and volunteers (collectively and/or individually “City”) from and against any and all liabilities, claims, damages, losses, costs, or expenses (including, without limitation, costs, attorneys’ fees, and expert fees of litigation and alternative dispute resolution) of every nature to the extent arising out of, pertaining to, or relating to the negligence, recklessness, or willful misconduct of Consultant or any of its officers, employees, servants, agents, or subcontractors (collectively and/or individually “Consultant”), in the performance of this Agreement or failure to comply with any obligations of the Agreement. If it is finally determined (through a non-appealable judgment or an agreement between City and Consultant) that liability is caused by the comparative negligence or willful misconduct of City, then Consultant’s indemnification and hold harmless obligation shall not exceed Consultant’s finally determined percentage of liability based upon the comparative fault of Consultant. Irrespective of any language to the contrary in this Agreement, the Consultant has no duty to provide or to immediately pay for an up-front defense of City against unproven claims or allegations but shall reimburse those litigation costs and expenses (including, without limitation, attorneys’ fees, and expert fees) incurred by the City to the extent caused by the negligence, recklessness, or willful misconduct of Consultant. In no event shall the cost to defend charged to Consultant exceed Consultant’s proportional percentage of fault, except as described in Section 2782.8(a) and (e) of the California Civil Code. b. Claims Involving Intellectual Property. Consultant shall indemnify, defend, and hold harmless Indemnitees from and against any claim involving intellectual property, infringement, or violation of a United States patent right or copyright, trade secret, trademark, or service mark or other proprietary or intellectual property rights, which arises out of, pertains to, or relates to Consultant’s negligence, recklessness, or willful misconduct. Such costs and expenses will include reasonable attorney fees for legal counsel of City’s choice, expert fees, and all other costs and fees of litigation. c. Claims for Other Liability. Except as provided in subsections 11.1(a) and (b), to the fullest extent permitted by law, Consultant shall hold harmless, defend (with counsel agreed to by City), and indemnify City and its officers, officials, agents, employees, and volunteers Engineering and Environmental Services for the Stevens Creek Bridge Repair Project 7 of 11 Design Professional Agr (Single) / Modified (collectively and/or individually “City”) from and against any and all liability, claim, loss, damage, expense, costs (including, without limitation, costs, attorneys’ fees, and expert fees of litigation) of every nature arising out of, related to, or in connection with the performance of work hereunder by Consultant or any of its officers, employees, servants, agents, or subcontractors, or the failure of the same to comply with any of the obligations contained in this Agreement, except such loss or damage which was caused by the sole negligence or sole willful misconduct of the City. Consultant’s duty to defend applies immediately, whether or not liability is established. An allegation or determination that persons other than Contractor are responsible for the claim does not relieve Contractor from its separate and distinct obligation to defend as stated herein. 11.2 Consultant will assist City, at no additional cost, in the defense of any claim, dispute, or lawsuit arising out of this Agreement. Consultant’s duties herein are not limited to or subject to the Contract Price, to Workers’ Compensation claims, or to the Insurance or Bond limits and provisions. Nothing in this Agreement shall be construed to give rise to an implied right of indemnity in favor of Consultant against any Indemnitee. 11.3 Consultant agrees to pay the reasonable costs City may incur in enforcing this provision related to Consultant’s indemnification duties, including reasonable attorney fees, fees for legal counsel acceptable to City, expert fees, and all other costs and expenses related to a claim or counterclaim, a purchase order, another transaction, litigation, or dispute resolution. Without waiving any rights, City may deduct money from Consultant’s payments to cover moneys due to City. 11.4 Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Section 11 from each and every subcontractor, or any other person or entity involved by, for, with, or on behalf of Consultant in the performance of this Agreement. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. 11.5 This Section 11 shall survive expiration or termination of this Agreement. 12. INSURANCE On or before the Contract Time commences, Consultant shall furnish City with proof of compliance with City Insurance Requirements, attached and incorporated here as Exhibit D. City will not execute the Agreement until Consultant has submitted and City has reasonably approved receipt of satisfactory certificates of insurance and endorsements evidencing the type, amount, class of operations covered, and the effective and expiration dates of coverage. Alternatively, City may terminate this Agreement or in its sole discretion purchase insurance at Consultant’s expense and deduct costs from payments to Consultant. 13. COMPLIANCE WITH LAWS 13.1 General Laws. Consultant shall comply with all laws and regulations applicable to this Agreement. Consultant will promptly notify City of changes in the law or other conditions that may affect the Project or Consultant’s ability to perform. Consultant is responsible for verifying the employment authorization of employees performing the Services, as required by the Immigration Reform and Control Act, or other federal or state law, rule or regulation. Engineering and Environmental Services for the Stevens Creek Bridge Repair Project 8 of 11 Design Professional Agr (Single) / Modified 13.2 Labor Laws. Consultant shall comply with all labor laws applicable to this Agreement. If the Services include a “public works” component, Consultant must comply with prevailing wage laws under Labor Code Section 1720 and other labor laws. To the extent applicable, Consultant must comply with City’s Labor Compliance Program and with state labor laws pertaining to working days, overtime, payroll records and DIR Registration and Oversight. If the Contract Price is $30,000 or more, Consultant must comply with the apprenticeship requirement in Labor Code Section 1777.5. 13.3 Discrimination Laws. Consultant shall not discriminate on the basis of race, religious creed, color, ancestry, national origin, ethnicity, handicap, disability, marital status, pregnancy, age, sex, gender, sexual orientation, gender identity, Acquired-Immune Deficiency Syndrome (AIDS), or any other protected classification. Consultant shall comply with all anti-discrimination laws, including Government Code Section 12900 and 11135, and Labor Code Section. 1735, 1777, and 3077.5. Consistent with City policy prohibiting it, Consultant understands that harassment and discrimination by Consultant or any of its sub-Consultants toward a job applicant, an employee, a City employee, or any other person is strictly prohibited. Consultant agrees to provide records and documentation to the City on request necessary to monitor compliance with this provision. 13.4 Conflicts of Interest. Consultant shall comply with all conflict of interest laws and regulations applicable to this Agreement and must avoid any conflict of interest. Consultant warrants that no public official, employee, or member of a City board or commission who might have been involved in the making of this Agreement, has or will receive a direct or indirect financial interest in this Agreement in violation of California Government Code Section 1090 et seq. Consultant may be required to file a conflict of interest form if Consultant makes certain governmental decisions or serves in a staff capacity, as provided in Section 18700 of Title 2 of the California Code of Regulations and other laws. Services may only be performed by persons who are not employed by City and who do not have any contractual relationship with City, with the exception of this Agreement. Consultant is familiar with and agrees to abide by the City’s rules governing gifts to public officials and employees. 13.5 Remedies. A violation of this Section 13 constitutes a material breach and may result in City suspending payments, requiring reimbursement, or terminating this Agreement. City reserves all its rights and remedies under law and this Agreement, including the right to seek indemnification under Section 11. Consultant agrees to indemnify, defend, and hold City harmless from and against any loss, liability, and expenses arising from noncompliance with this Section. 14. PROJECT COORDINATION 14.1 City Project Manager. The City’s Project Manager for all purposes under this Agreement will be Jason Wong, who shall have the authority to manage this Agreement and oversee the progress and performance of the Services. City in its sole discretion may substitute another Project Manager at any time and will advise Consultant of the new representative. 14.2 Consultant Project Manager. Subject to City’s reasonable approval, Consultant’s Project Manager for all purposes under this Agreement will be John Alciati, who shall be the single representative for Consultant with the authority to manage compliance with this Agreement and oversee the progress and performance of the Services. This includes responsibility for coordinating and scheduling the Services in accordance with City instructions, service orders, and the Schedule of Performance, and providing regular updates to the City’s Project Manager on the Project status, progress, and any delays. City written approval is required prior to Consultant substituting a new Project Manager, which shall result in no additional costs to City or Project delays. Engineering and Environmental Services for the Stevens Creek Bridge Repair Project 9 of 11 Design Professional Agr (Single) / Modified 15. ABANDONMENT OF PROJECT City may abandon or postpone the Project with thirty (30) calendar days written notice to Consultant. Consultant will be compensated for satisfactory Services performed through the date of abandonment and will be given reasonable time to assemble the work and close out the Services. No close out work shall be conducted without City reasonable approval of closure costs, which may not exceed ten percent (10%) of the total time expended to the date of abandonment. All charges including job closure costs will be paid in accordance with the provisions of this Agreement and within thirty (30) days of Consultant’s final invoice reasonably approved by the City. 16. TERMINATION City may terminate this Agreement for cause or without cause at any time, following reasonable written notice to Consultant at least thirty (30) calendar days prior to the termination date. Consultant will be paid for satisfactory Services rendered through the date of termination, but final payment will not be made until Consultant closes out the Services and delivers all Work Product to City. All charges approved by City including job closure costs will be paid within thirty (30) days of Consultant’s final invoice. 17. GOVERNING LAW, VENUE, AND DISPUTE RESOLUTION This Agreement is governed by the laws of the State of California, excepting any choice of law rules which may direct the application of laws of another jurisdiction. Any lawsuits filed related to this Agreement must be filed with the Superior Court for the County of Santa Clara, State of California. Consultant must comply with the claims filing requirements under the Government Code prior to filing a civil action in court against City. The Agreement and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Agreement (or the successors of those authorities). If a dispute arises, Consultant must continue to provide the Services pending resolution of the dispute. If the Parties elect arbitration, the arbitrator’s award must be supported by law and substantial evidence and include detailed written findings of law and fact. 18. ATTORNEY FEES If City initiates legal action, files a complaint or cross-complaint, or pursues arbitration, appeal or other proceedings to enforce its rights or a judgment in connection with this Agreement, the prevailing party will be entitled to reasonable attorney fees and costs. This Section 18 survives the expiration/termination of this Agreement. 19. THIRD PARTY BENEFICIARIES There are no intended third party beneficiaries of this Agreement. 20. WAIVER Neither acceptance of the Services nor payment thereof shall constitute a waiver of any contract provision. City’s waiver of any breach shall not be deemed to constitute waiver of another term, provision, covenant, or condition or a subsequent breach, whether of the same or a different character. Engineering and Environmental Services for the Stevens Creek Bridge Repair Project 10 of 11 Design Professional Agr (Single) / Modified 21. ENTIRE AGREEMENT This Agreement represents the full and complete understanding of the Parties, of every kind or nature, and supersedes any and all other agreements and understandings, either oral or written, between them. Any modification of this Agreement will be effective only if in writing and signed by each Party’s authorized representative. No verbal agreement or implied covenant will be valid to amend or abridge this Agreement. If there is any inconsistency between any term, clause, or provision of this main Agreement and any term, clause, or provision of the attachments or exhibits thereto, the terms of the main Agreement shall prevail and be controlling. 22. INSERTED PROVISIONS Each contractual provision or clause that may be required by law is deemed to be included and will be inferred in this Agreement. Either party may request an amendment to cure any mistaken insertion or omission of a required provision. 23. HEADINGS The headings in this Agreement are for convenience only, are not a part of the Agreement and in no way affect, limit, or amplify the terms or provisions of this Agreement. 24. SEVERABILITY/PARTIAL INVALIDITY If any term or provision of this Agreement, or their application to a particular situation, is found by the court to be void, invalid, illegal or unenforceable, such term or provision shall remain in force and effect to the extent allowed by such ruling. All other terms and provisions of this Agreement or their application to specific situations shall remain in full force and effect. 25. SURVIVAL All provisions which by their nature must continue after the Agreement ends, including without limitation those referenced in specific Sections herein, survive this Agreement and shall remain in full force and effect. 26. NOTICES All notices, requests, and approvals must be sent to the persons below in writing to the persons below, and will be considered effective on the date of personal delivery, the delivery date confirmed by a reputable overnight delivery service, on the fifth calendar day after deposit in the United States Mail, postage prepaid, registered or certified, or the next business day following electronic submission: To City of Cupertino: Department of Public Works 10300 Torre Ave., Cupertino CA 95014 Attention: Jason Wong Email: jasonw@cupertino.gov To Consultant: Biggs Cardosa Associates, Inc. 865 The Alameda San Jose, CA 95126 Attention: John Alciati Email: jalciati@biggscardosa.com Engineering and Environmental Services for the Stevens Creek Bridge Repair Project 11 of 11 Design Professional Agr (Single) / Modified 27. FEDERALLY FUNDED PROJECT This Project is funded in whole or in part by federal funds and subject to the federal requirements set forth in Exhibit E. 28. EXECUTION The person executing this Agreement on behalf of Consultant represents and warrants that Consultant has the right, power, and authority to enter into this Agreement and carry out all actions herein, and that he or she is authorized to execute this Agreement, which constitutes a legally binding obligation of Consultant. This Agreement may be executed in counterparts, each one of which is deemed an original and all of which, taken together, constitute a single binding instrument. IN WITNESS WHEREOF, the parties have caused the Agreement to be executed on the Effective Date stated earlier in this Agreement. CITY OF CUPERTINO BIGGS CARDOSA ASSOCIATES, INC. A Municipal Corporation By Name Title Date By Name Mahvash Harms Title Date APPROVED AS TO FORM: FLOY ANDREWS Interim City Attorney ATTEST: KIRSTEN SQUARCIA City Clerk Date mahvash harms Executive Vice President 03/13/2025 Pamela Wu City Manager 03/31/2025 04/01/2025 City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. EXHIBIT A SCOPE OF SERVICES Biggs Cardosa (“CONSULTANT” or “Biggs Cardosa”) shall perform professional services which include but are not limited to tasks detailed in Section 2 related to the 2024-02 Stevens Creek Boulevard Bridge Repair Project (“PROJECT”) located on Stevens Creek Boulevard. For each phase of the PROJECT, CONSULTANT will submit a written proposal that includes a specific Scope of Services, Schedule of Performance, and Compensation for the CITY’s review, CONSULTANT shall not proceed with any phase until it receives written authorization from the Director of Public Works or his Designee via a Service Order using the Service Order Form in Attachment 1. Each Service Order will specify the scope of services, deliverables, schedule of performance, compensation, and any other applicable terms. CONSULTANT will not be compensated for Services performed without a duly executed Service Order. SECTION 1. GENERAL A. General Performance Requirements: 1. The performance of all services by CONSULTANT shall be to the satisfaction of the CITY, in accordance with the express terms hereof, including but not limited to the terms set out in detail in this scope of services, Service Order and the standard of care provisions contained in this AGREEMENT. 2. The CITY’s Department of Public Works shall manage the PROJECT and this AGREEMENT. CONSULTANT shall receive final direction from the CITY’s Director of Public Works or his/her authorized designee (hereinafter collectively “CITY”) only. 3. CONSULTANT shall coordinate this scope of services with the CITY as well as with other CITY consultants and contractors, as needed or as directed by the CITY. CONSULTANT shall schedule meeting and prepare meeting agendas and minutes for all PROJECT meetings during the design phase under the scope of work. All minutes of meetings are due to the CITY within five (5) working days after the meeting. CONSULTANT shall provide copies of such documentation to the CITY, and as directed by the CITY, to other appropriate agencies and entities. CONSULTANT shall coordinate all responses to comments through the CITY. 4. CONSULTANT shall designate and provide to the CITY the names of their team members for the PROJECT. The team members shall be satisfactory to the CITY. CONSULTANT shall not substitute any team members without the prior approval of the CITY. 5. CONSULTANT’s services shall be performed as expeditiously as is consistent with professional skill and care as set forth in the agreement and the orderly City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. process of the work. The schedule for the performance included in EXHIBIT B, may be adjusted by mutual agreement. 6. CONSULTANT shall manage its SUBCONSULTANTS, and administer the PROJECT. CONSULTANT shall consult with the CITY, research applicable design criteria, and communicate with members of the PROJECT team. SECTION 2. TASKS **CONSULTANT MUST RECEIVE AN EXECUTED SERVICE ORDER FROM THE CITY PRIOR TO BEGINNING ANY TASK** Phase 1: PRELIMINARY ENGINEERING AND TECHNICAL STUDIES TASK 1: PROJECT MANAGEMENT Project management will include, but not be limited to, the supervision and scheduling of project staff, review of work prepared by staff and subconsultants, project coordination, project organization, quality assurance and control, acting as the client liaison, monitoring the project schedule and budget, preparation of project reports and attendance at meetings with the City and other agencies to receive input and discuss and review the project during its critical design periods. More specific responsibilities may include but not be limited to: Task 1.0 – Coordination/Meetings/Administration Task 1.1: Project Development Meetings Biggs Cardosa will schedule monthly project development virtual meetings to discuss the status of the PROJECT, upcoming efforts, issues, and other relevant information. An agenda and invitation will be sent two (2) days prior to the meeting, including minutes from the previous meeting. Minutes of each meeting will be distributed to attendees within five (5) workdays of the meeting. At the meeting, we will distribute an Outstanding Issues list. Items on the list are discussed at the meeting, new issues are added and assigned, and tasks completed are noted as “closed”. Task 1.2: Miscellaneous Coordination Meetings (Agency) Biggs Cardosa will conduct additional coordination meetings, as needed, with agencies having jurisdiction within the PROJECT limits. This task will include preparing memos, letters, e-mails, and phone calls necessary to manage the PROJECT. This scope assumes a total of two (2) meetings with various agencies. Task 1.3 – Progress Reports and Invoices On a monthly basis, Biggs Cardosa will issue invoices and progress reports to the City detailing major items worked on during the billing period and anticipated work for the following month. Biggs Cardosa will establish and apply internal accounting methods and procedures acceptable to the City for documenting and monitoring contract costs. City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. Phase 1 Task 1 Deliverables: • Meeting agendas and minutes • Outstanding Issues List (and updates) • Invoices with progress reports TASK 2: PLANNING AND PROJECT DEVELOPMENT Task 2.1 – Kick-Off Meeting Biggs Cardosa will schedule a PROJECT kick-off meeting and invite key personnel from the City, as well as other parties that, in concurrence with the City, are important stakeholders in the success of the PROJECT. The goal of the kick-off meeting is to introduce staff, discuss project background and scope, establish communication and procedure guidelines, and discuss the PROJECT schedule. Biggs Cardosa will also start preparation of a detailed PROJECT description, including PROJECT components, environmental study limits (ESL), and timing of construction. Task 2.2 – Research and Data Gathering The Biggs Cardosa design team will review available data, including previous studies, provided by the City. Key information to review will be photos, record drawings and inspection reports, and maintenance history. Biggs Cardosa will collect utility information using USA database. Utility record data will be drafted on a utility base map. Task 3: PRELIMINARY/CONCEPT PLANS Task 3.1 – Preliminary Geotechnical Investigations & Foundation Report Task 3.1.1 – Research and Data Collection The design team will review available geologic and soil literature in the vicinity of the site, including a review of as-built drawings and existing boring data in the PROJECT vicinity. Task 3.1.2 – Sample Collection Biggs Cardosa willcollect three bulk samples from the creek bed with hand tools. One sample will be collected at the bridge location, with two additional samples to be collected approximately 50 to 100 feet upstream and downstream from the bridge, respectively, depending on access. The purpose of these samples is to provide gradation data for scour analyses. Actual sampling locations will depend upon available access, with consieration of the water level in the creek. Task 3.1.3 – Laboratory Testing Particle size analyses will be performed on the three collected samples. City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. Task 3.1.4 – Preliminary Geotechnical Evaluation Memorandum Biggs Cardosa will prepare amemorandum covering the overall geotechnical/geologic condition on a broad basis, including, but not limited to, geology, subsurface conditions, groundwater, as-built data, etc. The laboratory data from Task 3.1.3 will be included as part of the memorandum. Task 3.1.5 – Geotechnical Explorations Task 3.1.5.1 Permit and Utility Clearance Explorations will be performed within the City’s right-of-way (ROW), and an encroachment permit will not be required. Traffic control will be provided, as necessary, during field explorations. Traffic control plans will be prepared by an outside vendor, part of Biggs Cardosa subconsultant’s team.. Biggs Cardosa will apply for drilling permits from Valley Water as the boring is greater than 45 feet. A field engineer will mark the boring location and contact the Underground Service Alert (USA) for utility clearance. A private utility locator and removing the USA marking are not included in the scope. Task 3.1.5.2 Field Exploration A total of two soil borings, each up to 80 feet deep, are planned with one at each abutment. A truck rig would be used for the field explorations. Lane closures are expected during the field explorations. Traffic control is included in the cost and will be performed by an outside vendor. A field engineer will classify and log the subsurface soil and rock conditions encountered in the test boring at the time of drilling. Samples will be collected for laboratory testing. The borings will be grouted 2 sack slurry. Then the AC hot patch be squared off (2’x2’x3” minimum patch). Actual locations of the explorations will be determined based on the site condition due to access or utility conflicts. Task 3.1.5.3 Laboratory Testing Laboratory tests will be performed on representative soil samples, including but not limited to, moisture contents, densities, particle size analyses, plasticity index (basic soil characteristics), corrosion tests (pH, sulfate, chloride, and resistivity), consolidation tests, and strength tests as deemed necessary. Task 3.1.5.4 Preparation of Boring Log The boring log will be edited based on the field logs and the laboratory test results and will be prepared based on Caltrans standards. It is assumed that the boring data will be provided in boring record format, i.e., letter-sized gINT log. Task 3.1.5.5 Soils Analysis/Evaluation City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. Associated engineering analyses may be required to provide additional input to the foundation design. Based on our experience, the following may be expected: • Seismic design criteria, i.e., ARS curve per Caltrans ARS Online website. (site- specific ARS curve is not included.) • Seismic hazards (liquefaction potential), • Foundation evaluation (axial/lateral capacity for deep foundations or bearing capacity/settlement for shallow foundations), • Development of geotechnical parameters for LPILE analyses (LPILE to be performed by the structural engineer), • Slope stability evaluation at the abutments, • Lateral earth pressures for the abutment walls per Caltrans SDC 2.0 • Corrosion potential Task 3.1.5.6 Report Preparation The preliminary memorandum will be updated to present the results of the boring data and the engineering analyses. Task 3.2 Hydrology & Hydraulics Task 3.2.1: Obtain, Review and Summarize Existing Information Task 3.2.1.1– Obtain, Review Summarize Bridge Maintenance Reports The design team will obtain, review and summarize the available bridge maintenance reports from BIRIS including routine maintenance reports, underwater inspections and special hydraulic analysis. Task 3.2.1.2– Obtain and Review FEMA information Biggs Cardosa will update the available information from FEMA by submitting a request to the FEMA library through the City of Cupertino, review the effective and preliminary Flood Information Study and hydrology information available from FEMA. Task 3.2.1.3–Field Investigation Biggs Cardosa will meet with the City of Cupertino and field review the bridge reach with the project team. Assumptions for Phase 1 Task 3.2 include: 1. No hydraulic analysis is assumed for this phase of the scope of work. 2. No potential scour countermeasure or scour monitoring will be provided for this scope of work. Task 3.2.2 Hydraulic Analysis Memorandum (HAM) Task 3.2.2.1 – Draft HAM City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. Biggs Cardosa will complete a draft HAM documenting the existing conditions and potential scour countermeasure alternatives. Task 3.2.2.2 – Final HAM Biggs Cardosa will incorporate comments in a Final HAM documenting the information gathering and potential scour countermeasure alternatives. Assumptions for Phase 1 Task 3.2 include: 1. The Draft and Final HAM will be provided in electronic format assuming one round of comments on the Draft HAM. Task 3.3 – Feasibility Study The Biggs Cardosa design team will develop a feasibility study for Stevens Creek Bridge to determine the recommended scour countermeasure for Stevens Creek Bridge prior to proceeding with the plan design. This phase of work focuses on identifying PROJECT challenges, developing and screening improvement alternatives, and defining the PROJECT. Task 3.3.1 – Scour Countermeasure Evaluation Biggs Cardosa will evaluate up to three (3) structure concepts including scour countermeasure, bridge rehabilitation, and bridge replacement. Biggs Cardosa will discuss the advantages and disadvantages of each alternative in the feasibility study report. Bridge Preliminary General Plans: Biggs Cardosa will prepare one preliminary General Plan sheet for the recommended structure concept that includes a plan, elevation, and typical section. Bridge General Plan Estimates: Biggs Cardosa will prepare preliminary Engineer’s Estimates for each of the structure concepts which will include the appropriate contingencies (typically 25%) in accordance with Caltrans guidelines. The preliminary cost estimate will be used for planning and budgeting purposes at this early stage of design. Task 3.3.2 – Feasibility Study Report The Feasibility Study Report will be prepared during the preliminary design phase to document the basis of design and reasoning made to arrive at the selected scour countermeasure. Design considerations will include bridge structure evaluation, environmental impacts, hydraulic constraints, geotechnical constraints, constructability, construction staging and access, structure cost, and civil costs. Biggs Cardosa will review the existing conditions and assess the most cost-effective structure concepts. Biggs Cardosa will evaluate alternative scour countermeasures and bridge configurations to meet the requirements of the PROJECT constraints. Biggs Cardosa will work closely with the City to evaluate the impacts to cost, schedule, constructability, and environmental considerations created by each of the feasible structure concepts. The Feasibility Study Report will include the following primary elements: City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. • Discussion of the three structure concepts including discussion on construction and maintenance costs, permitting constraints, environmental impacts, right-of-way impacts, and initial geotechnical and hydraulic results to highlight how the preferred alternative was determined. • Estimated construction costs. Phase 1 Task 3 Deliverables: • Preliminary Geotechnical Evaluation Memorandum • Final Hydraulic Analysis Memorandum (HAM) • Three (3) Cost Estimates (PDF) • Draft and Final Feasibility Study Report (PDF) TASK 4: ENVIRONMENTAL APPROVAL **CONSULTANT MUST RECEIVE AN EXECUTED SERVICE ORDER FROM THE CITY PRIOR TO BEGINNING ANY TASK** The design team will prepare the California Environmental Quality Act (CEQA) and National Environmental Policy Act (NEPA) review documents and supporting technical studies for the PROJECT. TASK 4.0 – PUBLIC OUTREACH Biggs Cardosa will facilitate an in-person Public Meeting for the PROJECT. Biggs Cardosa will prepare an agenda, review PROJECT materials and presentations created, review meeting notices and web content, and assist with meeting notification through stakeholder contacts. The Biggs Cardosa public outreach team will participate in two preparation virtual meetings, attend one virtual meeting at start of meeting cycle, travel to and facilitate the in-person meeting, create brief meeting summaries and attend a virtual debrief meeting. Task 4.1 – NEPA Environmental Clearance The PROJECT will receive federal funding from the Federal Highway Administration (FHWA) and, therefore, compliance with NEPA and related federal statutes will be required. Biggs Cardosa will undertake the required studies following the Caltrans Office of Local Assistance procedures and utilize the formats published on the Caltrans Standard Environmental Reference (SER) website. Task 4.1.1 - Preliminary Environmental Study (PES) Biggs Cardosa will work with the PROJECT team to develop a PROJECT description for submittal to Caltrans. Biggs Cardosa will prepare the Caltrans’ Preliminary Environmental Study (PES) form and attend one formal Caltrans Field Review for the proposed PROJECT. The PES form will include a visual impact questionnaire, United States Fish and Wildlife Service (USFWS) list of federally listed species, National Marine Fisheries Service (NMFS) list of City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. federally listed species, Federal Emergency Management Agency (FEMA) floodplain maps, and hazardous materials database mapping. Task 4.1.2-NEPA Technical Memorandums Upon completion of the PES process, Caltrans will issue a letter to the City identifying the NEPA environmental document (i.e., Categorical Exclusion) and technical memos and studies to be completed to support the NEPA document. Based on recent experience working on similar Caltrans Local Assistance Projects in the greater Bay Area, Caltrans should determine the PROJECT qualifies for a Categorical Exclusion and require preparation of the following technical memos for the PROJECT: • Natural Environment Study (NES) and Biological Assessment (BA) • Water Quality Memo (Construction BMPs) • Location Hydraulic Study and Summary Floodplain Encroachment Report (LHS and SFER) • Traffic Control Plan (traffic control during construction, construction hours) • Equipment Staging Memo (staging location details) • Construction Noise Memo (adherence to local ordinance) • Air Quality PM2.5 Exemption Email from MTC Biggs Cardosa will be responsible for preparing all the above memos/reports. The coordination with MTC for the Air Quality PM2.5 Exemption email will be provided by the City, and the Biggs Cardosa design team will assist the City with this coordination. The traffic control, water quality, construction noise, and equipment staging memos will be based on information provided by the Biggs Cardosa’s Team. The memos and reports will be prepared based on the Caltrans’ SER and submitted to the City for review. Biggs Cardosa will revise the memos and reports once and submit them back to the City for submission to Caltrans. After the memos are deemed complete by Caltrans, Caltrans will issue the NEPA Categorical Exclusion for use by the City in obtaining federal funding. Task 4.2 – CEQA Environmental Clearance The PROJECT should qualify for a Class 1 Categorical Exemption (CE) under CEQA. Per CEQA Guidelines Section 15301, Class 1 activities consist of the “operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of existing or former use.” The above-described technical memos and reports to be prepared under NEPA will serve as the technical reports to be used to support the CEQA CE. No additional technical memos or reports will be completed to support the CEQA CE. Biggs Cardosa will prepare the Notice of Exemption (NOE) and a CE justification memo explaining why none of the exceptions to applying a CE and listed under Section 15300.2 Exceptions of the CEQA Guidelines are applicable to the PROJECT. The memo and NOE will be submitted to the City for review and approval. This scope of work assumes the City will file the NOE with the Santa Clara County Clerk and State Clearinghouse. City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. Task 4.3 – Biological Resources Report The design team will prepare a Natural Environment Study (NES) and Biological Assessment (BA) for the proposed PROJECT per the latest Caltrans guidance. The NES and BA will describe existing biological conditions and any sensitive biological resources, such as potentially regulated habitats (e.g., wetlands) and special-status species, which may occur on the PROJECT site. The PROJECT site and immediately surrounding areas are expected to support jurisdictional waters, as well as the Central California Coast steelhead (Oncorhynchus mykiss), northwestern pond turtle (Actinemys marmorata), roosting bats, and nesting common and special-status birds. The NES and BA will describe potential impacts of the PROJECT on these biological resources as well as conceptual mitigation measures necessary to mitigate the PROJECT’s environmental impacts. Biggs Cardosa will prepare a draft Biological Assessment (BA) per the latest Caltrans guidance for the purpose of facilitating Section 7 consultation with the National Marine Fisheries Service in accordance with the Federal Endangered Species Act. The BA will include a description of the PROJECT; background information regarding the Central California Coast steelhead and its potential occurrence within the work area, including agency-provided information; an analysis of PROJECT impacts on this species; and avoidance, minimization, and compensatory mitigation measures to protect this species. The report will also include a species table addressing the potential for occurrence of all federally listed, proposed, and candidate species known to occur or potentially occurring in the general vicinity of the PROJECT boundary. This task also includes coordination with the National Marine Fisheries Service (NMFS) following submittal of the BA, including a site visit with NMFS staff and US Fish and Wildlife, if necessary. Phase 1 Task 4 Deliverables: ✓ Natural Environment Study ✓ Biological Assessment ✓ Technical Memos ✓ CEQA CE ✓ NEPA CE ✓ Brief public meeting summary PHASE 2: ENGINEERING DESIGN (PLANS, SPECIFICATIONS, AND ESTIMATES (PS&E), BID SUPPORT, AND CONSTRUCTION SUPPORT City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. **CONSULTANT MUST RECEIVE AN EXECUTED SERVICE ORDER FROM THE CITY PRIOR TO BEGINNING ANY TASK** TASK 0: PROJECT MANAGEMENT Project management will include the supervision and scheduling of project staff, review of work prepared by staff and subconsultants, project coordination, project organization, quality assurance and control, acting as the client liaison, monitoring the project schedule and budget, preparation of project reports and attendance at meetings with the City and other agencies to receive input and discuss and review the project during its critical design periods. More specific responsibilities include but are not limited to: Task 0.1: Project Development Meetings: Biggs Cardosa will schedule monthly project development virtual meetings to discuss the status of the PROJECT, upcoming efforts, issues, and other relevant information. An agenda and invitation will be sent out two (2) days prior to the meeting, including minutes from the previous meeting. Minutes of each meeting will be distributed to attendees within five (5) workdays of the meeting. At the meeting, we will distribute an Outstanding Issues list. Items on the list are discussed at the meeting, new issues are added and assigned, and tasks completed are noted as “closed”. Task 0.2: Miscellaneous Coordination Meetings (Agency): Biggs Cardosa will conduct additional coordination meetings, as needed, with agencies having jurisdiction within the project limits. This task will include preparing memos, letters, e-mails, and phone calls necessary to manage the project. This scope assumes a total of two (2) meetings with various agencies. TASK 0.3 – PROJECT SCHEDULE Biggs Cardosa will prepare a PROJECT Master Schedule in Microsoft Project format. The schedule will be updated regularly and discussed at the monthly PDT meetings. The schedule will have all relationships defined and the critical path and activity floats shown. The Preliminary Project Schedule is included at the end of this section and is based on the anticipated contract execution date that includes all the major design tasks and defined relationships. TASK 0.4 – PROGRESS REPORTS AND INVOICES On a monthly basis, Biggs Cardosa will issue invoices and progress reports to the City detailing major items worked on during the billing period and anticipated work for the following month. Biggs Cardosa will establish and apply internal accounting methods and procedures acceptable to the City for documenting and monitoring contract costs. Phase 2 Task 0 Deliverables: ✓ Meeting agendas and minutes ✓ Outstanding Issues List (and updates) City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. ✓ Project Master Schedule (and updates) ✓ Invoices with progress reports TASK 1: FINAL DESIGN – REPORTS AND STUDIES TASK 1.1 – FINAL DESIGN REPORTS AND STUDIES The focus of the design team is to finalize the reports and supplemental PROJECT information which form the basis of design for the PROJECT. All project sheets, which will be represented in the bid documents, will be identified and developed in varying degrees of detail during this phase. TASK 1.1.1 – FINAL GEOTECHNICAL REPORT It is assumed that no foundation or structural work will be required for the scour countermeasure. No work is planned for Phase 2 Task 1.1.1 at this time. TASK 1.1.2 –HYDRAULIC MODELING AND POTENTIAL SCOUR COUNTERMEASURE SCOPING Task 1.1.2.1 – Set up an existing conditions HEC-RAS model based on Point Precipitation Hydrology: Biggs Cardosa will set up an existing conditions HEC-RAS hydraulic model based on a hydrograph developed from a Point Precipitation Model. Task 1.1.2.2 – Set up a proposed conditions HEC-RAS model Biggs Cardosa will update existing conditions HEC-RAS model based on plans provided by the PROJECT team. Task 1.1.2.3 – Estimate Local Scour at the existing bridge Biggs Cardosa will estimate local pier, contraction, abutment, and pressure flow scour for the existing bridge using the methods described in the Federal Highway Administration (FHWA) Publication HEC-18, Evaluating Scour at Bridges. Task 1.1.2.4 – Estimate Short Term Degradation: Biggs Cardosa will provide a survey request for a thalweg profile survey and estimate future short-term degradation based upon the results of the thalweg profile survey information. Task 1.1.2.5 – Estimate Scour Biggs Cardosa will estimate the scour for up to 3 proposed alternative scour countermeasure strategies. Task 1.1.2.6: Provide Potential Scour Countermeasure Options Biggs Cardosa will provide potential scour countermeasure options for City consideration. Task 1.1.2.7 – Preliminary Hydraulic Report Biggs Cardosa will complete a draft Preliminary Hydraulic Report (PHR) documenting the hydrology/hydraulics and the scour analysis. Biggs Cardosa will incorporate one round of comments in a Final PHR. City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. TASK 1.2 – SURVEYING AND MAPPING TASK 1.2.1 – PROJECT SURVEY CONTROL Biggs Cardosa will establish survey control for use throughout design and construction. PROJECT control will reference City and SCVWD Benchmarks as available. TASK 1.2.2 – TOPOGRAPHIC SURVEY Biggs Cardosa will perform field topographic survey for use in design and modeling. Biggs Cardosa will collect creek cross-sections, extending 10’ beyond top of bank on each side of the creek. Creek cross sections will collect visible grade breaks perpendicular to the primary direction of flow. Cross sections will be collected at approximately the following locations: • 200’ upstream of Stevens Creek Blvd • 150’ upstream of Stevens Creek Blvd • 100’ upstream of Stevens Creek Blvd • 50’ upstream of Stevens Creek Blvd • At Stevens Creek Blvd • 50’ downstream of Stevens Creek Blvd • 100’ downstream of Stevens Creek Blvd • 150’ downstream of Stevens Creek Blvd • 200’ downstream of Stevens Creek Blvd Creek cross sections at Stevens Creek Blvd will include structure abutments, visible foundations, soffit, superstructure and wingwalls. Perform field topographic surveys to obtain existing pavement elevations, roadway & creek features, surface visible utilities, trees and other obstructions within the work area. Biggs Cardosa will obtain location and invert at accessible storm drain manholes, inlets and sanitary sewer manholes. Biggs Cardosa will draft Base Map features in AutoCAD for use in PROJECT backgrounds. TASK 1.2.3 – RIGHT OF WAY RECORD BOUNDARY Biggs Cardosa will prepare a base map of the right of way record data including site boundary, easements and other encumbrances of record based upon available record data from City/County. Property boundaries will be drafted in AutoCAD for use in PROJECT documents. Phase 2 Task 1 Deliverables: ✓ Right of Way Record Map ✓ Topographic Base Map TASK 2: PLANS, SPECIFICATIONS, AND ESTIMATES (PS&E) TASK 2.1 – 65% PS&E PREPARATION Upon receiving CEQA and NEPA environmental clearance, the Biggs Cardosa design team will advance the PROJECT to the 65% level. This submittal will include the 65% plans, technical City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. specifications, and detailed construction cost estimate. All PROJECT sheets, which will be represented in the bid documents, will be identified and developed in varying degrees of detail during this phase. TASK 2.1.1 – SCOUR COUNTERMEASURE DESIGN Layout sheets, elevations, and details will be provided for the bridge scour countermeasure. Caltrans Standard Plans may be referenced from the bridge plans. The 65% plan set is anticipated to include the following drawings: Title Sheet 1 Sheet Existing Conditions 1 Sheet Layout 1 Sheet Cross Sections 1 Sheet Construction Details 3 Sheet Subtotal Plans 7 Sheets TASK 2.1.2 – ENGINEER’S ESTIMATE OF PROBABLE CONSTRUCTION COST Detailed PROJECT quantity estimates, and cost estimates will be provided for review and approval. The cost estimate will identify construction work items, quantities, and unit costs, and summarize the estimated total PROJECT cost, including allowances for supplemental work, owner-furnished materials, expenses, mobilization, and contingencies. The unit costs shall be determined by reviewing similar recent PROJECT bid summaries, the City’s cost data, the most current Caltrans Contract Cost Data book, the California highway Construction Cost Index information, and the Caltrans Engineering Service Center site. TASK 2.1.3 – TECHNICAL SPECIFICATIONS Draft technical specifications (Special Provisions) will be completed based on current Caltrans Standard Special Provisions and Standard Specifications, and City construction contract standards. Phase 2 Task 2.1 Deliverables: ✓ 65% Plans (11x17 PDFs) ✓ 65% Technical Special Provisions ✓ 65% Engineer’s Construction Cost Estimate ✓ 65% Quantity Calculations TASKS 2.2 – 90% PS&E PREPARATION This task includes the preparation of the 90% construction documents and will include addressing the 65% Submittal Review Comments, preparing the 90% PS&E, and submitting 90% PS&E. The Biggs Cardosa design team will respond to the City review comments on the 65% submittal and incorporate the necessary changes in the 90% PS&E submittal. City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. Biggs Cardosa will prepare the technical special provisions. The City will prepare the “boilerplate” and combine the City’s “boilerplate” with the technical special provisions to create the final specification document. Biggs Cardosa will prepare the final plans, technical specifications, and construction cost estimate. All design activities will be completed. The PS&E package will be prepared for a final City review. Phase 2 Task 2.2 Deliverables: ✓ 90% Plans (11x17 PDFs) ✓ 90% Technical Specifications ✓ 90% Engineer’s Construction Cost Estimate ✓ Quantity Calculations ✓ Comment Response Matrix TASK 2.3 – 100% PS&E This task includes the preparation of the 100% construction documents and will include addressing the 90% Submittal Review Comments, preparing the 100% PS&E, and submitting 100% PS&E. The Biggs Cardosa design team will respond to the City review comments on the 90% submittal and incorporate the necessary changes in the 100% PS&E submittal. Phase 2 Task 2.3 Deliverables: ✓ 100% Plans (11x17 PDFs) ✓ 100% Technical Specifications ✓ 100% Engineer’s Construction Cost Estimate ✓ 100% Quantity Calculations ✓ Updated Comment Response Matrix TASK 3: ENVIRONMENTAL PERMITTING The design team will prepare permit applications for PROJECT impacts to sensitive/regulated habitats along Stevens Creek including a USACE Section 404 Nationwide Permit Application Package, a Section 401 Regional Water Quality Control Board Water Quality Certification Application Package, and a California Department of Fish and Wildlife Lake and Streambed Alteration Agreement Notification Package. Task 3.1 – US Army Corps of Engineers -Section 404 Nationwide Permit Task 3.1.1 - Delineation of Regulated Habitats If vegetated wetlands subject to USACE jurisdiction are present in PROJECT impact areas, a formal delineation of these habitats will be completed, as such a delineation would be necessary City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. for USACE permitting. A technical report summarizing the methods and results of the field survey for jurisdictional wetlands and other waters, including waters of the U.S. regulated by the USACE under Section 404 of the Clean Water Act, waters of the state regulated by the San Francisco Bay Regional Water Quality Control Board (RWQCB) under Section 401 of the Clean Water Act and the Porter-Cologne Water Quality Control Act, and waters regulated by the CDFW. The report will be prepared to specifications developed by the San Francisco District of the USACE and will be of sufficient detail for agency review and a jurisdictional determination. Task 3.1.2 - USACE Section 404 Nationwide Permit Application Package Biggs Cardosa will assemble a Nationwide Permit application package that includes Eng. Form 4345, a PROJECT description, a summary of previous environmental studies, an assessment of impacts to 404-jurisdictional habitats, and discussion of suitable mitigation measures. The USACE permit package will be provided to the PROJECT team for review and comment. After incorporation of any changes, the package will be submitted to USACE. Biggs Cardosa will maintain regular contact with USACE to monitor the processing of the permit application. This task includes one site visit with a USACE representative, if necessary. Biggs Cardosa will respond to comments received on the draft application and generate a final report to process this permit application. Task 3.2 – California Fish and Wildlife – Section 1602 Streambed Alteration Agreement Biggs Cardosa will prepare permit materials in support of a 1602 Lake and Streambed Alteration Agreement for submittal to the CDFW Electronic Permit Information Management System (EPIMS) to authorize impacts to waters of the state and riparian habitats regulated by CDFW under Section 1602 of the California Fish and Game Code. Application materials include Form FG 2023, Lake and Streambed Alteration Program Project Questionnaire, all copies of environmental documentation, all correspondence with USACE, RWQCB, and other agency staff, an impact assessment, and PROJECT drawings. The CDFW permit package will be provided to the PROJECT team for review and comment. After incorporation of any changes, the package will be submitted to CDFW through its Environmental Permit Information Management System. Biggs Cardosa will maintain regular contact with CDFW to monitor the processing of the permit application. This task includes one site visit with a CDFW representative, if necessary. Biggs Cardosa will respond to comments received on the draft application and generate a final application and process the permit application. Task 3.3 - Regional Water Quality Control Board – Section 401 Water Quality Certification or Waiver City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. The RWQCB will take jurisdiction over the same aquatic features that are regulated by USACE, and may also claim areas up to the top of bank of Stevens Creek, as well as any riparian trees or shrubs rooted below top of bank, as waters of the state. Therefore, Biggs Cardosa will prepare a Clean Water Act Section 401 water quality certification application to submit to RWQCB. The complete permit package includes much of the same information that is submitted to the USACE but also includes Form R2C502-E and several additional materials. The submittal will include copies of the project’s NES and BA, all correspondence with USACE and RWQCB staff, an impact assessment, and project drawings. The RWQCB will require alternative analyses for projects, with the level of effort of analysis to be determined by the impact levels of the project. Because the project is likely to encroach on RWQCB jurisdiction, we expect some level of effort will be required to document and explain the project’s preferred alternative against other potential projects. The report will discuss alternatives that were considered and rejected, along with details regarding why any alternatives having less impact to waters of the state than the proposed project are impracticable. The report will include information on why the project cannot practicably reduce impacts on waters of the State, to document that the proposed project is the Least Environmentally Damaging Practicable Alternative (LEDPA). As required for 401 certifications under the Clean Water Act, we will organize and attend a pre- application meeting with RWQCB staff and project team members to discuss the project. Following the pre-application meeting, we will make any necessary edits to the application materials to reflect RWQCB input on the project and will then submit an administrative draft RWQCB permit package to the project team for review and comment. After incorporation of any changes, the package will be submitted to RWQCB. Biggs Cardosa will maintain regular contact with RWQCB to monitor the processing of the permit application. This task includes one site visit with an RWQCB representative, if necessary. Biggs Cardosa will respond to comments received on the draft application and generate a final application and process the permit application. Task 3.4 - Regulated Habitats Mitigation and Monitoring Plan Biggs Cardosa will prepare a mitigation and monitoring plan (MMP) describing any compensatory mitigation that may be required by regulatory agencies, or as a CEQA mitigation measure, for impacts on stream, wetland, and/or riparian habitats and habitat for steelhead. The Draft MMP will be prepared in accordance with USACE’s Final 2015 Regional Compensatory Mitigation and Monitoring Guidelines (USACE MMP Guidelines). The MMP is the central technical document required by the resource agencies to complete the project’s permit applications. The MMP will describe the project’s impacts on regulated wetland habitats and City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. species, present the conceptual habitat mitigation plan, and include an ecological monitoring plan and a long-term management plan. Task 3.4.1 - Resource Agency Coordination to Define the Mitigation Package Prior to preparation of the MMP, we will coordinate one site visit with the USACE, RWQCB, CDFW, and/or NMFS to discuss the City’s proposed mitigation for project impacts on regulated habitats and steelhead habitats. The purpose of this site visit will be to describe the rationale for the proposed mitigation, address questions and concerns from the resource agencies, and determine what each agency will require to meet their regulatory rules. This task includes communication with the City prior to the agency meeting to strategize on the content of the meeting, coordinating meeting times, and developing meeting materials. Task 3.5 – US Fish & Wildlife Coordination This task includes coordination with the USACE regarding potential mitigation requirements, if the NMFS requires compensatory mitigation for impacts on listed species. TASK 4: BID AND CONSTRUCTION SUPPORT **CONSULTANT MUST RECEIVE AN EXECUTED SERVICE ORDER FROM THE CITY PRIOR TO BEGINNING ANY TASK** TASK 4.1 – BID SUPPORT The Biggs Cardosa design team will provide support to the City during construction bidding. The City will administer and coordinate the bidding procedures for the project. The City will advertise the project for bidding and distribute the plans to prospective bidders. The City's project manager will be the designated person to receive contractor inquiries. Biggs Cardosa will assist the City as requested during the bidding process. The work may include responding to contractor bid inquiries and providing consultation and interpretation of the construction documents during the advertisement period. Biggs Cardosa has budgeted the bidding support effort to respond to 4 inquiries. TASK 4.2 CONSTRUCTION SUPPORT Biggs Cardosa will assist the City during construction by providing construction support, as requested. It is assumed that the City will hire/provide a Resident Engineer/Construction Manager to provide construction inspection services, and to act as a liaison to the City regarding construction related matters. A brief discussion of the anticipated scope of work is included below. Task 4.2.1 Preconstruction Meeting Biggs Cardosa will attend the preconstruction meeting and one construction progress meeting, as required. Biggs Cardosa will answer clarification questions pertaining to the plans and special provisions, if needed. City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. Task 4.2.2 Respond to RFI’s Biggs Cardosa will review contractor RFI’s (Request for Information) and provide written responses. Cost will be on a time and expense basis. Task 4.2.3 Review Submittals Biggs Cardosa will review contractor submittals and provide written responses. Cost will be on a time and expense basis. Task 4.2.4 Record Drawings Biggs Cardosa will prepare record drawings once the construction is complete. Record drawings will reflect change orders, accommodations, and adjustments to all improvements constructed. The basis of the revisions shown on the record plans will be a red mark construction set of plans provided by the project Resident Engineer. Phase 2 Task 4 Deliverables: ✓ RFI responses ✓ Submittal review ✓ Record Drawings OPTIONAL DESIGN SERVICES THE FOLLOWING TASKS ARE NOT INCLUDED IN THE BASE SCOPE OF SERVICES BUT CAN BE ADDED AT THE CITY’S REQUEST AS PROJECT NEEDS ARISE. Task 1 – Bridge Scour Monitoring Plan Task 1.1 – Assist with developing a bridge scour monitoring plan Biggs Cardosa will assist with putting a monitoring plan together including adding monitoring devices at the bridge site. These include but are not limited to monitoring movement of the bridge itself (with very sensitive tilt-meters) or monitoring channel elevations with active devices attached to the bridge. Task 1.2 – Assist with installation of a bridge scour monitoring plan Biggs Cardosa will assist with installing a monitoring plan together including adding monitoring devices at the bridge site. Task 2 – Section 106 Report Biggs Cardosa will complete the following tasks and studies to support the project: National Historic Preservation Act Section 106 review process by Caltrans: Record Search. Biggs Cardosa will request a record search for previous studies and recorded cultural resources by submitting requests to the Northwest Information Center (CHRIS), Sonoma State University, Rohnert Park, to include the project area and a ½-mile radius City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. around it. Biggs Cardosa will also request a Sacred Lands File search and tribal contact list for Santa Clara County from the California Native American Heritage Commission in Sacramento. Prepare Area of Potential Effect Map. In consultation with the City and project engineers, Biggs Cardosa will prepare an Area of Potential Effects (APE) map for review by Caltrans. The map will use the most recent format guidance from the Office of Historic Preservation and Caltrans. Archaeological Survey Report. Biggs Cardosa will retain a qualified archaeologist to complete a pedestrian field survey, background research, and geoarchaeological assessment of the project corridor. This data will be used to complete an Archaeological Survey Report that conforms to the guidance in the Caltrans Standard Environmental Reference (SER) Volume 2. Historic Properties Survey Report. Biggs Cardosa will prepare a Historic Properties Survey Report, a summary report that includes the final draft of the APE map, discusses documentation efforts, presents the findings of the ASR, and summarizes the National Register eligibility conclusions for cultural resources. The document will provide evidence of coordination with Native American groups, local government, and other interested persons and organizations, and requests the concurrence of the State Office of Historic Preservation (if necessary). MISCELLEANOUS 1) All drafting will be done in AutoCAD. Electronic submittals will be in PDF format. 2) All reports will be submitted as draft and final. There will be one round of reviews of each draft reports. 3) The Feasibility Study Report will be reviewed and approved by the City and Caltrans. There will be one round of agency review. 4) The City and any other commenting entity will provide full comments at each submittal. 5) Technical specifications will be developed per the latest Caltrans standards at the start of the 65% PS&E phase. The scope excludes any updates to the technical specifications to meet new standards released by Caltrans during the life of the project. 6) The City will pay the cost of any permit fees. 7) Virtual project meetings will be hold for up to 12 months during Task 1-3. 8) Staged construction will not be required for the project. 9) Attendance at the pre-bid meeting and analysis of bids is not included in this scope of services. 10) Construction access will be performed through public right-of-way. Hydrology / Hydraulics City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. 11) The Draft and Final HAM will be provided in electronic format with one round of comments on the Draft HAM. 12) A Fluvial Geomorphology Study is not required for this project. 13) Publicly available GIS data can be used and is sufficient for 1000’ upstream / downstream modelling requirements. 14) The PROJECT will be exempt from Provision C.3 of the Santa Clara Valley Urban Runoff Pollution Prevention Program (SCVURPPP) requiring treatment for projects with over 5,000 square feet of new and reworked impervious surface. 15) A Stormwater Pollution Prevention Plan (SWPPP) will be prepared by the contractor. Geotechnical 16) No encroachment permit will be required. Environmental 17) The City will be responsible for providing all fees associated with regulatory permits and other regulatory agency obligatory compensatory mitigation. 18) Biggs Cardosa’s Team will attend one Caltrans Field Review. 19) Cultural resources analysis is not included in this scope. 20) The City will file the Notice of Exemption with Santa Clara County and State Clearinghouse. Right of Way 21) No right of way acquisition or temporary construction easements will be required for design and construction. 22) Title Reports will not be required for the project. City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. City of Cupertino Master Agreement Page 1 of 1 Service Order No. Attachment 1 CITY OF CUPERTINO DESIGN PROFESSIONAL SERVICES AGREEMENT SERVICE ORDER NO. Agreement Contract #: Agreement Date: Agreement Maximum Compensation: Agreement End Date: Consultant: Firm Name: Address: Contact: Phone: Project Description Project Name: Description: (simple project description if appropriate) Attachment A: Includes Description of Project, Scope of Service, Schedule of Performance and Compensation City Project Management Managing Department: Public Works Project Manager: Fiscal/Budget Agreement Maximum Compensation: Total Previously Encumbered to Date: Encumbrance this Service Order: Agreement Unencumbered Balance: Amount $0.00 $0.00 $0.00 $0.00 Account No.: Project Manager: Date: APPROVALS Consultant: Date: Project Manager: Date: X X City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. EXHIBIT B SCHEDULE OF PERFORMANCE CONSULTANT shall complete all work no later than June 30, 2030, unless extended by a contract amendment. This Schedule of Performance establishes the milestones for commencement and completion of the Tasks as specified in Exhibit A, Scope of Services and will be specified in each Service Order. City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. EXHIBIT C COMPENSATION Capitalized terms which are defined in the Agreement have the same meaning in this Exhibit C. This Exhibit C on Compensation supplements the provisions of Section 4 of the Agreement on Compensation, as further specified in Section 4. 1. BASIC SERVICES BUDGET SCHEDULE A. Maximum Compensation. The CITY agrees to compensate CONSULTANT for satisfactory professional services performed in accordance with the terms and conditions of this AGREEMENT. The maximum amount of compensation to be paid to CONSULTANT under this AGREEMENT, including both payment for professional services, and reimbursable expenses, shall not exceed SIX-HUNDRED TWENTY-FIVE THOUSAND DOLLARS ($625,000.00). This not-to-exceed amount is an estimate for the services stated in Exhibit A. Actual compensation will be negotiated through service orders for specific scope of work and cost for each phase of the project. B. Method of Payment The method of payment for this AGREEMENT will be based on actual cost plus a fixed fee. 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 AGREEMENT amendment. In no event will CONSULTANT be reimbursed for overhead costs at a rate that exceeds CITY’s approved overhead rate set forth in the Cost Proposal. The maximum total cost as specified in Paragraph “A” above shall not be exceeded, unless authorized by AGREEMENT amendment. The indirect cost rate established for this AGREEMENT is extended through the duration of this specific AGREEMENT. In addition to the allowable incurred costs, CITY will pay CONSULTANT a fixed fee of 10%, as shown in the attached cost proposals for all Total Direct Labor Costs and Total Indirect Costs. The fixed fee is nonadjustable for the term of the AGREEMENT, except in the event of a significant change in the scope of work and such adjustment is made by AGREEMENT amendment. C. Subconsultant Services. CONSULTANT is directly responsible for any payment for SUBCONSULTANT work on this PROJECT. SUBCONSULTANT work on this PROJECT is included in the Maximum Compensation shown above and shall be billed to the CITY by CONSULTANT as part of the Basic Services. CONSULTANT shall only use SUBCONSULTANTS upon the prior written approval of CITY. City of Cupertino EXHIBITS 2024-02 Stevens Creek Boulevard Bridge Repair – Biggs Cardosa Associates, Inc. D. Budget Schedule The Budget Schedule for this AGREEMENT shall be as follows in the following Attachment 2, Cost Proposal from the CONSULTANT AND SUBCONSULTANTS. Exh. D-Insurance Requirements for Design Professionals & Consultants Contracts 1 Version: August 2024 Consultant shall procure prior to commencement of Services and maintain for the duration of the contract, at its own cost and expense, the following insurance policies and coverage with companies doing business in California and acceptable to City. INSURANCE POLICIES AND MINIMUMS REQUIRED 1. Commercial General Liability (CGL) for bodily injury, property damage, personal injury liability for premises operations, products and completed operations, contractual liability, and personal and advertising injury with limits no less than $2,000,000 per occurrence (ISO Form CG 00 01). If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO Form CG 25 03 or 25 04) or it shall be twice the required occurrence limit. a. It shall be a requirement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be (i) the minimum coverage/limits specified in this agreement; or (ii) the broader coverage and maximum limits of coverage of any insurance policy, whichever is greater. b. Additional Insured coverage under Consultant's policy shall be "primary and non-contributory," will not seek contribution from City’s insurance/self-insurance, and shall be at least as broad as ISO Form CG 20 10 (04/13). c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess insurance, provided each policy complies with the requirements set forth in this Contract. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary basis for the benefit of City before the City’s own insurance or self- insurance shall be called upon to protect City as a named insured. 2. Automobile Liability: ISO CA 00 01 covering any auto (including owned, hired, and non-owned autos) with limits no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers’ Compensation: As required by the State of California, with Statutory Limits and Employer’s Liability Insurance of no less than $1,000,000 per occurrence for bodily injury or disease. Not required. Consultant has provided written verification of no employees. 4. Professional Liability for professional acts, errors and omissions, as appropriate to Consultant’s profession, with limits no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. If written on a claims made form: a. The Retroactive Date must be shown and must be before the Effective Date of the Contract. b. Insurance must be maintained for at least five (5) years after completion of the Services. c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the Contract Effective Date, the Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of the Services. OTHER INSURANCE PROVISIONS The aforementioned insurance shall be endorsed and have all the following conditions and provisions: EXHIBIT D Insurance Requirements Design Professionals & Consultants Contracts Exh. D-Insurance Requirements for Design Professionals & Consultants Contracts 2 Version: August 2024 Additional Insured Status The City of Cupertino, its City Council, officers, officials, employees, agents, servants and volunteers (“Additional Insureds”) are to be covered as additional insureds on Consultant’s CGL and automobile liability policies. General Liability coverage can be provided in the form of an endorsement to Consultant’s insurance (at least as broad as ISO Form CG 20 10 (11/ 85) or both CG 20 10 and CG 20 37 forms, if later editions are used). Primary Coverage Coverage afforded to City/Additional Insureds shall be primary insurance. Any insurance or self-insurance maintained by City, its officers, officials, employees, or volunteers shall be excess of Consultant’s insurance and shall not contribute to it. Notice of Cancellation Each insurance policy shall state that coverage shall not be canceled or allowed to expire, except with written notice to City 30 days in advance or 10 days in advance if due to non-payment of premiums. Waiver of Subrogation Consultant waives any right to subrogation against City/Additional Insureds for recovery of damages to the extent said losses are covered by the insurance policies required herein. Specifically, the Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of City for all work performed by Consultant, its employees, agents and subconsultants. This provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. Deductibles and Self-Insured Retentions Any deductible or self-insured retention must be declared to and approved by the City. At City’s option, either: the insurer must reduce or eliminate the deductible or self-insured retentions as respects the City/Additional Insureds; or Consultant must show proof of ability to pay losses and costs related investigations, claim administration and defense expenses. The policy shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the insured or the City. Acceptability of Insurers Insurance shall be placed with insurers admitted in the State of California and with an AM Best rating of A- VII or higher. Verification of Coverage Consultant must furnish acceptable insurance certificates and mandatory endorsements (or copies of the policies effecting the coverage required by this Contract), and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements prior to commencement of the Contract. City retains the right to demand verification of compliance at any time during the Contract term. Subconsultants Consultant shall require and verify that all subconsultants maintain insurance that meet the requirements of this Contract, including naming the City as an additional insured on subconsultant’s insurance policies. Higher Insurance Limits If Consultant maintains broader coverage and/or higher limits than the minimums shown above, City shall be entitled to coverage for the higher insurance limits maintained by Consultant. Adequacy of Coverage City reserves the right to modify these insurance requirements/coverage based on the nature of the risk, prior experience, insurer or other special circumstances, with not less than ninety (90) days prior written notice. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 1/30/2025 AssuredPartners Design Professionals Insurance Services,LLC 3697 Mt.Diablo Blvd Suite 230 Lafayette CA 94549 Robyn Catania 360-626-9535 CertsDesignPro@AssuredPartners.com License#:6003745 XL Specialty Insurance Co.37885 BIGGCAR-01 Sentinel Insurance Company 11000BiggsCardosaAssociates,Inc. 865 The Alameda San Jose CA 95126 HARTFORD INSURANCE COMPANY 38288 Trumbull Insurance Company 27120 651900867 B X 1,000,000 X 1,000,000 X Contractual Liab 10,000 Included 1,000,000 2,000,000 X X Y Y 57SBWBO6247 9/1/2024 9/1/2025 2,000,000 D 1,000,000 X X X Y Y 57UEGBD0434 9/1/2024 9/1/2025 B X X 9,000,000Y57SBWBO62479/1/2024Y 9/1/2025 9,000,000 X 10,000 C XY57WEGAT6XHA9/1/2024 9/1/2025 1,000,000 1,000,000 1,000,000 A Professional Liability & Pollution Liability Included DPR5032733 9/1/2024 9/1/2025 Per Claim Aggregate Limit $5,000,000 $9,000,000 The following policies are included in the underlying schedule of insurance for umbrella/excess liability:General Liability/Auto Liability/Employers Liability. RE:BRLS-5318 (037)-2024-02 Stevens Creek Blvd Bridge Repair ST 063 -Phase I Scope Modifications. The City of Cupertino,its City Council,officers,officials,employees,agents,servants and volunteers are named as an additional insured as respects general liability and auto liability as required per written contract.General Liability is Primary/Non-Contributory per policy form wording.Insurance coverage includes waiver of subrogation per the attached endorsement(s).General Liability/Auto Liability/Employers Liability Deductible:N/A;Umbrella Liability Retention: $10,000.CANCELLATION:30 day notice will be sent to the certificate holder. 30 Day Notice of Cancellation City of Cupertino Department of Public Works 10300 Torre Avenue Cupertino CA 95014 COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM To the extent that the provisions of this endorsement provide broader benefits to the "insured"than other provisions of the Coverage Form,the provisions of this endorsement apply. COMMERCIAL AUTOMOBILE HA 99 16 12 21 THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. 1.BROAD FORM INSURED Paragraph .1.-WHO IS AN INSURED -of Section II -Liability Coverage is amended to add the following: d.Subsidiaries and Newly Acquired or Formed Organizations The Named Insured shown in the Declarations is amended to include: (1)Any legal business entity other than a partnership or joint venture,formed as a subsidiary in which you have an ownership interest of more than 50%on the effective date of the Coverage Form. However,the Named Insured does not include any subsidiary that is an "insured" under any other automobile policy or would be an "insured"under such a policy but for its termination or the exhaustion of its Limit of Insurance. (2)Any organization that is acquired or formed by you and over which you maintain majority ownership.However, the Named Insured does not include any newly formed or acquired organization: (a)That is a partnership or joint venture, (b)That is an "insured"under any other policy, (c)That has exhausted its Limit of Insurance under any other policy,or (d)180 days or more after its acquisition or formation by you,unless you have given us notice of the acquisition or formation. Coverage does not apply to "bodily injury" or "property damage"that results from an "accident"that occurred before you formed or acquired the organization. e.Employees as Insureds (1).Any "employee"of yours while using a covered "auto"you don't own,hire or borrow in your business or your personal affairs. f.Lessors as Insureds (1).The lessor of a covered "auto"while the "auto"is leased to you under a written agreement if: (a)The agreement requires you to provide direct primary insurance for the lessor and (b)The "auto"is leased without a driver. Such a leased "auto"will be considered a covered "auto"you own and not a covered "auto"you hire. g.Additional Insured if Required by Contract (1)When you have agreed,in a written contract or written agreement,that a person or organization be added as an additional insured on your business auto policy,such person or organization is an "insured",but only to the extent such person or organization is liable for "bodily injury"or "property damage"caused by the conduct of an "insured"under paragraphs a.or b.of Who Is An Insured with regard to the ownership, maintenance or use of a covered "auto." The insurance afforded to any such additional insured applies only if the "bodily injury"or "property damage" occurs: (a)During the policy period,and (b)Subsequent to the execution of such written contract,and Form HA 99 16 12 21 Page 1 of 5 ©2021,The Hartford (Includes copyrighted material of Insurance Services Office,Inc.with its permission.) 57UEGBD0434 (c)Prior to the expiration of the period of time that the written contract requires such insurance be provided to the additional insured. (2)How Limits Apply If you have agreed in a written contract or written agreement that another person or organization be added as an additional insured on your policy,the most we will pay on behalf of such additional insured is the lesser of: (a)The limits of insurance specified in the written contract or written agreement; or (b)The Limits of Insurance shown in the Declarations. Such amount shall be a part of and not in addition to Limits of Insurance shown in the Declarations and described in this Section. (3)Additional Insureds Other Insurance If we cover a claim or "suit"under this Coverage Part that may also be covered by other insurance available to an additional insured,such additional insured must submit such claim or "suit"to the other insurer for defense and indemnity. However,this provision does not apply to the extent that you have agreed in a written contract or written agreement that this insurance is primary and non-contributory with the additional insured's own insurance. (4)Duties in The Event Of Accident,Claim, Suit or Loss If you have agreed in a written contract or written agreement that another person or organization be added as an additional insured on your policy,the additional insured shall be required to comply with the provisions in LOSS CONDITIONS 2.- DUTIES IN THE EVENT OF ACCIDENT, CLAIM ,SUIT OR LOSS –OF SECTION IV –BUSINESS AUTO CONDITIONS,in the same manner as the Named Insured. 2.Primary and Non-Contributory if Required by Contract Only with respect to insurance provided to an additional insured in A.1.g.-Additional Insured If Required by Contract,the following provisions apply: (1)Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written contract or written agreement that this insurance be primary. If other insurance is also primary,we will share with all that other insurance by the method described in Other Insurance 5.d. (2)Primary And Non-Contributory To Other Insurance When Required By Contract If you have agreed in a written contract or written agreement that this insurance is primary and non-contributory with the additional insured's own insurance,this insurance is primary and we will not seek contribution from that other insurance. Paragraphs (1)and (2)do not apply to other insurance to which the additional insured has been added as an additional insured. When this insurance is excess,we will have no duty to defend the insured against any "suit"if any other insurer has a duty to defend the insured against that "suit".If no other insurer defends,we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess over other insurance,we will pay only our share of the amount of the loss,if any,that exceeds the sum of: (1)The total amount that all such other insurance would pay for the loss in the absence of this insurance;and (2)The total of all deductible and self-insured amounts under all that other insurance. We will share the remaining loss,if any,by the method described in SECTION IV- Business Auto Conditions,B.General Conditions,Other Insurance 5.d. 3.AUTOS RENTED BY EMPLOYEES Any "auto"hired or rented by your "employee"on your behalf and at your direction will be considered an "auto"you hire. The SECTION IV-Business Auto Conditions,B. General Conditions,5.OTHER INSURANCE Condition is amended by adding the following: e.If an "employee’s"personal insurance also applies on an excess basis to a covered "auto"hired or rented by your "employee"on your behalf and at your direction,this insurance will be primary to the "employee’s" personal insurance. Page 2 of 5 Form HA 99 16 12 21 4.AMENDED FELLOW EMPLOYEE EXCLUSION EXCLUSION 5.-FELLOW EMPLOYEE -of SECTION II -LIABILITY COVERAGE does not apply if you have workers'compensation insurance in-force covering all of your "employees". Coverage is excess over any other collectible insurance. 5.HIRED AUTO PHYSICAL DAMAGE COVERAGE If hired "autos"are covered "autos"for Liability Coverage and if Comprehensive,Specified Causes of Loss,or Collision coverages are provided under this Coverage Form for any "auto" you own,then the Physical Damage Coverages provided are extended to "autos"you hire or borrow,subject to the following limit. The most we will pay for "loss"to any hired "auto" is: (1)$100,000; (2)The actual cash value of the damaged or stolen property at the time of the "loss";or (3)The cost of repairing or replacing the damaged or stolen property, whichever is smallest,minus a deductible.The deductible will be equal to the largest deductible applicable to any owned "auto"for that coverage. No deductible applies to "loss"caused by fire or lightning.Hired Auto Physical Damage coverage is excess over any other collectible insurance. Subject to the above limit,deductible and excess provisions,we will provide coverage equal to the broadest coverage applicable to any covered "auto"you own. We will also cover loss of use of the hired "auto"if it results from an "accident",you are legally liable and the lessor incurs an actual financial loss, subject to a maximum of $1000 per "accident". This extension of coverage does not apply to any "auto"you hire or borrow from any of your "employees",partners (if you are a partnership), members (if you are a limited liability company), or members of their households. 6.PHYSICAL DAMAGE -ADDITIONAL TEMPORARY TRANSPORTATION EXPENSE COVERAGE Paragraph A.4.a.of SECTION III -PHYSICAL DAMAGE COVERAGE is amended to provide a limit of $50 per day and a maximum limit of $1,000. 7.LOAN/LEASE GAP COVERAGE Under SECTION III -PHYSICAL DAMAGE COVERAGE,in the event of a total "loss"to a covered "auto",we will pay your additional legal obligation for any difference between the actual cash value of the "auto"at the time of the "loss" and the "outstanding balance"of the loan/lease. "Outstanding balance"means the amount you owe on the loan/lease at the time of "loss"less any amounts representing taxes;overdue payments;penalties,interest or charges resulting from overdue payments;additional mileage charges;excess wear and tear charges;lease termination fees;security deposits not returned by the lessor;costs for extended warranties,credit life Insurance,health,accident or disability insurance purchased with the loan or lease;and carry-over balances from previous loans or leases. 8.AIRBAG COVERAGE Under Paragraph B.EXCLUSIONS -of SECTION III -PHYSICAL DAMAGE COVERAGE,the following is added: The exclusion relating to mechanical breakdown does not apply to the accidental discharge of an airbag. 9.ELECTRONIC EQUIPMENT -BROADENED COVERAGE a.The exceptions to Paragraphs B.4 - EXCLUSIONS -of SECTION III -PHYSICAL DAMAGE COVERAGE are replaced by the following: Exclusions 4.c.and 4.d.do not apply to equipment designed to be operated solely by use of the power from the "auto's"electrical system that,at the time of "loss",is: (1)Permanently installed in or upon the covered "auto"; (2)Removable from a housing unit which is permanently installed in or upon the covered "auto"; (3)An integral part of the same unit housing any electronic equipment described in Paragraphs (1)and (2)above;or (4)Necessary for the normal operation of the covered "auto"or the monitoring of the covered "auto's"operating system. b.Section III,Physical Damage Coverage,Limit of Insurance,Paragraph C.2.is amended to add the following: $1,500 is the most we will pay for "loss"in any one "accident"to all electronic equipment (other than equipment designed solely for the reproduction of sound,and accessories used with such equipment)that reproduces, receives or transmits audio,visual or data signals which,at the time of "loss",is: Form HA 99 16 12 21 Page 3 of 5 (1)Permanently installed in or upon the covered "auto"in a housing,opening or other location that is not normally used by the "auto"manufacturer for the installation of such equipment; (2)Removable from a permanently installed housing unit as described in Paragraph 2.a.above or is an integral part of that equipment;or (3)An integral part of such equipment. c.For each covered "auto",should loss be limited to electronic equipment only,our obligation to pay for,repair,return or replace damaged or stolen electronic equipment will be reduced by the applicable deductible shown in the Declarations,or $250,whichever deductible is less. 10.EXTRA EXPENSE -BROADENED COVERAGE Under Paragraph A.-COVERAGE -of SECTION III -PHYSICAL DAMAGE COVERAGE,we will pay for the expense of returning a stolen covered "auto"to you. 11.GLASS REPAIR -WAIVER OF DEDUCTIBLE Under Paragraph D.-DEDUCTIBLE -of SECTION III -PHYSICAL DAMAGE COVERAGE, the following is added: No deductible applies to glass damage if the glass is repaired rather than replaced. 12.TWO OR MORE DEDUCTIBLES Under Paragraph D.-DEDUCTIBLE -of SECTION III -PHYSICAL DAMAGE COVERAGE, the following is added: If another Hartford Financial Services Group,Inc. company policy or coverage form that is not an automobile policy or coverage form applies to the same "accident",the following applies: (1)If the deductible under this Business Auto Coverage Form is the smaller (or smallest) deductible,it will be waived; (2)If the deductible under this Business Auto Coverage Form is not the smaller (or smallest)deductible,it will be reduced by the amount of the smaller (or smallest) deductible. 13.AMENDED DUTIES IN THE EVENT OF ACCIDENT,CLAIM,SUIT OR LOSS The requirement in LOSS CONDITIONS 2.a.- DUTIES IN THE EVENT OF ACCIDENT,CLAIM, SUIT OR LOSS -of SECTION IV -BUSINESS AUTO CONDITIONS that you must notify us of an "accident"applies only when the "accident"is known to: (1)You,if you are an individual; (2)A partner,if you are a partnership; (3)A member,if you are a limited liability company;or (4)An executive officer or insurance manager,if you are a corporation. 14.UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If you unintentionally fail to disclose any hazards existing at the inception date of your policy,we will not deny coverage under this Coverage Form because of such failure. 15.HIRED AUTO -COVERAGE TERRITORY SECTION IV,BUSINESS AUTO CONDITIONS, PARAGRAPH B.GENERAL CONDITIONS,7.- POLICY PERIOD,COVERAGE TERRITORY -is added to include the following: (6)For short-term hired "autos",the coverage territory with respect to Liability Coverage is anywhere in the world provided that if the "insured's"responsibility to pay damages for "bodily injury"or "property damage"is determined in a "suit,"the "suit"is brought in the United States of America,the territories and possessions of the United States of America,Puerto Rico or Canada or in a settlement we agree to. 16.WAIVER OF SUBROGATION Paragraph 5.TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US -of SECTION IV -BUSINESS AUTO CONDITIONS A.Loss Conditions is amended by adding the following: We waive any right of recovery we may have against any person or organization with whom you have a written contract that requires such waiver because of payments we make for damages under this Coverage Form. 17.RESULTANT MENTAL ANGUISH COVERAGE The definition of "bodily injury"in SECTION V- DEFINITIONS,C.is replaced by the following: "Bodily injury"means bodily injury,sickness or disease sustained by any person,including mental anguish or death resulting from any of these. 18.EXTENDED CANCELLATION CONDITION Paragraph 2.of the COMMON POLICY CONDITIONS -CANCELLATION -applies except as follows: If we cancel for any reason other than nonpayment of premium,we will mail or deliver to the first Named Insured written notice of cancellation at least 60 days before the effective date of cancellation. Page 4 of 5 Form HA 99 16 12 21 19.HYBRID,ELECTRIC,OR NATURAL GAS VEHICLE PAYMENT COVERAGE In the event of a total loss to a "non-hybrid"auto for which Comprehensive,Specified Causes of Loss,or Collision coverages are provided under this Coverage Form,then such Physical Damage Coverages are amended as follows: a.If the auto is replaced with a "hybrid"auto or an auto powered solely by electricity or natural gas,we will pay an additional 10%,to a maximum of $2,500,of the "non-hybrid" auto’s actual cash value or replacement cost, whichever is less, b.The auto must be replaced and a copy of a bill of sale or new lease agreement received by us within 60 calendar days of the date of "loss," c.Regardless of the number of autos deemed a total loss,the most we will pay under this Hybrid,Electric,or Natural Gas Vehicle Payment Coverage provision for any one "loss"is $10,000. For the purposes of the coverage provision, a.A "non-hybrid"auto is defined as an auto that uses only an internal combustion engine to move the auto but does not include autos powered solely by electricity or natural gas. b.A "hybrid"auto is defined as an auto with an internal combustion engine and one or more electric motors;and that uses the internal combustion engine and one or more electric motors to move the auto,or the internal combustion engine to charge one or more electric motors,which move the auto. 20.VEHICLE WRAP COVERAGE In the event of a total loss to an "auto"for which Comprehensive,Specified Causes of Loss,or Collision coverages are provided under this Coverage Form,then such Physical Damage Coverages are amended to add the following: In addition to the actual cash value of the "auto", we will pay up to $1,000 for vinyl vehicle wraps which are displayed on the covered "auto"at the time of total loss.Regardless of the number of autos deemed a total loss,the most we will pay under this Vehicle Wrap Coverage provision for any one "loss"is $5,000.For purposes of this coverage provision,signs or other graphics painted or magnetically affixed to the vehicle are not considered vehicle wraps. Form HA 99 16 12 21 Page 5 of 5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SS 51 14 04 17 Page 1 of 1 © 2017, The Hartford ADDITIONAL INSURED PROVISIONS - CALIFORNIA This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM A.It is agreed that paragraph (2)of subsections 6.d. and 6.f.of Section C. - WHO IS AN INSURED is replaced by the following: (2)The insurance afforded by paragraph (1)above does not apply if your acts or omissions, or the acts or omissions of those acting on your behalf, that are alleged to have caused the "bodily injury", "property damage" or "personal and advertising injury", involve professional architectural, engineering or surveying services, including but not limited to: (a)The preparing, approving, editing of or failure to prepare or approve, shop drawings, maps, opinions, reports, surveys, change orders, field orders, designs, drawings, specifications, warnings, recommendations, permit applications payment requests, manuals or instructions; (b)Supervisory, inspection, quality control, architectural, engineering or surveying activities or services; (c)Maintenance of job site safety, construction administration, construction contracting, construction management, computer consulting or design software development or programming service, or selection of a contractor or programming service; (d)Monitoring, sampling, or testing service necessary to perform any of the services included in a. b. or c. above; (e)Supervision, hiring, employment, training or monitoring of others who are performing any of the services included in a., b. or c. above. The insurance afforded to such additional insured: (a)Only applies to the extent permitted by law; and (b)Will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B.It is agreed that the following paragraphs are added to the end of subsections 1.and 8.of Section F- OPTIONAL ADDITIONAL INSURED COVERAGES;and it is agreed the following paragraphs replace section b.of subsection 9.of Section F. - OPTIONAL ADDITIONAL INSURED COVERAGES.These paragraphs do not attach or amend the language of any of the other subsections of Section F - OPTIONAL ADDITIONAL INSURED COVERAGES: The insurance afforded by this subsection does not apply if your acts or omissions, or the acts or omissions of those acting on your behalf, that are alleged to have caused the "bodily injury", "property damage" or "personal and advertising injury", involve professional architectural, engineering or surveying services, including but not limited to: (a)The preparing, approving, editing of or failure to prepare or approve, shop drawings, maps, opinions, reports, surveys, change orders, field orders, designs, drawings, specifications, warnings, recommendations, permit applications payment requests, manuals or instructions; (b)Supervisory, inspection, quality control, architectural, engineering or surveying activities or services; (c)Maintenance of job site safety, construction administration, construction contracting, construction management, computer consulting or design software development or programming service, or selection of a contractor or programming service; (d)Monitoring, sampling, or testing service necessary to perform any of the services included in a. b. or c. above; (e)Supervision, hiring, employment, training or monitoring of others who are performing any of the services included in a., b. or c. above. The insurance afforded to such additional insured: (a)Only applies to the extent permitted by law; and (b)Will not be broader than that which you are required by the contract or agreement to provide for such additional insured. 3ROLF\57SBWBO6247 BUSINESS LIABILITY COVERAGE FORM (b) b.Rented to, in the care, custody or Coverage under this provision does not control of, or over which physical apply to: control is being exercised for any (1)"Bodily injury" or "property damage"purpose by you, any of your that occurred; or"employees", "volunteer workers",(2)"Personal and advertising injury"any partner or member (if you are arising out of an offense committeda partnership or joint venture), or before you acquired or formed the any member (if you are a limited organization.liability company). 4. Operator Of Mobile Equipmentb. Real Estate Manager With respect to "mobile equipment" registered inAny person (other than your "employee" or your name under any motor vehicle registration"volunteer worker"), or any organization law, any person is an insured while driving suchwhile acting as your real estate manager. equipment along a public highway with yourc. Temporary Custodians Of Your permission. Any other person or organizationPropertyresponsible for the conduct of such person isAny person or organization having proper also an insured, but only with respect to liabilitytemporary custody of your property if you arising out of the operation of the equipment, anddie, but only:only if no other insurance of any kind is available (1)With respect to liability arising out of the to that person or organization for this liability. maintenance or use of that property; and However, no person or organization is an insured with respect to:(2)Until your legal representative has been appointed.a."Bodily injury" to a co-"employee" of the person driving the equipment; ord. Legal Representative If You Die b."Property damage" to property owned by,Your legal representative if you die, but rented to, in the charge of or occupied byonly with respect to duties as such. That you or the employer of any person who isrepresentative will have all your rights and an insured under this provision.duties under this insurance. 5. Operator of Nonowned Watercrafte. Unnamed Subsidiary With respect to watercraft you do not own thatAny subsidiary and subsidiary thereof, of is less than 51 feet long and is not being usedyours which is a legally incorporated entity to carry persons for a charge, any person is anof which you own a financial interest of insured while operating such watercraft withmore than 50% of the voting stock on the your permission. Any other person oreffective date of this Coverage Part.organization responsible for the conduct ofThe insurance afforded herein for any such person is also an insured, but only withsubsidiary not shown in the Declarations respect to liability arising out of the operationas a named insured does not apply to of the watercraft, and only if no otherinjury or damage with respect to which an insurance of any kind is available to thatinsured under this insurance is also an person or organization for this liability.insured under another policy or would be However, no person or organization is anan insured under such policy but for its insured with respect to:termination or upon the exhaustion of its limits of insurance.a."Bodily injury" to a co-"employee" of the person operating the watercraft; or3. Newly Acquired Or Formed Organization b."Property damage" to property owned by,Any organization you newly acquire or form,rented to, in the charge of or occupied byother than a partnership, joint venture or you or the employer of any person who islimited liability company, and over which you an insured under this provision.maintain financial interest of more than 50% of the voting stock, will qualify as a Named 6. Additional Insureds When Required By Insured if there is no other similar insurance Written Contract, Written Agreement Or available to that organization. However:Permit a.Coverage under this provision is afforded The person(s) or organization(s) identified in only until the 180th day after you acquire a. f.Paragraphs through below are additional or form the organization or the end of the insureds when you have agreed, in a written policy period, whichever is earlier; and Form SS 00 08 04 05 Page 11 of 24 3ROLF\57SBWBO6247 BUSINESS LIABILITY COVERAGE FORM (e)contract, written agreement or because of a Any failure to make such permit issued by a state or political inspections, adjustments, tests or subdivision, that such person or organization servicing as the vendor has be added as an additional insured on your agreed to make or normally policy, provided the injury or damage occurs undertakes to make in the usual subsequent to the execution of the contract or course of business, in connection agreement, or the issuance of the permit. with the distribution or sale of the products;A person or organization is an additional (f)Demonstration, installation,insured under this provision only for that servicing or repair operations,period of time required by the contract,except such operations performedagreement or permit.at the vendor's premises inHowever, no such person or organization is an connection with the sale of theadditional insured under this provision if such product;person or organization is included as an (g)Products which, after distributionadditional insured by an endorsement issued or sale by you, have been labeledby us and made a part of this Coverage Part,or relabeled or used as aincluding all persons or organizations added container, part or ingredient of anyas additional insureds under the specific other thing or substance by or foradditional insured coverage grants in Section the vendor; orF.– Optional Additional Insured Coverages. (h)"Bodily injury" or "propertya. Vendors damage" arising out of the soleAny person(s) or organization(s) (referred to negligence of the vendor for itsbelow as vendor), but only with respect to own acts or omissions or those of"bodily injury" or "property damage" arising its employees or anyone elseout of "your products" which are distributed acting on its behalf. However, thisor sold in the regular course of the vendor's exclusion does not apply to:business and only if this Coverage Part (i)The exceptions contained inprovides coverage for "bodily injury" or (d) (f)Subparagraphs or ; or"property damage" included within the (ii)"products-completed operations hazard". Such inspections, adjustments, tests or servicing as the vendor(1)The insurance afforded to the vendor has agreed to make or normallyis subject to the following additional undertakes to make in the usualexclusions:course of business, inThis insurance does not apply to:connection with the distribution (a)"Bodily injury" or "property or sale of the products. damage" for which the vendor is (2)This insurance does not apply to anyobligated to pay damages by insured person or organization fromreason of the assumption of whom you have acquired such products,liability in a contract or agreement.or any ingredient, part or container,This exclusion does not apply to entering into, accompanying orliability for damages that the containing such products.vendor would have in the absence b. Lessors Of Equipmentof the contract or agreement; (1)Any person or organization from(b)Any express warranty whom you lease equipment; but onlyunauthorized by you;with respect to their liability for "bodily(c)Any physical or chemical change injury", "property damage" orin the product made intentionally "personal and advertising injury"by the vendor;caused, in whole or in part, by your (d)Repackaging, except when maintenance, operation or use of unpacked solely for the purpose of equipment leased to you by such inspection, demonstration, testing,person or organization. or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; Page 12 of 24 Form SS 00 08 04 05 3ROLF\57SBWBO6247 BUSINESS LIABILITY COVERAGE FORM (2) e. Permits Issued By State Or PoliticalWith respect to the insurance afforded Subdivisionsto these additional insureds, this insurance does not apply to any (1)Any state or political subdivision, but"occurrence" which takes place after only with respect to operationsyou cease to lease that equipment.performed by you or on your behalf for c. Lessors Of Land Or Premises which the state or political subdivision has issued a permit.(1)Any person or organization from (2)whom you lease land or premises, but With respect to the insurance afforded only with respect to liability arising out to these additional insureds, this of the ownership, maintenance or use insurance does not apply to: of that part of the land or premises (a)"Bodily injury", "property damage"leased to you.or "personal and advertising (2)With respect to the insurance afforded injury" arising out of operations to these additional insureds, this performed for the state or insurance does not apply to: municipality; or (a) (b)Any "occurrence" which takes "Bodily injury" or "property damage" place after you cease to lease that included within the "products- land or be a tenant in that completed operations hazard". premises; or f. Any Other Party (b)Structural alterations, new (1)Any other person or organization whoconstruction or demolition a.is not an insured under Paragraphsoperations performed by or on ethrough . above, but only withbehalf of such person or respect to liability for "bodily injury",organization."property damage" or "personal and d. Architects, Engineers Or Surveyors advertising injury" caused, in whole or in part, by your acts or omissions or(1)Any architect, engineer, or surveyor, but the acts or omissions of those actingonly with respect to liability for "bodily on your behalf:injury", "property damage" or "personal (a)and advertising injury" caused, in whole In the performance of your or in part, by your acts or omissions or ongoing operations; the acts or omissions of those acting on (b)In connection with your premisesyour behalf:owned by or rented to you; or (a)In connection with your premises;(c)In connection with "your work" andorincluded within the "products- (b)In the performance of your completed operations hazard", but ongoing operations performed by only if you or on your behalf.(i)The written contract or written (2)With respect to the insurance afforded agreement requires you to to these additional insureds, the provide such coverage to following additional exclusion applies: such additional insured; and (ii)This insurance does not apply to This Coverage Part provides "bodily injury", "property damage" or coverage for "bodily injury" or "personal and advertising injury" "property damage" included arising out of the rendering of or the within the "products- failure to render any professional completed operations hazard". services by or for you, including:(2)With respect to the insurance afforded (a)The preparing, approving, or to these additional insureds, this failure to prepare or approve, insurance does not apply to: maps, shop drawings, opinions,"Bodily injury", "property damage" orreports, surveys, field orders, "personal and advertising injury"change orders, designs or arising out of the rendering of, or thedrawings and specifications; or failure to render, any professional (b)Supervisory, inspection, architectural, engineering or surveying architectural or engineering services, including: activities. Form SS 00 08 04 05 Page 13 of 24 3ROLF\57SBWBO6247 BUSINESS LIABILITY COVERAGE FORM (a)The preparing, approving, or This General Aggregate limit does not failure to prepare or approve, apply to "property damage" to premises maps, shop drawings, opinions, while rented to you or temporarily reports, surveys, field orders, occupied by you with permission of the change orders, designs or owner, arising out of fire, lightning or drawings and specifications; or explosion. (b) 3. Each Occurrence LimitSupervisory, inspection, architectural or engineering 2.a. 2.bSubject to or above, whicheveractivities.applies, the most we will pay for the sum of all The limits of insurance that apply to additional damages because of all "bodily injury", D.insureds are described in Section – Limits "property damage" and medical expenses Of Insurance. arising out of any one "occurrence" is the Liability and Medical Expenses Limit shown inHow this insurance applies when other the Declarations.insurance is available to an additional insured is described in the Other Insurance Condition The most we will pay for all medical expenses E.in Section – Liability And Medical Expenses because of "bodily injury" sustained by any General Conditions. one person is the Medical Expenses Limit shown in the Declarations.No person or organization is an insured with 4. Personal And Advertising Injury Limitrespect to the conduct of any current or past partnership, joint venture or limited liability 2.b.Subject to above, the most we will pay forcompany that is not shown as a Named Insured in the sum of all damages because of allthe Declarations."personal and advertising injury" sustained by any one person or organization is the PersonalD. LIABILITY AND MEDICAL EXPENSES and Advertising Injury Limit shown in theLIMITS OF INSURANCE Declarations.1. The Most We Will Pay 5. Damage To Premises Rented To You LimitThe Limits of Insurance shown in the The Damage To Premises Rented To YouDeclarations and the rules below fix the most Limit is the most we will pay under Businesswe will pay regardless of the number of:Liability Coverage for damages because ofa.Insureds;"property damage" to any one premises, while b.Claims made or "suits" brought; or rented to you, or in the case of damage by fire, lightning or explosion, while rented to you orc.Persons or organizations making claims or temporarily occupied by you with permission ofbringing "suits". the owner.2. Aggregate Limits In the case of damage by fire, lightning orThe most we will pay for:explosion, the Damage to Premises Rented Toa.Damages because of "bodily injury" and You Limit applies to all damage proximately"property damage" included in the caused by the same event, whether such"products-completed operations hazard" is damage results from fire, lightning or explosionthe Products-Completed Operations or any combination of these.Aggregate Limit shown in the 6. How Limits Apply To Additional InsuredsDeclarations. The most we will pay on behalf of a person orb.Damages because of all other "bodily organization who is an additional insuredinjury", "property damage" or "personal under this Coverage Part is the lesser of:and advertising injury", including medical a.The limits of insurance specified in aexpenses, is the General Aggregate Limit written contract, written agreement orshown in the Declarations. permit issued by a state or politicalThis General Aggregate Limit applies subdivision; orseparately to each of your "locations" b.The Limits of Insurance shown in theowned by or rented to you. Declarations."Location" means premises involving the Such amount shall be a part of and not in same or connecting lots, or premises addition to the Limits of Insurance shown in whose connection is interrupted only by a the Declarations and described in this Section.street, roadway or right-of-way of a railroad. Page 14 of 24 Form SS 00 08 04 05 3ROLF\57SBWBO6247 BUSINESS LIABILITY COVERAGE FORM (1)If more than one limit of insurance under this Immediately send us copies of any policy and any endorsements attached thereto demands, notices, summonses or applies to any claim or "suit", the most we will pay legal papers received in connection under this policy and the endorsements is the with the claim or "suit"; single highest limit of liability of all coverages (2)Authorize us to obtain records andapplicable to such claim or "suit". However, this other information;paragraph does not apply to the Medical Expenses (3)Cooperate with us in the investigation, 3.limit set forth in Paragraph above.settlement of the claim or defense The Limits of Insurance of this Coverage Part apply against the "suit"; andseparately to each consecutive annual period and to (4)Assist us, upon our request, in theany remaining period of less than 12 months, starting enforcement of any right against anywith the beginning of the policy period shown in the person or organization that may beDeclarations, unless the policy period is extended liable to the insured because of injuryafter issuance for an additional period of less than 12 or damage to which this insurancemonths. In that case, the additional period will be may also apply.deemed part of the last preceding period for purposes d. Obligations At The Insured's Own Costof determining the Limits of Insurance. No insured will, except at that insured's ownE. LIABILITY AND MEDICAL EXPENSES cost, voluntarily make a payment, assumeGENERAL CONDITIONS any obligation, or incur any expense, other than for first aid, without our consent.1. Bankruptcy e. Additional Insured's Other InsuranceBankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our If we cover a claim or "suit" under this obligations under this Coverage Part.Coverage Part that may also be covered by other insurance available to an2. Duties In The Event Of Occurrence, additional insured, such additional insuredOffense, Claim Or Suit must submit such claim or "suit" to thea. Notice Of Occurrence Or Offense other insurer for defense and indemnity.You or any additional insured must see to However, this provision does not apply toit that we are notified as soon as the extent that you have agreed in apracticable of an "occurrence" or an written contract, written agreement oroffense which may result in a claim. To permit that this insurance is primary andthe extent possible, notice should include:non-contributory with the additional(1)How, when and where the "occurrence"insured's own insurance.or offense took place;f. Knowledge Of An Occurrence, Offense,(2)The names and addresses of any Claim Or Suitinjured persons and witnesses; and a. b.Paragraphs and apply to you or to(3)The nature and location of any injury any additional insured only when suchor damage arising out of the "occurrence", offense, claim or "suit" is"occurrence" or offense.known to: b. Notice Of Claim (1)You or any additional insured that is an individual;If a claim is made or "suit" is brought against any insured, you or any additional (2)Any partner, if you or an additionalinsured must:insured is a partnership; (1)Immediately record the specifics of the (3)Any manager, if you or an additionalclaim or "suit" and the date received;insured is a limited liability company;and (4)Any "executive officer" or insurance(2)Notify us as soon as practicable.manager, if you or an additional insured is a corporation;You or any additional insured must see to it that we receive a written notice of the (5)Any trustee, if you or an additionalclaim or "suit" as soon as practicable.insured is a trust; or c. Assistance And Cooperation Of The (6)Any elected or appointed official, if youInsuredor an additional insured is a political subdivision or public entity.You and any other involved insured must: Form SS 00 08 04 05 Page 15 of 24 3ROLF\57SBWBO6247 BUSINESS LIABILITY COVERAGE FORM f. (3)This Paragraph applies separately to We have issued this policy in reliance you and any additional insured. upon your representations. 3. Financial Responsibility Laws b. Unintentional Failure To Disclose Hazardsa.When this policy is certified as proof of financial responsibility for the future under If unintentionally you should fail to disclose the provisions of any motor vehicle all hazards relating to the conduct of your financial responsibility law, the insurance business at the inception date of this provided by the policy for "bodily injury"Coverage Part, we shall not deny any liability and "property damage" liability will coverage under this Coverage Part comply with the provisions of the law to because of such failure. the extent of the coverage and limits of 7. Other Insuranceinsurance required by that law.If other valid and collectible insurance isb.With respect to "mobile equipment" to available for a loss we cover under thiswhich this insurance applies, we will Coverage Part, our obligations are limited asprovide any liability, uninsured motorists,follows:underinsured motorists, no-fault or other a. Primary Insurancecoverage required by any motor vehicle b.law. We will provide the required limits for This insurance is primary except when those coverages. below applies. If other insurance is also primary, we will share with all that other4. Legal Action Against Us c.insurance by the method described inNo person or organization has a right under below.this Coverage Form:b. Excess Insurancea.To join us as a party or otherwise bring us This insurance is excess over any of theinto a "suit" asking for damages from an other insurance, whether primary, excess,insured; or contingent or on any other basis:b.To sue us on this Coverage Form unless (1) Your Workall of its terms have been fully complied with.That is Fire, Extended Coverage, Builder's Risk, Installation Risk orA person or organization may sue us to recover similar coverage for "your work";on an agreed settlement or on a final judgment against an insured; but we will not be liable for (2) Premises Rented To Youdamages that are not payable under the terms of That is fire, lightning or explosionthis insurance or that are in excess of the insurance for premises rented to youapplicable limit of insurance. An agreed or temporarily occupied by you withsettlement means a settlement and release of permission of the owner;liability signed by us, the insured and the (3) Tenant Liabilityclaimant or the claimant's legal representative. That is insurance purchased by you to5. Separation Of Insureds cover your liability as a tenant forExcept with respect to the Limits of Insurance,"property damage" to premises rentedand any rights or duties specifically assigned to you or temporarily occupied by youin this policy to the first Named Insured, this with permission of the owner;insurance applies: (4) Aircraft, Auto Or Watercrafta.As if each Named Insured were the only If the loss arises out of the maintenanceNamed Insured; and or use of aircraft, "autos" or watercraft tob.Separately to each insured against whom g.the extent not subject to Exclusion ofa claim is made or "suit" is brought.A.Section – Coverages.6. Representations (5) Property Damage To Borroweda. When You Accept This Policy Equipment Or Use Of Elevators By accepting this policy, you agree:If the loss arises out of "property damage" to borrowed equipment or(1)The statements in the Declarations the use of elevators to the extent notare accurate and complete; k. A.subject to Exclusion of Section –(2)Those statements are based upon Coverages.representations you made to us; and Page 16 of 24 Form SS 00 08 04 05 3ROLF\57SBWBO6247 BUSINESS LIABILITY COVERAGE FORM (6) When You Are Added As An When this insurance is excess over other Additional Insured To Other insurance, we will pay only our share of Insurance the amount of the loss, if any, that exceeds the sum of:That is other insurance available to (1)you covering liability for damages The total amount that all such other arising out of the premises or insurance would pay for the loss in the operations, or products and completed absence of this insurance; and operations, for which you have been (2)The total of all deductible and self-added as an additional insured by that insured amounts under all that otherinsurance; or insurance. (7) When You Add Others As An We will share the remaining loss, if any, withAdditional Insured To This any other insurance that is not described inInsurancethis Excess Insurance provision and was not That is other insurance available to an bought specifically to apply in excess of the additional insured. Limits of Insurance shown in the Declarations of this Coverage Part.However, the following provisions c. Method Of Sharingapply to other insurance available to any person or organization who is an If all the other insurance permitsadditional insured under this Coverage contribution by equal shares, we will followPart:this method also. Under this approach, (a) Primary Insurance When each insurer contributes equal amounts Required By Contract until it has paid its applicable limit of insurance or none of the loss remains,This insurance is primary if you whichever comes first.have agreed in a written contract, written agreement or permit that If any of the other insurance does not permit this insurance be primary. If other contribution by equal shares, we will insurance is also primary, we will contribute by limits. Under this method, each share with all that other insurance insurer’s share is based on the ratio of its c.by the method described in applicable limit of insurance to the total below. applicable limits of insurance of all insurers. (b) Primary And Non-Contributory 8. Transfer Of Rights Of Recovery Against To Other Insurance When Others To Us Required By Contract a. Transfer Of Rights Of Recovery If you have agreed in a written If the insured has rights to recover all orcontract, written agreement or part of any payment, includingpermit that this insurance is Supplementary Payments, we have madeprimary and non-contributory with under this Coverage Part, those rights arethe additional insured's own transferred to us. The insured must doinsurance, this insurance is nothing after loss to impair them. At ourprimary and we will not seek request, the insured will bring "suit" orcontribution from that other transfer those rights to us and help usinsurance.enforce them. This condition does not (a) (b)Paragraphs and do not apply to apply to Medical Expenses Coverage. other insurance to which the additional b. Waiver Of Rights Of Recovery (Waiverinsured has been added as an Of Subrogation)additional insured.If the insured has waived any rights ofWhen this insurance is excess, we will recovery against any person orhave no duty under this Coverage Part to organization for all or part of any payment,defend the insured against any "suit" if any including Supplementary Payments, weother insurer has a duty to defend the have made under this Coverage Part, weinsured against that "suit". If no other also waive that right, provided the insuredinsurer defends, we will undertake to do waived their rights of recovery againstso, but we will be entitled to the insured's such person or organization in a contract,rights against all those other insurers.agreement or permit that was executed prior to the injury or damage. Form SS 00 08 04 05 Page 17 of 24 3ROLF\57SBWBO6247 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Countersigned by Authorized Representative (1) Printed in U.S.A.Form WC 04 03 06 Policy Expiration Date: WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA Endorsement Number:Policy Number: Effective Date: Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2 % of the California workers' compensation premium otherwise due on such remuneration. SCHEDULE Person or Organization Job Description Any person or organization from whom you are required by written contract or agreement to obtain this waiver of rights from us 57WEGAT6XHA 09/01/2024 Biggs Cardosa Associates,Inc. 865 The Alameda San Jose,CA 95126 09/01/2025 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form SS 12 23 06 11 Page 1 of 1 © 2011, The Hartford NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S) This policy is subject to the following additional Conditions: A. If this policy is cancelled by the Company, other than for non-payment of premium, notice of such cancellation will be provided at least thirty (30) days in advance of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. B. If this policy is cancelled by the company for non- payment of premium, or by the insured, notice of such cancellation will be provided within ten (10) days of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. If notice is mailed, proof of mailing to the last known mailing address of the certificate holder(s) on file with the agent of record or the Company will be sufficient proof of notice. Any notification rights provided by this endorsement apply only to active certificate holder(s) who were issued a certificate of insurance applicable to this policy’s term. Failure to provide such notice to the certificate holder(s) will not amend or extend the date the cancellation becomes effective, nor will it negate cancellation of the policy. Failure to send notice shall impose no liability of any kind upon the Company or its agents or representatives. Policy #57SBWBO6247 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form IH 03 13 06 11 Page 1 of 1 © 2011, The Hartford NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S) This policy is subject to the following additional Conditions: A.If this policy is cancelled by the Company, other than for nonpayment of premium, notice of such cancellation will be provided at least thirty (30) days in advance of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. B.If this policy is cancelled by the Company for nonpayment of premium, or by the insured, notice of such cancellation will be provided within (10) days of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. If notice is mailed, proof of mailing to the last known mailing address of the certificate holder(s) on file with the agent of record or the Company will be sufficient proof of notice. Any notification rights provided by this endorsement apply only to active certificate holder(s) who were issued a certificate of insurance applicable to this policy's term. Failure to provide such notice to the certificate holder(s) will not amend or extend the date the cancellation becomes effective, nor will it negate cancellation of the policy. Failure to send notice shall impose no liability of any kind upon the Company or its agents or representatives. Policy #57UEGBD0434 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form WC 99 03 94 Printed in U.S.A. Process Date:07/23/24 Policy Expiration Date:09/01/25 © 2011, The Hartford NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S) Policy Number:57 WEG AT6XHA Endorsement Number: Effective Date:09/01/24 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address:Biggs Cardosa Associates, Inc. 865 THE ALAMEDA SAN JOSE CA 95126 This policy is subject to the following additional Conditions: A. If this policy is cancelled by the Company, other than for non-payment of premium, notice of such cancellation will be provided at least thirty (30) days in advance of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. B.If this policy is cancelled by the Company for non-payment of premium, or by the insured, notice of such cancellation will be provided within ten (10) days of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. If notice is mailed, proof of mailing to the last known mailing address of the certificate holder(s) on file with the agent of record or the Company will be sufficient proof of notice. Any notification rights provided by this endorsement apply only to active certificate holder(s) who were issued a certificate of insurance applicable to this policy’s term. Failure to provide such notice to the certificate holder(s) will not amend or extend the date the cancellation becomes effective, nor will it negate cancellation of the policy. Failure to send notice shall impose no liability of any kind upon the Company or its agents or representatives. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Form WC 99 05 31 Printed in U.S.A. Process Date:07/23/24 Policy Expiration Date:09/01/25 © 2011, The Hartford NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S) Policy Number:57 WEG AT6XHA Endorsement Number: Effective Date:09/01/24 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address:Biggs Cardosa Associates, Inc. 865 THE ALAMEDA SAN JOSE CA 95126 This policy is subject to the following additional Condition: A. If this policy is cancelled by the Company for non- payment of premium, or by the insured, notice of such cancellation will be provided within ten (10) days of the cancellation effective date to the certificate holder(s) with mailing addresses on file with the agent of record or the Company. If notice is mailed, proof of mailing to the last known mailing address of the certificate holder(s) on file with the agent of record or the Company will be sufficient proof of notice. Any notification rights provided by this endorsement apply only to active certificate holder(s) who were issued a certificate of insurance applicable to this policy’s term. Failure to provide such notice to the certificate holder(s) will not amend or extend the date the cancellation becomes effective, nor will it negate cancellation of the policy. Failure to send notice shall impose no liability of any kind upon the Company or its agents or representatives. Local Assistance Procedures Manual EXHIBIT 10-H1 Cost Proposal Prime Consultant Subconsultant 2nd Tier Subconsultant2nd Tier Subconsultant Consultant:Biggs Cardosa Associates, Inc. Project No. Contract No.Date 2/5/2025 Hours Actual Hourly Rate Total Senior Principal 14.00 140.00 1,960.00$ Principal 0.00 115.00 -$ Associate 233.00 103.00 23,999.00$ Engineering Manager 0.00 90.00 -$ Senior Engineer 132.00 79.00 10,428.00$ Computer Drafter 0.00 55.00 -$ Senior Computer Drafter 16.00 70.00 1,120.00$ Secretarial Admin Services 22.00 60.00 1,320.00$ Project Engineer 0.00 70.00 -$ Staff Engineer 0.00 62.00 -$ Assistant Engineer 0.00 52.00 -$ Project Administrator 0.00 90.00 -$ Junior Engineer 0.00 48.00 -$ Project Coordinator 0.00 70.00 -$ LABOR COSTS 38,827.00$ 970.68$ c) TOTAL DIRECT LABOR COSTS [(a) + (b)]39,797.68$ INDIRECT COSTS 55.44% )e) Total Fringe Benefits [(c) x (d)]22,063.83$ 104.15% )g) Overhead [(c) x (f)]41,449.28$ )i) Gen & Admin [(c) x (h)]-$ j) TOTAL INDIRECT COSTS [(e) + (g) + (i)]63,513.11$ FIXED FEE k) TOTAL FIXED FEE [(c) + (j)] x fixed fee:10% 10,331.08$ l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE (Add additional pages if necessary) Quantity Unit Unit Cost Total -$ l) TOTAL OTHER DIRECT COSTS -$ m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) HMH Engineers $158,633 Avila $54,165 David J. Powers $222,863 Parikh $63,498 Apex $9,163 m) TOTAL SUBCONSULTANTS' COSTS $508,322 n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)]508,322.26$ TOTAL COST [(c) + (j) + (k) + (n)]621,964.12$ NOTES: 1. 2. 3. Subconsultant 2: Subconsultant 3: Subconsultant 4: Subconsultant 5: Subconsultant 6: Subconsultant 1: Key personnel must be marked with an asterisk (*) and employees that are subject to prevailing wage requirements must be marked with two asterisks (**). All costs must comply with the Federal cost principles. Subconsultants will provide their own cost proposals. The cost proposal format shall not be amended. Indirect cost rates shall be updated on an annual basis in accordance with the consultant's annual accounting period and established by a cognizant agency or accepted by Caltrans. Anticipated salary increases calculation (page 2) must accompany. b) Anticipated Salary Increases (see page 2 for calculation) d) Fringe Benefits (Rate: f) Overhead & G&A (Rate: h) General & Admin (Rate: Description of Item a) Subtotal Direct Labor Costs Note: Mark-ups are Not Allowed BRLS-5318(037) DIRECT LABOR Classification/Title Name M. Harms J. Alciati Consultant Biggs Cardosa Associates, Inc. Project No. Contract No. Date 2/5/2025 1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Avg Hourly 5 Year Contract Rate Duration $ 38,827.00 = $ 93.11 Year 1 Avg Hourly Rate Avg Hourly Rate Year 1 $ 93.11 + = $ 97.77 Year 2 Avg Hourly Rate Year 2 $ 97.77 + = $ 102.65 Year 3 Avg Hourly Rate Year 3 $ 102.65 + = $ 107.79 Year 4 Avg Hourly Rate Year 4 $ 107.79 + = $ 113.18 Year 5 Avg Hourly Rate Total Hours per Year Year 1 50.00% * = 208.5 Estimated Hours Year 1 Year 2 50.00% * = 208.5 Estimated Hours Year 2 Year 3 0.00% * = 0.0 Estimated Hours Year 3 Year 4 0.00% * = 0.0 Estimated Hours Year 4 Year 5 0.00% * = 0.0 Estimated Hours Year 5 Total 100% = 417.0 Year 1 $ 93.11 * = $ 19,413.50 Estimated Hours Year 1 Year 2 $ 97.77 * = $ 20,384.18 Estimated Hours Year 2 Year 3 $ 102.65 * = $ - Estimated Hours Year 3 Year 4 $ 107.79 * = $ - Estimated Hours Year 4 Year 5 $ - * = $ - Estimated Hours Year 5 = $ 39,797.68 = $ 38,827.00 = $ 970.68 Transfer to Page 1 NOTES: 1. 2. 3. 4. Direct Labor Subtotal before Escalation Estimated total of Direct Labor Salary Increase This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and a breakdown of the labor to be performed each year. An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology). This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted. Calculations for anticipated salary escalation must be provided. 209 209 0 0 0 Total Direct Labor Cost with Escalation 4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated hours Cost per Year (calculated above) (calculated above) 417.0 417.0 417.0 417.0 417.0 Total 3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Total Hours Completed Each Year per Cost Proposal Proposed Escalation 5% 5% 5% 5% per Cost Proposal per Cost Proposal 417 2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) CALCULATIONS FOR ANTICIPATED SALARY INCREASES BRLS-5318(037) 0 Direct Labor Subtotal Total Hours 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, allowable, and allocable to the contract in accordance with the contract terms and the following requirements: 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 5. 23 Code of Federal Regulations Part 172 - Procurement, Management and Administration of Engineering and Design Related Service 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 or Caltrans accepted Indirect Cost Rate(s). Name: Mahvash Harms Title *: Vice President / Principal Signature: Date of Certification: 2/5/2025 Email:mharms@biggscardosa.com Phone number: (408) 296-5515 Address: 865 The Alameda, San Jose, CA 95126 List services the consultant is providing under the proposed contract: Certification of Direct Costs: Prime Consultant or Subconsultant Certifying: * 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. Project Management, Structural Engineering Local Assistance Procedures Manual EXHIBIT 10-H1 Cost Proposal Prime Consultant Subconsultant 2nd Tier Subconsultant2nd Tier Subconsultant Consultant:HMH Project No. Contract No. Date 1/30/2025 Hours Actual Hourly Rate Total 14.00 102.00 1,428.00$ 99.00 77.50 7,672.50$ 394.00 55.00 21,670.00$ 238.00 42.00 9,996.00$ 6.00 81.00 486.00$ 0.00 52.75 -$ 0.00 45.97 -$ 0.00 42.50 -$ 0.00 34.38 -$ 13.00 73.00 949.00$ 0.00 80.00 -$ 0.00 63.00 -$ 0.00 42.00 -$ 0.00 36.00 -$ 0.00 27.00 -$ 0.00 25.00 -$ 5.00 78.00 390.00$ 0.00 55.35 -$ 0.00 58.10 -$ 48.00 109.73 5,267.04$ 0.00 51.63 -$ 0.00 47.39 -$ 0.00 22.00 -$ LABOR COSTS 47,858.54$ 1,196.46$ c) TOTAL DIRECT LABOR COSTS [(a) + (b)]49,055.00$ INDIRECT COSTS 193.98% ) e) Total Fringe Benefits [(c) x (d)] 95,156.90$ ) g) Overhead [(c) x (f)] -$ ) i) Gen & Admin [(c) x (h)] -$ j) TOTAL INDIRECT COSTS [(e) + (g) + (i)]95,156.90$ FIXED FEE k) TOTAL FIXED FEE [(c) + (j)] x fixed fee:10% 14,421.19$ l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE (Add additional pages if necessary) Quantity Unit Unit Cost Total -$ l) TOTAL OTHER DIRECT COSTS -$ m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) Engineering Design Specialist Project Support Staff Intern Chainman 2-Person Crew Junior Technician Field Survey Manager Senior Field Eng Crew Chief Senior Engineer / Planner / Land Surveyor Project Civil Engineer / Land Surveyor / Landscape Architect / Planner Principal Senior Civil Engineer Design Specialist Project Technician Engineer / Planner / Surveyor / Landscape Designer L. Grevera b) Anticipated Salary Increases (see page 2 for calculation) d) Fringe Benefits (Rate: f) Overhead & G&A (Rate: h) General & Admin (Rate: Description of Item a) Subtotal Direct Labor Costs Note: Mark-ups are Not Allowed BRLS-5318(037) DIRECT LABOR Classification/Title Name J. Cacciotti Technician Assistant Technician Senior Technician Project Technician Manager (Civil Engineering / Land Surveying / Landscape Architecture) Assistant Engineer / Surveyor / Planner / Landscape Designer Junior Engineer / Surveyor / Planner / Landscape Designer HMH Engineers $0 Avila $0 David J. Powers $0 Parikh $0 Apex $0 m) TOTAL SUBCONSULTANTS' COSTS $0 n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)]-$ TOTAL COST [(c) + (j) + (k) + (n)]158,633.09$ NOTES: 1. 2. 3. Subconsultant 2: Subconsultant 3: Subconsultant 4: Subconsultant 5: Subconsultant 6: Key personnel must be marked with an asterisk (*) and employees that are subject to prevailing wage requirements must be marked with two asterisks (**). All costs must comply with the Federal cost principles. Subconsultants will provide their own cost proposals. The cost proposal format shall not be amended. Indirect cost rates shall be updated on an annual basis in accordance with the consultant's annual accounting period and established by a cognizant agency or accepted by Caltrans. Anticipated salary increases calculation (page 2) must accompany. Subconsultant 7: Subconsultant 1: Consultant HMH Project No. Contract No. Date 1/30/2025 1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Avg Hourly 5 Year Contract Rate Duration $ 47,858.54 = $ 58.58 Year 1 Avg Hourly Rate Avg Hourly Rate Year 1 $ 58.58 + = $ 61.51 Year 2 Avg Hourly Rate Year 2 $ 61.51 + = $ 64.58 Year 3 Avg Hourly Rate Year 3 $ 64.58 + = $ 67.81 Year 4 Avg Hourly Rate Year 4 $ 67.81 + = $ 71.20 Year 5 Avg Hourly Rate Total Hours per Year Year 1 50.00% * = 408.5 Estimated Hours Year 1 Year 2 50.00% * = 408.5 Estimated Hours Year 2 Year 3 0.00% * = 0.0 Estimated Hours Year 3 Year 4 0.00% * = 0.0 Estimated Hours Year 4 Year 5 0.00% * = 0.0 Estimated Hours Year 5 Total 100% = 817.0 Year 1 $ 58.58 * = $ 23,929.27 Estimated Hours Year 1 Year 2 $ 61.51 * = $ 25,125.73 Estimated Hours Year 2 Year 3 $ 64.58 * = $ - Estimated Hours Year 3 Year 4 $ 67.81 * = $ - Estimated Hours Year 4 Year 5 $ - * = $ - Estimated Hours Year 5 = $ 49,055.00 = $ 47,858.54 = $ 1,196.46 Transfer to Page 1 NOTES: 1. 2. 3. 4. Direct Labor Subtotal before Escalation Estimated total of Direct Labor Salary Increase This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and a breakdown of the labor to be performed each year. An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology). This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted. Calculations for anticipated salary escalation must be provided. 409 409 0 0 0 Total Direct Labor Cost with Escalation 4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated hours Cost per Year Completed Each Year per Cost Proposal (calculated above) (calculated above) 817.0 817.0 817.0 817.0 817.0 Total Proposed Escalation 5% 5% 5% 5% 3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Total Hours Direct Labor Subtotal Total Hours per Cost Proposal per Cost Proposal 817 2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) CALCULATIONS FOR ANTICIPATED SALARY INCREASES BRLS-5318(037) 0 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, allowable, and allocable to the contract in accordance with the contract terms and the following requirements: 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 5. 23 Code of Federal Regulations Part 172 - Procurement, Management and Administration of Engineering and Design Related Service 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 or Caltrans accepted Indirect Cost Rate(s). Name: Jon Cacciotti Title *: Vice President Signature: Date of Certification: 1/30/2025 Email:Phone number: Address: List services the consultant is providing under the proposed contract: Civil Engineering, Surveying Certification of Direct Costs: Prime Consultant or Subconsultant Certifying: * 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. Jcacciotti@hmhca.com 1570 Oakland Road, San Jose, CA 95131 408-487-2200 Local Assistance Procedures Manual EXHIBIT 10-H1 Cost Proposal Consultant:Subconsultant Project No. Contract No.evens Creek Blvd over Stevens Cre Date:1/30/2025 Direct Labor Hours Actual Hourly Rate Total 126 $95.00 $11,970.00 98 $72.62 $7,116.76 84 $47.32 $3,974.88 308 $23,061.64 LABOR COSTS a) Subtotal Direct Labor Costs $23,061.64 b) Anticipated Salary Increases c)TOTAL DIRECT LABOR COSTS [(a)+(b)] $23,061.64 INDIRECT COSTS d) Fringe Benefits (Rate): 46.320% e) Total Fringe Benefits [(c) × (d)] $10,682.15 f) Overhead (Rate): 20.440% g)Overhead [(c) × (f)] $4,713.80 h) 44.750% i)Gen & Admin [(c) × (h)] $10,320.08 j)$25,716.03 FIXED FEE k)10%$4,877.77 l)CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE (Add additional pages if necessary) Unit Unit Cost Total miles $0.655 $209.60 ea $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 ea $300.00 $300.00 $509.60 m) SUBCONSULTANT'S COSTS (add additional pages if necessary) $0.00 $510 $54,165 NOTES: January 2018 Senior Engineer Todd Remington EXHIBIT 10-H COST PROPOSAL Page 1 of 3 ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (DESIGN, ENGINEERING, AND ENVIRONMENTAL STUDIES) Note: Mark-ups are Not Allowed Avila & Associates Prime Consultant 2nd Tier Subconsultant Classification/Title Name Project Manager Cathy Avila Assistant Engineer Katherine Gwynn Travel/Mileage Costs (supported by Consultant actual cost 320 Total General and Administrative (Rate) TOTAL INDIRECT COSTS [(e) +(g) + (i)] TOTAL FIXED PROFIT [(c) + (j)] × Fixed Fee Description Quantity Travel Airline 0() Sheets (each), Test Holes (each), etc. 0 Subconsultant Costs (attach detailed cost proposal in same format as prime consultant 0 Subconsultant 2: FEMA Submittal Fees 1 l) TOTAL OTHER DIRECT COSTS Subconsultant 1: TOTAL COST [(c) + (j) + (k) + (n)] • Key Personnel must be marked with an asterisk (*) and employees that are subject to prevailing wage requirements must be marked with two asterisks (**). All costs must comply with the Federal Cost Principles. Subconsultants will provide their own cost proposals. • The cost proposal format shall not be amended. Indirect cost rates shall be updated on an annual basis in accordance with the consultant's annual accounting period and established by a cognized agency or accepted by Caltrans. • Anticipated salary increases calculation (page 2) must accompany. Subconsultant 3: Tier Subconsultant 4: m) TOTAL 2nd TIER SUBCONSULTANT'S COSTS n) TOTAL OTHER DIRECT COSTS INCLUDING 2nd TIER SUBCONSULTANTS [(l) + (m)] Local Assistance Procedures Manual EXHIBIT 10-H1 Cost Proposal 1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Avg Hourly 5 Year Contract Rate Duration $23,061.64 $74.88 Year 1 Avg Hourly Rate Avg Hourly Rate Year 1 $74.88 + = $78.62 Year 2 Avg Hourly Rate Year 2 $78.62 + = $82.55 Year 3 Avg Hourly Rate Year 3 $82.55 + = $86.68 Year 4 Avg Hourly Rate Year 4 $86.68 + = $91.01 Year 5 Avg Hourly Rate Total Hours per Year Year 1 100.00% * = 308.0 Estimated Hours Year 1 Year 2 0.00% * = 0.0 Estimated Hours Year 2 Year 3 0.00% * = 0.0 Estimated Hours Year 3 Year 4 0.00% * = 0.0 Estimated Hours Year 4 Year 5 0.00% * = 0.0 Estimated Hours Year 5 Total 100% = 308.0 Year 1 $74.88 *=$23,061.64 Estimated Hours Year 1 Year 2 $78.62 *=$0.00 Estimated Hours Year 2 Year 3 $82.55 *=$0.00 Estimated Hours Year 3 Year 4 $86.68 *=$0.00 Estimated Hours Year 4 Year 5 $91.01 *=$0.00 Estimated Hours Year 5 =$23,061.64 =$23,061.64 = $0.00 Transfer to Page 1 NOTES: This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and a breakdown of the labor to be performed each year. An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology) This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted. January 2018 EXHIBIT 10-H COST PROPOSAL Page 2 of 3 ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (CALCULATIONS FOR ANTICIPATED SALARY INCREASES) Direct Labor Subtotal Total Hours per Cost Proposal per Cost Proposal 308 2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation Proposed Escalation 5.00% 5.00% 5.00% 5.00% Total 3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Total Hours Completed Each Year per Cost Proposal 308.0 308.0 308.0 308.0 308.0 4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated hours Cost per Year(calculated above) (calculated above) Direct Labor Subtotal before Escalation Estimated total of Direct Labor Salary 308.0 0.0 0.0 0.0 0.0 Total Direct Labor Cost with Escalation Local Assistance Procedures Manual EXHIBIT 10-H1 Cost Proposal Certification of Direct Costs: Prime Consultant or Subconsultant Certifying: Name: Title*: Signature:1/30/2025 Email: Phone Number: Address: List services the consultant is providing under the proposed contract: n 4. 48 Code of Federal Regulations Part 31 - Contract Cost Principles and Procedures EXHIBIT 10-H1 COST PROPOSAL Page 3 of 3 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, allowable, and allocable to the contract in accordance with the contract terms and the following requirements: 1. Generally Accepted Accounting Principles (GAAP) 2. Terms and conditions of the contract 3. Title 23 United States Code Section 112 - Letting of Contracts 5. 23 Code of Federal Regulations Part 172 - Procurement, Management, and Administration of Engineering and Design Related Service 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 Rate(s). Catherine M.C. Avila President Scour Analysis and preliminary scour design Date of Certification (mm/dd/yyyy) cavila@avilaassociates 925-673-0549 712 Bancroft Road #333, Walnut Creek, CA 94598 *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. Local Assistance Procedures Manual EXHIBIT 10-H1 Cost Proposal Prime Consultant Subconsultant 2nd Tier Subconsultant Consultant:David J. Powers Project No. Contract No. Date 2/3/2025 Hours Actual Hourly Rate Total Principal 50.00 89.61 4,480.50$ Project Manager 100.00 57.00 5,700.00$ Senior Principal 5.00 105.00 525.00$ LABOR COSTS 10,705.50$ 267.64$ c) TOTAL DIRECT LABOR COSTS [(a) + (b)]10,973.14$ INDIRECT COSTS 51.40% ) e) Total Fringe Benefits [(c) x (d)] 5,640.19$ 154.11% ) g) Overhead [(c) x (f)] 16,910.70$ ) i) Gen & Admin [(c) x (h)] -$ j) TOTAL INDIRECT COSTS [(e) + (g) + (i)]22,550.89$ FIXED FEE k) TOTAL FIXED FEE [(c) + (j)] x fixed fee:10% 3,352.40$ l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE (Add additional pages if necessary) Quantity Unit Unit Cost Total 1 1.00 $185,987.00 185,987.00$ l) TOTAL OTHER DIRECT COSTS 185,987.00$ m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) $0 $0 $0 $0 $0 m) TOTAL SUBCONSULTANTS' COSTS $0 n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)]185,987.00$ TOTAL COST [(c) + (j) + (k) + (n)]222,863.44$ NOTES: 1. 2. 3. Subconsultant 2: Subconsultant 3: Subconsultant 4: Subconsultant 5: Subconsultant 6: Key personnel must be marked with an asterisk (*) and employees that are subject to prevailing wage requirements must be marked with two asterisks (**). All costs must comply with the Federal cost principles. Subconsultants will provide their own cost proposals. The cost proposal format shall not be amended. Indirect cost rates shall be updated on an annual basis in accordance with the consultant's annual accounting period and established by a cognizant agency or accepted by Caltrans. Anticipated salary increases calculation (page 2) must accompany. Subconsultant 7: b) Anticipated Salary Increases (see page 2 for calculation) d) Fringe Benefits (Rate: f) Overhead & G&A (Rate: h) General & Admin (Rate: Description of Item H. T. Harvey & Associates Subconsultant 1: a) Subtotal Direct Labor Costs D. Loukas Note: Mark-ups are Not Allowed BRLS-5318(037) DIRECT LABOR Classification/Title Name Consultant David J. Powers Project No. Contract No. Date 2/3/2025 1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Avg Hourly 5 Year Contract Rate Duration $ 10,705.50 = $ 69.07 Year 1 Avg Hourly Rate Avg Hourly Rate Year 1 $ 69.07 + = $ 72.52 Year 2 Avg Hourly Rate Year 2 $ 72.52 + = $ 76.15 Year 3 Avg Hourly Rate Year 3 $ 76.15 + = $ 79.95 Year 4 Avg Hourly Rate Year 4 $ 79.95 + = $ 83.95 Year 5 Avg Hourly Rate Total Hours per Year Year 1 50.00% * = 77.5 Estimated Hours Year 1 Year 2 50.00% * = 77.5 Estimated Hours Year 2 Year 3 0.00% * = 0.0 Estimated Hours Year 3 Year 4 0.00% * = 0.0 Estimated Hours Year 4 Year 5 0.00% * = 0.0 Estimated Hours Year 5 Total 100% = 155.0 Year 1 $ 69.07 * = $ 5,352.75 Estimated Hours Year 1 Year 2 $ 72.52 * = $ 5,620.39 Estimated Hours Year 2 Year 3 $ 76.15 * = $ - Estimated Hours Year 3 Year 4 $ 79.95 * = $ - Estimated Hours Year 4 Year 5 $ - * = $ - Estimated Hours Year 5 = $ 10,973.14 = $ 10,705.50 = $ 267.64 Transfer to Page 1 NOTES: 1. 2. 3. 4. Direct Labor Subtotal before Escalation Estimated total of Direct Labor Salary Increase This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and a breakdown of the labor to be performed each year. An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology). This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted. Calculations for anticipated salary escalation must be provided. 78 78 0 0 0 Completed Each Year per Cost Proposal 155.0 155.0 155.0 155.0 155.0 Total Total Direct Labor Cost with Escalation 4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated hours Cost per Year (calculated above) (calculated above) Proposed Escalation 5% 5% 5% 5% 3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Total Hours Direct Labor Subtotal Total Hours per Cost Proposal per Cost Proposal 155 2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) CALCULATIONS FOR ANTICIPATED SALARY INCREASES BRLS-5318(037) 0 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, allowable, and allocable to the contract in accordance with the contract terms and the following requirements: 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 5. 23 Code of Federal Regulations Part 172 - Procurement, Management and Administration of Engineering and Design Related Service 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 or Caltrans accepted Indirect Cost Rate(s). Name: Will Burns Title *: Vice President Signature: Date of Certification: 2/3/2025 Email:wburns@davidjpowers.com Phone number: 510-902-5851 Address: 1736 Franklin Street, Suite 400, Oakland, CA 94612 List services the consultant is providing under the proposed contract: Certification of Direct Costs: Prime Consultant or Subconsultant Certifying: * 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. Environmental Local Assistance Procedures Manual EXHIBIT 10-H1 Cost Proposal Prime Consultant Subconsultant 2nd Tier Subconsultant Consultant:Parikh Consultants, Inc. Project No. Contract No. Date 1/30/2025 Hours Actual Hourly Rate Total Sr. Project Engineer/QA QC Manager 6.00 85.01 510.06$ Senior Engineer - II 16.00 85.00 1,360.00$ Senior Engineer - I 23.00 77.50 1,782.50$ Project Geologist/CEG 16.00 60.00 960.00$ Staff Engineer 61.00 45.00 2,745.00$ Field Engineer/Geologist 40.00 60.00 2,400.00$ Lab Technician 30.00 37.50 1,125.00$ Drafting/Cadd Tech 10.00 47.50 475.00$ Project Control 2.00 85.00 170.00$ -$ -$ -$ LABOR COSTS 11,527.56$ 288.19$ c) TOTAL DIRECT LABOR COSTS [(a) + (b)]11,815.75$ INDIRECT COSTS 45.23% ) e) Total Fringe Benefits [(c) x (d)] 5,344.26$ 116.73% ) g) Overhead [(c) x (f)] 13,792.52$ ) i) Gen & Admin [(c) x (h)] -$ j) TOTAL INDIRECT COSTS [(e) + (g) + (i)]19,136.79$ FIXED FEE k) TOTAL FIXED FEE [(c) + (j)] x fixed fee:10% 3,095.25$ l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE (Add additional pages if necessary) Quantity Unit Unit Cost Total Drilling Permits 1 EA 500.00$ 500.00$ Traffic Control Plans and Traffic Control 1 EA 7,750.00$ 7,750.00$ Drilling 1 EA 16,200.00$ 16,200.00$ Outside Laboratory Testing 1 EA 1,000.00$ 1,000.00$ Pavement Restoration 1 EA 4,000.00$ 4,000.00$ l) TOTAL OTHER DIRECT COSTS 29,450.00$ m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) $0 m) TOTAL SUBCONSULTANTS' COSTS $0 n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)]29,450.00$ TOTAL COST [(c) + (j) + (k) + (n)]63,497.79$ NOTES: 1. 2. 3. Key personnel must be marked with an asterisk (*) and employees that are subject to prevailing wage requirements must be marked with two asterisks (**). All costs must comply with the Federal cost principles. Subconsultants will provide their own cost proposals. The cost proposal format shall not be amended. Indirect cost rates shall be updated on an annual basis in accordance with the consultant's annual accounting period and established by a cognizant agency or accepted by Caltrans. Anticipated salary increases calculation (page 2) must accompany. b) Anticipated Salary Increases (see page 2 for calculation) d) Fringe Benefits (Rate: f) Overhead & G&A (Rate: h) General & Admin (Rate: Description of Item Subconsultant 1: a) Subtotal Direct Labor Costs D. Wang TBD TBD TBD Note: Mark-ups are Not Allowed BRLS-5318(037) DIRECT LABOR Classification/Title Name TBD TBD TBD TBD TBD Consultant Parikh Consultants, Inc. Project No. Contract No. Date 1/30/2025 1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Avg Hourly 5 Year Contract Rate Duration $ 11,527.56 = $ 56.51 Year 1 Avg Hourly Rate Avg Hourly Rate Year 1 $ 56.51 + = $ 59.33 Year 2 Avg Hourly Rate Year 2 $ 59.33 + = $ 62.30 Year 3 Avg Hourly Rate Year 3 $ 62.30 + = $ 65.41 Year 4 Avg Hourly Rate Year 4 $ 65.41 + = $ 68.69 Year 5 Avg Hourly Rate Total Hours per Year Year 1 50.00% * = 102.0 Estimated Hours Year 1 Year 2 50.00% * = 102.0 Estimated Hours Year 2 Year 3 0.00% * = 0.0 Estimated Hours Year 3 Year 4 0.00% * = 0.0 Estimated Hours Year 4 Year 5 0.00% * = 0.0 Estimated Hours Year 5 Total 100% = 204.0 Year 1 $ 56.51 * = $ 5,763.78 Estimated Hours Year 1 Year 2 $ 59.33 * = $ 6,051.97 Estimated Hours Year 2 Year 3 $ 62.30 * = $ - Estimated Hours Year 3 Year 4 $ 65.41 * = $ - Estimated Hours Year 4 Year 5 $ - * = $ - Estimated Hours Year 5 = $ 11,815.75 = $ 11,527.56 = $ 288.19 Transfer to Page 1 NOTES: 1. 2. 3. 4. Direct Labor Subtotal before Escalation Estimated total of Direct Labor Salary Increase This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and a breakdown of the labor to be performed each year. An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology). This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted. Calculations for anticipated salary escalation must be provided. 102 102 0 0 0 Completed Each Year per Cost Proposal 204.0 204.0 204.0 204.0 204.0 Total Total Direct Labor Cost with Escalation 4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated hours Cost per Year (calculated above) (calculated above) Proposed Escalation 5% 5% 5% 5% 3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Total Hours Direct Labor Subtotal Total Hours per Cost Proposal per Cost Proposal 204 2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) CALCULATIONS FOR ANTICIPATED SALARY INCREASES BRLS-5318(037) 0 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, allowable, and allocable to the contract in accordance with the contract terms and the following requirements: 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 5. 23 Code of Federal Regulations Part 172 - Procurement, Management and Administration of Engineering and Design Related Service 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 or Caltrans accepted Indirect Cost Rate(s). Name: Frank Y. Wang Title *: Principal Signature: Date of Certification: 1/30/2025 Email:fwang@parikhnet.com Phone number: 408-452-9000 Address: 1497 N. Milpitas Blvd, Milpitas, CA 95035 List services the consultant is providing under the proposed contract: Certification of Direct Costs: Prime Consultant or Subconsultant Certifying: * 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. Geotechnical engineering services. Frank Y. Wang Digitally signed by Frank Y. Wang DN: C=US, E=fwang@parikhnet.com, O="PARIKH Consultants, Inc.", CN=Frank Y. Wang Date: 2025.01.30 18:17:02-08'00' Local Assistance Procedures Manual EXHIBIT 10-H1 Cost Proposal Prime Consultant Subconsultant 2nd Tier Subconsultant2nd Tier Subconsultant Consultant:Apex Strategies Project No. Contract No. Date 1/30/2025 Hours Actual Hourly Rate Total 25.00 149.80 3,745.00$ LABOR COSTS 3,745.00$ -$ c) TOTAL DIRECT LABOR COSTS [(a) + (b)]3,745.00$ INDIRECT COSTS 120.00% ) e) Total Fringe Benefits [(c) x (d)] 4,494.00$ ) g) Overhead [(c) x (f)] -$ ) i) Gen & Admin [(c) x (h)] -$ j) TOTAL INDIRECT COSTS [(e) + (g) + (i)]4,494.00$ FIXED FEE k) TOTAL FIXED FEE [(c) + (j)] x fixed fee:10% 823.90$ l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE (Add additional pages if necessary) Quantity Unit Unit Cost Total -$ l) TOTAL OTHER DIRECT COSTS -$ m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) HMH Engineers $0 Avila $0 David J. Powers $0 Parikh $0 Apex $0 m) TOTAL SUBCONSULTANTS' COSTS $0 n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)]-$ TOTAL COST [(c) + (j) + (k) + (n)]9,062.90$ NOTES: 1. 2. 3. President Subconsultant 2: Subconsultant 3: Subconsultant 4: Subconsultant 5: Subconsultant 6: Key personnel must be marked with an asterisk (*) and employees that are subject to prevailing wage requirements must be marked with two asterisks (**). All costs must comply with the Federal cost principles. Subconsultants will provide their own cost proposals. The cost proposal format shall not be amended. Indirect cost rates shall be updated on an annual basis in accordance with the consultant's annual accounting period and established by a cognizant agency or accepted by Caltrans. Anticipated salary increases calculation (page 2) must accompany. Subconsultant 7: b) Anticipated Salary Increases (see page 2 for calculation) d) Fringe Benefits (Rate: f) Overhead & G&A (Rate: h) General & Admin (Rate: Description of Item Subconsultant 1: a) Subtotal Direct Labor Costs Note: Mark-ups are Not Allowed BRLS-5318(037) DIRECT LABOR Classification/Title Name l) CONSULTANT'S OTHER DIRECT COSTS (ODC) - ITEMIZE (Add additional pages if necessary) Quantity Unit Unit Cost Total 1 LS $100.00 100.00$ l) TOTAL OTHER DIRECT COSTS 100.00$ Description of Item Printing 9,162.90 100.00 Consultant Apex Strategies Project No. Contract No. Date 1/30/2025 1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) Avg Hourly 5 Year Contract Rate Duration $ 3,745.00 = $ 149.80 Year 1 Avg Hourly Rate Avg Hourly Rate Year 1 $ 149.80 + = $ 157.29 Year 2 Avg Hourly Rate Year 2 $ 157.29 + = $ 165.15 Year 3 Avg Hourly Rate Year 3 $ 165.15 + = $ 173.41 Year 4 Avg Hourly Rate Year 4 $ 173.41 + = $ 182.08 Year 5 Avg Hourly Rate Total Hours per Year Year 1 100.00% * = 25.0 Estimated Hours Year 1 Year 2 0.00% * = 0.0 Estimated Hours Year 2 Year 3 0.00% * = 0.0 Estimated Hours Year 3 Year 4 0.00% * = 0.0 Estimated Hours Year 4 Year 5 0.00% * = 0.0 Estimated Hours Year 5 Total 100% = 25.0 Year 1 $ 149.80 * = $ 3,745.00 Estimated Hours Year 1 Year 2 $ 157.29 * = $ - Estimated Hours Year 2 Year 3 $ 165.15 * = $ - Estimated Hours Year 3 Year 4 $ 173.41 * = $ - Estimated Hours Year 4 Year 5 $ - * = $ - Estimated Hours Year 5 = $ 3,745.00 = $ 3,745.00 = $ - Transfer to Page 1 NOTES: 1. 2. 3. 4. Direct Labor Subtotal before Escalation Estimated total of Direct Labor Salary Increase This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and a breakdown of the labor to be performed each year. An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = $25,000 is not an acceptable methodology). This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted. Calculations for anticipated salary escalation must be provided. 25 0 0 0 0 Total Direct Labor Cost with Escalation 4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated hours Cost per Year Completed Each Year per Cost Proposal (calculated above) (calculated above) 25.0 25.0 25.0 25.0 25.0 Total Proposed Escalation 5% 5% 5% 5% 3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Total Hours Direct Labor Subtotal Total Hours per Cost Proposal per Cost Proposal 25 2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) CALCULATIONS FOR ANTICIPATED SALARY INCREASES BRLS-5318(037) 0 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, allowable, and allocable to the contract in accordance with the contract terms and the following requirements: 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 5. 23 Code of Federal Regulations Part 172 - Procurement, Management and Administration of Engineering and Design Related Service 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 or Caltrans accepted Indirect Cost Rate(s). Name: Eileen Goodwin Title *: President Signature: Date of Certification: 1/30/2025 Email: Phone number: Address: List services the consultant is providing under the proposed contract: Public Outreach Certification of Direct Costs: Prime Consultant or Subconsultant Certifying: * 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. apexstr@pacbell.net 831-460-1530 510 41st Avenue, Santa Cruz, CA 95062 Local Assistance Procedures Manual Exhibit E Federal Agreement Language Page 1 of 22 May 2023 Exhibit E: FEDERAL AGREEMENT LANGUAGE (For Local Assistance Federal-Aid Projects) TABLE OF CONTENTS Page ARTICLE I COST PRINCIPLES AND ADMINISTRATIVE REQUIREMENTS .............................................2 ARTICLE II RETENTION OF RECORD/AUDITS ........................................................................................2 ARTICLE III AUDIT REVIEW PROCEDURES ............................................................................................2 ARTICLE IV SUBCONTRACTING ..............................................................................................................4 ARTICLE V STATE PREVAILING WAGE RATES ......................................................................................5 ARTICLE VI CONFLICT OF INTEREST .....................................................................................................8 ARTICLE VII REBATES, KICKBACKS OR OTHER UNLAWFUL CONSIDERATION ................................9 ARTICLE VIII PROHIBITION OF EXPENDING LOCAL AGENCY, STATE, OR FEDERAL FUNDS FOR LOBBYING .................................................................................................................................................9 ARTICLE IX NON-DISCRIMINATION CLAUSE AND STATEMENT OF COMPLIANCE .............................9 ARTICLE X DEBARMENT AND SUSPENSION CERTIFICATION ........................................................... 10 ARTICLE XI DISADVANTAGED BUSINESS ENTERPRISES (DBE) PARTICIPATION ........................... 11 ARTICLE XII CHANGE IN TERMS ........................................................................................................... 17 ARTICLE XIII CONTINGENT FEE ............................................................................................................ 17 ARTICLE XIV INSPECTION OF WORK.................................................................................................... 17 ARTICLE XV SAFETY .............................................................................................................................. 18 ARTICLE XVI OWNERSHIP OF DATA ..................................................................................................... 18 ARTICLE XVII CLAIMS FILED BY LOCAL AGENCY’s CONSTRUCTION CONTRACTOR..................... 18 ARTICLE XVIII CONFIDENTIALITY OF DATA ......................................................................................... 19 ARTICLE XIX NATIONAL LABOR RELATIONS BOARD CERTIFICATION ............................................ 19 ARTICLE XX EVALUATION OF CONSULTANT ...................................................................................... 20 ARTICLE XXI PROMPT PAYMENT .......................................................................................................... 20 ARTICLE XXII TITLE VI ASSURANCES .................................................................................................. 20 APPENDIX A ............................................................................................................................................ 20 APPENDIX E ............................................................................................................................................ 21 Page 2 of 22 May 2023 ARTICLE I COST PRINCIPLES AND ADMINISTRATIVE REQUIREMENTS A. The CONSULTANT agrees that 48 CFR 31, Contract Cost Principles and Procedures, shall be used to determine the allowability of individual terms of cost. B. The CONSULTANT also agrees to comply with Federal procedures in accordance with 2 CFR 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. C. Any costs for which payment has been made to the CONSULTANT that are determined by subsequent audit to be unallowable under 48 CFR 31 or 2 CFR 200 are subject to repayment by the CONSULTANT to LOCAL AGENCY. D. When a CONSULTANT or Subconsultant is a Non-Profit Organization or an Institution of Higher Education, the Cost Principles for Title 2 CFR 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards shall apply. ARTICLE II RETENTION OF RECORD/AUDITS For the purpose of determining compliance with Gov. Code § 8546.7, the CONSULTANT, Subconsultants, and LOCAL AGENCY shall maintain all books, documents, papers, accounting records, Independent CPA Audited Indirect Cost Rate workpapers, and other evidence pertaining to the performance of the AGREEMENT including, but not limited to, the costs of administering the AGREEMENT. All parties, including the CONSULTANT’s Independent CPA, shall make such workpapers and materials available at their respective offices at all reasonable times during the AGREEMENT period and for three (3) years from the date of final payment under the AGREEMENT and records for real property and equipment acquired with federal funds must be retained for three (3) years after final disposition. LOCAL AGENCY, Caltrans Auditor, FHWA, or any duly authorized representative of the Federal government having jurisdiction under Federal laws or regulations (including the basis of Federal funding in whole or in part) shall have access to any books, records, and documents of the CONSULTANT, Subconsultants, and the CONSULTANT’s Independent CPA, that are pertinent to the AGREEMENT for audits, examinations, workpaper review, excerpts, and transactions, and copies thereof shall be furnished if requested without limitation. ARTICLE III AUDIT REVIEW PROCEDURES A. Any dispute concerning a question of fact arising under an interim or post audit of this AGREEMENT that is not disposed of by AGREEMENT, shall be reviewed by LOCAL AGENCY’S Chief Financial Officer. B. Not later than thirty (30) calendar days after issuance of the final audit report, CONSULTANT may request a review by LOCAL AGENCY’S Chief Financial Officer of unresolved audit issues. The request for review will be submitted in writing. C. Neither the pendency of a dispute nor its consideration by LOCAL AGENCY will excuse CONSULTANT from full and timely performance, in accordance with the terms of this AGREEMENT. D. CONSULTANT and subconsultant AGREEMENTs, including cost proposals and Indirect Cost Rates (ICR), may be subject to audits or reviews such as, but not limited to, an AGREEMENT audit, an incurred cost audit, an ICR Audit, or a CPA ICR audit work paper review. If selected for audit or review, the AGREEMENT, cost proposal and ICR and related work papers, if applicable, will be reviewed to verify compliance with 48 CFR 31 and other related laws and regulations. In the instances of a CPA ICR audit work paper review it is CONSULTANT’s responsibility to ensure federal, LOCAL AGENCY, or local government officials are allowed full access to the CPA’s work Page 3 of 22 May 2023 papers including making copies as necessary. The AGREEMENT, cost proposal, and ICR shall be adjusted by CONSULTANT and approved by LOCAL AGENCY Contract Administrator to conform to the audit or review recommendations. CONSULTANT agrees that individual terms of costs identified in the audit report shall be incorporated into the AGREEMENT by this reference if directed by LOCAL AGENCY at its sole discretion. Refusal by CONSULTANT to incorporate audit or review recommendations, or to ensure that the federal, LOCAL AGENCY or local governments have access to CPA work papers, will be considered a breach of AGREEMENT terms and cause for termination of the AGREEMENT and disallowance of prior reimbursed costs. E. CONSULTANT’s Cost Proposal may be subject to a CPA ICR Audit Work Paper Review and/or audit by the Independent Office of Audits and Investigations (IOAI). IOAI, at its sole discretion, may review and/or audit and approve the CPA ICR documentation. The Cost Proposal shall be adjusted by the CONSULTANT and approved by the LOCAL AGENCY Contract Administrator to conform to the Work Paper Review recommendations included in the management letter or audit recommendations included in the audit report. Refusal by the CONSULTANT to incorporate the Work Paper Review recommendations included in the management letter or audit recommendations included in the audit report will be considered a breach of the AGREEMENT terms and cause for termination of the AGREEMENT and disallowance of prior reimbursed costs. 1. During IOAI’s review of the ICR audit work papers created by the CONSULTANT’s independent CPA, IOAI will work with the CPA and/or CONSULTANT toward a resolution of issues that arise during the review. Each party agrees to use its best efforts to resolve any audit disputes in a timely manner. If IOAI identifies significant issues during the review and is unable to issue a cognizant approval letter, LOCAL AGENCY will reimburse the CONSULTANT at an accepted ICR until a FAR (Federal Acquisition Regulation) compliant ICR (e.g. 48 CFR Part 31; GAGAS (Generally Accepted Auditing Standards); CAS (Cost Accounting Standards), if applicable; in accordance with procedures and guidelines of the American Association of State Highways and Transportation Officials (AASHTO) Audit Guide; and other applicable procedures and guidelines) is received and approved by IOAI. Accepted rates will be as follows: a. If the proposed rate is less than one hundred fifty percent (150%) - the accepted rate reimbursed will be ninety percent (90%) of the proposed rate. b. If the proposed rate is between one hundred fifty percent (150%) and two hundred percent (200%) - the accepted rate will be eighty-five percent (85%) of the proposed rate. c. If the proposed rate is greater than two hundred percent (200%) - the accepted rate will be seventy-five percent (75%) of the proposed rate. 2. If IOAI is unable to issue a cognizant letter per paragraph E.1. above, IOAI may require CONSULTANT to submit a revised independent CPA-audited ICR and audit report within three (3) months of the effective date of the management letter. IOAI will then have up to six (6) months to review the CONSULTANT’s and/or the independent CPA’s revisions. 3. If the CONSULTANT fails to comply with the provisions of this paragraph E, or if IOAI is still unable to issue a cognizant approval letter after the revised independent CPA audited ICR is submitted, overhead cost reimbursement will be limited to the accepted ICR that was established upon initial rejection of the ICR and set forth in paragraph E.1. above for all rendered services. In this event, this accepted ICR will become the actual and final ICR for reimbursement purposes under this AGREEMENT. Page 4 of 22 May 2023 4. CONSULTANT may submit to LOCAL AGENCY final invoice only when all of the following items have occurred: (1) IOAI accepts or adjusts the original or revised independent CPA audited ICR; (2) all work under this AGREEMENT has been completed to the satisfaction of LOCAL AGENCY; and, (3) IOAI has issued its final ICR review letter. The CONSULTANT MUST SUBMIT ITS FINAL INVOICE TO LOCAL AGENCY no later than sixty (60) calendar days after occurrence of the last of these items. The accepted ICR will apply to this AGREEMENT and all other agreements executed between LOCAL AGENCY and the CONSULTANT, either as a prime or subconsultant, with the same fiscal period ICR. ARTICLE IV SUBCONTRACTING A. Nothing contained in this AGREEMENT or otherwise, shall create any contractual relation between the LOCAL AGENCY and any Subconsultants, and no subagreement shall relieve the CONSULTANT of its responsibilities and obligations hereunder. The CONSULTANT agrees to be as fully responsible to the LOCAL AGENCY for the acts and omissions of its Subconsultants and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by the CONSULTANT. The CONSULTANT's obligation to pay its Subconsultants is an independent obligation from the LOCAL AGENCY's obligation to make payments to the CONSULTANT. B. The CONSULTANT shall perform the work contemplated with resources available within its own organization and no portion of the work shall be subcontracted without written authorization by the LOCAL AGENCY Contract Administrator, except that which is expressly identified in the CONSULTANT’s approved Cost Proposal. C. Any subagreement entered into as a result of this AGREEMENT, shall contain all the provisions stipulated in this entire AGREEMENT to be applicable to Subconsultants unless otherwise noted. D. CONSULTANT shall pay its Subconsultants within Fifteen (15) calendar days from receipt of each payment made to the CONSULTANT by the LOCAL AGENCY. E. Any substitution of Subconsultants must be approved in writing by the LOCAL AGENCY Contract Administrator in advance of assigning work to a substitute Subconsultant. F. Prompt Progress Payment CONSULTANT or subconsultant shall pay to any subconsultant, not later than fifteen (15) days after receipt of each progress payment, unless otherwise agreed to in writing, the respective amounts allowed CONSULTANT on account of the work performed by the subconsultants, to the extent of each subconsultant’s interest therein. In the event that there is a good faith dispute over all or any portion of the amount due on a progress payment from CONSULTANT or subconsultant to a subconsultant, CONSULTANT or subconsultant may withhold no more than 150 percent of the disputed amount. Any violation of this requirement shall constitute a cause for disciplinary action and shall subject the licensee to a penalty, payable to the subconsultant, of 2 percent of the amount due per month for every month that payment is not made. In any action for the collection of funds wrongfully withheld, the prevailing party shall be entitled to his or her attorney’s fees and costs. The sanctions authorized under this requirement shall be separate from, and in addition to, all other remedies, either civil, administrative, or criminal. This clause applies to both DBE and non-DBE subconsultants. G. Prompt Payment of Withheld Funds to Subconsultants The LOCAL AGENCY may hold retainage from CONSULTANT and shall make prompt and regular Page 5 of 22 May 2023 incremental acceptances of portions, as determined by the LOCAL AGENCY, of the contract work, and pay retainage to CONSULTANT based on these acceptances. The LOCAL AGENCY shall designate one of the methods below in the contract to ensure prompt and full payment of any retainage kept by CONSULTANT or subconsultant to a subconsultant. Method 1: No retainage will be held by the LOCAL AGENCY 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 LOCAL AGENCY’s prior written approval. Any violation of these provisions shall subject the violating CONSULTANT or subconsultant to the penalties, sanctions, and other remedies specified in Section 3321 of the California Civil Code. This requirement shall not be construed to limit or impair any contractual, administrative or judicial remedies, otherwise available to CONSULTANT or subconsultant in the event of a dispute involving late payment or nonpayment by CONSULTANT, deficient subconsultant performance and/or noncompliance by a subconsultant. This clause applies to both DBE and non-DBE subconsultants. Any violation of these provisions shall subject the violating CONSULTANT or subconsultant to the penalties, sanctions and other remedies specified therein. These requirements shall not be construed to limit or impair any contractual, administrative, or judicial remedies otherwise available to CONSULTANT or subconsultant in the event of a dispute involving late payment or nonpayment by CONSULTANT, deficient subcontract performance, or noncompliance by a subconsultant. ARTICLE V STATE PREVAILING WAGE RATES A. No CONSULTANT or Subconsultant may be awarded an AGREEMENT containing public work elements unless registered with the Department of Industrial Relations (DIR) pursuant to Labor Code §1725.5. Registration with DIR must be maintained throughout the entire term of this AGREEMENT, including any subsequent amendments. B. The CONSULTANT shall comply with all of the applicable provisions of the California Labor Code requiring the payment of prevailing wages. The General Prevailing Wage Rate Determinations applicable to work under this AGREEMENT are available and on file with the Department of Transportation's Regional/District Labor Compliance Officer (https://dot.ca.gov/programs/construction/labor-compliance). These wage rates are made a specific part of this AGREEMENT by reference pursuant to Labor Code §1773.2 and will be applicable to work performed at a construction project site. Prevailing wages will be applicable to all inspection work performed at LOCAL AGENCY construction sites, at LOCAL AGENCY facilities and at off-site locations that are set up by the construction contractor or one of its subcontractors solely and specifically to serve LOCAL AGENCY projects. Prevailing wage requirements do not apply to inspection work performed at the facilities of vendors and commercial materials suppliers that provide goods and services to the general public. C. General Prevailing Wage Rate Determinations applicable to this project may also be obtained from the Department of Industrial Relations website at http://www.dir.ca.gov. D. Payroll Records 1. Each CONSULTANT and Subconsultant shall keep accurate certified payroll records and supporting documents as mandated by Labor Code §1776 and as defined in 8 CCR §16000 showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by the CONSULTANT or Subconsultant in connection with the public work. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following: Page 6 of 22 May 2023 a. The information contained in the payroll record is true and correct. b. The employer has complied with the requirements of Labor Code §1771, §1811, and §1815 for any work performed by his or her employees on the public works project. 2. The payroll records enumerated under paragraph (1) above shall be certified as correct by the CONSULTANT under penalty of perjury. The payroll records and all supporting documents shall be made available for inspection and copying by LOCAL AGENCY representatives at all reasonable hours at the principal office of the CONSULTANT. The CONSULTANT shall provide copies of certified payrolls or permit inspection of its records as follows: a. A certified copy of an employee's payroll record shall be made available for inspection or furnished to the employee or the employee's authorized representative on request. b. A certified copy of all payroll records enumerated in paragraph (1) above, shall be made available for inspection or furnished upon request to a representative of LOCAL AGENCY, the Division of Labor Standards Enforcement and the Division of Apprenticeship Standards of the Department of Industrial Relations. Certified payrolls submitted to LOCAL AGENCY, the Division of Labor Standards Enforcement and the Division of Apprenticeship Standards shall not be altered or obliterated by the CONSULTANT. c. The public shall not be given access to certified payroll records by the CONSULTANT. The CONSULTANT is required to forward any requests for certified payrolls to the LOCAL AGENCY Contract Administrator by both email and regular mail on the business day following receipt of the request. 3. Each CONSULTANT shall submit a certified copy of the records enumerated in paragraph (1) above, to the entity that requested the records within ten (10) calendar days after receipt of a written request. 4. Any copy of records made available for inspection as copies and furnished upon request to the public or any public agency by LOCAL AGENCY shall be marked or obliterated in such a manner as to prevent disclosure of each individual's name, address, and social security number. The name and address of the CONSULTANT or Subconsultant performing the work shall not be marked or obliterated. 5. The CONSULTANT shall inform LOCAL AGENCY of the location of the records enumerated under paragraph (1) above, including the street address, city and county, and shall, within five (5) working days, provide a notice of a change of location and address. 6. The CONSULTANT or Subconsultant shall have ten (10) calendar days in which to comply subsequent to receipt of written notice requesting the records enumerated in paragraph (1) above. In the event the CONSULTANT or Subconsultant fails to comply within the ten (10) day period, he or she shall, as a penalty to LOCAL AGENCY, forfeit one hundred dollars ($100) for each calendar day, or portion thereof, for each worker, until strict compliance is effectuated. Such penalties shall be withheld by LOCAL AGENCY from payments then due. CONSULTANT is not subject to a penalty assessment pursuant to this section due to the failure of a Subconsultant to comply with this section. E. When prevailing wage rates apply, the CONSULTANT is responsible for verifying compliance with certified payroll requirements. Invoice payment will not be made until the invoice is approved by the LOCAL AGENCY Contract Administrator. F. Penalty Page 7 of 22 May 2023 1. The CONSULTANT and any of its Subconsultants shall comply with Labor Code §1774 and §1775. Pursuant to Labor Code §1775, the CONSULTANT and any Subconsultant shall forfeit to the LOCAL AGENCY a penalty of not more than two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the Director of DIR for the work or craft in which the worker is employed for any public work done under the AGREEMENT by the CONSULTANT or by its Subconsultant in violation of the requirements of the Labor Code and in particular, Labor Code §§1770 to 1780, inclusive. 2. The amount of this forfeiture shall be determined by the Labor Commissioner and shall be based on consideration of mistake, inadvertence, or neglect of the CONSULTANT or Subconsultant in failing to pay the correct rate of prevailing wages, or the previous record of the CONSULTANT or Subconsultant in meeting their respective prevailing wage obligations, or the willful failure by the CONSULTANT or Subconsultant to pay the correct rates of prevailing wages. A mistake, inadvertence, or neglect in failing to pay the correct rates of prevailing wages is not excusable if the CONSULTANT or Subconsultant had knowledge of the obligations under the Labor Code. The CONSULTANT is responsible for paying the appropriate rate, including any escalations that take place during the term of the AGREEMENT. 3. In addition to the penalty and pursuant to Labor Code §1775, the difference between the prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the prevailing wage rate shall be paid to each worker by the CONSULTANT or Subconsultant. 4. If a worker employed by a Subconsultant on a public works project is not paid the general prevailing per diem wages by the Subconsultant, the CONSULTANT of the project is not liable for the penalties described above unless the CONSULTANT had knowledge of that failure of the Subconsultant to pay the specified prevailing rate of wages to those workers or unless the CONSULTANT fails to comply with all of the following requirements: a. The AGREEMENT executed between the CONSULTANT and the Subconsultant for the performance of work on public works projects shall include a copy of the requirements in Labor Code §§ 1771, 1775, 1776, 1777.5, 1813, and 1815. b. The CONSULTANT shall monitor the payment of the specified general prevailing rate of per diem wages by the Subconsultant to the employees by periodic review of the certified payroll records of the Subconsultant. c. Upon becoming aware of the Subconsultant’s failure to pay the specified prevailing rate of wages to the Subconsultant’s workers, the CONSULTANT shall diligently take corrective action to halt or rectify the failure, including but not limited to, retaining sufficient funds due the Subconsultant for work performed on the public works project. d. Prior to making final payment to the Subconsultant for work performed on the public works project, the CONSULTANT shall obtain an affidavit signed under penalty of perjury from the Subconsultant that the Subconsultant had paid the specified general prevailing rate of per diem wages to the Subconsultant’s employees on the public works project and any amounts due pursuant to Labor Code §1813. 5. Pursuant to Labor Code §1775, LOCAL AGENCY shall notify the CONSULTANT on a public works project within fifteen (15) calendar days of receipt of a complaint that a Subconsultant has failed to pay workers the general prevailing rate of per diem wages. 6. If LOCAL AGENCY determines that employees of a Subconsultant were not paid the general prevailing rate of per diem wages and if LOCAL AGENCY did not retain sufficient money under the AGREEMENT to pay those employees the balance of wages owed under the Page 8 of 22 May 2023 general prevailing rate of per diem wages, the CONSULTANT shall withhold an amount of moneys due the Subconsultant sufficient to pay those employees the general prevailing rate of per diem wages if requested by LOCAL AGENCY. G. Hours of Labor Eight (8) hours labor constitutes a legal day's work. The CONSULTANT shall forfeit, as a penalty to the LOCAL AGENCY, twenty-five dollars ($25) for each worker employed in the execution of the AGREEMENT by the CONSULTANT or any of its Subconsultants for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of the provisions of the Labor Code, and in particular §§1810 to 1815 thereof, inclusive, except that work performed by employees in excess of eight (8) hours per day, and forty (40) hours during any one week, shall be permitted upon compensation for all hours worked in excess of eight (8) hours per day and forty (40) hours in any week, at not less than one and one-half (1.5) times the basic rate of pay, as provided in §1815. H. Employment of Apprentices 1. Where either the prime AGREEMENT or the subagreement exceeds thirty thousand dollars ($30,000), the CONSULTANT and any subconsultants under him or her shall comply with all applicable requirements of Labor Code §§ 1777.5, 1777.6 and 1777.7 in the employment of apprentices. 2. CONSULTANTs and subconsultants are required to comply with all Labor Code requirements regarding the employment of apprentices, including mandatory ratios of journey level to apprentice workers. Prior to commencement of work, CONSULTANT and subconsultants are advised to contact the DIR Division of Apprenticeship Standards website at https://www.dir.ca.gov/das/, for additional information regarding the employment of apprentices and for the specific journey-to- apprentice ratios for the AGREEMENT work. The CONSULTANT is responsible for all subconsultants’ compliance with these requirements. Penalties are specified in Labor Code §1777.7. ARTICLE VI CONFLICT OF INTEREST A. During the term of this AGREEMENT, the CONSULTANT shall disclose any financial, business, or other relationship with LOCAL AGENCY that may have an impact upon the outcome of this AGREEMENT or any ensuing LOCAL AGENCY construction project. The CONSULTANT shall also list current clients who may have a financial interest in the outcome of this AGREEMENT or any ensuing LOCAL AGENCY construction project which will follow. B. CONSULTANT certifies that it has disclosed to LOCAL AGENCY any actual, apparent, or potential conflicts of interest that may exist relative to the services to be provided pursuant to this AGREEMENT. CONSULTANT agrees to advise LOCAL AGENCY of any actual, apparent or potential conflicts of interest that may develop subsequent to the date of execution of this AGREEMENT. CONSULTANT further agrees to complete any statements of economic interest if required by either LOCAL AGENCY ordinance or State law. C. The CONSULTANT hereby certifies that it does not now have, nor shall it acquire any financial or business interest that would conflict with the performance of services under this AGREEMENT. D. The CONSULTANT hereby certifies that the CONSULTANT or subconsultant and any firm affiliated with the CONSULTANT or subconsultant that bids on any construction contract or on any Agreement to provide construction inspection for any construction project resulting from this AGREEMENT, has established necessary controls to ensure a conflict of interest does not exist. Page 9 of 22 May 2023 An affiliated firm is one, which is subject to the control of the same persons, through joint ownership or otherwise. ARTICLE VII REBATES, KICKBACKS OR OTHER UNLAWFUL CONSIDERATION The CONSULTANT warrants that this AGREEMENT was not obtained or secured through rebates, kickbacks or other unlawful consideration either promised or paid to any LOCAL AGENCY employee. For breach or violation of this warranty, LOCAL AGENCY shall have the right, in its discretion, to terminate this AGREEMENT without liability, to pay only for the value of the work actually performed, or to deduct from this AGREEMENT price or otherwise recover the full amount of such rebate, kickback or other unlawful consideration. ARTICLE VIII PROHIBITION OF EXPENDING LOCAL AGENCY, STATE, OR FEDERAL FUNDS FOR LOBBYING A. The CONSULTANT certifies, to the best of his or her knowledge and belief, that: 1. No State, Federal, or LOCAL AGENCY appropriated funds have been paid or will be paid, by or on behalf of the CONSULTANT, to any person for influencing or attempting to influence an officer or employee of any local, State, or Federal agency, a Member of the State Legislature or United States Congress, an officer or employee of the Legislature or Congress, or any employee of a Member of the Legislature or Congress in connection with the awarding or making of this AGREEMENT, or with the extension, continuation, renewal, amendment, or modification of this AGREEMENT. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with this AGREEMENT, the CONSULTANT shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions. B. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. §1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than ten thousand dollars ($10,000) and not more than one hundred thousand dollars ($100,000) for each such failure. C. The CONSULTANT also agrees by signing this document that he or she shall require that the language of this certification be included in all lower tier subagreements, which exceed one hundred thousand dollars ($100,000), and that all such subrecipients shall certify and disclose accordingly. ARTICLE IX NON-DISCRIMINATION CLAUSE AND STATEMENT OF COMPLIANCE A. The CONSULTANT’s signature affixed herein and dated shall constitute a certification under penalty of perjury under the laws of the State of California that the CONSULTANT has, unless exempt, complied with the nondiscrimination program requirements of Gov. Code §12990 and 2 CCR § 8103. B. During the performance of this AGREEMENT, CONSULTANT and its subconsultants shall not deny the AGREEMENT’s benefits to any person on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status, nor shall they unlawfully discriminate, harass, or allow Page 10 of 22 May 2023 harassment against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. CONSULTANT and subconsultants shall insure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. C. CONSULTANT and subconsultants shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code §12990 et seq.), the applicable regulations promulgated there under (2 CCR §11000 et seq.), the provisions of Gov. Code §§11135-11139.5, and the regulations or standards adopted by LOCAL AGENCY to implement such article. The applicable regulations of the Fair Employment and Housing Commission implementing Gov. Code §12990 (a-f), set forth 2 CCR §§8100-8504, are incorporated into this AGREEMENT by reference and made a part hereof as if set forth in full. D. CONSULTANT shall permit access by representatives of the Department of Fair Employment and Housing and the LOCAL AGENCY upon reasonable notice at any time during the normal business hours, but in no case less than twenty-four (24) hours’ notice, to such of its books, records, accounts, and all other sources of information and its facilities as said Department or LOCAL AGENCY shall require to ascertain compliance with this clause. E. CONSULTANT and its subconsultants shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement. F. CONSULTANT shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under this AGREEMENT. G. The CONSULTANT, with regard to the work performed under this AGREEMENT, shall act in accordance with Title VI of the Civil Rights Act of 1964 (42 U.S.C. §2000d et seq.). Title VI provides that the recipients of federal assistance will implement and maintain a policy of nondiscrimination in which no person in the United States shall, on the basis of race, color, national origin, religion, sex, age, disability, be excluded from participation in, denied the benefits of or subject to discrimination under any program or activity by the recipients of federal assistance or their assignees and successors in interest. H. The CONSULTANT shall comply with regulations relative to non-discrimination in federally- assisted programs of the U.S. Department of Transportation (49 CFR 21 - Effectuation of Title VI of the Civil Rights Act of 1964). Specifically, the CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by 49 CFR §21.5, including employment practices and the selection and retention of Subconsultants. I. CONSULTANT, subrecipient or subconsultant will never exclude any person from participation in, deny any person the benefits of, or otherwise discriminate against anyone in connection with the award and performance of any contract covered by 49 CFR 26 on the basis of race, color, sex, or national origin. In administering the LOCAL AGENCY components of the DBE Program Plan, CONSULTANT, subrecipient or subconsultant will not, directly, or through contractual or other arrangements, use criteria or methods of administration that have the effect of defeating or substantially impairing accomplishment of the objectives of the DBE Program Plan with respect to individuals of a particular race, color, sex, or national origin. ARTICLE X DEBARMENT AND SUSPENSION CERTIFICATION A. The CONSULTANT’s signature affixed herein shall constitute a certification under penalty of perjury under the laws of the State of California, that the CONSULTANT or any person associated Page 11 of 22 May 2023 therewith in the capacity of owner, partner, director, officer or manager: 1. Is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency; 2. Has not been suspended, debarred, voluntarily excluded, or determined ineligible by any federal agency within the past three (3) years; 3. Does not have a proposed debarment pending; and 4. Has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past three (3) years. B. Any exceptions to this certification must be disclosed to LOCAL AGENCY. Exceptions will not necessarily result in denial of recommendation for award, but will be considered in determining responsibility. Disclosures must indicate the party to whom the exceptions apply, the initiating agency, and the dates of agency action. C. Exceptions to the Federal Government excluded parties (https://sam.gov/content/home) maintained by the U.S. General Services Administration are to be determined by FHWA. ARTICLE XI DISADVANTAGED BUSINESS ENTERPRISES (DBE) PARTICIPATION A. CONSULTANT, subrecipient (LOCAL AGENCY), or subconsultant shall take necessary and reasonable steps to ensure that DBEs have opportunities to participate in the contract (49 CFR 26). To ensure equal participation of DBEs provided in 49 CFR 26.5, the LOCAL AGENCY shows a contract goal for DBEs. CONSULTANT shall make work available to DBEs and select work parts consistent with available DBE subconsultants and suppliers. CONSULTANT shall meet the DBE goal shown elsewhere in these special provisions or demonstrate that they made adequate Good Faith Efforts (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/dbe-search. 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 AGREEMENT 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 agreement will assist the LOCAL AGENCY in a good faith effort to achieve California's statewide overall DBE goal. Page 12 of 22 May 2023 B. The goal for DBE participation for this AGREEMENT 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 AGREEMENT. If a DBE subconsultant is unable to perform, CONSULTANT must make a good faith effort to replace him/her with another DBE subconsultant, if the goal is not otherwise met. C. CONSULTANT can meet the DBE participation goal by either documenting commitments to DBEs to meet the AGREEMENT goal, or by documenting adequate good faith efforts to meet the AGREEMENT goal. An adequate good faith effort means that the CONSULTANT must show that it took all necessary and reasonable steps to achieve a DBE goal that, by their scope, intensity, and appropriateness to the objective, could reasonably be expected to meet the DBE goal. If CONSULTANT has not met the DBE goal, complete and submit Exhibit 15-H: 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): 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 LOCAL AGENCY’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 LOCAL AGENCY. Unless the LOCAL AGENCY’s consent is provided, the CONSULTANT shall not be entitled to any payment for work or material unless it is performed or supplied by the listed DBE on the Exhibit 10-02: Consultant Contract DBE Commitment form. Termination of DBE Subconsultants After execution of the AGREEMENT, termination of a DBE may be allowed for the following, but not limited to, justifiable reasons with prior written authorization from the LOCAL AGENCY: 1. Listed DBE fails or refuses to execute a written contract based on plans and specifications for the project. 2. The LOCAL AGENCY stipulated that a bond is a condition of executing the subcontract and the listed DBE fails to meet the LOCAL AGENCY’s bond requirements. 3. Work requires a consultant's license and listed DBE does not have a valid license Page 13 of 22 May 2023 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 LOCAL AGENCY 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 LOCAL AGENCY. The written notice to the DBE must request they provide any response within five (5) business days to both the CONSULTANT and the LOCAL AGENCY by either acknowledging their agreement 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 LOCAL AGENCY 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 LOCAL AGENCY shall respond in writing to CONSULTANT’s DBE termination request within five (5) business days. Replacement of DBE Subconsultants After receiving the LOCAL AGENCY’s written authorization of DBE termination request, CONSULTANT must obtain the LOCAL AGENCY’s written agreement 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 LOCAL AGENCY which must include: Page 14 of 22 May 2023 st 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 agreement and written confirmation of agreement 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 CONSULTANT’s GFEs to use DBE replacement firms within seven (7) days of LOCAL AGENCY's authorization to terminate the DBE. CONSULTANT may request the LOCAL AGENCY'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: • 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 agreement 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 LOCAL AGENCY 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 LOCAL AGENCY shall respond in writing to CONSULTANT’s DBE replacement request within five (5) business days. F. Commitment and Utilization The LOCAL AGENCY’s DBE program must include a monitoring and enforcement mechanism to ensure that DBE commitments reconcile to DBE utilization. The LOCAL AGENCY shall request CONSULTANT to: 1. Notify the LOCAL AGENCY’s contract administrator or designated representative of any changes to its anticipated DBE participation 2. Provide this notification before starting the affected work 3. Maintain records including: • Name and business address of each 1 -tier subconsultant • Name and business address of each DBE subconsultant, DBE vendor, and DBE trucking company, regardless of tier Page 15 of 22 May 2023 • Date of payment and total amount paid to each business (see Exhibit 9-F: Monthly Disadvantaged Business Enterprise Payment) If CONSULTANT is a DBE CONSULTANT, they shall include the date of work performed by their own forces and the corresponding value of the work. If a DBE is decertified before completing its work, the DBE must notify CONSULTANT in writing of the decertification date. If a business becomes a certified DBE before completing its work, the business must notify CONSULTANT in writing of the certification date. CONSULTANT shall submit the notifications to the LOCAL AGENCY. On work completion, CONSULTANT shall complete Exhibit 17-O: Disadvantaged Business Enterprises (DBE) Certification Status Change and submit the form to the LOCAL AGENCY within 30 days of contract acceptance. Upon work completion, CONSULTANT shall complete Exhibit 17-F: Final Report – Utilization of Disadvantaged Business Enterprises (DBE), First-Tier Subcontractors and submit it to the LOCAL AGENCY within 90 days of contract acceptance. The LOCAL AGENCY will withhold $10,000 until the form is submitted. The LOCAL AGENCY will release the withhold upon submission of the completed form. In the LOCAL AGENCY’s reports of DBE participation to Caltrans, the LOCAL AGENCY must display both commitments and attainments. G. 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 AGREEMENT and is carrying out its responsibilities by actually performing, managing, and supervising the work involved. To perform a CUF, the DBE must also be responsible, with respect to materials and supplies used on the AGREEMENT, for negotiating price, determining quality and quantity, ordering the material and installing (where applicable), and paying for the material itself. 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 LOCAL AGENCY 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 agreement 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 Page 16 of 22 May 2023 and validations throughout their duration of work on the Contract using the LAPM 9-J: DBE Commercially Useful Function Evaluation. CONSULTANT must submit to the LOCAL AGENCY these quarterly evaluations and validations by the 5th of the month for the previous three months of work. CONSULTANT must notify the LOCAL AGENCY immediately if they believe the DBE may not be performing a CUF. The LOCAL AGENCY 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 LOCAL AGENCY evaluations. The LOCAL AGENCY must evaluate DBEs and their CUF performance throughout the duration of a Contract. The LOCAL AGENCY 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 LOCAL AGENCY must share the evaluation results with the CONSULTANT and the DBE. An evaluation could include items that must be remedied upon receipt. If the LOCAL AGENCY 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 LOCAL AGENCY’s request such as: • Proof of ownership or lease and rental agreements 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 LOCAL AGENCY 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. LOCAL AGENCY may deny payment for the noncompliant portion of the work. LOCAL AGENCY will ask the CONSULTANT to submit a corrective action plan (CAP) to the LOCAL AGENGY 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. LOCAL AGENCY 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 LOCAL AGENCY's approval. The LOCAL AGENCY 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, AGREEMENT, or project through which funds are passed in order to obtain the appearance of DBE participation. In determining whether a DBE is such an extra participant, examine similar transactions, particularly those in which DBEs do not participate. I. If a DBE does not perform or exercise responsibility for at least thirty percent (30%) of the total cost of its AGREEMENT with its own work force, or the DBE subcontracts a greater portion of the Page 17 of 22 May 2023 work of the AGREEMENT than would be expected on the basis of normal industry practice for the type of work involved, it will be presumed that it is not performing a CUF. J. CONSULTANT shall maintain records of materials purchased or supplied from all subcontracts entered into with certified DBEs. The records shall show the name and business address of each DBE or vendor and the total dollar amount actually paid each DBE or vendor, regardless of tier. The records shall show the date of payment and the total dollar figure paid to all firms. DBE CONSULTANT’s shall also show the date of work performed by their own forces along with the corresponding dollar value of the work. K. If a DBE subconsultant is decertified during the life of the AGREEMENT, the decertified subconsultant shall notify CONSULTANT in writing with the date of decertification. If a subconsultant becomes a certified DBE during the life of the AGREEMENT, the subconsultant shall notify CONSULTANT in writing with the date of certification. Any changes should be reported to LOCAL AGENCY’s Contract Administrator within thirty (30) calendar days. L. 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 LOCAL AGENCY 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 AGREEMENT shall contain all of the provisions of this section. ARTICLE XII CHANGE IN TERMS A. This AGREEMENT may be amended or modified only by mutual written agreement of the parties. B. CONSULTANT shall only commence work covered by an amendment after the amendment is executed and notification to proceed has been provided by LOCAL AGENCY’s Contract Administrator. C. There shall be no change in CONSULTANT’s Project Manager or members of the project team, as listed in the approved Cost Proposal, which is a part of this AGREEMENT without prior written approval by LOCAL AGENCY’s Contract Administrator. ARTICLE XIII CONTINGENT FEE CONSULTANT warrants, by execution of this AGREEMENT that no person or selling agency has been employed, or retained, to solicit or secure this AGREEMENT upon an agreement or understanding, for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees, or bona fide established commercial or selling agencies maintained by CONSULTANT for the purpose of securing business. For breach or violation of this warranty, LOCAL AGENCY has the right to annul this AGREEMENT without liability; pay only for the value of the work actually performed, or in its discretion to deduct from the AGREEMENT price or consideration, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee. ARTICLE XIV INSPECTION OF WORK CONSULTANT and any subconsultant shall permit LOCAL AGENCY, the State, and the FHWA if federal participating funds are used in this AGREEMENT; to review and inspect the project activities and files at all reasonable times during the performance period of this AGREEMENT. Page 18 of 22 May 2023 ARTICLE XV SAFETY A. CONSULTANT shall comply with OSHA regulations applicable to CONSULTANT regarding necessary safety equipment or procedures. CONSULTANT shall comply with safety instructions issued by LOCAL AGENCY Safety Officer and other LOCAL AGENCY representatives. CONSULTANT personnel shall wear hard hats and safety vests at all times while working on the construction project site. B. Pursuant to the authority contained in Vehicle Code §591, LOCAL AGENCY has determined that such areas are within the limits of the project and are open to public traffic. CONSULTANT shall comply with all of the requirements set forth in Divisions 11, 12, 13, 14, and 15 of the Vehicle Code. CONSULTANT shall take all reasonably necessary precautions for safe operation of its vehicles and the protection of the traveling public from injury and damage from such vehicles. C. Any subcontract entered into as a result of this contract, shall contain all of the provisions of this Article. ARTICLE XVI OWNERSHIP OF DATA A. It is mutually agreed that all materials prepared by CONSULTANT under this AGREEMENT shall become the property of City, and CONSULTANT shall have no property right therein whatsoever. Immediately upon termination, City shall be entitled to, and CONSULTANT shall deliver to City, reports, investigations, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not, and other such materials as may have been prepared or accumulated to date by CONSULTANT in performing this AGREEMENT which is not CONSULTANT’s privileged information, as defined by law, or CONSULTANT’s personnel information, along with all other property belonging exclusively to City which is in CONSULTANT’s possession. Publication of the information derived from work performed or data obtained in connection with services rendered under this AGREEMENT must be approved in writing by City. B. Additionally, it is agreed that the Parties intend this to be an AGREEMENT for services and each considers the products and results of the services to be rendered by CONSULTANT hereunder to be work made for hire. CONSULTANT acknowledges and agrees that the work (and all rights therein, including, without limitation, copyright) belongs to and shall be the sole and exclusive property of City without restriction or limitation upon its use or dissemination by City. C. Nothing herein shall constitute or be construed to be any representation by CONSULTANT that the work product is suitable in any way for any other project except the one detailed in this Contract. Any reuse by City for another project or project location shall be at City’s sole risk. D. Applicable patent rights provisions regarding rights to inventions shall be included in the contracts as appropriate (48 CFR 27 Subpart 27.3 - Patent Rights under Government Contracts for federal- aid contracts). E. LOCAL AGENCY may permit copyrighting reports or other agreement products. If copyrights are permitted; the AGREEMENT shall provide that the FHWA shall have the royalty-free nonexclusive and irrevocable right to reproduce, publish, or otherwise use; and to authorize others to use, the work for government purposes. ARTICLE XVII CLAIMS FILED BY LOCAL AGENCY’s CONSTRUCTION CONTRACTOR A. If claims are filed by LOCAL AGENCY’s construction contractor relating to work performed by CONSULTANT’s personnel, and additional information or assistance from CONSULTANT’s personnel is required in order to evaluate or defend against such claims; CONSULTANT agrees to make its personnel available for consultation with LOCAL AGENCY’S construction contract Page 19 of 22 May 2023 administration and legal staff and for testimony, if necessary, at depositions and at trial or arbitration proceedings. B. CONSULTANT’s personnel that LOCAL AGENCY considers essential to assist in defending against construction contractor claims will be made available on reasonable notice from LOCAL AGENCY. Consultation or testimony will be reimbursed at the same rates, including travel costs that are being paid for CONSULTANT’s personnel services under this AGREEMENT. C. Services of CONSULTANT’s personnel in connection with LOCAL AGENCY’s construction contractor claims will be performed pursuant to a written contract amendment, if necessary, extending the termination date of this AGREEMENT in order to resolve the construction claims. ARTICLE XVIII CONFIDENTIALITY OF DATA A. All financial, statistical, personal, technical, or other data and information relative to LOCAL AGENCY’s operations, which are designated confidential by LOCAL AGENCY and made available to CONSULTANT in order to carry out this AGREEMENT, shall be protected by CONSULTANT from unauthorized use and disclosure. B. Permission to disclose information on one occasion, or public hearing held by LOCAL AGENCY relating to the AGREEMENT, shall not authorize CONSULTANT to further disclose such information, or disseminate the same on any other occasion. C. CONSULTANT shall not comment publicly to the press or any other media regarding the AGREEMENT or LOCAL AGENCY’s actions on the same, except to LOCAL AGENCY’s staff, CONSULTANT’s own personnel involved in the performance of this AGREEMENT, at public hearings, or in response to questions from a Legislative committee. D. CONSULTANT shall not issue any news release or public relations item of any nature, whatsoever, regarding work performed or to be performed under this AGREEMENT without prior review of the contents thereof by LOCAL AGENCY, and receipt of LOCAL AGENCY’S written permission. E. Any subcontract entered into as a result of this contract shall contain all of the provisions of this Article. F. All information related to the construction estimate is confidential, and shall not be disclosed by CONSULTANT to any entity, other than LOCAL AGENCY, Caltrans, and/or FHWA. All of the materials prepared or assembled by CONSULTANT pursuant to performance of this Contract are confidential and CONSULTANT agrees that they shall not be made available to any individual or organization without the prior written approval of City or except by court order. If CONSULTANT or any of its officers, employees, or subcontractors does voluntarily provide information in violation of this Contract, City has the right to reimbursement and indemnity from CONSULTANT for any damages caused by CONSULTANT releasing the information, including, but not limited to, City’s attorney’s fees and disbursements, including without limitation experts’ fees and disbursements. ARTICLE XIX NATIONAL LABOR RELATIONS BOARD CERTIFICATION In accordance with Public Contract Code §10296, CONSULTANT hereby states under penalty of perjury that no more than one final unappealable finding of contempt of court by a federal court has been issued against CONSULTANT within the immediately preceding two-year period, because of Page 20 of 22 May 2023 CONSULTANT’s failure to comply with an order of a federal court that orders CONSULTANT to comply with an order of the National Labor Relations Board. ARTICLE XX EVALUATION OF CONSULTANT CONSULTANT’s performance will be evaluated by LOCAL AGENCY. A copy of the evaluation will be sent to CONSULTANT for comments. The evaluation together with the comments shall be retained as part of the AGREEMENT record. ARTICLE XXI PROMPT PAYMENT A. PROMPT PAYMENT FROM LOCAL AGENCY TO CONSULTANT The LOCAL AGENCY shall make all project progress payment within 30 days after receipt of an undisputed and properly submitted payment request from CONSULTANT on a professional service contract. If the LOCAL AGENCY fails to pay promptly, the LOCAL AGENCY shall pay interest to the CONSULTANT, which accrues at the rate of 10 percent per annum on the principal amount of a money judgment remaining unsatisfied and pro-rated as necessary. Upon receipt of the payment request, the LOCAL AGENCY shall act in accordance with both of the following: (1) The LOCAL AGENCY shall review each payment request as soon as feasible after receipt to verify it is a proper payment request. (2) The LOCAL AGENCY must return any payment request deemed improper by the LOCAL AGENCY to the CONSULTANT as soon as feasible, but not later than seven (7) days, after receipt. A request returned pursuant to this paragraph shall include documentation setting forth in writing the reasons why it is an improper payment request. B. PROMPT PAYMENT CERTIFICATION The LOCAL AGENCY 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 LOCAL AGENCY must email a copy of Exhibit 9-P to DBE.Forms@dot.ca.gov before the end of the month after receiving the Exhibit 9-P from the CONSULTANT. ARTICLE XXII TITLE VI ASSURANCES APPENDICES A and E of the TITLE VI ASSURANCES APPENDIX A During the performance of this Agreement, the contractor, for itself, its assignees and successors in interest (hereinafter collectively referred to as CONSULTANT) agrees as follows: a. Compliance with Regulations: CONSULTANT shall comply with the regulations relative to nondiscrimination in federally assisted programs of the Department of Transportation, Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as the REGULATIONS), which are herein incorporated by reference and made a part of this agreement. b. Nondiscrimination: CONSULTANT, with regard to the work performed by it during the AGREEMENT, shall not discriminate on the grounds of race, color, sex, national origin, religion, age, or disability in the selection and retention of sub-applicants, including procurements of materials and leases of equipment. CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, Page 21 of 22 May 2023 including employment practices when the agreement covers a program set forth in Appendix B of the Regulations. c. Solicitations for Sub-agreements, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by CONSULTANT for work to be performed under a Sub- agreement, including procurements of materials or leases of equipment, each potential sub-applicant or supplier shall be notified by CONSULTANT of the CONSULTANT’S obligations under this Agreement and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. d. Information and Reports: CONSULTANT shall provide all information and reports required by the Regulations, or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the recipient or FHWA to be pertinent to ascertain compliance with such Regulations or directives. Where any information required of CONSULTANT is in the exclusive possession of another who fails or refuses to furnish this information, CONSULTANT shall so certify to the recipient or FHWA as appropriate, and shall set forth what efforts CONSULTANT has made to obtain the information. e. Sanctions for Noncompliance: In the event of CONSULTANT’s noncompliance with the nondiscrimination provisions of this agreement, the recipient shall impose such agreement sanctions as it or the FHWA may determine to be appropriate, including, but not limited to: i. withholding of payments to CONSULTANT under the Agreement within a reasonable period of time, not to exceed 90 days; and/or ii. cancellation, termination or suspension of the Agreement, in whole or in part. f. Incorporation of Provisions: CONSULTANT shall include the provisions of paragraphs (1) through (6) in every sub-agreement, including procurements of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto. CONSULTANT shall take such action with respect to any sub-agreement or procurement as the recipient or FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance, provided, however, that, in the event CONSULTANT becomes involved in, or is threatened with, litigation with a sub-applicant or supplier as a result of such direction, CONSULTANT may request the recipient enter into such litigation to protect the interests of the State, and, in addition, CONSULTANT may request the United States to enter into such litigation to protect the interests of the United States. 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, Page 22 of 22 May 2023 (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); • Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), prohibits discrimination on the basis of sex; • Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 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, places of 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). BRLS-5318(037) 1 Jason Wong 408-777- 3215 Senior Civil Engineer ST 063 2/20/2025 ST 063 BRLS-5318(037) Senior Civil Engineer 408-777- 3215Jason Wong 2/20/2025 □ □ □ □ □ □ □ □ □ □ □ □ □ □ □ □ □ □ □ □ Local Assistance Procedures Manual Exhibit 12-F Cost-Effectiveness Determination/Public Interest Finding/A&E Noncompetitive Exhibit 12-F: Cost-Effectiveness / Public Interest Finding / A&E Noncompetitive COST-EFFECTIVENESS / PUBLIC INTEREST FINDING for CONSTRUCTION CONTRACTS COST-EFFECTIVENESS DETERMINATION REQUIRED PUBLIC INTEREST DETERMINATION REQUIRED Use of force account (23 CFR 635.204, 205)* Use of publicly owned equipment (23 CFR 635.106) Other*: ___________________________________ * Requires Caltrans District approval Use of publicly furnished materials (23 CFR 635.407) Use of contracting method other than competitive bidding (23 CFR 635.104/204)* Use of mandatory borrow/disposal sites (23 CFR 635.407) Advertising period less than 3 weeks (23 CFR 635.112)* Other*: _______________________________________ NON-COMPETITIVE DETERMINATION for A&E CONTRACTS Use of non-competitive negotiated consultant contracts (23 CFR 172.7) (a) (3)* (Must select one of the limited circumstances) MUST MEET ONE OF THE FOLLOWING LIMITED CIRCUMSTANCES: Service is available only from a single source There is an emergency which will not permit the time necessary to conduct competitive negotiations After solicitation of a number of sources, competition is determined to be Inadequate FEDERAL-AID PROJECT CLASS OF FEDERAL FUNDS: IM NH STP OTHER: ID DIST-CO-RTE-PM ESTIMATED COST FEDERAL FUNDS PROJECT SPECIFIC MULTIPLE PROJECTS REGIONAL/DISTRICTWIDE STATEWIDE GENERAL LOCATION GENERAL DESCRIPTION OF WORK REASONS THAT REQUESTED APPROVAL IS CONSIDERED (STATE): REMARKS (STATE) : PREPARED/APPROVED BY LOCAL AGENCY’S REPRESENTATIVE REPRESENTATIVE NAME AND TITLE: Date: *APPROVED BY DISTRICT LOCAL ASSISTANCE ENGINEER (DLAE) DLAE NAME: Date: Distribution: (1) Local Agency File - Original; (2) DLAE - Copy; (3) Caltrans Project Manager - Copy if on the SHS Page 1 of 2 January 2023 Suyesh Shrestha Digitally signed by Suyesh Shrestha Date: 2024.09.05 15:26:30 -07'00' Xi Zhang Digitally signed by Xi Zhang Date: 2024.10.17 10:50:23 -07'00' 4 BHLS-5318(037)$230,000 $184,000 4 0.2 miles east of Stevens Canyon Road Scour countermeasure project. Feasibility study will be prepared to evaluate appropriate scour countermeasure. Suyesh Shrestha, Public Works Project Manager 09/05/2024 Xi Zhang, Sr. TE 10/17/2024 Local Assistance Procedures Manual Exhibit 12-F Cost-Effectiveness Determination/Public Interest Finding/A&E Noncompetitive Exhibit 12-F: Cost-Effectiveness / Public Interest Finding / A&E Noncompetitive Instructions 1. Check appropriate box under “Cost-Effective Determination Required” or “Public Interest Determination Required” for construction contracts. If “Use of non-competitive negotiated consultant contract” for A&E contracts is checked, select one of the limited circumstances provided. 2. Check “Class of Federal Funds” as follows: IM-Interstate Maintenance, NH-National Highway, STP State Transportation Program, Other (all other classes). 3. Provide the Federal-aid Project ID number in first column. 4. Identify Caltrans District-County-State Route-Post Mile, or City and street in second column. 5. List Estimated Cost of the portion of the project subject to this PIF. 6. List the amount of the Federal Funds in the portion of the project subject to this PIF. 7. Describe “General Location” applicable to this PIF. 8. Provide “General Description of Work” affected by this PIF. 9. Explain and give “Reasons that requested approval is considered to be cost-effective, in the public’s best interest, or meet A&E noncompetitive procurement.” Provide cost analysis or comparison as evidence of cost-effectiveness. 10. “Remarks” is for the Local Agency Representative preparing the Finding. 11. Signature, Name, and Title of Local Agency Representative preparing or approving PIF, as appropriate, and Date. 12. Signature and Name of District Local Assistance Engineer approving the PIF, as required, and Date. Page 2 of 2 January 2023 Biggs Cardosa Associates, Inc. for Engineering and Environmental Services Stevens Creek Bridge Repair Project Final Audit Report 2025-04-01 Created:2025-03-06 By:Webmaster Admin (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAy2KBoK9Il_RmDFb8vsgIQIiAjK85eTQ7 "Biggs Cardosa Associates, Inc. for Engineering and Environme ntal Services Stevens Creek Bridge Repair Project" History Document digitally presigned by Suyesh Shrestha (SuyeshS@cupertino.org) 2024-09-05 - 10:26:30 PM GMT- IP address: 174.85.102.16 Document digitally presigned by Xi Zhang (xi.zhang@dot.ca.gov) 2024-10-17 - 5:50:23 PM GMT- IP address: 174.85.102.16 Document digitally presigned by Frank Y. Wang (fwang@parikhnet.com) 2025-01-31 - 2:17:02 AM GMT- IP address: 174.85.102.16 Document created by Webmaster Admin (webmaster@cupertino.org) 2025-03-06 - 1:42:33 AM GMT- IP address: 35.229.54.2 Document emailed to Jindy Gonzalez (jindyg@cupertino.org) for approval 2025-03-06 - 1:46:49 AM GMT Email viewed by Jindy Gonzalez (jindyg@cupertino.org) 2025-03-06 - 1:47:01 AM GMT- IP address: 52.202.236.132 Document approved by Jindy Gonzalez (jindyg@cupertino.org) Approval Date: 2025-03-06 - 1:49:20 AM GMT - Time Source: server- IP address: 174.85.102.16 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2025-03-06 - 1:49:24 AM GMT Email viewed by Araceli Alejandre (aracelia@cupertino.org) 2025-03-06 - 1:49:31 AM GMT- IP address: 52.202.236.132 Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2025-03-06 - 3:44:52 PM GMT - Time Source: server- IP address: 71.202.76.156 Document emailed to mharms@biggscardosa.com for signature 2025-03-06 - 3:44:56 PM GMT Email viewed by mharms@biggscardosa.com 2025-03-07 - 4:33:01 AM GMT- IP address: 54.241.109.45 New document URL requested by mharms@biggscardosa.com 2025-03-13 - 7:55:26 PM GMT- IP address: 209.214.83.251 Email viewed by mharms@biggscardosa.com 2025-03-13 - 7:55:39 PM GMT- IP address: 54.193.18.250 Signer mharms@biggscardosa.com entered name at signing as mahvash harms 2025-03-13 - 7:58:48 PM GMT- IP address: 209.214.83.251 Document e-signed by mahvash harms (mharms@biggscardosa.com) Signature Date: 2025-03-13 - 7:58:50 PM GMT - Time Source: server- IP address: 209.214.83.251 Document emailed to Floy Andrews (floya@cupertino.gov) for signature 2025-03-13 - 7:58:59 PM GMT Email viewed by Floy Andrews (floya@cupertino.gov) 2025-03-13 - 7:59:07 PM GMT- IP address: 3.232.50.116 Email viewed by Floy Andrews (floya@cupertino.gov) 2025-03-18 - 8:23:37 PM GMT- IP address: 52.202.236.132 Email viewed by Floy Andrews (floya@cupertino.gov) 2025-03-27 - 5:17:31 AM GMT- IP address: 3.137.151.237 Email viewed by Floy Andrews (floya@cupertino.gov) 2025-03-28 - 8:43:57 AM GMT- IP address: 54.193.71.145 Email viewed by Floy Andrews (floya@cupertino.gov) 2025-03-29 - 11:46:09 AM GMT- IP address: 52.202.236.132 Email viewed by Floy Andrews (floya@cupertino.gov) 2025-03-30 - 1:52:34 PM GMT- IP address: 52.202.236.132 Document e-signed by Floy Andrews (floya@cupertino.gov) Signature Date: 2025-03-30 - 9:41:28 PM GMT - Time Source: server- IP address: 24.6.67.144 Document emailed to Pamela Wu (pamelaw@cupertino.org) for signature 2025-03-30 - 9:41:31 PM GMT Email viewed by Pamela Wu (pamelaw@cupertino.org) 2025-03-30 - 9:41:39 PM GMT- IP address: 52.202.236.132 Document e-signed by Pamela Wu (pamelaw@cupertino.org) Signature Date: 2025-03-31 - 5:27:10 PM GMT - Time Source: server- IP address: 67.160.222.130 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2025-03-31 - 5:27:14 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2025-03-31 - 5:27:23 PM GMT- IP address: 3.232.50.116 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2025-04-01 - 6:13:34 PM GMT - Time Source: server- IP address: 64.165.34.3 Agreement completed. 2025-04-01 - 6:13:34 PM GMT