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HomeMy WebLinkAbout12-04-2024 Final Agenda Packet CITY OF SAN BERNARDINO AGENDA FOR THE SPECIAL MEETING OF THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO, MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO ACTING AS THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY, MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO ACTING AS THE SUCCESSOR HOUSING AGENCY TO THE REDEVELOPMENT AGENCY, AND MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO ACTING AS THE HOUSING AUTHORITY, AND MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO ACTING AS THE SAN BERNARDINO JOINT POWERS FINANCING AUTHORITY WEDNESDAY, DECEMBER 04, 2024 1:00 PM ­ OPEN SESSION FELDHEYM CENTRAL LIBRARY • 555 WEST 6TH STREET SAN BERNARDINO, CA 92410 • WWW.SBCITY.ORG Theodore Sanchez Helen Tran Damon L. Alexander COUNCIL MEMBER, WARD 1 COUNCIL MEMBER, WARD 7 MAYOR Sandra Ibarra Rochelle Clayton COUNCIL MEMBER, WARD 2 ACTING CITY MANAGER Juan Figueroa Sonia Carvalho COUNCIL MEMBER, WARD 3 CITY ATTORNEY Fred Shorett Genoveva Rocha MAYOR PRO TEM, WARD 4 CITY CLERK Ben Reynoso COUNCIL MEMBER, WARD 5 Kimberly Calvin COUNCIL MEMBER, WARD 6 Welcome to a meeting of the Mayor and City Council of the City of San Bernardino. PLEASE VIEW THE LAST PAGES OF THE AGENDA FOR PUBLIC COMMENT OPTIONS OR CLICK ON THE FOLLOWING LINK: https://tinyurl.com/mccpubliccomments Please contact the City Clerk's Office (909) 384­5002 two working days prior to the meeting for any requests for reasonable accommodations To view PowerPoint presentations, written comments, or any revised documents for this meeting date, select the link https://tinyurl.com/agendabackup From the City's homepage www.sbcity.org select the Government category ­> City Clerk ­> on the Navigation menu select Search for Records Online ­> Council Agendas ­> Current Year 2024 ­> Meeting Date Mayor and City Council of the City of San Bernardino Page 2 CALL TO ORDER Attendee Name Council Member, Ward 1 Theodore Sanchez Council Member, Ward 2 Sandra Ibarra Council Member, Ward 3 Juan Figueroa Mayor Pro Tem, Ward 4 Fred Shorett Council Member, Ward 5 Ben Reynoso Council Member, Ward 6 Kimberly Calvin Council Member, Ward 7 Damon L Alexander Mayor Helen Tran Acting City Manager Rochelle Clayton City Attorney Sonia Carvalho City Clerk Genoveva Rocha 1:00 P.M. PUBLIC COMMENTS FOR ITEMS LISTED ON THE AGENDA DISCUSSION 1. Navigation Center ­ Award Design Services and Purchase Agreement with Mandeville Modular for Site Design, Modular Design, and Purchase of Modular Units and Award Professional Services Agreement with CREDE Construction Advisory for Development Management Services (Ward 1) p. 10 Recommendation: It is recommended that the Mayor and City Council of the City of San Bernardino, California: 1. Approve an Agreement for Design Services and Purchase and Delivery of Goods with Mandeville Modular in the amount of $10,093,027 (which includes a 15% contingency); and 2. Authorize the Director of Finance and Management Services to issue a Purchase Order in an amount not to exceed $10,093,027 to Mandeville Modular; and 3. Approve a Professional Services Agreement with CREDE Construction Advisory in the amount of $1,091,148 for Development Management Services of the Navigation Center; and 4. Authorize the Director of Finance and Management Services to issue a Purchase Order in an amount not to exceed $1,091,148 to CREDE Construction Advisory; and 5. Authorize the City Manager, or designee, to execute the Agreement for Design Services and Purchase and Delivery of Goods with Mandeville Modular and the Professional Services Agreement with CREDE Construction Advisory; and 6. Provide staff direction on how to reallocate the $5,605,215 in surplus ARPA funds. Mayor and City Council of the City of San Bernardino Page 3 2. Reallocation of ARPA Funding to Service Contract for New Homeless Outreach Provider p. 461 Recommendation: Receive an update on the City’s need to expand homeless outreach services and provide input to staff on the reallocation of remaining American Rescue Plan Act (ARPA) funds from the current contract to support continued homeless outreach services. 3. Agreements with Horizon Construction Company International, Inc., and Hardy and Harper, Inc. for Asphalt Maintenance and Street Segment Repair Services (All Wards) p. 465 Recommendation: It is recommended that the Mayor and City Council of the City of San Bernardino, California: 1. Adopt Resolution No. 2024­236 authorizing the reallocation of $5,605,215 in American Rescue Plan Act (ARPA) funds from the Navigation Center project to the ARPA Asphalt Maintenance and Street Segment Repair Services Program; and 2. Authorize the City Manager to execute separate Maintenance Services Agreements with Horizon Construction Company International, Inc. and Hardy and Harper, Inc., respectively, for asphalt maintenance and street segment repair services; and 3. Authorize the Director of Finance and Management Services to issue a purchase order in the amount of $2,927,608 to Horizon Construction Company International, Inc., and issue an additional purchase order in the amount of $2,927,607 to Hardy and Harper, Inc. for a combined total of $5,855,215. 4. Issuance of a Purchase Order with Transwest Truck Center, LLC for Two Graffiti Abatement Trucks (All Wards) p. 602 Recommendation: It is recommended that the Mayor and City Council of the City of San Bernardino, California: 1. Authorize the purchase of two outfitted graffiti abatement trucks from Transwest Truck Center, LLC. in the amount of $403,401.74; and 2. Authorize the Director of Finance and Management Services to issue a purchase order not to exceed the amount of $403,401.74 ADJOURNMENT Mayor and City Council of the City of San Bernardino Page 4 CERTIFICATION OF POSTING AGENDA I, Genoveva Rocha, CMC, City Clerk for the City of San Bernardino, California, hereby certify that the agenda for the December 4, 2024, Special Meeting of the Mayor and City Council and the Mayor and City Council acting as the Successor Agency to the Redevelopment Agency was posted on the City's bulletin board located at 201 North "E" Street, San Bernardino, California, at the Feldheym Central Library located at 555 West 6th Street, San Bernardino, California, and on the City's website sbcity.org on Monday, December 2, 2024. I declare under the penalty of perjury that the foregoing is true and correct. Mayor and City Council of the City of San Bernardino Page 5 NOTICE OF A SPECIAL MEETING OF THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO DATE: Monday, December 2, 2024 SUBJECT: Special Meeting on Wednesday, December 4, 2024 NOTICE IS HEREBY GIVEN that the City Manager, with a consensus of the Mayor and City Council, has called a Special Meeting to be held on Wednesday, December 4, 2024, at 1:00 p.m. Said meeting shall be for the purpose of considering the following: DISCUSSION 1. Navigation Center ­ Award Design Services and Purchase Agreement with Mandeville Modular for Site Design, Modular Design, and Purchase of Modular Units and Award Professional Services Agreement with CREDE Construction Advisory for Development Management Services (Ward 1) 2. Issuance of a Purchase Order with Transwest Truck Center, LLC for Two Graffiti Abatement Trucks (All Wards) 3. Reallocation of ARPA Funding to Service Contract for New Homeless Outreach Provider 4. Agreement with Horizon Construction Company International, Inc., for Asphalt Maintenance and Street Segment Repair Services (All Wards) Notice of this Special Meeting is furnished to the Mayor, each member of the City Council, City Staff, community members on the agenda notification list, and the newspapers within the City of San Bernardino. To be added to the distribution list, please email sbcityclerk@sbcity.org ADJOURNMENT The next Regular Meeting of the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency will be held on December 4, 2024, at the Feldheym Central Library, 555 West Sixth Street, San Bernardino 92401. Closed Session will begin at 4:00 p.m. and the Open Session will begin at 5:00 p.m. Genoveva Rocha, CMC, City Clerk Mayor and City Council of the City of San Bernardino Page 6 NOTICE: Any member of the public desiring to speak to the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency concerning any matter on the agenda, which is within the subject matter jurisdiction of the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency may address the body during the period reserved for public comments. In accordance with Resolution No. 2018­89 adopted by the Mayor and City Council on March 21, 2018, the following are the rules set forth for Public Comments and Testimony: Public Comments and Testimony: Rule 1. Public comment shall be received on a first come, first served basis. If the presiding officer determines that the meeting or hearing may be lengthy or complicated, the presiding officer may, in his or her discretion, modify these rules, including the time limits stated below. Rule 2. All members of the public who wish to speak shall fill out a speaker' s reservation card and turn in the speaker reservation card to the City Clerk prior to the time designated on the agenda. Comments will be received in the order the cards are turned in to the City Clerk. Failure of a person to promptly respond when their time to speak is called shall result in the person forfeiting their right to address the Mayor and City Council. Rule 3. The presiding officer may request that a member of the public providing comment audibly state into the microphone, if one is present, his or her name and address before beginning comment. If that person is representing a group or organization the presiding officer may request that the speaker identify that group or organization, including that group or organization' s Address. Rule 4. Notwithstanding the provisions of Rule 2 and 3 above, a person shall not be required to provide their name or address as a condition of speaking. Rule 5. Time Limits: 5.01 Each member of the public shall have a reasonable time, not to exceed three ( 3) minutes per meeting, to address items on the agenda and items not on the agenda but within the subject matter jurisdiction of the Mayor and City Council. 5.02 Notwithstanding the time limits set forth in subsection 5. 01 above, any member of the public desiring to provide public testimony at a public hearing shall have a reasonable time, not to exceed ( 3) minutes, to provide testimony during each public hearing. Mayor and City Council of the City of San Bernardino Page 7 Any member of the public desiring to speak to the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency concerning any matter not on the agenda but which is within the subject matter jurisdiction of the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency may address the body at the end of the meeting, during the period reserved for public comments. Said total period for public comments shall not exceed 60 minutes, unless such time limit is extended by the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency. A three­minute limitation shall apply to each member of the public, unless such time limit is extended by the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency. No member of the public shall be permitted to "share" his/her three minutes with any other member of the public. Speakers who wish to present documents to the governing body may hand the documents to the City Clerk at the time the request to speak is made. The Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency may refer any item raised by the public to staff, or to any commission, board, bureau, or committee for appropriate action or have the item placed on the next agenda of the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency. However, no other action shall be taken nor discussion held by the Mayor and City Council and the Mayor and City Council Acting as the Successor Agency to the Redevelopment Agency on any item which does not appear on the agenda unless the action is otherwise authorized in accordance with the provisions of subdivision (b) of Section 54954.2 of the Government Code. Public comments will not be received on any item on the agenda when a public hearing has been conducted and closed. Mayor and City Council of the City of San Bernardino Page 8 ALTERNATE MEETING VIEWING METHOD If there are issues with the main live stream for the Mayor and City Council you may view the alternate stream on TV3 https://reflectsanbernardino.cablecast.tv/CablecastPublicSite/watch/1?channel=6 PUBLIC COMMENT OPTIONS Please use ONE of the following options to provide a public comment: Written comments can be emailed to publiccomments@sbcity.org. Written public comments received up to 11:30 a.m. on the day of the meeting (or otherwise indicated on the agenda) will be provided to the Mayor and City council and made part of the meeting record. Written public comments will not be read aloud by city staff. Written correspondence can be accessed by the public online at tinyurl.com/agendabackup . Attend the meeting in person and fill out a speaker slip. Please note that the meeting Chair decides the cutoff time for public comment, and the time may vary per meeting. If you wish to submit your speaker slip in advance of the meeting, please submit your request to speak using the form on the following page: tinyurl.com/mccpubliccomments. Any requests to speak submitted electronically after the 11:30 a.m. deadline will not be accepted. Please note: Messages submitted via email and this page are only monitored from the publication of the final agenda until the deadline to submit public comments. Please contact the City Clerk at 9093845002 or SBCityClerk@sbcity.org for assistance outside of this timeframe. Written correspondence submitted after the deadline will be provided to the Mayor and City Council at the following regular meeting. MEETING TIME NOTE: Pursuant to Resolution No. 2024029, adopted by the Mayor and City Council on February 21, 2024: “Section 3. All meetings are scheduled to terminate at 10:00 P.M. on the same day it began. At 9:00 P.M., the Mayor and City Council shall determine which of the remaining agenda items can be considered and acted upon prior to 10:00 P.M. and will continue all other items on which additional time is required until a future Mayor and City Council meeting. A majority vote of the Council is required to extend a meeting beyond 10:00 P.M.to discuss specified items.” Mayor and City Council of the City of San Bernardino Page 9 This Page Intentionally Left Blank 2 4 1 5 DISCUSSION City of San Bernardino Request for Council Action Date:December 4, 2024 To:Honorable Mayor and City Council Members From:Rochelle Clayton, Acting City Manager Department:City Manager's Office Subject:Navigation Center - Award Design Services and Purchase Agreement with Mandeville Modular for Site Design, Modular Design, and Purchase of Modular Units and Award Professional Services Agreement with CREDE Construction Advisory for Development Management Services (Ward 1) Recommendation: It is recommended that the Mayor and City Council of the City of San Bernardino, California: 1. Approve an Agreement for Design Services and Purchase and Delivery of Goods with Mandeville Modular in the amount of $10,093,027 (which includes a 15% contingency); and 2. Authorize the Director of Finance and Management Services to issue a Purchase Order in an amount not to exceed $10,093,027 to Mandeville Modular; and 3. Approve a Professional Services Agreement with CREDE Construction Advisory in the amount of $1,091,148 for Development Management Services of the Navigation Center; and 4. Authorize the Director of Finance and Management Services to issue a Purchase Order in an amount not to exceed $1,091,148 to CREDE Construction Advisory; and 5. Authorize the City Manager, or designee, to execute the Agreement for Design Services and Purchase and Delivery of Goods with Mandeville Modular and the Professional Services Agreement with CREDE Construction Advisory; and 6. Provide staff direction on how to reallocate the $5,605,215 in surplus ARPA funds.       Packet Pg. 10 2 4 1 5 Executive Summary The agreements with Mandeville Modular and CREDE Construction Advisory will allow the City to officially begin development of the Navigation Center, which will be a hybrid congregate/non-congregate interim housing facility that is anticipated to be completed in November 2025. Mandeville Modular will design and manufacture the modular units, as well as produce construction documents for a general contractor to prepare the site for the delivery and installation of the modular structures. CREDE Construction Advisory will perform development management services for the project, where they will plan, coordinate, and manage all the construction and development aspects of the Navigation Center. There is no impact to the General Fund associated with the approval of the agreements as they are fully funded through ARPA. The combined total of both agreements will obligate $11,184,175 in ARPA funds out of the $16,950,000 allocation for the Navigation Center. Staff will return in December with a recommendation to reallocate the remaining ARPA funds towards another project. An agreement for a general contractor for the Navigation Center is anticipated in the spring of 2025 and will utilize the other restricted funding sources that the Mayor and City Council have previously allocated towards the project. Background On October 27, 2022, the City presented to the Mayor and City Council the Navigation Center project (also referred to as the SB HOPE Campus), which was to include modular non-congregate interim housing units and an administrative facility that would provide wrap-around supportive services. Across several subsequent meetings, the Mayor and City Council approved funding for the non-congregate Navigation Center from a variety of sources and incorporated its development into the Homelessness State of Emergency Implementation Plan on May 17, 2023, a few months after the City declared the Homelessness State of Emergency on February 1, 2023. History of Council Actions for Navigation Center Funding To fund the construction and operation of the Navigation Center, the Mayor and City Council have predominantly utilized federal and state funds for the project. In total, $25,529,422 has currently been approved for construction and $6,355,241 for operations across all funding sources. Currently, staff estimates that it can secure $3,350,000 in ongoing annual funding for operating the Navigation Center from its existing approved funding sources. This includes $2,000,000 annually from the General Fund (approved as part of the Strategic Initiatives), up to an estimated $1,000,000 in annual Permanent Local Housing Allocation Program (PLHA) funds based on current projections, and up to an estimated $350,000 annually in Community Development Block Grant (CDBG) “Public Service” funding, which is capped at 15% of the City’s total annual CDBG allocation. The specific dates and actions that the Mayor and City Council have taken regarding the funding of the Navigation Center are provided in the table on the following page. Additionally, a matrix showing the obligation and expenditure deadlines for the funding sources associated with the construction of the Navigation Center, along with their eligible uses, is included as Attachment 3.       Packet Pg. 11 2 4 1 5 Funding Commitments Approved by the Mayor and City Council Date Source Construction Operations Notes 12/7/22 ARPA $12,450,000 $4,500,000 3/15/23 HOME- ARP $4,299,672 ---- 6/21/23 CDBG $1,901,365 ---- The “Public Service” category for CDBG would allow the City to augment operations in future years. This category is capped at 15% of the total annual CDBG allocation where an estimated $350,000 could be allocated towards operations annually. 7/19/23 PLHA ----$4,355,241 The PLHA amount represents a cumulative allocation spanning 2020-2023. Future annual PLHA allocations have not yet been determined; however, an estimated allocation of $1 million per year will be eligible to fund operations. 10/4/23 General Fund ----$2,000,000 Annual allocation was approved from the Strategic Initiatives that begins starting FY 26/27. 11/1/23 HHAP-3 $808,385 ----Homeless Housing Assistance and Prevention Grant. 10/2/24 ARPA $4,500,000 ($4,500,000)Reallocation of ARPA funds from operations to construction. 12/4/24 Donations $1,570,000 ---- Current donations are from Inland Empire Health Plan (IEHP) and Loma Linda University Hospital (LLUH). An additional $550,000 is expected to be received from other organizations for a total of $2,120,000. $25,529,422 $6,355,241 Accumulated Funding TOTALS ----$3,350,000 On-Going Annual Funding* * The on-going annual funding is not fully represented in the breakdown above but includes $2,000,000 from the General Fund; $1,000,000 from PLHA; and $350,000 from CDBG.       Packet Pg. 12 2 4 1 5 Non-Congregate Design Procurement History The City previously pursued a Design-Build procurement process for the non- congregate version of the Navigation Center. By using the Design-Build process, the City intended on streamlining procurement where it would receive “all-inclusive” proposals that incorporated all components of a major construction project into one (1) bid. In other words, each proposal would be submitted by a “team” consisting of a developer, architect, general contractor, modular manufacturer, etc., rather than each of these vendors and/or firms being procured under separate, individual bids. On January 3, 2024, the City released a Request for Qualifications (RFQual) for Design-Build teams and received two (2) responses by the deadline of March 13, 2024. This step is required under Chapter 12.21 of the Municipal Code for the Design-Build process, and its purpose is to create a short list of teams who possess the necessary qualifications and experience to submit proposals for the project. Both teams that responded met the qualifications and proceeded to the next round of the procurement process: a Request for Proposals (RFP). For the RFP, both teams were required to submit a conceptual design and construction plan for a non-congregate Navigation Center that did not exceed fifteen (15) million dollars. The City released the RFP on March 18, 2024, and received one (1) responsive proposal by the May 13, 2024, deadline; the other proposal was incomplete and submitted past the deadline. The one (1) responsive proposal for the Design-Build RFP provided two (2) different construction options with vastly different costs and construction timeframes: •Option 1 – Modular Construction o Cost: $29 million (not including contingency) o Construction: 12 months for project completion •Option 2 – Permanent Stick-Built Construction o Cost: $24 million (not including contingency) o Construction: 18+ months for project completion Both options exceeded the fifteen (15) million dollar not-to-exceed amount established in the RFP as well as staff’s internal nineteen (19) million-dollar budget. It is important to note that before the delay in the project and the reallocation of the $4,500,000 in ARPA funds from operations to construction, the City had approximately $21,500,000 allocated for construction, which would allow for a $19,000,000 proposal and a contingency fund. The modular construction option most closely adhered to Council’s previous direction; however, its price was substantially outside the City’s budget. It should also be emphasized that these costs only reflect construction and do not contemplate the ongoing operational costs of a non-congregate navigation center with bathrooms in every unit, which was later determined to be cost-prohibitive in the long- term for both construction options.       Packet Pg. 13 2 4 1 5 Change in the Navigation Center Design and Procurement Process To produce more competitive results that would fit within the City’s established budget for both construction and ongoing operations, the City pivoted to a hybrid congregate/non-congregate design and broke up the procurement process into multiple components: •Modular Building Manufacturer RFP •Development Management Services RFQual •General Contractor RFQual Proceeding with the hybrid congregate/non-congregate design will reduce ongoing maintenance and operational costs, which will ease the burden on the City’s future operating budgets. For procurement, breaking up the process allows the City to individually select the most competitive modular manufacturer, developer, and general contractor proposals separately from one another. This contrasts with the Design- Build process where these separate components are rolled into one bid and selected as a single package. While the Design-Build process is a more streamlined approach, it can reduce competition and limit the City’s choices since it requires the various vendors and/or firms to form “teams” and submit unified bids. This can be an obstacle for certain vendors who are not able to partner with other entities to form a Design- Build team, preventing them from submitting proposals and adding to the competition. The Design-Build process can be a strong, streamlined procurement method when it results in many competitive proposals; however, it can be very limiting if only a few proposals are received. Discussion The agreements with Mandeville Modular and CREDE Construction Advisory will allow the City to officially begin the development of the Navigation Center. The agreement with Mandeville Modular (“Mandeville Agreement”) is a combination of a Design Services Agreement and a Goods Purchase Agreement that effectively makes Mandeville Modular both the project designer, where they will design the site and layout of the Navigation Center, and the modular unit manufacturer. Mandeville Modular will also be responsible for creating construction documents for the on-site preparation work that will need to be completed by a general contractor. The professional services agreement with CREDE Construction Advisory (“CREDE Agreement”) will be for development management services where they will manage, arrange, supervise, and coordinate the planning and design of all development work associated with the project. A more detailed summary and analysis of the two agreements are provided in their respective subsections on the following pages. The agreements associated with these awards will be funded solely by ARPA funds in the amounts of $10,093,027 for Mandeville Modular and $1,091,148 for CREDE Construction Advisory. In total, $11,184,175 in ARPA funds will be obligated for the Navigation Center by the December 31, 2024, deadline, which will leave $5,605,215 in unobligated ARPA funds after accounting for $160,610 in previous expenditures. Staff will bring back a recommendation reallocating the remaining ARPA funds to another project at a December Council Meeting. A future award for the general       Packet Pg. 14 2 4 1 5 contractor is anticipated in Spring 2025 and will utilize the other restricted funds that the Mayor and City Council have previously allocated to the project. The table below outlines the funding sources that will be utilized for the development and construction of the Navigation Center. A matrix that provides more details is included as Attachment 3; however, it does not include all the activities and nuances associated with federal funds as they are too numerous to fully capture on a single, easy-to-read matrix (as an example, the rules and regulations for CDBG funds alone spans 193 pages in the Code of Federal Regulations). NAVIGATION CENTER DEVELOPMENT / CONSTRUCTION FUNDING TABLE Sources:ARPA CDBG Donations*HHAP-3 HOME-ARP Approved Allocation:$16,950,000 $1,901,365 $1,570,000* $808,385 $4,299,672 Previous Expenditures:($160,610) ---- ---- ---- ----FundingFunding Available:$16,789,390 $1,901,365 $1,570,000* $808,385 $4,299,672 Mandeville Modular:$10,093,027 ---- ------------ CREDE Construction Advisory: $1,091,148 ---------------- General Contractor (TBD): ----TBD TBD TBD TBD Current AgreementsAmount Obligated:$11,184,175 TBD TBD TBD TBD TotalsAmount Remaining:$5,605,215 $1,901,365 $1,570,000* $808,385 $4,299,672 * An additional $550,000 has been pledged from other organizations and will be brought before Council at a future meeting for a total of $2,120,000 to be provided in donations.       Packet Pg. 15 2 4 1 5 General Contractor Next Steps For the general contractor, the City did not receive any responses to its initial request for qualifications (RFQual). As a result, staff re-released the RFQual on November 7, 2024, and is anticipating receiving responses by December 5, 2024. To help ensure that the re-release of the RFQual generates responses, the City worked with its consultant to compile a list of general contractors with modular experience and directly notified them of the RFQual’s release. After the City receives responses for the general contractor RFQual on December 5, 2024, staff will evaluate the responses and conduct interviews to determine if they meet the required qualifications. The general contractors who are qualified will then submit bids for the project, which are anticipated to be received in March 2025. This timeline is due to the fact that the construction documents for the site preparation work need to be completed first so that they can be provided to the prospective bidders; a general contractor bidding on the project will not be able to submit an accurate bid if the true scope of work is unknown. The construction documents will be produced by Mandeville Modular approximately 45 days after completing the initial planning phase of the project (estimated at one month). Staff anticipates receiving the construction documents in February 2025. Agreement with Mandeville Modular The Mandeville Agreement will establish the design and layout of the Navigation Center, which also includes creating construction documents for site preparation. Once the design and layout are approved, Mandeville Modular will produce the modular units and then deliver them to the City after all site preparation work is completed by the general contractor. The term of the agreement is through December 31, 2025, with the City anticipating a project completion date in November 2025. The Mandeville Agreement’s not-to-exceed amount of $10,093,027 includes a project cost of $8,776,545 and a 15% contingency of $1,316,482. A 15% contingency is being incorporated rather than a 10% contingency to provide the City with additional flexibility in exploring multiple design and engineering options for the project: •Preparing the foundation to support a future vertical expansion. This could be used to add transitional housing units as additional floors even after the initial structure is completed. This is due the steel frame construction of the modular units and their roof structures being removable. Exploring this option would add additional design and engineering costs for the foundation and it would need to be incorporated into the construction documents for the general contractor at the beginning stages of the project; however, it would provide the City with the additional flexibility to expand vertically in the future. •Expanding the number of recuperative-care beds incorporated into the design of the Navigation Center. The SB HOPE Campus will require a Recuperative Care wing to accommodate up to 70 individuals. Recuperative care provides medical respite for individuals experiencing homelessness who are discharged       Packet Pg. 16 2 4 1 5 from hospitals but are still in need of recovery from an illness or a chronic / acute health condition. This will require more units to be designed with expanded accessibility considerations to accommodate wheelchairs, walkers, etc. While this may increase initial costs during the design and manufacturing phases, it will allow the City to secure additional funding in the future when operating the Navigation Center. This includes using CalAIM (“California Advancing and Innovating Medi-Cal) reimbursements to help offset operating costs. A more in- depth analysis of recuperative care and CalAIM will be provided when an agreement for a lead operator and recuperative care provider is brought to Council for approval at a future meeting. It is important to note that if the contingency fund is not fully utilized, where the project will be completed with a surplus of ARPA funds remaining, the U.S. Treasury will allow the unused funds to be transferred to another obligated ARPA-funded project that needs additional funds even after the December 31, 2024, obligation deadline; however, the expenditure deadline of December 31, 2026, remains intact. The scope of services of the Mandeville Agreement outlines the phases, responsibilities, and deliverables for Mandeville Modular, which includes: •Initial Planning Phase Mandeville Modular will meet with City staff to review and confirm the design requirements of the project before drafting preliminary plans. •Schematic Plan Phase During this phase, Mandeville Modular will prepare preliminary plans for the project, including schematic drawings, site utilization plans, and the proposed design concept of the buildings. •Design Development Phase Once the City approves the preliminary plans from the Schematic Plan Phase, design development documents will be prepared. These will include a site plan for the SB HOPE Campus, a floor plan for the Navigation Center, elevations, and any additional drawings or documents required for the project. •Final Working Drawings and Specifications After the City approves the design development documents, Mandeville Modular will produce and submit final working drawings. These drawings and specifications will be used for developing a scope of work for the general contractor bids. The final working drawings and specifications will detail all project construction and manufacturing work that needs to be done, including all structural, mechanical, electrical, and utility work. •Construction Contract Documents The final working drawings and specifications, once approved by the City, will establish the construction contract documents and will be provided to the City       Packet Pg. 17 2 4 1 5 with all required local, state, and federal certifications included. •General Contractor Bid Phase For this phase, Mandeville Modular will provide a set of reproducible construction documents that the City will include in its request for bids for a general contractor. Mandeville Modular will also be available to answer any questions during the general contractor bid process. •Modular Manufacturing and Site Construction Phase During this phase, Mandeville Modular will begin the manufacturing of the modular units, which will happen in parallel to the on-site construction / site- preparation that will be performed by the general contractor. Mandeville Modular will provide the general contractor with any clarifications regarding the construction documents in order to ensure that the site is properly prepared to receive the modular units. Additionally, Mandeville Modular will work with the general contractor to ensure that any changes that are made in the field to the construction documents are appropriate and documented. •As-Built Drawings The as-built drawings will be provided thirty (30) days after the completion of the project and will incorporate any and all change orders, field changes, etc. to the construction documents. This will provide the City with drawings and specifications for the Navigation Center that accurately represents the project as it was built. Mandeville Modular was selected through a formal procurement process where the City released an RFP seeking a modular company that either had an in-house architect or the ability to partner with an architect. On September 19, 2024, the City released the RFP and received one (1) responsive proposal by the October 17, 2024, deadline: Vendor Cost of Proposal* Average Combined Scoring Percent Mandeville Modular Inc.$8,776,545*85.8%** * Cost of proposal does not include 15% contingency. ** The scoring for the Modular Manufacturer included two separate scoring rubrics and the Average Combined Score incorporates an average of both rubrics. Staff conducted a formal evaluation of the proposal and held a Zoom interview with Mandeville Modular Inc. on October 23, 2024. For the formal evaluation, staff scored the proposal across multiple categories: •The Proposer is properly licensed •The Proposer has no conflict of interest •Clarity and conformance of proposal to the RFP •The content of the proposal       Packet Pg. 18 2 4 1 5 •The proposer’s experience and performance •Team members’ experience and performance •The fee proposal being clearly outlined and aligned with the services •Comments by references •Exceptions/deviations to RFP •History of litigation The formal evaluation also consisted of a second scoring criterion that focused on project approach, modular experience, and insurance and bonding capacity. In addition to the formal evaluation and interviews, staff also conducted a site-visit of Mandeville Modular’s Palmdale facility. While at the facility, another project was underway, and City staff was allowed to inspect the quality of the modular unit, which staff determined to be of a high standard. Based on the evaluation, interview, and site-visit, the City determined that Mandeville Modular is a responsive and qualified proposer that has the capacity to deliver the project to the City’s expectations. Agreement with CREDE Construction Advisory The CREDE Agreement establishes CREDE Construction Advisory (“CREDE”) as the City’s development manager. The CREDE Agreement has a not-to-exceed amount of $1,091,148 for a term of twelve months. There is no contingency amount incorporated into the CREDE agreement as it is typically not added for such services; CREDE is not performing any construction. As the City’s development manager, CREDE will: •Provide project planning, scheduling, and coordination. This includes developing a master schedule, establishing a phasing plan to maximize efficiency in the overall construction timeline, and ensuring coordination between the general contractor and modular manufacturer. •Assist in ensuring that the construction documents and schematics obtain all necessary permits, approvals, and certifications from all required agencies. •Manage labor standards and compliance as required by local, state, and federal agencies. CREDE will enforce the required State Public Works, Davis Bacon, and HUD Section 3 contract compliance programs that the project will be subject to as a result of using restricted funds. •Provide site management and project inspections, including final inspections, to ensure that the project meets all standards. •Conduct final audit reporting, which includes confirming that all labor and prevailing wage compliance, as well as all HUD requirements, have been met. CREDE was selected through a formal procurement process where the City released an RFQual seeking a fee for service developer with experience in managing projects       Packet Pg. 19 2 4 1 5 that utilize modular construction. On September 19, 2024, the City released the RFQual for development management services and received five (5) responsive proposals by the October 17, 2024, deadline. The proposals were awarded on a “best value” basis as opposed to “lowest bid” in order to select the firm that can provide the best development management services. The results of the RFQual are as follows: Vendor Cost of Proposal Average Scoring Percent CREDE Construction Advisory $1,091,148 95.33% Skanska $698,077 90.33% Dignity Moves $902,000 78.97% BCM Group, Inc. $1,085,837 76.21% TAIT & Associates, Inc. Provided hourly rates based on employee classification 69.31% Staff conducted a formal evaluation of the responses and held Zoom interviews with the proposers between October 23-24, 2024. For the formal evaluation, staff scored each response across ten (10) categories, which included: •The Proposer is properly licensed •The Proposer has no conflict of interest •Clarity and conformance of proposal to the RFQual. •The content of the proposal. •The proposer’s experience and performance. •Team members’ experience and performance. •The fee proposal being clearly outlined and aligned with the services. •Comments by references. •Exceptions/deviations to RFQual •History of litigation For every category in the formal evaluation, CREDE either had the highest score or was tied with the highest score, ultimately making them the highest-scoring respondent overall. During the interviews, CREDE demonstrated the best understanding of the restricted funding sources and the need to strictly adhere to the labor compliance requirements associated with federal funds. CREDE also has extensive experience working with public jurisdictions that use restricted funds, including experience working locally within the County of San Bernardino where they served as the project manager for the construction of the San Bernardino Justice Center. Overall, the City determined that CREDE was the most qualified respondent for development management services and best suited to be the City’s development manager for the Navigation Center.       Packet Pg. 20 2 4 1 5 2021-2025 Strategic Targets and Goals Approving the agreements with Mandeville Modular and CREDE Construction Advisory aligns with Key Target No. 3: Improved Quality of Life. Fiscal Impact There is no General Fund impact associated with approving the agreements with Mandeville Modular and CREDE Construction Advisory. There are sufficient ARPA funds in the project’s approved budget to fund the agreements. Conclusion It is recommended that the Mayor and City Council of the City of San Bernardino, California: 1. Approve an Agreement for Design Services and Purchase and Delivery of Goods with Mandeville Modular in the amount of $10,093,027 (which includes a 15% contingency); and 2. Authorize the Director of Finance and Management Services to issue a Purchase Order in an amount not to exceed $10,093,027 to Mandeville Modular; and 3. Approve a Professional Services Agreement with CREDE Construction Advisory in the amount of $1,091,148 for Development Management Services of the Navigation Center; and 4. Authorize the Director of Finance and Management Services to issue a Purchase Order in an amount not to exceed $1,091,148 to CREDE Construction Advisory; and 5. Authorize the City Manager, or designee, to execute the Agreement for Design Services and Purchase and Delivery of Goods with Mandeville Modular and the Professional Services Agreement with CREDE Construction Advisory; and 6. Provide staff direction on how to reallocate the $5,605,215 in surplus ARPA funds. Attachments Attachment 1 – Design Services and Purchase and Delivery of Goods Agreement with Mandeville Modular. Attachment 2 – Professional Services Agreement with CREDE Construction Advisory. Attachment 3 – Navigation Center Funding Source Matrix Attachment 4 – RFP F-24-1019 SB Hope Campus Modular Building Manufacturer Attachment 5 – Mandeville Modular Proposal Attachment 6 – RFQual F-24-6001 Development Management Services       Packet Pg. 21 2 4 1 5 Attachment 7 – CREDE Construction Advisory Proposal Attachment 8 – Navigation Center PowerPoint Ward: First Ward Synopsis of Previous Council Actions: October 27, 2022 Mayor and City Council held a workshop to address the City’s growing homelessness crisis and was presented with the Navigation Center concept. December 7, 2022 Mayor and City Council allocated $12,450,000 in ARPA funds for the construction of the Navigation Center and $4,500,000 in ARPA funds for the operation of the Navigation Center. February 1, 2023 Mayor and City Council adopted Resolution No. 2023-028 declaring a Homelessness State of Emergency. March 15, 2023 Mayor and City Council approved an allocation of $4,299,672 of HOME-ARP funds to assist with the design and construction of the Navigation Center. May 17, 2023 Mayor and City Council adopted Resolution No. 2023-076 adopting the Homelessness State of Emergency Implementation Strategy. June 21, 2023 Mayor and City Council adopted the FY 2023-24 Annual Action Plan, which included an allocation of $1,901,365 in CDBG funds for the Navigation Center. July 19, 2023 Mayor and City Council adopted Resolution No. 2023-097, amending the City’s 2020-2023 Permanent Local Housing Allocation (PLHA) Program funding to provide $4,355,241 towards the operating and/or capital costs of the City’s Navigation Center. October 4, 2023 Mayor and City Council adopted Resolution No. 2023-144 for the Strategic Initiatives, approving an annual allocation of $2,000,000 for Homelessness Services Sustainability beginning FY 2026/27. November 1, 2023 Mayor and City Council accepted $808,358.87 in Homeless Housing, Assistance, and Prevention (HHAP) Round 3 grant funds from the County of San Bernardino for the Navigation Center.       Packet Pg. 22 2 4 1 5 September 4, 2024 Mayor and City Council adopted Resolution No. 2024-201 reaffirming the declaration of a Homelessness State of Emergency. October 2, 2024 Mayor and City Council reallocated the $4,500,000 in ARPA funds from operations to construction for the Navigation Center. October 24, 2024 Mayor and City Council held a Special Meeting for an update on the Navigation Center project.       Packet Pg. 23 1 5 9 2 4 CITY OF SAN BERNARDINO AGREEMENT FOR DESIGN SERVICES AND FOR PURCHASE AND DELIVERY OF GOODS 1. PARTIES AND DATE. This Agreement is made and entered into as December 4, 2024 by and between the City of San Bernardino, a charter city and municipal corporation organized and operating under the laws of the State of California, with its principal place of business at Vanir Tower, 290 North D Street, San Bernardino, California 92401 (“City”), and Mandeville Modular, a California Corporation with its principal place of business at 39516 30th Street East, Palmdale, California 93550 (hereinafter referred to as “Company”). City and Company are sometimes individually referred to herein as “Party” and collectively as “Parties.” 2. RECITALS. 2.1 City. City is a municipal corporation organized under the laws of the State of California, with power to contract for services necessary to achieve its purpose. 2.2 Company. Company desires to perform and assume responsibility for the provision of certain professional design services and manufacturing and delivery of modular buildings required by the City on the terms and conditions set forth in this Agreement. Company warrants that it is fully licensed, qualified, and willing to perform the services required by this Agreement; provided, however, that if Company is a corporation or other organization, the Project Designer designated pursuant to Section 3.2, and not the Company itself, shall be fully licensed to practice as an architect and/or engineer in the State of California. 2.3 Project. City desires to engage Company to render such services for the San Bernardino Hope Campus ("Project") as set forth in this Agreement. 3. TERMS 3.1 Employment of Company. 3.1.1 Scope of Services. Company promises and agrees to furnish to City all labor, materials, tools, equipment, goods, services, and incidental and customary work necessary to fully and adequately supply the professional design and related services necessary for the full and adequate completion of the Project consistent with the provisions of this Agreement, including the manufacturing and delivery of modular buildings (hereinafter referred to as “Services”). The Services are more particularly described throughout this Agreement, including Exhibit “A through G” attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, any exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. All Services performed by Company shall be subject to the sole and discretionary approval of the City, which approval shall not be unreasonably withheld. Additionally, Company shall comply with all Federal requirements applicable to the Services as set forth in Exhibit A through G. 3.1.2 Company agrees to sell to City and City agrees to purchase the materials and/or equipment (“Goods”) as specified and per the specifications attached hereto and incorporated herein as Exhibit “A through G” Unless specifically stated otherwise, the Goods shall be new and unused and of the current production year.       Packet Pg. 24 2 5 9 2 4 3.1.3 Term. The term of this Agreement shall be from December 4, 2024, to December 31, 2025, unless earlier terminated as provided herein. Company shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. 3.2 Project Company; Key Personnel. 3.2.1 Project Designer. Company shall name a specific individual to act as Project Designer, subject to the approval of City. Company hereby designates Heith Bibby (License No. MF1594154) to act as the Project Designer for the Project. The Project Designer shall: (1) maintain oversight of the Services; (2) have full authority to represent and act on behalf of the Company for all purposes under this Agreement; (3) supervise and direct the Services using his or her best skill and attention; (4) be responsible for the means, methods, techniques, sequences and procedures used for the Services; (5) adequately coordinate all portions of the Services; and (6) act as principal contact with City and all contractors, consultants, engineers and inspectors on the Project. Any change in the Project Designer shall be subject to the City’s prior written approval, which approval shall not be unreasonably withheld. The new Project Designer shall be of at least equal competence as the prior Project Designer. In the event that City and Company cannot agree as to the substitution of a new Project Designer, City shall be entitled to terminate this Agreement for cause. 3.2.2 Key Personnel. In addition to the Project Designer, Company has represented to the City that certain additional key personnel, engineers and consultants will perform the Services under this Agreement. Should one or more of such personnel, engineers or consultants become unavailable, Company may substitute others of at least equal competence . As discussed below, any personnel, engineers or consultants who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Company at the request of the City. 3.3 Hiring of Consultants and Personnel. 3.3.1 Right to Hire or Employ. Company shall have the option, unless City objects in writing after notice, to employ at its expense architects, engineers, experts or other consultants qualified and licensed to render services in connection with the planning and/or administration of the Project, and to delegate to them such duties as Company may delegate without relieving Company from administrative or other responsibility under this Agreement. Company shall be responsible for the coordination and cooperation of Company’s architects, engineers, experts or other consultants. 3.3.2 Qualification and License. All architects, engineers, experts and other consultants retained by Company in performance of this Agreement shall be qualified to perform the Services assigned to them, and shall be licensed to practice in their respective professions, where required by law. 3.3.3 Standards and Insurance. All architects, engineers, experts and other consultants hired by Company shall be required to meet all of the same standards and insurance requirements set forth in this Agreement, unless other standards or requirements are approved by the City in writing. Unless changes are approved in writing by the City, Company’s agreements       Packet Pg. 25 3 5 9 2 4 with its consultants shall contain a provision making them subject to all provisions stipulated in this Agreement. 3.3.4 Assignments or Staff Changes. Company shall promptly notify the City of any assignment, reassignment or replacement of such architects, engineers, experts and consultants, or of other staff changes of key personnel working on the Project. 3.3.5 Draftsman and Clerical Support. Draftsmen and clerical personnel shall be retained by Company at Company’s sole expense. 3.4 Standard of Care. 3.4.1 Standard of Care. Company shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals qualified to perform the Services in the same discipline in the State of California, and shall be responsible to City for damages sustained by the City and delays to the Project as specified in the indemnification provision of this Agreement. Without limiting the foregoing, Company shall be fully responsible to the City for any increased costs incurred by the City as a result of any such delays in the design or manufacturing of the Project. Company represents and maintains that it is skilled in the professional calling necessary to perform the Services. Company warrants and represents that all of its employees, architects, engineers, experts and other consultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Company represents that it, its employees, architects, engineers, experts and other consultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services assigned to or rendered by them and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Company shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Company’s failure to comply with the standard of care provided for herein. 3.4.2 Performance of Employees. Any employee or consultant who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee or consultant who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Company and shall not be re-employed to perform any of the Services or to work on the Project. 3.5 Laws and Regulations. 3.5.1 Knowledge and Compliance. Company shall keep itself fully informed of and in compliance with all applicable local, state and federal laws, rules and regulations in any manner affecting the performance of the Services or the Project, and shall give all notices required of the Company by law. Company shall be liable, pursuant to the standard of care and indemnification provisions of this Agreement, for all violations of such laws and regulations in connection with its Services. If the Company performs any work knowing it to be contrary to such laws, rules and regulations, Company shall be solely responsible for all costs arising therefrom. Company shall defend, indemnify and hold City, its officials, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.       Packet Pg. 26 4 5 9 2 4 3.5.2 Drawings and Specifications. Company shall cause all drawings and specifications to conform to any applicable requirements of federal, state and local laws, rules and regulations in effect as of the time the drawings and specifications are prepared or revised during the latest phase of the Services described in Exhibits A through G attached hereto. Any significant revisions made necessary by changes in such laws, rules and regulations after this time may be compensated as Additional Services which were not known or reasonably should not have been known by Company. Company shall cause the necessary copies of such drawings and specifications to be filed with any governmental bodies with approval jurisdiction over the Project, in accordance with the Services described in Exhibits A through G attached hereto. For the preparation of all such drawings and specifications, the Company shall use Computer Aided Design Drafting (“CADD”) (e.g., AutoCAD) or other technology acceptable to the Company and City. 3.5.3 Americans with Disabilities Act. Company will use its best professional efforts to interpret all applicable federal, state and local laws, rules and regulations with respect to access, including those of the California Building Code, the Americans with Disabilities Act (“ADA”), and Section 504 of the Rehabilitation Act of 1973. Company shall inform City of the existence of inconsistencies of which it is aware or reasonably should be aware between federal and state accessibility laws, rules and regulations, as well as any other issues which are subject to conflicting interpretations of the law, and shall provide the City with its interpretation of such inconsistencies and conflicting interpretations. Unless Company brings such inconsistencies and conflicting interpretations to the attention of the City and requests City’s direction on how to proceed, the Company’s interpretation of such inconsistencies and conflicting interpretations shall be the sole responsibility and liability of Company, and the Company shall correct all plans, specifications and other documents prepared for the Project at no additional cost if its interpretations are shown to be incorrect. In the event that the Company request’s City’s direction on how to proceed with respect to any inconsistent and/or conflicting interpretation, the Company shall be responsible to the City only pursuant to the indemnification provisions of this Agreement. 3.5.4 Permits, Approvals and Authorizations. Company shall provide City with a list of all permits, approvals or other authorizations required for the Project from all federal, state or local governmental bodies with approval jurisdiction over the Project. Company shall then assist the City in obtaining all such permits, approvals and other authorizations. The costs of such permits, approvals and other authorizations shall be paid by the City. 3.5.5 Water Quality Management and Compliance. (a) Compliance with Water Quality Laws, Ordinances and Regulations. Company shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Services including, without limitation, all applicable provisions of the City’s ordinances regulating water quality and storm water; the Federal Water Pollution Control Act (33 U.S.C. § 1251 et seq.); the California Porter-Cologne Water Quality Control Act (Cal Water Code §§ 13000-14950); and any and all regulations, policies, or permits issued pursuant to any such authority. Company shall additionally comply with the lawful requirements of the City, and any other municipality, drainage district, or other local agency with jurisdiction over the location where the Services are to be conducted, regulating water quality and storm water discharges. (b) Standard of Care. Company warrants that all employees and subcontractors shall have sufficient skill and experience to perform the work assigned to them       Packet Pg. 27 5 5 9 2 4 without impacting water quality in violation of the laws, regulations and policies described in Sections 3.5.5(a) of this Agreement. Company further warrants that it, its employees and subcontractors will receive adequate training, as determined by the City, regarding these requirements as they may relate to the Services. (c) Liability for Non-compliance. (i) Indemnity: Failure to comply with laws, regulations, and ordinances listed in Sections 3.5.5(a) of this Agreement is a violation of federal and state law. Notwithstanding any other indemnity contained in this Agreement, Company agrees to indemnify and hold harmless the City, its officials, officers, agents, employees and authorized volunteers from and against any and all claims, demands, losses or liabilities of any kind or nature which the City, its officials, officers, agents, employees and authorized volunteers may sustain or incur for noncompliance with the laws, regulations, and ordinances listed above, arising out of or in connection with the Services, except for liability resulting from the sole established negligence, willful misconduct or active negligence of the City, its officials, officers, agents, employees or authorized volunteers. (ii) Defense: City reserves the right to defend any enforcement action or civil action brought against the City for Company’s failure to comply with any applicable water quality law, regulation, or policy. Company hereby agrees to be bound by, and to reimburse the City for the costs associated with, any settlement reached between the City and the relevant enforcement entity. (iii) Damages: City may seek damages from Company for delay in completing the Services caused by Company’s failure to comply with the laws, regulations and policies described in Section 3.5.5(a) of this Agreement, or any other relevant water quality law, regulation, or policy. 3.5.6 Air Quality. (a) Compliance with Air Quality Laws, Ordinances, and Regulations. Company must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the California Air Resources Board (CARB). Company shall specifically be aware of the CARB limits and requirements’ application to “portable equipment”, which definition is considered by CARB to include any item of equipment with a fuel-powered engine. Company shall indemnify City against any fines or penalties imposed by CARB or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Company, its subcontractors, or others for whom Company is responsible under its indemnity obligations provided for in this Agreement. 3.6 Independent Contractor. 3.6.1 Control and Payment of Subordinates. City retains Company on an independent contractor basis and Company is not an employee of City. Company is not an employee for state tax, federal tax or any other purpose, and is not entitled to the rights or benefits afforded to City’s employees. Any additional personnel performing the Services under this Agreement on behalf of Company shall also not be employees of City, and shall at all times be under Company’s exclusive direction and control. Company shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this       Packet Pg. 28 6 5 9 2 4 Agreement and as required by law. Company shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation insurance. 3.7 Schedule of Services. 3.7.1 Company Services. Company shall fully and adequately complete the Services described in this Agreement and in Exhibits A through G attached hereto and incorporated herein by reference. 3.7.2 Timely Performance Standard. Company shall perform all Services hereunder as expeditiously as is consistent with professional skill and care, as well as the orderly progress of the Project work so as not to be the cause, in whole or in part, of delays in the completion of the Project or in the achievement of any Project milestones, as provided herein. Specifically, Company shall perform its Services so as to allow for the full and adequate completion of the Project within the time required by the City and within any completion schedules adopted for the Project. Company agrees to coordinate with City’s staff, contractors and consultants in the performance of the Services, and shall be available to City’s staff, contractors and consultants at all reasonable times. 3.7.3 Performance Schedule. Company shall prepare an estimated time schedule for the performance of Company’s Services, to be adjusted as the Project proceeds. Such schedule shall be subject to the City’s review and approval, which approval shall not be unreasonably withheld, and shall include allowances for periods of time required for City’s review and approval of submissions, and for approvals of authorities having jurisdiction over Project approval and funding. If City and Company cannot mutually agree on a performance schedule, City shall have the authority to immediately terminate this Agreement. The schedule shall not be exceeded by Company without the prior written approval of City. If the Company’s Services are not completed within the time provided by the agreed upon performance schedule, or any milestones established therein, it is understood, acknowledged and agreed that the City will suffer damage for which the Company will be responsible pursuant to the indemnification provision of this Agreement. 3.7.4 Excusable Delays. Any delays in Company’s work caused by the following shall be added to the time for completion of any obligations of Company: (1) the actions of City or its employees; (2) the actions of those in direct contractual relationship with City; (3) the actions of any governmental agency having jurisdiction over the Project; (4) the actions of any parties not within the reasonable control of the Company; and (5) Force Majeure Event. Neither the City nor the Company shall be liable for damages, liquidated or otherwise, to the other on account of such delays. Such a non-compensable adjustment shall be Company’s sole and exclusive remedy for such delays and the Company will not receive an adjustment to the contract price or any other compensation. A Force Majeure Event shall mean an event that materially affects a party’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the work); (4) pandemics, epidemics or quarantine restrictions; and (5) strikes and other organized labor action occurring at the project site and the effects thereof on the work, only to the extent such strikes and other organized labor action are beyond the control of Company and its subcontractors, of every tier, and to the extent the effects thereof cannot be avoided by use of       Packet Pg. 29 7 5 9 2 4 replacement workers. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority. 3.7.5 Request for Excusable Delay Credit. The Company shall, within fifteen (15) calendar days of the beginning of any excusable delay, notify the City in writing of the causes of delay (unless City grants in writing a further period of time to file such notice prior to the date of final payment under the Agreement). City will then ascertain the facts and the extent of the delay, and grant an extension of time for completing the Services when, in its sole judgment, the findings of fact justify such an extension. The City’s findings of fact thereon shall be final and conclusive on the parties. Extensions of time shall apply only to that portion of the Services affected by the delay and shall not apply to other portions of the Services not so affected. The sole remedy of Company for extensions of time shall be an extension of the performance time at no cost to the City. If Additional Services are required as a result of an excusable delay, the parties shall mutually agree thereto pursuant to the Additional Services provision of this Agreement. Should Company make an application for an extension of time, Company shall submit evidence that the insurance policies required by this Agreement remain in effect during the requested additional period of time. 3.7.6 Conformance to Applicable Requirements. All work prepared by Company shall be subject to the approval of City. 3.7.7 Acceptance. The Goods shall be delivered to a location designated by the City and shall be F.O.B. the City’s destination. Company shall be responsible for arranging transportation of the Goods and for any damages to the Goods during transport. The Goods shall be received subject to City’s inspection and right of rejection. The Goods shall not be considered accepted until inspection, testing and/or use of the Goods is found to be in accordance with the City’s specifications. Final inspection of the Goods shall be at the location specified herein, unless otherwise agreed in writing. If the Goods are found at any time to be defective in material or workmanship, or otherwise not in conformance with specifications, City shall have the right, in addition to any other rights which it may have under warranties or otherwise, to reject such Goods in whole or in part. Rejected Goods shall be held at Company’s risk for a reasonable time thereafter and shall be returned or disposed of at Company’s expense. No rejected Goods shall be replaced by Company without written instruction or authorization from City. 3.7.8 Coordination of Services. Company agrees to work closely with City staff in the performance of Services and the delivery of Goods and shall be available to City’s staff, consultants, and other staff at all reasonable times. 3.8 Additional Company Services. 3.8.1 Request for Services. At City’s request, Company may be asked to perform services not otherwise included in this Agreement, not included within the basic services listed in Exhibits “A through G” attached hereto, and/or not customarily furnished in accordance with generally accepted design practice. 3.8.2 Definition. As used herein, “Additional Services” mean: (1) any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary for the Company to perform at the execution of this Agreement; or (2) any work listed as Additional Services in Exhibits “A through G” attached hereto. Company shall not perform, nor be compensated for, Additional Services       Packet Pg. 30 8 5 9 2 4 without prior written authorization from City and without an agreement between the City and Company as to the compensation to be paid for such services. City shall pay Company for any approved Additional Services, pursuant to the compensation provisions herein, so long as such services are not made necessary through the fault of Company pursuant to the indemnification provision of this Agreement. 3.8.3 Examples of Additional Services. Such Additional Services shall not include any redesign or revisions to drawings, specifications or other documents when such revisions are necessary in order to bring such documents into compliance with applicable laws, rules, regulations or codes of which Company was aware or should have been aware pursuant to the laws and regulations provision of this Agreement above. Such Additional Services may include, but shall not be limited to: (a) Separately Bid Portions of Project. Plan preparation and/or administration of work on portions of the Project separately bid. (b) Furniture and Interior Design. Assistance to City, if requested, for the selection of moveable furniture, equipment or articles which are not included in the Construction Documents. (c) Fault of Company. Services caused by delinquency, default or insolvency of Company, or by major defects in the work of the Company, provided that any such services made necessary by the failure of Company to detect and report such matters when it reasonably should have done so shall not be compensated. (d) Inconsistent Approvals or Instructions. Revisions in drawings, specifications or other documents when such revisions are inconsistent with written approvals or instructions previously given and are due to causes beyond the control of Company. (e) Legal Proceedings. Serving as an expert witness on City's behalf or attending legal proceedings to which the Company is not a party. (f) Damage Repair. Supervision of repair of damages to any Goods. (g) Extra Environmental Services. Additional work required for environmental conditions not already contemplated within the Company's services for the Project. 3.9 City Responsibilities. City’s responsibilities shall include the following: 3.9.1 Data and Information. City shall make available to Company all necessary data and information concerning the purpose and requirements of the Project, including scheduling and budget limitations, objectives, constraints and criteria. 3.9.2 Project Survey. If required pursuant to the scope of the Project and if requested by Company, City shall furnish Company with, or direct Company to procure at City’s expense, a survey of the Project site prepared by a registered surveyor or civil engineer, any other record documents which shall indicate existing structures, land features, improvements, sewer, water, gas, electrical and utility lines, topographical information and boundary dimensions of the site, and any other such pertinent information.       Packet Pg. 31 9 5 9 2 4 3.9.3 Bid Phase. Provide the City with Construction Documents to distribute to bidders and be available during the bid process to answer any questions. 3.9.4 Testing. Retain consultant(s) to conduct chemical, mechanical, soils, geological or other tests required for proper design of the Project, and furnish such surveys, borings, test pits, and other tests as may be necessary to reveal conditions of the site which must be known to determine soil condition or to ensure the proper development of the required drawings and specifications. 3.9.5 Required Inspections and Tests. Retain consultant(s) to conduct materials testing and inspection or environmental/hazardous materials testing and inspection pursuant to any applicable laws, rules or regulations. 3.9.6 Fees of Reviewing or Licensing Agencies. Directly pay or reimburse the payment of all fees required by any reviewing or licensing agency, or other agency having approval jurisdiction over the Project. 3.9.7 City’s Representative. The City hereby designates the Director of Public Works, or his or her designee, to act as its representative for the performance of this Agreement (“City’s Representative”). City’s Representative shall have the power to act on behalf of the City for all purposes under this Contract. Representative hereby designates City Engineer, or his or her designee, as the City’s contact for the implementation of the Services hereunder. Company shall not accept direction or orders from any person other than the City’s Representative or his or her designee. 3.9.8 Review and Approved Documents. Review all documents submitted by Company, including change orders and other matters requiring approval by the City Council or other officials. City shall advise Company of decisions pertaining to such documents within a reasonable time after submission, so as not to cause unreasonable delay as provided in the excusable delay provisions of this Agreement above. 3.10 Compensation. 3.10.1 Company’s Compensation for Basic Services. City shall pay to Company, for the performance of all Services rendered under this Agreement, the total not to exceed amount of Ten Million, Ninety-Three Thousand, and Twenty Seven Dollars ($10,093,027.00) (“Total Compensation”). This Total Compensation amount shall be based upon, and may be adjusted according to, the fee schedule and related terms and conditions attached hereto as Exhibit “B through D” and incorporated herein by reference. The Total Compensation, as may be adjusted upon mutual agreement, shall constitute complete and adequate payment for Services under this Agreement. 3.10.2 Payment for Additional Services. At any time during the term of this Agreement, City may request that Company perform Additional Services. As used herein, Additional Services means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement. Any additional work in excess of this amount must be approved by the City. If authorized, such Additional Services will be compensated at the rates and in the manner set forth in Exhibit “C” attached hereto and incorporated herein by reference, unless a flat rate or some other form of compensation is mutually agreed upon by the parties. If City requires Company to hire consultants to perform any Additional Services, Company shall be       Packet Pg. 32 10 5 9 2 4 compensated therefore at the rates and in the manner set forth in Exhibit “C” attached hereto and incorporated herein by reference, unless a flat rate or some other form of compensation is mutually agreed upon by the parties. City shall have the authority to review and approve the rates of any such consultants. In addition, Company shall be reimbursed for any expenses incurred by such consultants pursuant to the terms and conditions of Section 3.10.3. 3.10.3 Reimbursable Expenses. Reimbursable expenses are in addition to compensation for the Services and Additional Services. Company shall not be reimbursed for any expenses unless authorized in writing by City . 3.10.4 Payment to Company. Company’s compensation and reimbursable expenses shall be paid by City to Company no more often than monthly. Such periodic payments shall be made based upon the percentage of work completed, and in accordance with the phasing and funding schedule provided in Exhibit “B” and the compensation rates indicated in Exhibits “B through D” attached hereto and incorporated herein by reference. In order to receive payment, Company shall present to City an itemized statement which indicates Services performed, percentage of Services completed, method for computing the amount payable, and the amount to be paid at the address listed in Section 3.29. The statement shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement, as well as those expenses for which reimbursement is requested for that statement period. The amount paid to Company shall never exceed the percentage amounts authorized by the phasing and funding schedule located in Exhibit “B” attached hereto. City shall, within thirty (30) days of receiving such statement, review the statement and pay all approved charges thereon pursuant to the provisions of Civil Code Section 3320. Disputed amounts shall be resolved by the parties in a mutually agreeable manner. Payments made for Additional Services shall be made in installments, not more often than monthly, proportionate to the degree of completion of such services or in such other manner as the parties shall specify when such services are agreed upon, and in accordance with any authorized fee or rate schedule. In order to receive payment, Company shall present to City an itemized statement which indicates the Additional Services performed, percentage of Additional Services completed, method for computing the amount payable, and the amount to be paid. The statement shall describe the amount of Additional Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within thirty (30) days of receiving such statement, review the statement and pay all approved charges thereon pursuant to the provisions of Civil Code Section 3320. Disputed amounts shall be resolved by the parties in a mutually agreeable manner. Upon cancellation or termination of this Agreement, Company shall be compensated as set forth in the termination provision herein. 3.10.5 Withholding Payment to Company. The City may withhold payment, in whole or in part, to the extent reasonably necessary to protect the City from claims, demands, causes of action, costs, expenses, liabilities, losses, damages, or injuries of any kind to the extent arising out of or caused by the negligence, recklessness, or willful misconduct protected under the indemnification provisions of this Agreement. Failure by City to deduct any sums from a progress payment shall not constitute a waiver of the City’s right to such sums. The City may keep any moneys which would otherwise be payable at any time hereunder and apply the same, or so much as may be necessary therefor, to the payment of any expenses, losses, or damages as determined by the City, incurred by the City for which Company is liable under the Agreement or state law. Payments to the Company for compensation and reimbursable expenses due shall       Packet Pg. 33 11 5 9 2 4 not be contingent on the completion or ultimate success of the Project. Payment to the Company shall not be withheld, postponed, or made contingent upon receipt by the City of offsetting reimbursement or credit from parties not within the Company’s reasonable control. 3.10.6 Prevailing Wages. Company is aware of the requirements of California Labor Code Sections 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Company agrees to fully comply with and to require its consultants to fully comply with such Prevailing Wage Laws. City shall provide Company with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Company shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Company’s principal place of business and at the Project site. Company shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure of the Company or its consultants to comply with the Prevailing Wage Laws. It shall be mandatory upon the Company and all subconsultants to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4. 3.10.7 Registration. If the Services are being performed as part of an applicable “public works” or “maintenance” project, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Company and all subconsultants performing such Services must be registered with the Department of Industrial Relations. Company shall maintain registration for the duration of the Project and require the same of any subconsultants, as applicable. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1. 3.10.8 Labor Compliance. This Project may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Company’s sole responsibility to comply with all applicable registration and labor compliance requirements. Any stop orders issued by the Department of Industrial Relations against Company or any subcontractor that affect Company’s performance of Services, including any delay, shall be Company’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Company caused delay and shall not be compensable by the City. Company shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Company or any subcontractor. 3.11 Notice to Proceed.       Packet Pg. 34 12 5 9 2 4 Company shall not proceed with performance of any Services under this Agreement unless and until the City provides a written notice to proceed. 3.12 Termination, Suspension and Abandonment. 3.12.1 Grounds for Termination; Company’s Termination for Cause. City hereby reserves the right to suspend or abandon, at any time and for any reason, all or any portion of the Project and the construction work thereon, or to terminate this Agreement at any time with or without cause. Company shall be provided with at least seven (7) days advanced written notice of such suspension, abandonment or termination. In the event of such suspension, abandonment or termination, Company shall be paid for Services and reimbursable expenses rendered up to the date of such suspension, abandonment or termination, pursuant to the schedule of payments provided for in this Agreement, less any claims against or damages suffered by City as a result of the default, if any, by Company. Company hereby expressly waives any and all claims for damages or compensation arising under this Agreement, except as set forth herein, in the event of such suspension, abandonment or termination. Company may terminate this Agreement for substantial breach of performance by the City such as failure to make payment to Company as provided in this Agreement. 3.12.2 City’s Suspension of Work. If Company’s Services are suspended by City, City may require Company to resume such Services within ninety (90) days after written notice from City. When the Project is resumed, the Total Compensation and schedule of Services shall be equitably adjusted upon mutual agreement of the City and Company. 3.12.3 Goods, Documents, and Other Data. Upon suspension, abandonment or termination, Company shall provide to City all Goods, preliminary studies, sketches, working drawings, specifications, computations, and all other Project Documents, as defined below, to which City would have been entitled at the completion of Company’s Services under this Agreement. Upon payment of the amount required to be paid to Company pursuant to the termination provisions of this Agreement, City shall have the rights, as provided in this Agreement hereinafter, to use such Goods and Project Documents prepared by or on behalf of Company under this Agreement. Company shall make such Goods and documents available to City upon request and without additional compensation other than as may be approved as a reimbursable expense. 3.12.4 Employment of other Companies. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.13 Ownership and Use of Documents; Confidentiality. 3.13.1 Ownership. All plans, specifications, original or reproducible transparencies of working drawings and master plans, preliminary sketches, design presentation drawings, structural computations, estimates and any other documents prepared pursuant to this Agreement, including, but not limited to, any other works of authorship fixed in any tangible medium of expression such as writings, physical drawings and data magnetically or otherwise recorded on computer diskettes (hereinafter referred to as the “Project Documents”) shall be and remain the property of City. Although the official copyright in all Project Documents shall remain with the Company or other applicable subcontractors or consultants, the Project Documents shall be the property of City whether or not the work for which they were made is executed or completed. Within thirty (30) calendar days following completion of the Project, Company shall       Packet Pg. 35 13 5 9 2 4 provide to City copies of all Project Documents required by City. In addition, Company shall retain copies of all Project Documents on file for a minimum of fifteen (15) years following completion of the Project, and shall make copies available to City upon the payment of reasonable duplication costs. Before destroying the Project Documents following this retention period, Company shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents. 3.13.2 Right to Use. Company grants to City the right to use and reuse all or part of the Project Documents, at City’s sole discretion and with no additional compensation to Company, for the following purposes: (a) The construction of all or part of this Project. (b) The repair, renovation, modernization, replacement, reconstruction or expansion of this Project at any time; (c) The construction of another project by or on behalf of the City for its ownership and use; City is not bound by this Agreement to employ the services of Company in the event such documents are used or reused for these purposes. City shall be able to use or reuse the Project Documents for these purposes without risk of liability to the Company or third parties with respect to the condition of the Project Documents, and the use or reuse of the Project Documents for these purposes shall not be construed or interpreted to waive or limit City’s right to recover for latent defects or for errors or omissions of the Company. Any use or reuse by City of the Project Documents on any project other than this Project without employing the services of Company shall be at City’s own risk with respect to third parties. If City uses or reuses the Project Documents on any project other than this Project, it shall remove the Company’s seal from the Project Documents and hold harmless Company and its officers, directors, agents and employees from claims arising out of the negligent use or re-use of the Project Documents on such other project. 3.13.3 License. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify or reuse any and all Project Documents and any intellectual property rights therein. Company shall require any and all subcontractors and consultants to agree in writing that City is granted a non-exclusive and perpetual license for the work of such subcontractors or consultants performed pursuant to this Agreement. 3.13.4 Right to License. Company represents and warrants that Company has the legal right to license any and all copyrights, designs and other intellectual property embodied in the Project Documents that Company prepares or causes to be prepared pursuant to this Agreement. Company shall indemnify and hold City harmless pursuant to the indemnification provisions of this Agreement for any breach of this Section. Company makes no such representation and warranty in regard to previously prepared designs, plans, specifications, studies, drawings, estimates or other documents that were prepared by design professionals other than Company and provided to Company by City. 3.13.5 Confidentiality. All Project Documents, either created by or provided to Company in connection with the performance of this Agreement, shall be held confidential by Company to the extent they are not subject to disclosure pursuant to the Public Records Act. All       Packet Pg. 36 14 5 9 2 4 Project Documents shall not, without the written consent of City, be used or reproduced by Company for any purposes other than the performance of the Services. Company shall not disclose, cause or facilitate the disclosure of the Project Documents to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Company which is otherwise known to Company or is generally known, or has become known, to the related industry shall be deemed confidential. Company shall not use City’s name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the written consent of City. 3.14 Indemnification. 3.14.1 To the fullest extent permitted by law, Company shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Company, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Company’s services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses. Company's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Company, the City, its officials, officers, employees, agents, or volunteers. 3.14.2 If Company’s obligation to defend, indemnify, and/or hold harmless arises out of Company’s performance of “design professional” services (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Company’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Company, and, upon Company obtaining a final adjudication by a court of competent jurisdiction, Company’s liability for such claim, including the cost to defend, shall not exceed the Company’s proportionate percentage of fault. 3.15 Insurance. Company shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this Section. In addition, Company shall not allow any subconsultant to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section. 3.15.1 Types of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, Company shall, at its expense, procure and maintain in full force and effect for the duration of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Company agrees to amend, supplement or endorse the policies to do so. 3.15.2 Additional Insured. The City of San Bernardino, its officials, officers, employees, agents, and volunteers shall be named as additional insureds on Company’s and its subconsultants’ policies of commercial general liability and automobile liability insurance using the endorsements and forms specified herein or exact equivalents.       Packet Pg. 37 15 5 9 2 4 3.15.3 Commercial General Liability (a) The Company shall take out and maintain, during the performance of all work under this Agreement, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to the City. (b) Coverage for Commercial General Liability insurance shall be at least as broad as the following: Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 00 01) or exact equivalent. Commercial General Liability Insurance must include coverage for the following: (1) Bodily Injury and Property Damage (2) Personal Injury/Advertising Injury (3) Premises/Operations Liability (4) Products/Completed Operations Liability (5) Aggregate Limits that Apply per Project (6) Explosion, Collapse and Underground (UCX) exclusion deleted (7) Contractual Liability with respect to this Contract (8) Broad Form Property Damage (9) Independent Consultants Coverage (c) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to the Agreement. (d) The policy shall give City, the City Council and each member of the City Council, its officers, employees, agents and City designated volunteers additional insured status using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage. (e) The general liability program may utilize either deductibles or provide coverage excess of a self-insured retention, subject to written approval by the City, and provided that such deductibles shall not apply to the City as an additional insured. 3.15.4 Automobile Liability (a) At all times during the performance of the work under this Agreement, the Company shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, in a form and with insurance companies acceptable to the City.       Packet Pg. 38 16 5 9 2 4 (b) Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto). (c) The policy shall give City, the City Council and each member of the City Council, its officers, employees, agents and City designated volunteers additional insured status. (d) Subject to written approval by the City, the automobile liability program may utilize deductibles, provided that such deductibles shall not apply to the City as an additional insured, but not a self-insured retention. 3.15.5 Workers’ Compensation/Employer’s Liability (a) Company certifies that he/she is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement. (b) To the extent Company has employees at any time during the term of this Agreement, at all times during the performance of the work under this Agreement, the Company shall maintain full compensation insurance for all persons employed directly by him/her to carry out the work contemplated under this Agreement, all in accordance with the “Workers’ Compensation and Insurance Act,” Division IV of the Labor Code of the State of California and any acts amendatory thereof, and Employer’s Liability Coverage in amounts indicated herein. Company shall require all subconsultants to obtain and maintain, for the period required by this Agreement, workers’ compensation coverage of the same type and limits as specified in this Section. 3.15.6 Professional Liability (Errors and Omissions) (a) If Company is also the manufacturer of any equipment included in the Goods, or the Goods themselves, Company shall carry Product Liability and/or Errors and Omissions Insurance which covers said equipment and Goods with limits of not less than $1,000,000. (b) At all times during the performance of the work under this Agreement the Company shall maintain professional liability or Errors and Omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to the City and in an amount indicated herein. This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Company. “Covered Professional Services” as designated in the policy must specifically include work performed under this Agreement. The policy must “pay on behalf of” the insured and must include a provision establishing the insurer's duty to defend. 3.15.7 Privacy/Network Security (Cyber (a) At all times during the performance of work under this Agreement, the Company shall maintain privacy/network security insurance, in a form and with insurance       Packet Pg. 39 17 5 9 2 4 companies acceptable to the City, for: (1) privacy breaches, (2) system breaches, (3) denial or loss of service, and (4) the introduction, implantation or spread of malicious software code. 3.15.8 Minimum Policy Limits Required (a) The following insurance limits are required for the Agreement: Combined Single Limit Commercial General Liability $2,000,000 per occurrence/ $4,000,000 aggregate for bodily injury, personal injury, and property damage Automobile Liability $1,000,000 per occurrence for bodily injury and property damage Employer’s Liability $1,000,000 per occurrence Professional Liability $1,000,000 per claim and aggregate (errors and omissions) Cyber Liability $1,000,000 per occurrence and aggregate (b) Defense costs shall be payable in addition to the limits. (c) Requirements of specific coverage or limits contained in this Section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as Additional Insured pursuant to this Agreement. 3.15.9 Evidence Required (a) Prior to execution of the Agreement, the Company shall file with the City evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein. Such evidence shall include original copies of the ISO CG 00 01 (or insurer’s equivalent) signed by the insurer’s representative and Certificate of Insurance (Acord Form 25-S or equivalent), together with required endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance. 3.15.10 Policy Provisions Required (a) Company shall provide the City at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Company shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non- payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Company shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to the City at least ten (10) days prior to the effective date of cancellation or expiration.       Packet Pg. 40 18 5 9 2 4 (b) The Commercial General Liability Policy and Automobile Policy shall each contain a provision stating that Company’s policy is primary insurance and that any insurance, self-insurance or other coverage maintained by the City or any named insureds shall not be called upon to contribute to any loss. (c) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Company shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Company shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent to the effective date of this Agreement. (d) All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Company or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Company hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants. (e) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Further the limits set forth herein shall not be construed to relieve the Company from liability in excess of such coverage, nor shall it limit the Company’s indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law. 3.15.11 Qualifying Insurers (a) All policies required shall be issued by acceptable insurance companies, as determined by the City, which satisfy the following minimum requirements: Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and admitted to transact in the business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law. 3.15.12 Additional Insurance Provisions (a) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Company, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Company pursuant to this Agreement, including but not limited to, the provisions concerning indemnification. (b) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Company or City will withhold amounts sufficient to pay premium from Company payments. In the alternative, City may cancel this Agreement.       Packet Pg. 41 19 5 9 2 4 (c) The City may require the Company to provide complete copies of all insurance policies in effect for the duration of the Project. (d) At least fifteen (15) days prior to the expiration of any such policy, evidence showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or materially reduced, Company shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, the City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by the City will be promptly reimbursed by Company or the City may withhold amounts sufficient to pay premium from Company payments. In the alternative, the City may suspend or terminate this Agreement. (e) Neither the City nor the City Council, nor any member of the City Council, nor any of the officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement. 3.15.13 Subconsultant Insurance Requirements (a) Company shall not allow any subcontractors or subconsultants to commence work on any subcontract until they have provided evidence satisfactory to the City that they have secured all insurance required under this Section. Policies of commercial general liability insurance provided by such subcontractors or subconsultants shall be endorsed to name the City as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Company, City may approve different scopes or minimum limits of insurance for particular subcontractors or subconsultants. 3.16 Records. Company shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Company shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Company shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of five (5) years from the date of final payment under this Agreement. 3.17 Standardized Manufactured Items. Company shall cooperate and consult with City in the use and selection of manufactured items on the Project, including but not limited to, paint, hardware, plumbing, mechanical and electrical equipment, fixtures, roofing materials and floor coverings. All such manufactured items shall be standardized to City’s criteria to the extent such criteria do not interfere with building design. 3.18 Limitation of Agreement. This Agreement is limited to and includes only the work included in the Project described herein. Any additional or subsequent construction at the site of the Project, or at any other City       Packet Pg. 42 20 5 9 2 4 site, will be covered by, and be the subject of, a separate Agreement for design services between City and the Company chosen therefor by City. 3.19 Mediation. Disputes arising from this Agreement may be submitted to mediation if mutually agreeable to the parties hereto. The type and process of mediation to be utilized shall be subject to the mutual agreement of the parties. 3.20 Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of each party to this Agreement. However, Company shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of City. Any attempted assignment without such consent shall be invalid and void. 3.21 Asbestos Certification. Company shall certify to City, in writing and under penalty of perjury, that to the best of its knowledge, information and belief no asbestos-containing material or other material deemed to be hazardous by the state or federal government was specified as a building material in any construction document that the Company prepares for the Project. Company shall require all consultants who prepare any other documents for the Project to submit the same written certification. Company shall also assist the City in ensuring that contractors provide City with certification, in writing and under penalty of perjury, that to the best of their knowledge, information and belief no material furnished, installed or incorporated into the Project contains asbestos or any other material deemed to be hazardous by the state or federal government. These certifications shall be part of the final Project submittal. Company shall include statements in its specifications that materials containing asbestos or any other material deemed to be hazardous by the state or federal government are not to be included. 3.22 No Third Party Rights. This Agreement shall not create any rights in, or inure to the benefits of, any third party except as expressly provided herein. 3.23 Governing Law. This Agreement shall be construed in accordance with, and governed by, the laws of the State of California. Venue shall be in San Bernardino County. 3.24 Exhibits and Recitals. All exhibits and recitals contained herein and attached hereto are material parts of this Agreement and are incorporated as if fully set forth. 3.25 Severability. Should any provision in the Agreement be held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall continue in full force and effect.       Packet Pg. 43 21 5 9 2 4 3.26 Non-Waiver. None of the provisions of this Agreement shall be considered waived by either party, unless such waiver is specifically specified in writing. 3.27 Safety. Company shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Company shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of its employees, consultant and subcontractors appropriate to the nature of the work and the conditions under which the work is to be performed. 3.28 Harassment Policy. Company shall provide a copy of the City's Harassment Policy to each of its employees assigned to perform the tasks under this Agreement. Company shall submit to the City's Personnel Manager a statement signed by each of its employees who are assigned to perform the Services under this Agreement certifying receipt of City's Harassment Policy and certifying that they have read the Harassment Policy. A finding by the City that any of Company's employees has harassed a City employee shall be grounds for appropriate discipline, up to and including such employee's removal from performance of this Agreement at City's request. 3.29 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: CITY: City of San Bernardino Vanir Tower, 290 North D Street San Bernardino, California 92401 Attn: City Manager With a Copy to: City of San Bernardino Vanir Tower, 290 North D Street San Bernardino, CA 92401 Attn: City Attorney COMPANY: Mr. Heith Bibby, Founder Mandeville Modular, Inc. 39516 30th Street East Palmdale, CA 93550 (562) 661-9149 Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party       Packet Pg. 44 22 5 9 2 4 at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.30 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.31 City’s Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project or other projects. 3.32 Prohibited Interests. 3.32.1 Solicitation. Company maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Company, to solicit or secure this Agreement. Further, Company warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Company, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. 3.32.2 Conflict of Interest. For the term of this Agreement, no director, official, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.33 Warranty of Goods. In addition to all warranties which may be provided by law, Company warrants that the Goods delivered hereunder shall, (a) be free from defect of material or workmanship and conform strictly to the specifications, drawings, or sample specified or furnished; (b) conform to drawings, plans, specifications, samples or other descriptions furnished, specified, accepted or approved by City; and (c) be merchantable and fit for the purposes intended. The warranty shall be for a period of one (1) year, or such longer period as provided by a manufacturer’s warranty or as agreed to by Company and City, from the date of final written acceptance of the Goods by City. This warranty shall survive any inspection, delivery, acceptance, or payment by City of the Goods. Company, at its own expense, shall repair or replace, at the option of City, any defective Goods within a mutually agreed upon schedule between the City and Company. Company also warrants that the Goods are free and clear of all liens and encumbrances whatsoever, that Company is conveying good and marketable title to same, and that Company owns or has a valid license for all of the proprietary technology and intellectual property incorporated within the Goods. Company agrees to indemnify, defend and hold City harmless against any and all third party claims resulting from the breach or inaccuracy of any of the foregoing warranties. 3.34 Disputes. Should any dispute arise respecting the true value of any work done, of any work omitted, or of any extra work which Company may be required to do, or respecting the size of any payment to Company during the performance of this Agreement, Company shall continue to perform the Work while said dispute is decided by the City. If Company disputes the City’s decision, Company shall have such remedies as may be provided by law. 3.35 Laws and Regulations; Employee/Labor Certifications. Company shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations       Packet Pg. 45 23 5 9 2 4 in any manner affecting its performance under this Agreement, including all Cal/OSHA requirements, and shall give all notices required by law. Company shall be liable for all violations of such laws and regulations in connection with this Agreement. If the Company performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Company shall be solely responsible for all costs arising therefrom. City is a public entity of the State of California subject to certain provisions of the Health & Safety Code, Government Code, Public Contract Code, and Labor Code of the State. It is stipulated and agreed that all provisions of the law applicable to the public contracts of a municipality are a part of this Agreement to the same extent as though set forth herein and will be complied with. These include but are not limited to the payment of prevailing wages, the stipulation that eight (8) hours’ labor shall constitute a legal day’s work and that no worker shall be permitted to work in excess of eight (8) hours during any one calendar day except as permitted by law. Company shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.35.1 Employment Eligibility; Company. By executing this Agreement, Company verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time. Such requirements and restrictions include, but are not limited to, examination and retention of documentation confirming the identity and immigration status of each employee of the Company. Company also verifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the term of the Agreement. Company shall avoid any violation of any such law during the term of this Agreement by participating in an electronic verification of work authorization program operated by the United States Department of Homeland Security, by participating in an equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired employees, or by some other legally acceptable method. Company shall maintain records of each such verification, and shall make them available to the City or its representatives for inspection and copy at any time during normal business hours. The City shall not be responsible for any costs or expenses related to Company’s compliance with the requirements provided for in Section 3.36 or any of its sub- sections. 3.35.2 Employment Eligibility; Subcontractors and Consultants. To the same extent and under the same conditions as Company, Company shall require all of its subcontractors, and consultants performing any work relating to this Agreement to make the same verifications and comply with all requirements and restrictions provided for herein. 3.35.3 Employment Eligibility; Failure to Comply. Each person executing this Agreement on behalf of Company verifies that they are a duly authorized officer of Company, and understands that any of the following shall be grounds for the City to terminate the Agreement for cause: (1) failure of Company or its subcontractors, or consultants to meet any of the requirements provided for in Sections 3.35.1 or 3.35.2; (2) any misrepresentation or material omission concerning compliance with such requirements (including in those verifications provided to the Company under Section 3.35.2); or (3) failure to immediately remove from this contract any person found not to be in compliance with such requirements. 3.35.4 Labor Certification. By its signature hereunder, Company certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every       Packet Pg. 46 24 5 9 2 4 employer to be insured against liability for Worker’s Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.35.5 Equal Opportunity Employment. Company represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Company shall also comply with all relevant provisions of City’s Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.36 Safety. Company shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its services, the Company shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.37 Subcontracting. As specified in this Agreement, Company shall not subcontract any portion of the Services required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to each and every provision of this Agreement. 3.38 Supplemental Conditions. Any supplemental conditions shall be attached as an exhibit to this Agreement, and that exhibit shall be incorporated herein by reference. 3.39 Electronic Signature. Each Party acknowledges and agrees that this Agreement may be executed by electronic or digital signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature. 3.40 Compliance with Various Funding Sources. Since this Project is funded by various funding sources, Company shall also fully and adequately comply with the provisions associated with the various funding sources included in Exhibit “E” attached hereto and incorporated herein by reference (“Funding Sources Requirements”), which are repetitive of the requirements contained at Exhibits C and E of the Request for Proposals for this Project. With respect to any conflict between federal requirements and the terms of this Agreement and/or the provisions of state law, the more stringent requirement shall control.       Packet Pg. 47 25 5 9 2 4 3.41 Entire Agreement. This Agreement, with its exhibits, contains the entire agreement of the parties hereto, and supersedes any and all other prior or contemporaneous negotiations, understandings and oral or written agreements between the parties hereto. Each party acknowledges that no representations, inducements, promises or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. Furthermore, any modification of this Agreement shall only be effective if in writing signed by all parties hereto. [SIGNATURES ON FOLLOWING PAGE]       Packet Pg. 48 26 5 9 2 4 SIGNATURE PAGE FOR AGREEMENT FOR DESIGN SERVICES AND FOR PURCHASE AND DELIVERY OF GOODS BETWEEN THE CITY OF SAN BERNARDINO AND MANDEVILLE MODULAR, INC. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the date first written above. CITY OF SAN BERNARDINO APPROVED BY: Rochelle Clayton Acting City Manager ATTESTED BY: Genoveva Rocha City Clerk APPROVED AS TO FORM: Best Best & Krieger LLP City Attorney Mandeville Modular, Inc. Signature Heith Bibby Name Founder Title       Packet Pg. 49 Exhibit A-1 EXHIBIT A COMPANY’S SCOPE OF SERVICES 1. GENERAL REQUIREMENTS. 1.1 Basic Services. Company agrees to perform all the necessary professional design and engineering (e.g. mechanical, electrical, plumbing, structural, site engineering, and any other necessary engineering services mutually agreeable to the parties) for the Project in a timely and professional manner, consistent with the standards of the profession, including those provided for herein. 1.2 Exclusions from Basic Services. The following services shall be excluded from the basic services listed above: soils engineering, geotechnical services, hazardous waste, or toxic substances engineering. 1.3 Additional Services. Company shall perform the following Additional Services for the Project: N/A 1.4 Communication with City. Company shall participate in consultations and conferences with authorized representatives of City and/or other local, regional, or state agencies concerned with the Project, which may be necessary for the completion of the Project or the development of the drawings, specifications, and documents in accordance with the applicable standards and requirements of law and the City. Such consultations and conferences shall continue throughout the duration of the Project and the Company’s warranty period. Company shall take direction only from the City’s Representative, or any other representative specifically designated by the City for this Project, including any project manager hired by the City. 1.5 Coordination and Cooperation with Project Manager and/or General Contractor. The City may hire a project manager to administer and coordinate all or any part of the Project on its behalf. If the City does so, it shall provide a copy of its agreement with the project manager so that the Company will be fully aware of the duties and responsibilities of the project manager. The Company shall cooperate with the project manager and respond to any requests or directives authorized by the City to be made or given by the project manager. The Company shall request clarification from the City in writing if the Company should have any questions regarding the authority of the project manager. 2. INITIAL PLANNING PHASE. During the initial planning phase of the Project, Company shall do all of the following, as well as any incidental services thereto: 2.1 Meeting Project Cost and Goals. Company shall notify City in writing of potential complications, cost overruns, unusual conditions, and general needs that potentially impact the Project cost and time line. It shall be the duty of the Company to design the Project within the established Project cost. 2.2 Permits, Approvals and Authorizations. As indicated in Section 3.5.4 of the Agreement, Company shall assist City in securing permits, approvals, and authorizations, as well as coordinating with utilities.       Packet Pg. 50 Exhibit A-2 3. SCHEMATIC PLAN PHASE. During the schematic plan phase of the Project, Company shall do all of the following, as well as any incidental services thereto: 3.1 Schematic Plans. In cooperation with City, Company shall prepare preliminary plans and studies, schematic drawings, site utilization plans, and phasing plans showing the scale and relationship of the components of the Project, the plot plan development at the site, and the proposed design concept of the buildings (“Schematic Plans”). Company shall incorporate the functional requirements of City into the Schematic Plans. The Schematic Plans shall be in compliance with the Americans with Disabilities Act (ADA) and meet all applicable Federal, State, County, and City laws, rules and regulations, including but not limited to Section 504 of the Rehabilitation Act of 1973 and Chapter 11B of the California Building Code - Accessibility to Public Buildings, Public Accommodations, Commercial Buildings and Public Housing. To ensure compliance, Company shall have Schematic Plans reviewed by a Certified Access Specialist (CASp). The Schematic Plans shall show all rooms incorporated in each building of the Project in single-line drawings, and shall include all revisions required by City or by any federal, state, regional or local agency having jurisdiction over the Project. All design drawings for the Project shall be in a form suitable for reproduction. 3.2 Copies of Schematic Plans and Other Documents. Company, at its own expense, shall provide a complete set of the Schematic Plans described herein for City’s review and approval. Additionally, at City’s expense, Company shall provide such documents as may be required by any federal, state, regional or local agencies concerned with the Project. Any additional copies required by City shall be provided at actual cost to City. 4. DESIGN DEVELOPMENT PHASE. During the design development phase of the Project, Company shall do all of the following, as well as any incidental services thereto: 4.1 Design Development Documents. Once City provides Company with specific written approval of the Schematic Plans described herein, Company shall prepare design development documents consisting of: (1) site and floor plans; (2) elevations; and (3) any other drawings and documents sufficient to fix and describe the types and makeup of materials, as well as the size and character of the Project’s structural, mechanical and electrical systems, and to outline the Project specifications (“Design Development Documents”). 4.2 Copies of Design Development and Other Documents. Company, at its own expense, shall provide a complete set of the Design Development Documents described herein for City’s review and approval. Additionally, at City’s expense, Company shall provide such documents as may be required by any federal, state, regional or local agencies concerned with the Project. Any additional copies required by City shall be provided at actual cost to City. 4.3 Timetable. Company shall provide a written timetable for full and adequate completion of their portion of the Project to City. 4.4 Application for Approvals. Company shall assist City in applying for and obtaining required approvals from all federal, state, regional or local agencies concerned with the       Packet Pg. 51 Exhibit A-3 Project. Company shall furnish and process all design and engineering information required to prepare and process applications to applicable utilities in order to secure priorities and materials, to aid in the construction of the Project and to obtain final Project approval and acceptance by any of the above agencies as may be required. 4.5 Color and Other Aesthetic Issues. Company shall provide, for City’s review and approval, a preliminary schedule of all color materials and selections of textures, finishes and other matters involving an aesthetic decision about the Project. 5. FINAL WORKING DRAWINGS AND SPECIFICATIONS. During the final working drawings and specifications phase of the Project, Company shall do all of the following, as well as any incidental services thereto: 5.1 Final Working Drawings and Specifications. Once City provides Company with specific written approval of the Design Development Documents described herein, Company shall prepare such complete working drawings and specifications as are necessary for developing complete bids and for properly executing the Project work in an efficient and thorough manner (“Final Working Drawings and Specifications”). Such Final Working Drawings and Specifications shall be developed from the Schematic Plans and Design Development Documents approved by City. The Final Working Drawings and Specifications shall set forth in detail all of the following: (1) the Project construction and manufacturing work to be done; (2) the materials, workmanship, finishes, and equipment required for the architectural, structural, mechanical, and electrical systems; and (3) the utility service connection equipment and site work. City may be requested to supply Company with the necessary information to determine the proper location of all improvements on and off site, including record drawings (“as-built drawings”) in City’s possession. Company will make a good-faith effort to verify the accuracy of such information by means of a thorough interior and exterior visual survey of site conditions. City shall also make a good-faith effort to verify the accuracy of the as-built drawings and provide any supplemental information to Company which may not be shown on the as-built drawings. 5.2 Form. The Final Working Drawings and Specifications must be in such form as will enable Company and City to secure the required permits and approvals from all federal, state, regional or local agencies concerned with the Project. In addition, the Final Working Drawings and Specifications must be in such form as will enable City to obtain, by competitive bidding, a responsible and responsive bid within the applicable budgetary limitations and cost standards. The Final Working Drawings and Specifications shall be clear and legible so that uniform copies may be on standard architectural size paper, properly indexed and numbered, and shall be capable of being clearly copied and assembled in a professional manner by Company. 5.3 Approval and Revisions. City shall review, study, and check the Final Working Drawings and Specifications presented to it by Company, and request any necessary revisions or obtain any necessary approvals by the City Council, subject to the approval of all federal, state, regional or local agencies concerned with the Project. Company shall make all City-requested changes, additions, deletions, and corrections in the Final Working Drawings and Specifications at no additional cost, so long as they are not in conflict with the requirements of public agencies having jurisdiction or prior approval, or inconsistent with earlier City direction or Company’s professional judgment. Company shall bring any such conflicts and/or inconsistencies to the attention of City. The parties agree that Company, and not the City, possesses the requisite expertise to determine the constructability of the Final Working Drawings and Specifications. However, the City reserves the right to conduct one or more constructability review processes       Packet Pg. 52 Exhibit A-4 with the Final Working Drawings and Specifications, and to hire an independent Company or other consultant to perform such reviews. Any such independent constructability and accessibility review shall be at City’s expense. Company shall make all City-requested changes, additions, deletions, and corrections in the Final Working Drawings and Specifications which may result from any constructability review, at no additional cost to the City, so long as they are not in conflict with the requirements of public agencies having jurisdiction or prior approval, or inconsistent with earlier City direction or Company’s professional judgment. If such changes, additions, deletions or corrections are inconsistent with prior City direction, Company shall make such alterations and be compensated therefore pursuant to the Additional Services provision of this Agreement. 5.4 Copies of Final Working Drawings and Specifications and Other Documents. Company, at its own expense, shall provide a complete set of the Final Working Drawings and Specifications described herein for City’s review and approval. Additionally, at City’s expense, Company shall provide such documents as may be required by any federal, state, regional or local agencies concerned with the Project. Any additional copies required by City shall be provided at actual cost to City. 6. CONSTRUCTION CONTRACT DOCUMENTS. During the construction contract documents phase of the Project, Company shall do all of the following, as well as any incidental services thereto: 6.1 Bid and Contract Documents. Company shall provide the City with all construction documents, including but not limited to any certifications and documents required by federal, state and local laws, rules and regulations which may be reasonably required in order to obtain bids responsive to the specifications and drawings. All such documents shall be subject to the approval of City and City’s legal counsel. 7. BID PHASE. During the bid phase of the Project, Company shall do all of the following, as well as any incidental services thereto: 7.1 Reproducible Construction Documents. Once City provides Company with specific written approval of the Construction Documents, Company shall provide to City one set of reproducible Construction Documents. 7.2 Distribution of Contract Documents and Review of Bids. Company shall assist City in distributing the Construction Documents and be available to answer questions during the bid process . 8. MODULAR MANUFACTURING AND SITE CONSTRUCTION PHASE. During the modular manufacturing and site construction phase of the Project, Company shall do all of the following, as well as any incidental services thereto: 8.1 Observation. The Project Company may observe work executed from the Final Working Drawings and Specifications, provided that City may, in its discretion, consent to such observation by another competent representative of Company.       Packet Pg. 53 Exhibit A-5 8.2 General Construction Administration. Company shall provide general construction administration of the Construction Documents in the form of Requests of Information, Clarifications, and Approval of substitutions as needed, as it relates to the work performed by the contractors. 8.3 Site Visits of Modular Company’s Work. The Project Company shall allow the City to conduct site visits to the modular manufacturing facility to observe the progress of the modular buildings. 8.4 Site Visits of Contractor’s Work. Company may conduct site visits to observe the work for general conformance with the Construction Documents and with any approved construction schedules or milestones. 8.5 Site Visits of Inspector’s Work. Company may conduct site visits, if necessary, to observe the activities of the City inspectors in order to ensure accuracy of all “as-built” conditions. 8.6 Coordination of Company’s Consultants. Company shall cause all architects, engineers, and other consultants, as may be hired by Company, to observe the work completed under their disciplines as required, and approve and review all test results for general conformance with the Construction Documents. 8.7 Reports. Company shall make reports as may be required by applicable federal, state or local laws, rules or regulations, as well as the federal, state, regional or local agencies concerned with the Project. 8.8 Written Reports. Company shall make written reports to City as necessary to inform City of problems arising during construction, changes contemplated as a result of each such problems, and progress of the Project work. 8.9 Written Records. Company shall keep accurate written records of the progress and quality of the Project work and the time schedules, and shall advise the contractors and City of any deviations from the time schedule which could delay timely completion of the Project. Manufacturing travelers shall be made available for review by the City at all times. 8.10 Material and Test Reports. Company shall check and process, in a timely manner, all required material and test reports for the Project work. In addition, Company shall provide notice of any deficiencies in material or work reflected in such reports, as well as its recommendation for correction of such deficiencies, to the project manager and City. 8.11 Review and Response to Submissions. Company shall review and respond, within five (5) business days or less, to all information requests, change requests, and other submissions of the project manager for compliance with, or alterations and additions to, the Construction Documents. Company’s review and response shall be done in such a manner so as to ensure the timely and uninterrupted progress of the Project work. 8.12 Rejection of Work. Company shall promptly reject, as discussed with City, work or materials which do not conform to the Construction Documents. Company shall immediately notify the City and project manager of such rejections. Company shall also have the authority to recommend to the City that additional inspection or testing of the work be performed, whether or not such work is fabricated, installed or completed.       Packet Pg. 54 Exhibit A-6 8.13 Field Changes and Substitutions. Company shall consult with City, in a timely manner, with regard to any field changes and substitution of materials, equipment and laboratory reports thereof, prior to the City’s final written approval of such field changes and substitutions. Company’s consultation shall be done in such a manner so as to ensure the timely and uninterrupted progress of the Project work. 8.14 Revised Documents and Drawings. Company shall prepare, at no additional expense to City, all documents and/or drawings made necessary by errors and omissions in the originally approved Construction Documents. 8.15 Change Requests and Material Changes. Company shall evaluate and advise City, in a timely manner and in writing, of any change requests and material change(s) which may be requested or necessary in the Project plans and specifications. Company shall provide the City with its opinion as to whether such change requests should be approved, denied or revised. If the City has not hired a project manager or other person to do so, the Company shall prepare and execute all change orders and submit them to the City for authorization. Company shall not order contractors to make any changes affecting the contract price without approval by City of such a written change order, pursuant to the terms of the Construction Documents. Company may request changes necessary to meet construction emergencies, if written approval of City’s Representative is first secured. 8.16 Final Color and Product Selection. Company shall coordinate final color and product selection with City’s original design concept. 8.17 Delivery of Modular Buildings. Modular buildings shall be inspected by the City and General Contractor prior to delivery. The modular buildings shall not be considered accepted until inspected and found to be in accordance with the City’s specifications. Final inspection of the Modular buildings shall be at the location specified herein, unless otherwise agreed in writing. If the modular buildings are found at any time to be defective in material or workmanship, or otherwise not in conformance with specifications, City shall have the right, in addition to any other rights which it may have under warranties or otherwise, to reject the modular buildings in whole or in part. Rejected modular buildings shall be held at Company’s risk for a reasonable time thereafter and shall be returned or disposed of at Company’s expense. No rejected modular buildings shall be replaced by Company without written instruction or authorization from City. 8.18 Substantial Completion. The City shall determine the date of substantial completion, in consultation with the Company and General Contractor. 8.19 Punch List. After determining that the Project is substantially complete, Company shall participate in the inspection of the Project and shall review all remaining deficiencies and minor items needed to be corrected or completed on the Project, including those identified on the punch list prepared by the project manager (“Punch List Items”). Company shall notify project manager in writing that all Punch List Items have been corrected prior to final acceptance of the Project and final payment. Company shall also notify City of all Punch List Items. 8.20 Warranties. Company shall provide warranties for the modules and any equipment contained therein. Company shall review materials assembled by the contractor and subcontractors with regard to all written warranties, guarantees, owners’ manuals, instruction books, diagrams, record “as built” drawings, and any other materials required from the contractors       Packet Pg. 55 Exhibit A-7 and subcontractors pursuant to the Construction Documents. Company shall coordinate and provide these materials to the City. 8.21 Certificate of Completion. Company shall provide inspection completion reports and Quality Control Reports for modules to the City. Company shall participate in any further inspections of the Project necessary to issue the Certificate of Completion and final certificate for payment. 8.22 Documents for Project Close-Out. Company shall cause all other architects, engineers and other consultants, as may be hired by Company, to file any and all required documentation with the City or other governmental authorities necessary to close out the Project. Company shall assist the City in obtaining such documentation from all other architects, engineers, or other consultants. 9. AS-BUILT DRAWINGS. During the as-built drawings phase of the Project, Company shall do all of the following, as well as any incidental services thereto: 9.1 As-Built Drawings and Specifications. Not later than thirty (30) days after substantial completion of the Project, before receipt of final payment, Company shall review and forward the Final Working Drawings and Specifications, indicating on them all changes made by change orders or otherwise pursuant to the Construction Documents, as well as all information called for on the specifications, thus producing an “as-built” set of Final Working Drawings and Specifications (“As-Built Drawings and Specifications”). The As-Built Drawings and Specifications shall show, among other things, the location of all concealed pipe, buried conduit runs and other similar elements within the completed Project. Company shall personally review and certify that the As-Built Drawings and Specifications are a correct representation of the information supplied to Company by any inspectors and the project manager, and shall obtain certifications from any inspectors and the project manager that the drawings are correct. 9.2 Approval. Once City provides Company with specific written approval of the As- Built Drawings and Specifications, Company shall forward to City the complete set of original As- Built Drawings and Specifications or a complete set of reproducible duplicate As-Built Drawings and Specifications. The tracing shall be of such quality that clear and legible prints may be made without appreciable and objectionable loss of detail. 9.3 Documents for Final Payment. Prior to the receipt of Company’s final payment, Company shall forward to City all of the following: (1) one clear and legible set of reproductions of the computations; (2) the original copy of the specifications; (3) the As-Built Drawings and Specifications as required herein; and (4) Company’s Certificate of Completion. 10. WARRANTY PERIOD. During the warranty period phase of the Project, Company shall do all of the following, as well as any incidental services thereto: 10.1 Advice. Company shall provide advice to City on apparent deficiencies in the Project during any applicable warranty periods for the Project.       Packet Pg. 56 Exhibit B-1 EXHIBIT B1-B3 FEE AND PHASING/FUNDING SCHEDULES 1. FEE SCHEDULE. Company will invoice City on a monthly cycle based on the following fee schedule. Company will include with each invoice a detailed progress report that indicates the amount of budget spent on each phase and the total amount spent against the Total Compensation. Company will inform City regarding any out-of-scope work being performed by Company for which Company intends to seek compensation from City. 2. FUNDING SCHEDULE & PHASING (B1-B3) Progress payments towards Total Compensation shall never exceed the following percentages of Total Compensation as of the phase indicated: Initial Planning Phase: $438,827.25 percent (5%) Schematic Plan Phase: $438,827.25 percent (5%) Design Development Phase: $438,827.25 percent (5%) Final Working Drawings & Specifications Phase: $438,827.25 percent (5%) Finalized Construction Documents/ CADD Files $877,654.50 percent (10%) Manufacturing Phase: $1,755,309.00 percent (20%) Progress Payment for 50% of Modular Completion $1,755,309.00 percent (20%) 100% Delivery All Modules Complete Phase: $1,755,309.00 percent (20%) Warranty Period Phase: $877,654.50 percent (10%)       Packet Pg. 57 Exhibit B-2       Packet Pg. 58 Exhibit B-3       Packet Pg. 59 EXHIBIT C COMPENSATION RATES AND REIMBURSABLE EXPENSES 1. HOURLY COMPENSATION RATES. The following Unit Rates are inclusive of all applicable taxes, overhead, and burdens and benefits of every nature applicable to the Services, and profit, and are valid for one year from the Effective Date of the Contract at which time the Unit Rates may be modified in accordance with the Contract. Manufacture (Mandeville Modular, Inc) Fee Schedule Category Rate Principal $350.00 General Counsel $300.00 Project Executive $288.59 Program Manager $288.59 Business Analyst $288.59 Tech Integration $288.59 Project Estimator $288.59 Production Manager $288.59 Project Scheduler $259.74 Design Manager $259.74 Construction Manager $259.74 Project Manager $250.00 Contract Manager $195.00 Financial Analyst $184.67 Project Controls $155.21 2. REIMBURSABLE EXPENSES. N/A 3. ADDITIONAL SERVICES. Additional Services shall be computed at the actual hourly rates listed above. 4. ADDITIONAL CONSULTANTS. N/A       Packet Pg. 60 EXHIBIT D FEE RATES FOR MODULAR BUILDINGS AND OTHER EQUIPMENT Description Total Cost $/SF Architecture, Structural Engineer, Civil, MEP $ 685,045 $ 16.31 CASP Design and Review $ 48,500 $ 1.15 Volumetric Modular Units $ 7,938,000 $ 189.00 Project Management $ 105,000 $ 2.50 Total Estimated Cost $ 8,776,545 $ 208.97 15% Contingency $ 1,316,482 $ 31.34 Total Estimated Cost w/ Contingency $ 10,093,027 $ 240.31 The Coronavirus State and Local Fiscal Recovery Funds (SLFRF) program authorized by the American Rescue Plan Act (ARPA) will be used for the total cost of the agreement in the amount of $10,093,027.       Packet Pg. 61 EXHIBIT E FUNDING SOURCES REQUIREMENTS       Packet Pg. 62 EXHIBIT F Site Design and Modular Design / Building Services STATEMENT OF WORK & TECHNICAL SPECIFICATION: The City is seeking a Modular Company with either an in-house architect or the ability to partner with an architect. The Modular Company will directly contract with Civil, MEP and structural to deliver a full project CD Package for submission to both the City and the State of California for review and approval to develop SB Hope Navigation Center Campus including all onsite work. The selected Modular Company shall be an advocate for the City and represent the best interests of the City in the performance of services and modular building quality. It is desirable for the Modular Supplier (Manufacturer) to have extensive experience in understanding and working concurrently with multiple public entities such as: the United States Department of Housing and Urban Development (HUD); the State of California, cities, as well as special districts such as the South Coast Air Quality Management District. It is also desirable for the Proposer to provide evidence of similar modular emergency housing projects provided, especially within the State of California. Listed experiences shall be calculated evaluation criterion. MODULAR DESIGN: All designs must also be reviewed and approved by the City and appropriate local jurisdictions. The Manufacturer shall construct and deliver a modular building that when delivered to the project site, shall be assembled on stem wall foundations built to the Manufacturer’s guidelines and approved and inspected by the appropriate jurisdiction’s Building Department. The City is seeking to provide accessible emergency housing for people experiencing homelessness which may include disabled persons. To that end, proposed modules must meet all Federal, State and Local accessibility design and construction requirements. Manufacturer shall ensure that all applicable Building Codes are meet including but not limited to: California Building Code (CBC); California Electrical Code (CEC); California Mechanical Code (CMC); California Plumbing Code (CPC); and the California Energy Code – Title‐24 (CEC) CalGreen (CalG). The Manufacturer shall provide within their resumes for similar products provided for successful previous projects. Provided designs shall be a calculated evaluation criterion. OTHER REQUIREMENTS Fire Suppression: Manufacturer shall include within their costs all fire suppression systems and supportive appurtenances as determined by the State of California and local codes. Fire and Domestic water lines shall be pressure tested both at the before and after delivery. A General Contractor shall be separately contracted by the City to install service lines to Manufacturer’s connections. HVAC System: Manufacturer shall include ENERGY STAR certified, ductless, multi zone heating and cooling systems as manufactured by Mitsubishi Electric or an approved equal. VRF systems are acceptable. The system shall be sized and zoned according to local code and meet all other       Packet Pg. 63 energy efficiency standards required. Brand and model numbers of proposed equipment shall be submitted with the proposal. These costs shall be included within the price per square-foot. Appliances: Manufacturer shall include outlets, traps, drains, gas lines, electrical outlets, etc. to meet the needs of a commercial kitchen and the standards of San Bernardino County Department of Public Health standards, including but not limited to a commercial refrigerator, commercial freezer, commercial stove and commercial ovens, and a commercial hood with grease traps and fire suppression, floor drains etc. Modular Manufacturer does not need to purchase equipment, however appropriate mechanical, electrical and plumbing and spacing should accommodate the aforementioned. Commercial Kitchen: Must meet all requirements of the County of San Bernardino Department of Public Health and sizable enough to cook three meals a day for 200 individuals. Exterior: −Roofing system with minimum 20-year warranty, shall be TPO, PVC, or other single ply product −Exterior cladding installed in factory or prepped for field install −Doors and door hardware to be approved by City of San Bernardino −Exterior Lights per code −Minimum ceiling height 8’-0” −Windows: Material- Thermally broken aluminum −Glass: Dual‐Paned Efficiency: Low‐E −Insulation per code −Walls: R‐19 Floor: R‐21 Roof: R‐38 Interior: −Type X Finished, Texture, Washable Vinyl Wallcoverings Throughout −Painted & Textured Ceiling Throughout −Interior lighting with Rocker‐Type (Decora) Wall Switches −Flooring shall be commercial-grade sheet product or VCT in all areas except commercial kitchen. Commercial kitchen to receive broadcast epoxy floor with integral coving. −Vinyl topset base −Lever Latch Door Handles Utility: −Electrical panels sized correctly to handle all loads −Commercial boiler system       Packet Pg. 64 −6 front loading washers, 6 front loading dryers −Wire for Electric Programmable Thermostat −Smoke Detector(s) w/Battery backup −Backup Carbon Monoxide Detector(s) Bathrooms: −Locker room-style community bathroom which shall include (10) private ADA roll-in showers with grab bars attached to changing space with ADA benches, grab bars and locks. −Bathroom partitions with paper holders −(10) ADA 1.28 Gallon Low‐Flow Elongated Toilets in stalls. −(10) wall mount lavatory sinks with single lever faucets −(10) wall mounted mirrors that are shatter proof for safety. −(2) additional single occupancy restrooms for Employee/ Staff with ADA 1.28 Gallon Low- flow elongated toilets, wall mounted lavatory sinks with single lever faucets, paper holders, and mirrors in each −Bathroom exhaust fans per code Foundation: The Manufacturer shall design and supply a stem wall foundation plan for each module which shall meet applicable building codes. Plan shall include detailed location for points of connection for utilities including electrical, plumbing, telephone, cable and any other applicable connections. Delivery of Modular Units: The Manufacturer shall provide the transportation of each module to the project site and set on foundation that has been provided by a general contractor contracted by the City. Boiler system: The Manufacturer shall include natural gas fired commercial boiler systems manufactured by Rheem or an approved equal. The boiler shall be sized according to local code. Brand and model numbers of proposed equipment shall be submitted with the proposal. These costs shall be included within the price per square-foot. Plumbing Fixtures: The manufacturer shall include all plumbing fixtures as specified below. All fixtures shall be low flow, water saving fixtures which meet accessibility design requirements and all applicable codes. Brand and model numbers of proposed fixtures shall be submitted with the proposal. These costs shall be included within the price per square-foot. Lighting: The Manufacturer shall include all interior and exterior lighting fixtures. Proposed fixtures shall be commercial style LED fixtures that meet all applicable energy codes. Brand and model numbers of proposed fixtures shall be submitted with the proposal. These costs shall be included within the price per square-foot.       Packet Pg. 65 Flooring: Manufacturer shall install commercial sheet product or VCT with vinyl topset base where possible. Commercial kitchen shall receive broadcast epoxy floor with integral coving. Brand and style of proposed flooring shall be included with the submittal. Final color and style shall be selected by the owner. Bathrooms: Manufacturer shall install non-slip commercial sheet good flooring in bathroom and shower areas. Brand and style of proposed flooring shall be included with the submittal. Final color and style shall be selected by the owner. These costs shall be included within the price per square-foot. Pricing: Proposer shall provide pricing on a per square- foot price to design, manufacture, deliver, and install each modular section. The specifications listed above shall not be considered an all- inclusive list of final specifications. The Manufacturer shall also include all items typically used in modular construction as a final product to be included with their costs. The pricing shall be a calculation criterion. Production of the Modular Units: Manufacturer shall provide evidence that production shall not restrict the project’s demand. This can be shown as plant production schedule, staging/storing, and travel time to project. Production evidence shall be calculated evaluation criterion. Assembly of Modular Units: The City retains the right to select a General Contractor (”Contractor”) to assemble the modular units at the project site. The Manufacturer shall provide a list of all pre- approved assembly contractors for warranty requirements. This list shall be provided with RFP and shall be included when the City procures Contractor for the project. The Manufacturer shall provide assembly literature that shall be included in any construction plans and specifications, or on-site guidance during installations. Storage: The Manufacturer shall store all modules at their yard until work at each site warrants delivery and placement of each section. Delivery and placement of the modular sections shall be coordinated through the City’s General Contractor completing the onsite work. OTHER OBLIGATIONS SITE REGULATORY REQUIREMENTS: The City’s General Contractor will be responsible for obtaining and adhering to all permits and approvals required by the necessary regulatory agencies, including but not limited to permitting, inspection, and certification for the Site and Project. All fees required to obtain any such permits and approvals, shall be the sole responsibility of City’s General Contractor. Any site-specific regulatory requirements for the assembly, use and occupancy of the Modules shall be the sole responsibility of City’s General Contractor. RELEASE OF MODULES: City’s General Contractor will release the modules for delivery once an in-factory sign off has occurred. A representative of the City’s General Contractor must visit the factory 72-hours prior to the release of modules and agree that the condition of the product meets their expectation for delivery and ready for transport. DELIVERY: Upon completion of fabrication of a Module or Modules, the City’s General Contractor approves the release of Modules for transport and delivery. Modular Manufacturer       Packet Pg. 66 shall hire carrier to transport Modules to a temporary or permanent location as directed by City and/or City’s General Contractor (such permanent location of installation referred to hereinafter as “Property”) and Modular Manufacturer shall pay all carrier charges. Modular Manufacturer bears responsibility for the Modules during transport, and until the City accepts them. ON-SITE SECURITY AND WEATHER PROTECTION: Upon acceptance by the City, City’s General Contractor shall bear all responsibility for the Modules. It is highly recommended that until entire building is erected, City’s General Contractor provides security and weather protection for the Modules beginning at the time of delivery and Modules remain protected regardless of time of year.       Packet Pg. 67 EXHIBIT G FEDERAL CONTRACT PROVISIONS During the performance of this Agreement, Consultant shall comply with all applicable federal laws and regulations, including, but not limited to, the federal contract provisions in this Exhibit “G”. REQUIRED CONTRACT PROVISIONS IN ACCORDANCE WITH APPENDIX II TO PART 200 – CONTRACT PROVISIONS FOR NON-FEDERAL ENTITY CONTRACTS UNDER FEDERAL AWARDS (2 C.F.R. § 200.327) Appendix II to Part 200 (A); Appendix II to Part 200 (B): Remedies for Breach; Termination for Cause/Convenience. The Contract Documents include remedies for breach and termination for cause and convenience. Appendix II to Part 200 (C) – Equal Employment Opportunity: If this Agreement meets the definition of a “federal assisted construction contract” in 41 CFR § 60-1.3, Consultant agrees as follows during the performance of this Agreement: The Consultant will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. The Consultant will, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will not discharge or, in any other manner, discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Consultant's legal duty to furnish information.       Packet Pg. 68 The Consultant will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section and shall post copies of the notice in conspicuous places available to employees and applicants for employment. The Consultant will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. The Consultant will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. In the event of the Consultant's noncompliance with the nondiscrimination clauses of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. The Consultant will include the portion of the sentence immediately preceding paragraph (i) and the provisions of paragraphs (i) through (vii) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Consultant will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Consultant may request the United States to enter into such litigation to protect the interests of the United States. The City further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the City so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the Agreement. The City agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of the Consultant and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the       Packet Pg. 69 administering agency in the discharge of the agency's primary responsibility for securing compliance. The City further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the City agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: cancel, terminate, or suspend in whole or in part the grant (contract, loan, insurance, guarantee) for this project; refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. Appendix II to Part 200 (D) – Davis-Bacon Act: Not applicable to this Agreement since it is funded by CSLFRF. Appendix II to Part 200 (D) – Copeland “Anti-Kickback” Act: Not applicable to this Agreement since it is funded by CSLFRF. Appendix II to Part 200 (E) – Contract Work Hours and Safety Standards Act: Overtime Requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (ii) of this section the Consultant and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (ii) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (ii) of this section. Withholding for unpaid wages and liquidated damages. The City shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or subcontractor under any such contract or any other Federal contract with the Consultant, or any other federally-assisted contract subject to the Contract Work Hours and       Packet Pg. 70 Safety Standards Act, which is held by the Consultant, such sums as may be determined to be necessary to satisfy any liabilities of Consultant or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (iii) of this section. Subcontracts. The Consultant or subcontractor shall insert in any subcontracts the clauses set forth in paragraphs (ii) through (v) of this Section and also a clause requiring the subcontractors to include these clauses in any lower-tier subcontracts. The Consultant shall be responsible for compliance by any subcontractor or lower-tier subcontractor with the clauses set forth in paragraphs (ii) through (v) of this Section. Appendix II to Part 200 (F) – Rights to Inventions Made Under a Contract or Agreement: If the Federal award meets the definition of “funding agreement” under 37 CFR § 401.2 (a) and the Consultant wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the Consultant must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.. Appendix II to Part 200 (G) – Clean Air Act and Federal Water Pollution Control Act: Pursuant to the Clean Air Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. Pursuant to the Federal Water Pollution Control Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. Appendix II to Part 200 (H) – Debarment and Suspension: This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such Consultant is required to verify that none of the Consultant, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). Consultant must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into.       Packet Pg. 71 This certification is a material representation of fact relied upon by City. If it is later determined that Consultant did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. Consultant warrants that it is not debarred, suspended, or otherwise excluded from or ineligible for participation in any federal programs. Consultant also agrees to verify that all subcontractors performing work under this Agreement are not debarred, disqualified, or otherwise prohibited from participation in accordance with the requirements above. Consultant further agrees to notify the City in writing immediately if Consultant or its subcontractors are not in compliance during the term of this Agreement. Appendix II to Part 200 (I) – Byrd Anti-Lobbying Act: Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the awarding agency. Appendix II to Part 200 (J) – §200.323 Procurement of Recovered Materials: Consultant shall comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement. In the performance of this Agreement, the Consultant shall make maximum use of products containing recovered materials that are EPA-designated items unless the product cannot be acquired: competitively within a timeframe providing for compliance with the contract performance schedule; meeting contract performance requirements; or at a reasonable price. Information about this requirement, along with the list of EPA-designate items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program. The Consultant also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act.” Appendix II to Part 200 (K) – §200.216 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment:       Packet Pg. 72 Consultant shall not contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system funded under this Agreement. As described in Public Law 115–232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities). Telecommunications or video surveillance services provided by such entities or using such equipment. Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. See Public Law 115-232, section 889 for additional information. Appendix II to Part 200 (L) – §200.322 Domestic Preferences for Procurement: Consultant shall, to the greatest extent practicable, purchase, acquire, or use goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subcontracts. For purposes of this section: “Produced in the United States’’ means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. ‘‘Manufactured products’’ means items and construction materials composed in whole or in part of nonferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber.       Packet Pg. 73 CONTRACTING WITH SMALL AND MINORITY FIRMS, WOMEN’S BUSINESS ENTERPRISE AND LABOR SURPLUS AREA FIRMS (2 C.F.R. § 200.321) Consultant shall be subject to 2 C.F.R. § 200.321 and will take affirmative steps to assure that minority firms, women’s business enterprises, and labor surplus area firms are used when possible and will not be discriminated against on the grounds of race, color, religious creed, sex, or national origin in consideration for an award. Affirmative steps shall include: Placing qualified small and minority businesses and women's business enterprises on solicitation lists; Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority business, and women's business enterprises; Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority business, and women's business enterprises; and Using the services/assistance of the Small Business Administration (SBA), and the Minority Business Development Agency (MBDA) of the Department of Commerce. Consultant shall submit evidence of compliance with the foregoing affirmative steps when requested by the City. COMPLIANCE WITH U.S. DEPARTMENT OF THE TREASURY CORONAVIRUS LOCAL FISCAL RECOVERY FUND AWARD TERMS AND CONDITIONS Maintenance of and Access to Records. Consultant shall maintain records and financial documents sufficient to evidence compliance with section 603(c) of the Act, Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing. Consultant agrees to provide the City, Treasury Office of Inspector General and the Government Accountability Office, or any of their authorized representatives access to any books, documents, papers, and records (electronic an otherwise) of the Consultant which are directly pertinent to this Agreement for the purposes of conducting audits or other investigations. Records shall be maintained by Consultant for a period of five (5) years after completion of the Project. Compliance with Federal Regulations. Consultant agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to section 603(f) of the Act, and guidance issued by Treasury regarding the foregoing. Consultant also agrees to comply with all other applicable federal statutes, regulations, and executive orders, including, without limitation, the following:       Packet Pg. 74 Universal Identifier and System for Award Management (SAM), 2 C.F.R. Part 25, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 25 is hereby incorporated by reference. Reporting Subaward and Executive Compensation Information, 2 C.F.R. Part 170, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 170 is hereby incorporated by reference. OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Non-procurement), 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to 2 C.F.R. Part 180 and Treasury’s implementing regulation at 31 C.F.R. Part 19. Recipient Integrity and Performance Matters, pursuant to which the award term set forth in 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference. Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R. Part 20. New Restrictions on Lobbying, 31 C.F.R. Part 21. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. §§ 4601-4655) and implementing regulations. Compliance with Federal Statutes and Regulations Prohibiting Discrimination. Consultant agrees to comply with statutes and regulations prohibiting discrimination applicable to the CSLFRF program including, without limitation, the following: Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury’s implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto.       Packet Pg. 75 False Statements. Consultant understands that making false statements or claims in connection with the CSLFRF program is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law. Protections for Whistleblowers. In accordance with 41 U.S.C. § 4712, Consultant may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant. The list of persons and entities referenced in the paragraph above includes the following: A member of Congress or a representative of a committee of Congress; An Inspector General; The Government Accountability Office; A Treasury employee responsible for contract or grant oversight or management; An authorized official of the Department of Justice or other law enforcement agency; A court or grand jury; or A management official or other employee of Consultant, or a subcontractor who has the responsibility to investigate, discover, or address misconduct. Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Consultant is encouraged to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company-owned, rented or personally owned vehicles, and encourage its subcontractors to do the same Reducing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Consultant should encourage its employees and subcontractors to adopt and enforce policies that ban text messaging while driving, and Consultant should establish workplace safety policies to decrease accidents caused by distracted drivers. Assurances of Compliance with Civil Rights Requirements. The Civil Rights Restoration Act of 1987 provides that the provisions of this assurance apply to the Project, including, but not limited to, the following:       Packet Pg. 76 Consultant ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at 31 CFR Part 22 and other pertinent executive orders such as Executive Order 13166; directives; circulars; policies; memoranda and/or guidance documents. Consultant acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency (LEP),” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, are limited in their English proficiency. Consultant understands that the denial of access to persons to its programs, services and activities because of their limited proficiency in English is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964. Accordingly, Consultant shall initiate reasonable steps, or comply with Treasury’s directives, to ensure meaningful access to its programs, services and activities to LEP persons. Consultant understands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary to ensure effective communication in the Project. Consultant agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services and activities. As a resource, the Department of the Treasury has published its LEP guidance at 70 FR 6067. For more information on LEP, please visit http://www.lep.gov. Consultant acknowledges and agrees that compliance with this assurance constitutes a condition of continued receipt of federal financial assistance and is binding upon Consultant and Consultant’s successors, transferees and assignees for the period in which such assistance is provided. Consultant agrees to incorporate the following language in every contract or agreement subject to Title VI and its regulations between the Consultant and the Consultant’s subcontractors, successors, transferees and assignees: The subcontractor, successor, transferee and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding from a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also extends protection to persons with “Limited English proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. § 2000d et seq., as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Consultant understands and agrees that if any real property or structure is provided or improved with the aid of federal financial assistance by the Department of the Treasury, this assurance obligates the Consultant, or in the case of a subsequent transfer, the transferee, for       Packet Pg. 77 the period during which the real property or structure is used for a purpose for which the federal financial assistance is extended or for another purpose involving the provision of similar services or benefits. If any personal property is provided, this assurance obligates the Consultant for the period during which it retains ownership or possession of the property. Consultant shall cooperate in any enforcement or compliance review activities by the Department of the Treasury of the aforementioned obligations. Enforcement may include investigation, arbitration, mediation, litigation, and monitoring of any settlement agreements that may result from these actions. Consultant shall comply with information requests, on-site compliance reviews, and reporting requirements. Consultant shall maintain a complaint log and inform the Department of the Treasury of any accusations of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act of 1964 and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. Consultant must also inform the Department of the Treasury if Consultant has received no complaints under Title VI. Consultant must provide documentation of an administrative agency’s or court’s findings of non-compliance of Title VI and efforts to address the non-compliance, including any voluntary compliance or other agreements between the Consultant and the administrative agency that made the finding. If the Consultant settles a case or matter alleging such discrimination, Consultant must provide documentation of the settlement. If Consultant has not been the subject of any court or administrative agency finding of discrimination, please so state. If Consultant makes sub-awards to other agencies or other entities, Consultant is responsible for assuring that sub-recipients also comply with Title VI and all of the applicable authorities covered in this assurance.       Packet Pg. 78 COMPLIANCE WITH AMERICAN RESCUE PLAN ACT (ARPA) CORONAVIRUS LOCAL FISCAL RECOVERY FUND (CLFRF) FEDERAL GUIDELINES USE OF ARPA CLFRF AND REQUIREMENTS This Contract may be funded in whole or in part with funds provided by the American Rescue Plan Act - Coronavirus Local Fiscal Recovery Fund (ARPA), Federal Award Identification Number (FAIN): SLT0628 and Assistance Listing Number (formerly known as a CFDA number): 21.027, and therefore Contractor agrees to comply with any and all ARPA requirements in addition to any and all applicable County, State, and Federal laws, regulations, policies, and procedures pertaining to the funding of this Contract. The use of the funds must also adhere to official federal guidance issued or to be issued on what constitutes a necessary expenditure. Any funds expended by Contractor or its subcontractor(s) in any manner that does not adhere to the ARPA requirements shall be returned or repaid to the City or County. Any funds paid to Contractor i) in excess of the amount to which Contractor is finally determined to be authorized to retain; ii) that are determined to have been misused; or iii) that are determined to be subject to a repayment obligation pursuant to section 603(e) of the Act and have not been repaid, shall constitute a debt to the federal government. Contractor agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to the Act, and guidance issued by Treasury regarding the foregoing. Contractor shall provide for such compliance in any agreements with subcontractor(s). Contractor agrees to comply with the following: A.In accordance with Title 2 Code of Federal Regulations (C.F.R.) Section 200.322, the non-Federal Contractor should, to the greatest extent practicable under a Federal award, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subawards including all contracts and purchase orders for work or products under this award. For purposes of this section: “Produced in the United States” means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. “Manufactured products” means items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. B.In accordance with Title 2 C.F.R. Section 200.471, costs incurred for telecommunications and video surveillance services or equipment such as phones, internet, video surveillance, cloud servers are allowable except for the following circumstances: Obligating or expending covered telecommunications and video surveillance services or equipment or services (as described in Title 2 C.F.R. Section 200.216) to: 1) Procure or obtain, extend or renew a contract to procure or obtain; 2) Enter into a contract (or extend or renew a contract) to procure; or 3) Obtain the equipment, services, or systems, as described in Title 2 C.F.R. Section 200.216 that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. As described in Public Law 115-232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities) and: (i) For the purpose       Packet Pg. 79 of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities); (ii) Telecommunications or video surveillance services provided by such entities or using such equipment; and (iii) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. In implementing the prohibition under Public Law 115-232, section 889, subsection (f), paragraph (1), heads of executive agencies administering loan, grant, or subsidy programs shall prioritize available funding and technical support to assist affected businesses, institutions and organizations as is reasonably necessary for those affected entities to transition from covered communications equipment and services, to procure replacement equipment and services, and to ensure that communications service to users and customers is sustained. C.A non-Federal Contractor that is a state agency or agency of a political subdivision of a state and its contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at Title 40 C.F.R. Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. D.Byrd Anti-Lobbying Amendment (31 U.S.C. Section 1352) - Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by Title 31 U.S.C. Section 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. E.Clean Air Act (42 U.S.C. Sections 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. Sections 1251-1389), as amended - Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non-Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. Sections 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. Sections1251- 1389). F.Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of “funding agreement” under Title 37 C.F.R. Section 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the Title 33 U.S.C. Sections 1251-1387 recipient or subrecipient must comply with the requirements of Title 37 C.F.R. Part 401, “Rights to Inventions Made by       Packet Pg. 80 Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. G.Contract Work Hours and Safety Standards Act (40 U.S.C. Sections 3701-3708). Where applicable, all contracts awarded by the non-Federal Contractor in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with Title 40 U.S.C. Sections 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. Part 5). Under Title 40 U.S.C. Section 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of Title 40 U.S.C. Section 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous to health or safety. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. H.Davis-Bacon Act, as amended (40 U.S.C. Sections 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. Sections 3141-3148) as supplemented by Department of Labor regulations (29 C.F.R. Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-Federal contractor must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal Contractor must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (18 U.S.C. Section 874 and 40 U.S.C. Section 3145), as supplemented by Department of Labor regulations (29 C.F.R. Part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal contractor must report all suspected or reported violations to the Federal awarding agency. i. The Contractor and all Subcontractors and Sub-subcontractors are required to pay their employees and workers a wage not less than the minimum wage for the work classification as specified in both the Federal and California wage decisions. See Section 3.10.6 “Prevailing Wages” for additional information regarding California Prevailing Wage Rate Requirements and the applicable general prevailing wage determinations which are on file with the City and are available to any interested party on request. The higher of the two applicable wage determinations, either California prevailing wage or Davis-Bacon Federal prevailing wage, will be enforced for all applicable work/services under this Contract. I.Contracts for more than the simplified acquisition threshold, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations       Packet Pg. 81 Council (Councils) as authorized by Title 41 U.S.C. Section 1908, must address administrative, contractual, or legal remedies in instances where Contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate. J.All contracts in excess of $10,000 must address termination for cause and for convenience by the non-Federal Contractor including the manner by which it will be effected and the basis for settlement. K.Equal Employment Opportunity. Except as otherwise provided under Title 41 C.F.R. Part 60, all contracts that meet the definition of “federally assisted construction contract” in Title 41 C.F.R. Section 60-1.3 must include the equal opportunity clause provided under Title 41 C.F.R. Section 60- 1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 C.F.R. Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 C.F.R. part 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” The identified clause is below and Contractor shall comply with the clause and all legal requirements and include the equal opportunity clause in each of its nonexempt subcontracts. i. The applicant hereby agrees that it will incorporate or cause to be incorporated into any contract for construction work, or modification thereof, as defined in the regulations of the Secretary of Labor at Title 41 C.F.R. Chapter 60, which is paid for in whole or in part with funds obtained from the Federal Government or borrowed on the credit of the Federal Government pursuant to a grant, contract, loan, insurance, or guarantee, or undertaken pursuant to any Federal program involving such grant, contract, loan, insurance, or guarantee, the following equal opportunity clause: During the performance of this contract, the contractor agrees as follows: (1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. (3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee       Packet Pg. 82 who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information. (4) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (5) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and the rules, regulations, and relevant orders of the Secretary of Labor. (6) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (7) In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (8) The contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the contractor may request the United States to enter into such litigation to protect the interests of the United States. The applicant further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the applicant so participating is a State or local government, the above equal opportunity clause is not applicable to any agency,       Packet Pg. 83 instrumentality or subdivision of such government which does not participate in work on or under the contract. The applicant agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of contractors and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance. The applicant further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the applicant agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: Cancel, terminate, or suspend in whole or in part this grant (contract, loan, insurance, guarantee); refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. L.Data Collection Requirements – Contractor agrees to collect pre-post data per County, and United States Treasury guidelines and timeline, for project tracking and monitoring and various reporting purposes. Data including, but not limited to: Required Project Demographic Distribution Data; Required Performance Indicators and Programmatic Data; Required Expenditure Report Data; and Required Program Evaluation Data. Contractor agrees to track and monitor data in a quantifiable and reportable database - retrievable collective data that needs to be available to County, State or Federal governments upon request. M.Data Submission Requirements - Contractor agrees to furnish data to the County upon request, per County, and United States Treasury guidelines and timeline, for project tracking and monitoring and various reporting purposes. Data including, but not limited to: Required Project Demographic Distribution Data; Required Performance Indicators and Programmatic Data; Required Expenditure Report Data; Required Program Evaluation Data. Contractor agrees to track and monitor data in a quantifiable and reportable database - retrievable collective data that needs to be available at request. N.Project Progress Reporting - Contractor agrees to provide project timeline and progress updates to the City upon request, per County, and United States Treasury guidelines and timeline. Contractor agrees to routine and impromptu program and project evaluation by the City.       Packet Pg. 84 O.Contractor shall comply with Title 2 Code of Federal Regulations Part 200 (Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards), including, but not limited to, Title 2 C.F.R. Section 200.303 (internal control), Title 2 C.F.R. Sections 200.331 through 200.333 (subrecipient monitoring and management), and Title 2 C.F.R. Part 200 Subpart F (audit requirements), as these sections currently exist or may be amended. The use of funds must also adhere to official federal guidance issued or to be issued on what constitutes an eligible expenditure. Any funds expended by Contractor or its subcontractor(s) in any manner that does not adhere to official federal guidance shall be returned to the County. Contractor agrees to comply with all official guidance regarding the ARPA CLFRF. Contractor also agree that as additional federal guidance becomes available, an amendment to this Contract may become necessary. If an amendment is required, Contractor agrees to promptly execute the Contract amendment. P.Contractor shall retain documentation of all uses of the funds, including but not limited to invoices and/or sales receipts in a manner consistent with Title 2 C.F.R. Section 200.334 (retention requirements for records). Such documentation shall be produced to City upon request and may be subject to audit. Unless otherwise provided by Federal or State law (whichever is the most restrictive), Contractor shall maintain all documentation connected with its performance under this Contract for a minimum of five (5) years from the date of the last payment made by City or until audit resolution is achieved, whichever is later, and to make all such supporting information available for inspection and audit by representatives of the City, the State or the United States Government during normal business hours at Contractor. Copies will be made and furnished by Contractor upon written request by City. Q.Contractor shall establish and maintain an accounting system conforming to Generally Accepted Accounting Principles (GAAP) to support Contractor’s requests for reimbursement which segregate and accumulate costs of Contractor and produce monthly reports which clearly identify reimbursable costs, matching fund costs (if applicable), and other allowable expenditures by Contractor. Contractor shall provide a monthly report of expenditures under this Contract no later than the 20th day of the following month. R.Contractor shall cooperate in having an audit completed by City, at City’s option and expense. Any audit required by ARPA CLFRF and its regulation and United States Treasury guidance will be completed by Contractor at Contractor’s expense. S.Contractor shall repay to City any reimbursement for ARPA CLFRF funding that is determined by subsequent audit to be unallowable under the ARPA CLFRF within the time period required by the ARPA CLFRF, but no later than one hundred twenty (120) days of Contractor receiving notice of audit findings, which time shall include an opportunity for Contractor to respond to and/or resolve the findings. Should the findings not be otherwise resolved and Contractor fail to reimburse moneys due City within one hundred twenty (120) days of audit findings, or within such other period as may be agreed between both parties or required by the ARPA CLFRF, City reserves the right to withhold future payments due Contractor from any source under City’s control. T.Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, Title 2 C.F.R. Part 200, other than such provisions as Treasury may determine are inapplicable and subject to such exceptions as may be otherwise provided by Treasury. Subpart F – Audit Requirements of the Uniform Guidance, implementing the Single Audit Act, shall apply.       Packet Pg. 85 U.Universal Identifier and System for Award Management (SAM), Title 2 C.F.R. Part 25. V.Reporting Subaward and Executive Compensation Information, Title 2 C.F.R. Part 170. W.OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (nonprocurement), Title 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to Title 2 C.F.R. Part 180 and Treasury’s implementing regulation at Title 31 C.F.R. Part 19. Debarment and Suspension (Executive Orders 12549 and 12689) - A contract award (see 2 C.F.R. Section 180.220) must not be made to parties listed on the governmentwide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at Title 2 C.F.R. Part 180 that implement Executive Orders 12549 (3 C.F.R. Part 1986 Comp., p. 189) and 12689 (3 C.F.R. Part 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. X.Recipient Integrity and Performance Matters, pursuant to which the award terms set forth in Title 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference. Y.Government Requirements for Drug-Free Workplace, Title 31 C.F.R. Part 20. Z.New Restrictions on Lobbying, Title 31 C.F.R. Part 21. AA.Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. Sections 4601- 4655) and implementing regulations. BB.Applicable Federal environmental laws and regulations. CC.Statutes and regulations prohibiting discrimination include, without limitation, the following: i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. Sections 2000d et seq.) and Treasury’s implementing regulations at Title 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance. ii. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. Sections 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability. iii. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. Section 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance. iv. The Age Discrimination Act of 1975, as amended (42 U.S.C. Sections 6101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. v. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. Sections 12101 et seq.), which prohibits discrimination on the basis of disability under programs,       Packet Pg. 86 activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. DD.Contractor understands that making false statements or claims in connection with the ARPA funded activities is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law. EE. Any publications produced with ARPA funds must display the following language: “This project [is being] [was] supported, in whole or in part, by federal award number SLT-0628 awarded to San Bernardino County by the U.S. Department of Treasury.” FF. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Contractor is being encouraged to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company-owned, rented, or personally owned vehicles. GG.Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Contractor is being encouraged to adopt and enforce policies that ban text messaging while driving and establishing workplace safety policies to decrease accidents caused by distracted drivers. HH.As a recipient of federal financial assistance, the Civil Rights Restoration Act of 1987 applies, and Contractor assures that it: i. Ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. Sections 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at Title 31 C.F.R. Part 22 and other pertinent executive orders such as Executive Order 13166, directives, circulars, policies, memoranda and/or guidance documents. ii. Acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency,” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, have Limited English proficiency (LEP). Contractor understands that denying a person access to its programs, services, and activities, because of LEP is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964 and the Department of the Treasury’s implementing regulations. Contractor shall initiate reasonable steps, or comply with the Department of the Treasury’s directives, to ensure LEP persons have meaningful access to its programs, services, and activities. Contractor understands and agrees that meaningful access may entail provide language assistance services, including oral interpretation and written translation where necessary, to ensure effective communication. iii. Agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services, and activities. iv. Agrees to maintain a complaint log of any complaints of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act and implementing regulations and provide, upon request, a list of all such       Packet Pg. 87 reviews or proceedings based on the complaint, pending or completed, including outcome. II.The City must include the following language in every contract or agreement subject to Title VI and its regulations: “The sub-grantee, contractor, successor, transferee, and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or nation origin (42 U.S.C. Section 2000d et seq.), as implemented by the Department of the Treasury’s Title VI regulations, Title 31 C.F.R. Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also includes protection to persons with “Limited English Proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. Section 2000d et seq., as implemented by the Department of the Treasury’s Title VI regulations, Title 31 C.F.R. Sections Part 22, and herein incorporated by reference and made a part of this contract or agreement.” JJ.Contractor shall cooperate in any enforcement or compliance review activities by the City, and/or the Department of the Treasury. Contractor shall comply with information requests, on-site compliance reviews, and reporting requirements. KK.Contractor shall maintain records and financial documents sufficient to evidence compliance with section 603(c), regulations adopted by Treasury implementing those sections, and guidance issued by Treasury regarding the foregoing. LL.City has the right of access to records (electronic or otherwise) of Contractor in order to conduct audits or other investigations. MM.Contractor shall maintain records for a period of five (5) years after the completion of the contract or a period of five (5) years after the last reporting date the City is obligated with the Department of the U.S. Treasury, whichever is later. NN.Contractor must disclose in writing any potential conflict of interest in accordance with Title 2 C.F.R. Section 200.112. OO.In accordance with Title 41 U.S.C. Section 4712, subrecipient or Contractor may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant.       Packet Pg. 88 The list of persons and entities referenced in the paragraph above includes the following: (i) A member of Congress or a representative of a committee of Congress; (ii) An Inspector General; (iii) The Government Accountability Office; (iv) A Treasury employee responsible for contract or grant oversight or management; (v) An authorized official of the Department of Justice or other law enforcement agency; (vi) A court or grand jury; or (vii) A management official or other employee of Recipient, subrecipient, contractor, or subcontractor who has the responsibility to investigate, discover, or address misconduct. Subrecipient or Contractor shall inform its employees in writing of the rights and remedies provided under this section, in the predominant native language of the workforce. PP. City and Contractor acknowledge that if additional federal guidance is issued, an amendment to this Contract may be necessary. In the event any of the terms in this Exhibit conflict with any other terms in the Contract, the terms in this Exhibit shall control.       Packet Pg. 89 5 9 2 5 CITY OF SAN BERNARDINO PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND CREDE CONSTRUCTION ADVISORY, LLC This Agreement is made and entered into as of December 4th, 2024, by and between the City of San Bernardino, a charter city and municipal corporation organized and operating under the laws of the State of California with its principal place of business at Vanir Tower, 290 North D Street, San Bernardino, CA 92401 (“City”), and CREDE Construction Advisory, a Limited Liability Corporation with its principal place of business at 18301 Von Karman Ave, Suite 510, Irvine, CA 92612 (hereinafter referred to as “Consultant”). City and Consultant are hereinafter sometimes referred to individually as “Party” and collectively as the “Parties.” RECITALS A. City is a public agency of the State of California and is in need of professional services for the following project: San Bernardino Hope Campus (hereinafter referred to as “the Project”). B. Consultant is duly licensed and has the necessary qualifications to provide such services. C. The Parties desire by this Agreement to establish the terms for the City to retain Consultant to provide the services described herein. NOW, THEREFORE, IT IS AGREED AS FOLLOWS: AGREEMENT 1. Incorporation of Recitals. The recitals above are true and correct and are hereby incorporated herein by this reference. 2. Services. Consultant shall provide the City with the services described in the Scope of Services attached hereto as Exhibit “A.” 3. Professional Practices. All professional services to be provided by Consultant pursuant to this Agreement shall be provided by personnel identified in their proposal. Consultant warrants that Consultant is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Consultant’s performance of this Agreement. Consultant further represents that no City employee will provide any services under this Agreement. 4. Compensation. a. Subject to paragraph 4(b) below, the City shall pay for such services in accordance with the Schedule of Charges set forth in Exhibit “A.” b. In no event shall the total amount paid for services rendered by       Packet Pg. 90 5 9 2 5 Consultant under this Agreement exceed the sum of $1,091,148. This amount is to cover all related costs, and the City will not pay any additional fees for printing expenses. Consultant may submit invoices to City for approval. Said invoice shall be based on the total of all Consultant’s services which have been completed to the City’s sole satisfaction. City shall pay Consultant’s invoice within forty-five (45) days from the date City receives said invoice. The invoice shall describe in detail the services performed and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as “Additional Services” and shall identify the number of the authorized change order, where applicable, on all invoices. 5. Additional Work. If changes in the work seem merited by the Consultant or the City, and informal consultations with the other party indicate that a change is warranted, it shall be processed in the following manner: a letter outlining the changes shall be forwarded to the City by the Consultant with a statement of estimated changes in fee or time schedule. An amendment to this Agreement shall be prepared by the City and executed by both Parties before performance of such services, or the City will not be required to pay for the changes in the scope of work. Such amendment shall not render ineffective or invalidate unaffected portions of this Agreement. a. Adjustments. No retroactive price adjustments will be considered. Additionally, no price increases will be permitted during the first year of this Agreement unless agreed to by the City and Consultant in writing. 6. Term. This Agreement shall commence on the Effective Date and continue through the completion of services as set forth in Exhibit “A,” unless the Agreement is previously terminated as provided for herein (“Term”). 7. Maintenance of Records; Audits. a. Records of Consultant’s services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to the City for inspection and/or audit at mutually convenient times for a period of four (4) years from the Effective Date. b. Books, documents, papers, accounting records, and other evidence pertaining to costs incurred shall be maintained by the Consultant and made available at all reasonable times during the contract period and for four (4) years from the date of final payment under the contract for inspection by the City. 8. Time of Performance. Consultant shall perform its services in a prompt and timely manner and shall commence performance upon receipt of written notice from the City to proceed. Consultant shall complete the services required hereunder within Term. 9. Delays in Performance. a. Neither City nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non-performing Party. For purposes of this Agreement, such circumstances include a Force Majeure Event. A Force Majeure Event shall mean an event that materially affects the Consultant’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2)       Packet Pg. 91 5 9 2 5 terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the services); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety. b. Should a Force Majeure Event occur, the non-performing Party shall, within a reasonable time of being prevented from performing, give written notice to the other Party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement. Delays shall not entitle Consultant to any additional compensation regardless of the Party responsible for the delay. c. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement. 10. Compliance with Law. a. Consultant shall comply with all applicable laws, ordinances, codes, and regulations of the federal, state, and local government, including Cal/OSHA requirements. There are several funding sources potentially funding this Agreement, which are shown in Exhibit C, attached hereto, and incorporated herein by this reference. Exhibits D and E, attached hereto and incorporated herein by these references, include multiple regulations from different funding sources that the Consultant must comply with. b. If required, Consultant shall assist the City, as requested, in obtaining and maintaining all permits required of Consultant by federal, state and local regulatory agencies. c. If applicable, the Consultant is responsible for all costs of clean up and/ or removal of hazardous and toxic substances spilled as a result of his or her services or operations performed under this Agreement. 11. Standard of Care. Consultant’s services will be performed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions. Consultant’s performance shall conform in all material respects to the requirements of the Scope of Work. 12. Conflicts of Interest. During the term of this Agreement, Consultant shall at all times maintain a duty of loyalty and a fiduciary duty to the City and shall not accept payment from or employment with any person or entity which will constitute a conflict of interest with the City. 13. City Business Certificate. Consultant shall, prior to execution of this Agreement, obtain and maintain during the term of this Agreement a valid business registration certificate from the City pursuant to Title 5 of the City’s Municipal Code and any and all other licenses, permits,       Packet Pg. 92 5 9 2 5 qualifications, insurance, and approvals of whatever nature that are legally required of Consultant to practice his/her profession, skill, or business. 14. Assignment and Subconsultant. Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Nothing contained herein shall prevent Consultant from employing independent associates and sub-consultants as Consultant may deem appropriate to assist in the performance of services hereunder. 15. Independent Consultant. Consultant is retained as an independent contractor and is not an employee of City. No employee or agent of Consultant shall become an employee of City. The work to be performed shall be in accordance with the work described in this Agreement, subject to such directions and amendments from City as herein provided. Any personnel performing the work governed by this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers’ compensation insurance. 16. Insurance. Consultant shall not commence work for the City until it has provided evidence satisfactory to the City it has secured all insurance required under this section. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. a. Additional Insured The City of San Bernardino, its officials, officers, employees, agents, and volunteers shall be named as additional insureds on Consultant’s and its subconsultants’ policies of commercial general liability and automobile liability insurance using the endorsements and forms specified herein or exact equivalents. b. Commercial General Liability (i) The Consultant shall take out and maintain, during the performance of all work under this Agreement, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to the City. (ii) Coverage for Commercial General Liability insurance shall be at least as broad as the following: Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 00 01) or exact equivalent. (iii) Commercial General Liability Insurance must include coverage for the following:       Packet Pg. 93 5 9 2 5 (1) Bodily Injury and Property Damage (2) Personal Injury/Advertising Injury (3) Premises/Operations Liability (4) Products/Completed Operations Liability (5) Aggregate Limits that Apply per Project (6) Explosion, Collapse, and Underground (UCX) exclusion deleted (7) Contractual Liability with respect to this Contract (8) Broad Form Property Damage (9) Independent Consultants Coverage (iv) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to the Agreement. (v) The policy shall give the City, it's elected and appointed officials, officers, employees, agents, and City-designated volunteers additional insured status using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01 or endorsements providing the exact same coverage. (vi) The general liability program may utilize either deductibles or provide coverage excess of a self-insured retention, subject to written approval by the City, and provided that such deductibles shall not apply to the City as an additional insured. c. Automobile Liability (i) At all times during the performance of the work under this Agreement, the Consultant shall maintain Automobile Liability Insurance for bodily injury and property damage, including coverage for owned, non-owned, and hired vehicles, in a form and with insurance companies acceptable to the City. (ii) Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto). (iii) The policy shall give the City, its elected and appointed officials, officers, employees, agents, and city-designated volunteers additional insured status. (iv) Subject to written approval by the City, the automobile liability program may utilize deductibles, provided that such deductibles shall not apply to the City as an additional insured but not a self-insured retention. d. Workers’ Compensation/Employer’s Liability       Packet Pg. 94 5 9 2 5 (i) Consultant certifies that he/she is aware of the provisions of Section 3700 of the California Labor Code, which requires every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement. (ii) To the extent the Consultant has employees at any time during the term of this Agreement, at all times during the performance of the work under this Agreement, the Consultant shall maintain full compensation insurance for all persons employed directly by him/her to carry out the work contemplated under this Agreement, all in accordance with the “Workers’ Compensation and Insurance Act,” Division IV of the Labor Code of the State of California and any acts amendatory thereof, and Employer’s Liability Coverage in amounts indicated herein. Consultant shall require all sub-consultants to obtain and maintain, for the period required by this Agreement, workers’ compensation coverage of the same type and limits as specified in this section. e. Professional Liability (Errors and Omissions) At all times during the performance of the work under this Agreement, the Consultant shall maintain professional liability or Errors and Omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to the City and in an amount indicated herein. This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Consultant. “Covered Professional Services” as designated in the policy must specifically include work performed under this Agreement. The policy must “pay on behalf of” the insured and must include a provision establishing the insurer's duty to defend. f. Privacy/Network Security (Cyber) At all times during the performance of the work under this Agreement, the Consultant shall maintain privacy/network security insurance for (1) privacy breaches, (2) system breaches, (3) denial or loss of service, and (4) introduction, implantation or spread of malicious software code, in a form and with insurance companies acceptable to the City. g. Reserved h. Minimum Policy Limits Required (i) The following insurance limits are required for the Agreement: Combined Single Limit Commercial General Liability $2,000,000 per occurrence/$4,000,000 aggregate for bodily injury, personal injury, and property damage Automobile Liability $1,000,000 per occurrence for bodily injury and property damage Employer’s Liability $1,000,000 per occurrence       Packet Pg. 95 5 9 2 5 Professional Liability $1,000,000 per claim and aggregate (errors and omissions) Cyber Liability $1,000,000 per occurrence and aggregate (ii) Defense costs shall be payable in addition to the limits. (iii) Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirements or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as Additional Insured pursuant to this Agreement. i. Evidence Required Prior to the execution of the Agreement, the Consultant shall file with the City evidence of insurance from an insurer or insurers certifying the coverage of all insurance required herein. Such evidence shall include original copies of the ISO CG 00 01 (or insurer’s equivalent) signed by the insurer’s representative and Certificate of Insurance (Acord Form 25-S or equivalent), together with required endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance. j. Policy Provisions Required (i) Consultant shall provide the City at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of the premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to the City at least ten (10) days prior to the effective date of cancellation or expiration. (ii) The Commercial General Liability Policy and Automobile Policy shall each contain a provision stating that the Consultant’s policy is primary insurance and that any insurance, self-insurance, or other coverage maintained by the City or any named insureds shall not be called upon to contribute to any loss. (iii) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent to the effective date of this Agreement.       Packet Pg. 96 5 9 2 5 (iv) All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to provide waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow the Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against the City and shall require similar written express waivers and insurance clauses from each of its sub-consultants. (v) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Further, the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant’s indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law. k. Qualifying Insurers (i) All policies required shall be issued by acceptable insurance companies, as determined by the City, which satisfies the following minimum requirements: (1) Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A: VII and admitted to transact in the business of insurance in the State of California or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law. l Additional Insurance Provisions (i) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including, but not limited to, the provisions concerning indemnification. (ii) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. Alternatively, the City may cancel this Agreement. (iii) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (iv) Neither the City nor the City Council, nor any member of the City Council, nor any of the officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement.       Packet Pg. 97 5 9 2 5 m. Subconsultant Insurance Requirements. Consultant shall not allow any subcontractors or sub-consultants to commence work on any subcontract until they have provided evidence satisfactory to the City that they have secured all insurance required under this section. Policies of commercial general liability insurance provided by such subcontractors or sub-consultants shall be endorsed to name the City as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by the Consultant, the City may approve different scopes or minimum limits of insurance for particular subcontractors or sub-consultants. 17. Indemnification. a. To the fullest extent permitted by law, Consultant shall defend (with counsel reasonably approved by the City), indemnify and hold the City, it's elected and appointed officials, officers, employees, agents, and authorized volunteers free and harmless from any and all claims, demands, causes of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees, settlements, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, (collectively, “Claims”) in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant’s services, the Project, or this Agreement, including without limitation the payment of all damages, expert witness fees, attorneys’ fees and other related costs and expenses. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the City. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, the City Council, members of the City Council, its employees, or authorized volunteers. Consultant’s indemnification obligation shall survive the expiration or earlier termination of this Agreement. b. If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to the extent which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant in the performance of the services or this Agreement, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault. 18. California Labor Code Requirements. The Consultant is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq. ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, the Consultant agrees to fully comply with such Prevailing Wage Laws, if applicable. Consultant shall defend, indemnify, and hold the City, its elected officials, officers, employees, and agents free and harmless from any claims, liabilities, costs, penalties, or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory for the Consultant and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of       Packet Pg. 98 5 9 2 5 apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). If the Services are being performed as part of an applicable “public works” or “maintenance” project, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Consultant and all sub-consultants performing such Services must be registered with the Department of Industrial Relations. Consultant shall maintain registration for the duration of the Project and require the same of any sub-consultants, as applicable. This Project may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be the Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements. 19. Verification of Employment Eligibility. By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time, and shall require all sub- consultants and sub-subconsultants to comply with the same. 20. Laws and Venue. This Agreement shall be interpreted in accordance with the laws of the State of California. If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in a state or federal court situated in the County of San Bernardino, State of California. 21. Termination or Abandonment a. City has the right to terminate or abandon any portion or all of the work under this Agreement by giving ten (10) calendar days written notice to Consultant. In such event, the City shall be immediately given title and possession to all original field notes, drawings and specifications, written reports, and other documents produced or developed for that portion of the work completed and/or being abandoned. The City shall pay the Consultant the reasonable value of services rendered for any portion of the work completed prior to termination. If said termination occurs prior to completion of any task for the Project for which a payment request has not been received, the charge for services performed during such task shall be the reasonable value of such services, based on an amount mutually agreed to by City and Consultant of the portion of such task completed but not paid prior to said termination. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Consultant shall not be entitled to payment for unperformed services and shall not be entitled to damages or compensation for termination of work. b. Consultant may terminate its obligation to provide further services under this Agreement upon thirty (30) calendar days written notice to City only in the event of substantial failure by City to perform in accordance with the terms of this Agreement through no fault of Consultant. 22. Attorneys’ Fees. In the event that litigation is brought by any Party in connection with this Agreement, the prevailing Party shall be entitled to recover from the opposing Party all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing Party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof. The costs, salary, and expenses of the City Attorney’s Office in       Packet Pg. 99 5 9 2 5 enforcing this Agreement on behalf of the City shall be considered as “attorneys’ fees” for the purposes of this Agreement. 23. Responsibility for Errors. Consultant shall be responsible for its work and results under this Agreement. Consultant, when requested, shall furnish clarification and/or explanation as may be required by the City’s representative regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to the Consultant’s professional services occurs, the Consultant shall, at no cost to the City, provide all other services necessary to rectify and correct the matter to the sole satisfaction of the City and to participate in any meeting required with regard to the correction. 24. Prohibited Employment. Consultant shall not employ any current employee of City to perform the work under this Agreement while this Agreement is in effect. 25. Costs. Each Party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein. 26. Documents. Except as otherwise provided in “Termination or Abandonment” above, all original field notes, written reports, Drawings and Specifications, and other documents produced or developed for the Project shall, upon payment in full for the services described in this Agreement, be furnished to and become the property of the City. 27. Organization. Consultant shall assign Gina Wieczorek as Project Manager. The Project Manager shall not be removed from the Project or reassigned without the City's prior written consent. 28. Limitation of Agreement. This Agreement is limited to and includes only the work included in the Project described above. 29. Notice. Any notice or instrument required to be given or delivered by this Agreement may be given or delivered by depositing the same in any United States Post Office, certified mail, return receipt requested, postage prepaid, addressed to the following addresses and shall be effective upon receipt thereof:       Packet Pg. 100 5 9 2 5 CITY: City of San Bernardino Vanir Tower, 290 North D Street San Bernardino, CA 92401 Attn: Rochelle Clayton Acting-City Manager With Copy To: City of San Bernardino Vanir Tower, 290 North D Street San Bernardino, CA 92401 Attn: City Attorney CONSULTANT: CREDE Construction Advisory, LLC 18301 Von Karman Ave, Suite 510 Irvine, CA 92612 Attn: Colby Durnin 30. Third Party Rights. Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the City and the Consultant. 31. Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, or termination. 32. Entire Agreement. This Agreement, including Exhibits A through E, represents the entire understanding of City and Consultant as to those matters contained herein and supersedes and cancels any prior or contemporaneous oral or written understanding, promises, or representations with respect to those matters covered hereunder. Each Party acknowledges that no representations, inducements, promises, or agreements have been made by any person which are not incorporated herein and that any other agreements shall be void. This is an integrated Agreement. 33. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance, and the remaining provisions of this Agreement shall remain in full force and effect. 34. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators, and assigns of each Party to this Agreement. However, the Consultant shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties, or obligations without the prior written consent of the City. Any attempted assignment without such consent shall be invalid and void. 35. Non-Waiver. The delay or failure of either Party at any time to require performance or compliance by the other Party of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision       Packet Pg. 101 5 9 2 5 of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought. The waiver of any right or remedy with respect to any occurrence or event shall not be deemed a waiver of any right or remedy with respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver. 36. Time of Essence. Time is of the essence for each and every provision of this Agreement. 37. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain, or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement. 38. Amendments. Only a writing executed by all of the Parties hereto or their respective successors and assigns may amend this Agreement. 39. City’s Right to Employ Other Consultants. City reserves its right to employ other consultants, including engineers, in connection with this Project or other projects. 40. Prohibited Interests. Consultant maintains and warrants that it has neither employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, the City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no official, officer, or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement or obtain any present or anticipated material benefit arising therefrom. 41. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one single Agreement. 42. Authority. The persons executing this Agreement on behalf of the Parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said Parties and that by doing so, the Parties hereto are formally bound to the provisions of this Agreement. 43. Electronic Signature. Each Party acknowledges and agrees that this Agreement may be executed by electronic or digital signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature. [SIGNATURES ON FOLLOWING PAGE]       Packet Pg. 102 5 9 2 5 SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND CREDE CONSTRUCTION ADVISORY, LLC IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above. CITY OF SAN BERNARDINO APPROVED BY: Rochelle Clayton Acting City Manager ATTESTED BY: Genoveva Rocha, CMC City Clerk APPROVED AS TO FORM: Best Best & Krieger LLP City Attorney CONSULTANT Signature Colby Durnin Name Manager Title       Packet Pg. 103 5 9 2 5 PROFESSIONAL SERVICES AGREEMENT EXHIBIT A CREDE will bill a flat monthly fee of $90,929 for twelve months, per the above fee proposal, as provided to the City as part of the RFQual Response. The Coronavirus State and Local Fiscal Recovery Funds (SLFRF) program authorized by the American Rescue Plan Act (ARPA) will be used for the total cost of the agreement in the amount of $1,091,148.       Packet Pg. 104 5 9 2 5 PLANNING, PRE-DEVELOPMENT AND PRE-CONSTRUCTION PHASE– 2-3 MONTHS – DECEMBER 2024 -JANUARY/FEBRUARY 2025 The planning, pre-development and pre-construction phase is critical for setting the foundation for the Project’s success. CREDE will provide the following comprehensive services during the Planning, Pre-Development and Pre-Construction period, focusing on Project planning, schedule, budget, risk management, and detailed design coordination. The key services we will be providing include: 1.1 Project Planning and Feasibility Studies •Project Scoping: We work closely with the City, Modular Building Manufacturer and any other stakeholders to define Project requirements, goals, and objectives, ensuring the Project scope aligns with the City’s vision and regulatory requirements. Meet with the City Project representatives and Modular Building Manufacturer’s Project Team on a weekly basis, and more often as needed, to obtain real time feedback on design and planning to keep the Project on schedule and on track. •Feasibility Assessment: Our team conducts feasibility studies to evaluate site conditions, utility availability, zoning regulations, and other potential constraints that could impact the Project timeline and budget. •Value Engineering: We will provide Value Engineering suggestions to optimize design decisions and material selections, as well as to reduce costs. We strive to ensure cost- effective solutions without compromising quality. 1.2 Scheduling •Master Schedule Creation: We will develop a detailed master schedule that covers every phase of the Project, from initial planning, design, permitting, construction through to certificates of occupancy and Project completion. We identify all critical milestones and deliverables. •Phasing Plan: Given the Modular nature of the Project, we will create a Phasing Plan that integrates the off-site fabrication process with on-site construction activities. This will minimize disruption to on-site construction progress and maximizing the efficiency of the overall construction. We will work with the Modular Building Manufacturer and the General Contractor to include a storage and delivery schedule to ensure proper and timely assembly. 1.3 Design Coordination and Permitting •Design Review and Project Meetings: Our team will schedule and run regular weekly Owner Architect Contractor (OAC) design meetings with the Modular Building Manufacturer’s team of Architects, Engineers, Contractors (when identified) and City representatives to ensure that all designs align with the Project’s goals and regulatory requirements. •Permitting Assistance: We provide comprehensive support to the Modular Building Manufacturer in obtaining all necessary permits, including building permits, environmental clearances, abatement and demolition permits, and utility approvals, ensuring compliance with local, state, and federal regulations. 1.4 Risk Management, Insurance, Labor Standards and Compliance •Risk Assessment: We will identify potential risks, such as permit delays, materials and systems with long lead times, supply chain disruptions or weather-related delays, and develop mitigation strategies to address these challenges proactively.       Packet Pg. 105 5 9 2 5 •Insurance and Bonding: We will be providing assistance with securing appropriate contractor and sub-contractor insurance coverage and payment, performance and completion bonds (if requested by the City) to protect the City throughout the Project. •Labor Standards: We will create an integrated system of processes, checks and balances to ensure all labor Standards are properly enforced and adhered to by all contractors throughout the project. We will enforce State Public Works, Davis Bacon and HUD Section 3 required contract compliance programs. •Compliance Onboarding and Implementation: Our team will confirm that the General Contractor and all Contractors have appropriate Registrations, Licenses, Workers Comp Insurance and are not debarred from working on a State, City, HUD or Federal Project. We will review required start-up compliance documents before contractors start any work on the Project and we will hold Pre-Construction compliance meetings. CONSTRUCTION PHASE- 9 MONTHS – FEBRUARY 2025 – NOVEMBER 2025 Our construction management services ensure seamless execution of the Project, with a focus on quality control, safety, compliance and Project coordination. The construction phase for a Modular Navigation Center requires specialized management to properly and efficiently integrate the Modular components with on-site construction activities. 2.1 Site Management and Coordination •Logistics Planning: During the construction period we will manage the logistics of storing, transporting and assembling Modular units on-site with the Modular Building Manufacturer. This includes coordination with the supplier, transportation providers, crane operators, and other subcontractors to ensure timely and efficient delivery. •On-Site Supervision: Our Project management team will be on-site weekly once the construction starts to oversee all activities, including excavation, utility installation, foundation work, unit assembly and interior finish work. •Coordination with Off-Site Fabrication: We maintain constant communication with the Modular Building Manufacturer to synchronize on-site preparation with off-site production, storage and delivery, ensuring a smooth workflow. The Modular Building Manufacturer will be involved in all weekly OAC meetings. •Client Reporting: We will provide an updated Project Master Budget once per month. Our team will provide Weekly Progress Reports and provide Monthly Development and Work Summary Reports outlining permitting, design, construction and scheduling activities so the City is informed of all development and construction activities. 2.2 Quality Assurance and Control •Inspections and Testing: We will identify and engage on behalf of the City a testing and inspection lab to perform regular inspections and testing of materials and work to confirm compliance with the Project’s plans, specifications and local building codes. All testing and inspection reports are provided to the City as they become available. •Quality Control Plan: Our team implements a rigorous quality control plan to verify that each Modular Unit meets design specifications prior to installation. 2.3 Contractor Compliance and Monitoring •Compliance Monitoring: Our team will track, monitor and enforce all Labor Compliance requirements are being met on the project (Federal Davis Bacon and Related Acts 29 CFR part 5 and HUD as outlined in recipients General Conditions including Section 3 hiring and       Packet Pg. 106 5 9 2 5 contract award). This includes ongoing DIR, CSLB and Business License expiration monitoring and enforcement. 2.4 Schedule Management •Schedule Monitoring: Our Project Managers will monitor progress against the Master Schedule and when potential delays are identified, we will work with the General Contractor and Sub-Contractors to come up with changes in sequencing of the work to minimize impacts to schedule and cost. Real-time reporting systems will provide the City with up-to-date information on Project milestones. Monthly reporting to the City will also summarize construction progress, schedule updates and any deviations to the schedule. •Phased Delivery: We will work with the Modular Building Manufacturer on the phasing plan to deliver the Modular units in phases. We will explore the possibility of allowing for individual certificates of occupancy while construction continues with remaining modular buildings that are part of the Project, expediting the City’s ability to address immediate housing needs. This will be included in our planning for the construction delivery schedule, site management plan and safety plans. 2.5 Change Management •Change Order Tracking: We will implement a robust change management process to track and document any changes in the Project scope, budget, or timeline, ensuring transparency and accountability. •Impact Analysis: Any proposed changes are thoroughly analyzed for potential impact on the Project Schedule and Project Budget, and recommendations are provided to the City for decision-making. 2.6 Closeout and Commissioning •Final Inspections: Once the Modular Units are assembled and the Project is nearing completion, our team will conduct final inspections to ensure all elements meet Project specifications and compliance standards. •Punch List Management: We work closely with the General Contractor and Subcontractors to address any punch list items promptly, ensuring the Project’s smooth closeout. •Turnover and Commissioning: Upon successful completion of all phases, we will assist the City with the final turnover of the Project, including training City Staff and/or the selected Operator on the operation and maintenance of the Modular Housing Units, and providing as-built documentation. •Final Audit Reporting: Final retention audit begins upon job completion (before final retention release). The final review includes: Confirmation of all Labor and Prevailing Wage Compliance, apprentice hiring, fringe/training payments and Section 3 requirements have been met by all contractors who performed labor on the Project. •Final Agency Reporting: During the Project, we will provide copies of all Contractors’ final affidavits. We will also provide digital copies of all documents at final closeout of the Project. We will assist with all Agency final reporting needed for Diverse Business Enterprise Contracting, Section 3 employment and Prevailing Wage final reporting. We will provide a letter confirming prevailing wage has been monitored and met for this Project for closeout approval use.       Packet Pg. 107 5 9 2 5 PROFESSIONAL SERVICES AGREEMENT EXHIBIT B KEY PERFORMANCE INDICATORS OR PERFORMANCE REQUIREMENTS 1. Performance Expectations •A Performance Measurement Plan (“Performance Plan”) will be developed by the City Community Development & Housing Department, and will be reviewed on a quarterly basis. •Consultant will track and document all performance measures identified in the Performance Plan. Measures will include, but are not limited to, the measures listed below: •Consultant will develop and distribute, electronically, a monthly summary report showing the current status and 12-month trend of each performance measure •Consultant will attend quarterly meetings scheduled by the City Community Development & Housing Department and present and discuss performance measures •Consultant will track all cost savings for all orders requested by Waste Resources and will report their total Cost Savings on a quarterly basis 2. Performance Measures 1. Safety: a. Definition: the condition of being protected from or unlikely to cause danger, risk, or injury b.Safety Measures are related to PW projects when a contractor is conducting work on a county facility and/or delivers materials and services to a county facility 2. Quality: a. Definition: the standard of something as measured against other things of a similar kind; the degree of excellence of something. b.Quality Measure is related to final result of a product or service. Ex. was the monitor installed correctly, crooked, upside down? Were monthly/annual inspections done correctly/on time, were they incomplete. 3. Cost Savings: a. Definition: a reduction in expenses, especially in business b.Cost Savings Measure is related savings that a vendor makes and passes on to the County. 4. On-Time Delivery: a. Definition: On Time Delivery or OTD refers to a key performance indicator measuring the rate of finished product and deliveries made in time. This rate is expressed in a total number of units delivered within a set period defined by the customer and the supplier. b.On-Time Delivery measure is related to service contracts, were the samples delivered on time to the lab. This can also refer to pick-up services such as with environmental contracts that deal with hazardous samples.       Packet Pg. 108 5 9 2 5 Exhibit C Funding Sources Source Type Status Expenditure Deadline CDBG Federal Committed 4/1/2025 ARPA Federal Committed 12/31/2026 HOME ARP Federal Committed 9/1/2030 HHAP 3 State Committed 6/30/2026 San Bernardino County TBD Pledged TBD Hospital/HMO Funding Private Donation Pledged TBD EXHIBIT D       Packet Pg. 109 5 9 2 5 FEDERAL CONTRACT PROVISIONS During the performance of this Agreement, Consultant shall comply with all applicable federal laws and regulations, including, but not limited to, the federal contract provisions in this Exhibit “D”. REQUIRED CONTRACT PROVISIONS IN ACCORDANCE WITH APPENDIX II TO PART 200 – CONTRACT PROVISIONS FOR NON-FEDERAL ENTITY CONTRACTS UNDER FEDERAL AWARDS (2 C.F.R. § 200.327) Appendix II to Part 200 (A); Appendix II to Part 200 (B): Remedies for Breach; Termination for Cause/Convenience. The Contract Documents include remedies for breach and termination for cause and convenience. Appendix II to Part 200 (C) – Equal Employment Opportunity: If this Agreement meets the definition of a “federal assisted construction contract” in 41 CFR § 60-1.3, Consultant agrees as follows during the performance of this Agreement: The Consultant will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. The Consultant will, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will not discharge or, in any other manner, discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Consultant's legal duty to furnish information. The Consultant will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding a notice to be provided advising the said labor union or workers' representatives of the Consultant's       Packet Pg. 110 5 9 2 5 commitments under this section and shall post copies of the notice in conspicuous places available to employees and applicants for employment. The Consultant will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. The Consultant will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. In the event of the Consultant's noncompliance with the nondiscrimination clauses of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. The Consultant will include the portion of the sentence immediately preceding paragraph (i) and the provisions of paragraphs (i) through (vii) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Consultant will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Consultant may request the United States to enter into such litigation to protect the interests of the United States. The City further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the City so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the Agreement. The City agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of the Consultant and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance. The City further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who       Packet Pg. 111 5 9 2 5 has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the City agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: cancel, terminate, or suspend in whole or in part the grant (contract, loan, insurance, guarantee) for this project; refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. Appendix II to Part 200 (D) – Davis-Bacon Act: Not applicable to this Agreement since it is funded by CSLFRF. Appendix II to Part 200 (D) – Copeland “Anti-Kickback” Act: Not applicable to this Agreement since it is funded by CSLFRF. Appendix II to Part 200 (E) – Contract Work Hours and Safety Standards Act: Overtime Requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (ii) of this section the Consultant and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (ii) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (ii) of this section. Withholding for unpaid wages and liquidated damages. The City shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or subcontractor under any such contract or any other Federal contract with the Consultant, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the Consultant, such sums as may be determined to be necessary to satisfy any liabilities of Consultant or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (iii) of this section. Subcontracts. The Consultant or subcontractor shall insert in any subcontracts the clauses set forth in paragraphs (ii) through (v) of this Section and also a clause requiring the subcontractors to include these clauses in any lower-tier subcontracts. The Consultant shall be       Packet Pg. 112 5 9 2 5 responsible for compliance by any subcontractor or lower-tier subcontractor with the clauses set forth in paragraphs (ii) through (v) of this Section. Appendix II to Part 200 (F) – Rights to Inventions Made Under a Contract or Agreement: If the Federal award meets the definition of “funding agreement” under 37 CFR § 401.2 (a) and the Consultant wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the Consultant must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.. Appendix II to Part 200 (G) – Clean Air Act and Federal Water Pollution Control Act: Pursuant to the Clean Air Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. Pursuant to the Federal Water Pollution Control Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. Appendix II to Part 200 (H) – Debarment and Suspension: This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such Consultant is required to verify that none of the Consultant, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). Consultant must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. This certification is a material representation of fact relied upon by City. If it is later determined that Consultant did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. Consultant warrants that it is not debarred, suspended, or otherwise excluded from or ineligible for participation in any federal programs. Consultant also agrees to verify that all subcontractors performing work under this Agreement are not debarred, disqualified, or otherwise prohibited from participation in accordance with the requirements above. Consultant further       Packet Pg. 113 5 9 2 5 agrees to notify the City in writing immediately if Consultant or its subcontractors are not in compliance during the term of this Agreement. Appendix II to Part 200 (I) – Byrd Anti-Lobbying Act: Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the awarding agency. Appendix II to Part 200 (J) – §200.323 Procurement of Recovered Materials: Consultant shall comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement. In the performance of this Agreement, the Consultant shall make maximum use of products containing recovered materials that are EPA-designated items unless the product cannot be acquired: competitively within a timeframe providing for compliance with the contract performance schedule; meeting contract performance requirements; or at a reasonable price. Information about this requirement, along with the list of EPA-designate items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program. The Consultant also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act.” Appendix II to Part 200 (K) – §200.216 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment: Consultant shall not contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system funded under this Agreement. As described in Public Law 115–232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications       Packet Pg. 114 5 9 2 5 Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities). Telecommunications or video surveillance services provided by such entities or using such equipment. Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. See Public Law 115-232, section 889 for additional information. Appendix II to Part 200 (L) – §200.322 Domestic Preferences for Procurement: Consultant shall, to the greatest extent practicable, purchase, acquire, or use goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subcontracts. For purposes of this section: “Produced in the United States’’ means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. ‘‘Manufactured products’’ means items and construction materials composed in whole or in part of nonferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber.       Packet Pg. 115 5 9 2 5 CONTRACTING WITH SMALL AND MINORITY FIRMS, WOMEN’S BUSINESS ENTERPRISE AND LABOR SURPLUS AREA FIRMS (2 C.F.R. § 200.321) Consultant shall be subject to 2 C.F.R. § 200.321 and will take affirmative steps to assure that minority firms, women’s business enterprises, and labor surplus area firms are used when possible and will not be discriminated against on the grounds of race, color, religious creed, sex, or national origin in consideration for an award. Affirmative steps shall include: Placing qualified small and minority businesses and women's business enterprises on solicitation lists; Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority business, and women's business enterprises; Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority business, and women's business enterprises; and Using the services/assistance of the Small Business Administration (SBA), and the Minority Business Development Agency (MBDA) of the Department of Commerce. Consultant shall submit evidence of compliance with the foregoing affirmative steps when requested by the City. COMPLIANCE WITH U.S. DEPARTMENT OF THE TREASURY CORONAVIRUS LOCAL FISCAL RECOVERY FUND AWARD TERMS AND CONDITIONS Maintenance of and Access to Records. Consultant shall maintain records and financial documents sufficient to evidence compliance with section 603(c) of the Act, Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing. Consultant agrees to provide the City, Treasury Office of Inspector General and the Government Accountability Office, or any of their authorized representatives access to any books, documents, papers, and records (electronic an otherwise) of the Consultant which are directly pertinent to this Agreement for the purposes of conducting audits or other investigations. Records shall be maintained by Consultant for a period of five (5) years after completion of the Project. Compliance with Federal Regulations. Consultant agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to section 603(f) of the Act, and guidance issued by Treasury regarding the foregoing. Consultant also agrees to comply with all other applicable federal statutes, regulations, and executive orders, including, without limitation, the following: Universal Identifier and System for Award Management (SAM), 2 C.F.R. Part 25, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 25 is hereby incorporated by reference.       Packet Pg. 116 5 9 2 5 Reporting Subaward and Executive Compensation Information, 2 C.F.R. Part 170, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 170 is hereby incorporated by reference. OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Non-procurement), 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to 2 C.F.R. Part 180 and Treasury’s implementing regulation at 31 C.F.R. Part 19. Recipient Integrity and Performance Matters, pursuant to which the award term set forth in 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference. Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R. Part 20. New Restrictions on Lobbying, 31 C.F.R. Part 21. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. §§ 4601-4655) and implementing regulations. Compliance with Federal Statutes and Regulations Prohibiting Discrimination. Consultant agrees to comply with statutes and regulations prohibiting discrimination applicable to the CSLFRF program including, without limitation, the following: Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury’s implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. False Statements. Consultant understands that making false statements or claims in connection with the CSLFRF program is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law.       Packet Pg. 117 5 9 2 5 Protections for Whistleblowers. In accordance with 41 U.S.C. § 4712, Consultant may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant. The list of persons and entities referenced in the paragraph above includes the following: A member of Congress or a representative of a committee of Congress; An Inspector General; The Government Accountability Office; A Treasury employee responsible for contract or grant oversight or management; An authorized official of the Department of Justice or other law enforcement agency; A court or grand jury; or A management official or other employee of Consultant, or a subcontractor who has the responsibility to investigate, discover, or address misconduct. Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Consultant is encouraged to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company-owned, rented or personally owned vehicles, and encourage its subcontractors to do the same Reducing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Consultant should encourage its employees and subcontractors to adopt and enforce policies that ban text messaging while driving, and Consultant should establish workplace safety policies to decrease accidents caused by distracted drivers. Assurances of Compliance with Civil Rights Requirements. The Civil Rights Restoration Act of 1987 provides that the provisions of this assurance apply to the Project, including, but not limited to, the following: Consultant ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at 31 CFR       Packet Pg. 118 5 9 2 5 Part 22 and other pertinent executive orders such as Executive Order 13166; directives; circulars; policies; memoranda and/or guidance documents. Consultant acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency (LEP),” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, are limited in their English proficiency. Consultant understands that the denial of access to persons to its programs, services and activities because of their limited proficiency in English is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964. Accordingly, Consultant shall initiate reasonable steps, or comply with Treasury’s directives, to ensure meaningful access to its programs, services and activities to LEP persons. Consultant understands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary to ensure effective communication in the Project. Consultant agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services and activities. As a resource, the Department of the Treasury has published its LEP guidance at 70 FR 6067. For more information on LEP, please visit http://www.lep.gov. Consultant acknowledges and agrees that compliance with this assurance constitutes a condition of continued receipt of federal financial assistance and is binding upon Consultant and Consultant’s successors, transferees and assignees for the period in which such assistance is provided. Consultant agrees to incorporate the following language in every contract or agreement subject to Title VI and its regulations between the Consultant and the Consultant’s subcontractors, successors, transferees and assignees: The subcontractor, successor, transferee and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding from a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also extends protection to persons with “Limited English proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. § 2000d et seq., as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Consultant understands and agrees that if any real property or structure is provided or improved with the aid of federal financial assistance by the Department of the Treasury, this assurance obligates the Consultant, or in the case of a subsequent transfer, the transferee, for the period during which the real property or structure is used for a purpose for which the federal financial assistance is extended or for another purpose involving the provision of similar services or benefits. If any personal property is provided, this assurance obligates the Consultant for the period during which it retains ownership or possession of the property. Consultant shall cooperate in any enforcement or compliance review activities by the Department of the Treasury of the aforementioned obligations. Enforcement may include       Packet Pg. 119 5 9 2 5 investigation, arbitration, mediation, litigation, and monitoring of any settlement agreements that may result from these actions. Consultant shall comply with information requests, on-site compliance reviews, and reporting requirements. Consultant shall maintain a complaint log and inform the Department of the Treasury of any accusations of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act of 1964 and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. Consultant must also inform the Department of the Treasury if Consultant has received no complaints under Title VI. Consultant must provide documentation of an administrative agency’s or court’s findings of non-compliance of Title VI and efforts to address the non-compliance, including any voluntary compliance or other agreements between the Consultant and the administrative agency that made the finding. If the Consultant settles a case or matter alleging such discrimination, Consultant must provide documentation of the settlement. If Consultant has not been the subject of any court or administrative agency finding of discrimination, please so state. If Consultant makes sub-awards to other agencies or other entities, Consultant is responsible for assuring that sub-recipients also comply with Title VI and all of the applicable authorities covered in this assurance.       Packet Pg. 120 5 9 2 5 COMPLIANCE WITH AMERICAN RESCUE PLAN ACT (ARPA) CORONAVIRUS LOCAL FISCAL RECOVERY FUND (CLFRF) FEDERAL GUIDELINES USE OF ARPA CLFRF AND REQUIREMENTS This Contract may be funded in whole or in part with funds provided by the American Rescue Plan Act - Coronavirus Local Fiscal Recovery Fund (ARPA), Federal Award Identification Number (FAIN): SLT0628 and Assistance Listing Number (formerly known as a CFDA number): 21.027, and therefore Contractor agrees to comply with any and all ARPA requirements in addition to any and all applicable County, State, and Federal laws, regulations, policies, and procedures pertaining to the funding of this Contract. The use of the funds must also adhere to official federal guidance issued or to be issued on what constitutes a necessary expenditure. Any funds expended by Contractor or its subcontractor(s) in any manner that does not adhere to the ARPA requirements shall be returned or repaid to the City or County. Any funds paid to Contractor i) in excess of the amount to which Contractor is finally determined to be authorized to retain; ii) that are determined to have been misused; or iii) that are determined to be subject to a repayment obligation pursuant to section 603(e) of the Act and have not been repaid, shall constitute a debt to the federal government. Contractor agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to the Act, and guidance issued by Treasury regarding the foregoing. Contractor shall provide for such compliance in any agreements with subcontractor(s). Contractor agrees to comply with the following: A.In accordance with Title 2 Code of Federal Regulations (C.F.R.) Section 200.322, the non-Federal Contractor should, to the greatest extent practicable under a Federal award, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subawards including all contracts and purchase orders for work or products under this award. For purposes of this section: “Produced in the United States” means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. “Manufactured products” means items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. B.In accordance with Title 2 C.F.R. Section 200.471, costs incurred for telecommunications and video surveillance services or equipment such as phones, internet, video surveillance, cloud servers are allowable except for the following circumstances: Obligating or expending covered telecommunications and video surveillance services or equipment or services (as described in Title 2 C.F.R. Section 200.216) to: 1) Procure or obtain, extend or renew a contract to procure or obtain; 2) Enter into a contract (or extend or renew a contract) to procure; or 3) Obtain the equipment, services, or systems, as described in Title 2 C.F.R. Section 200.216 that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. As described in Public Law 115-232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities) and: (i) For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications       Packet Pg. 121 5 9 2 5 equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities); (ii) Telecommunications or video surveillance services provided by such entities or using such equipment; and (iii) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. In implementing the prohibition under Public Law 115-232, section 889, subsection (f), paragraph (1), heads of executive agencies administering loan, grant, or subsidy programs shall prioritize available funding and technical support to assist affected businesses, institutions and organizations as is reasonably necessary for those affected entities to transition from covered communications equipment and services, to procure replacement equipment and services, and to ensure that communications service to users and customers is sustained. C.A non-Federal Contractor that is a state agency or agency of a political subdivision of a state and its contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at Title 40 C.F.R. Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. D.Byrd Anti-Lobbying Amendment (31 U.S.C. Section 1352) - Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by Title 31 U.S.C. Section 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. E.Clean Air Act (42 U.S.C. Sections 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. Sections 1251-1389), as amended - Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non-Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. Sections 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. Sections1251- 1389). F.Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of “funding agreement” under Title 37 C.F.R. Section 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the Title 33 U.S.C. Sections 1251-1387 recipient or subrecipient must comply with the requirements of Title 37 C.F.R. Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.       Packet Pg. 122 5 9 2 5 G.Contract Work Hours and Safety Standards Act (40 U.S.C. Sections 3701-3708). Where applicable, all contracts awarded by the non-Federal Contractor in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with Title 40 U.S.C. Sections 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. Part 5). Under Title 40 U.S.C. Section 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of Title 40 U.S.C. Section 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous to health or safety. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. H.Davis-Bacon Act, as amended (40 U.S.C. Sections 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. Sections 3141-3148) as supplemented by Department of Labor regulations (29 C.F.R. Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-Federal contractor must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal Contractor must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (18 U.S.C. Section 874 and 40 U.S.C. Section 3145), as supplemented by Department of Labor regulations (29 C.F.R. Part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal contractor must report all suspected or reported violations to the Federal awarding agency. i. The Contractor and all Subcontractors and Sub-subcontractors are required to pay their employees and workers a wage not less than the minimum wage for the work classification as specified in both the Federal and California wage decisions. See Section 3.10.6 “Prevailing Wages” for additional information regarding California Prevailing Wage Rate Requirements and the applicable general prevailing wage determinations which are on file with the City and are available to any interested party on request. The higher of the two applicable wage determinations, either California prevailing wage or Davis-Bacon Federal prevailing wage, will be enforced for all applicable work/services under this Contract. I.Contracts for more than the simplified acquisition threshold, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by Title 41 U.S.C. Section 1908, must address administrative, contractual, or legal remedies in instances where Contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate.       Packet Pg. 123 5 9 2 5 J.All contracts in excess of $10,000 must address termination for cause and for convenience by the non-Federal Contractor including the manner by which it will be effected and the basis for settlement. K.Equal Employment Opportunity. Except as otherwise provided under Title 41 C.F.R. Part 60, all contracts that meet the definition of “federally assisted construction contract” in Title 41 C.F.R. Section 60-1.3 must include the equal opportunity clause provided under Title 41 C.F.R. Section 60- 1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 C.F.R. Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 C.F.R. part 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” The identified clause is below and Contractor shall comply with the clause and all legal requirements and include the equal opportunity clause in each of its nonexempt subcontracts. i. The applicant hereby agrees that it will incorporate or cause to be incorporated into any contract for construction work, or modification thereof, as defined in the regulations of the Secretary of Labor at Title 41 C.F.R. Chapter 60, which is paid for in whole or in part with funds obtained from the Federal Government or borrowed on the credit of the Federal Government pursuant to a grant, contract, loan, insurance, or guarantee, or undertaken pursuant to any Federal program involving such grant, contract, loan, insurance, or guarantee, the following equal opportunity clause: During the performance of this contract, the contractor agrees as follows: (1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. (3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in       Packet Pg. 124 5 9 2 5 furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information. (4) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (5) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and the rules, regulations, and relevant orders of the Secretary of Labor. (6) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (7) In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (8) The contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the contractor may request the United States to enter into such litigation to protect the interests of the United States. The applicant further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the applicant so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the contract. The applicant agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of contractors and subcontractors with the equal opportunity clause and the rules, regulations, and relevant       Packet Pg. 125 5 9 2 5 orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance. The applicant further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the applicant agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: Cancel, terminate, or suspend in whole or in part this grant (contract, loan, insurance, guarantee); refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. L.Data Collection Requirements – Contractor agrees to collect pre-post data per County, and United States Treasury guidelines and timeline, for project tracking and monitoring and various reporting purposes. Data including, but not limited to: Required Project Demographic Distribution Data; Required Performance Indicators and Programmatic Data; Required Expenditure Report Data; and Required Program Evaluation Data. Contractor agrees to track and monitor data in a quantifiable and reportable database - retrievable collective data that needs to be available to County, State or Federal governments upon request. M.Data Submission Requirements - Contractor agrees to furnish data to the County upon request, per County, and United States Treasury guidelines and timeline, for project tracking and monitoring and various reporting purposes. Data including, but not limited to: Required Project Demographic Distribution Data; Required Performance Indicators and Programmatic Data; Required Expenditure Report Data; Required Program Evaluation Data. Contractor agrees to track and monitor data in a quantifiable and reportable database - retrievable collective data that needs to be available at request. N.Project Progress Reporting - Contractor agrees to provide project timeline and progress updates to the City upon request, per County, and United States Treasury guidelines and timeline. Contractor agrees to routine and impromptu program and project evaluation by the City. O.Contractor shall comply with Title 2 Code of Federal Regulations Part 200 (Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards), including, but not limited to, Title 2 C.F.R. Section 200.303 (internal control), Title 2 C.F.R. Sections 200.331 through 200.333 (subrecipient monitoring and management), and Title 2 C.F.R. Part 200 Subpart F (audit requirements), as these sections currently exist or may be amended. The use of funds must also adhere to official federal guidance issued or to be issued on what constitutes an eligible expenditure. Any funds expended by Contractor or its subcontractor(s) in any manner that does not adhere to official federal guidance shall be returned to the County. Contractor agrees to comply with all official guidance regarding the ARPA CLFRF. Contractor also agree that as additional federal guidance       Packet Pg. 126 5 9 2 5 becomes available, an amendment to this Contract may become necessary. If an amendment is required, Contractor agrees to promptly execute the Contract amendment. P.Contractor shall retain documentation of all uses of the funds, including but not limited to invoices and/or sales receipts in a manner consistent with Title 2 C.F.R. Section 200.334 (retention requirements for records). Such documentation shall be produced to City upon request and may be subject to audit. Unless otherwise provided by Federal or State law (whichever is the most restrictive), Contractor shall maintain all documentation connected with its performance under this Contract for a minimum of five (5) years from the date of the last payment made by City or until audit resolution is achieved, whichever is later, and to make all such supporting information available for inspection and audit by representatives of the City, the State or the United States Government during normal business hours at Contractor. Copies will be made and furnished by Contractor upon written request by City. Q.Contractor shall establish and maintain an accounting system conforming to Generally Accepted Accounting Principles (GAAP) to support Contractor’s requests for reimbursement which segregate and accumulate costs of Contractor and produce monthly reports which clearly identify reimbursable costs, matching fund costs (if applicable), and other allowable expenditures by Contractor. Contractor shall provide a monthly report of expenditures under this Contract no later than the 20th day of the following month. R.Contractor shall cooperate in having an audit completed by City, at City’s option and expense. Any audit required by ARPA CLFRF and its regulation and United States Treasury guidance will be completed by Contractor at Contractor’s expense. S.Contractor shall repay to City any reimbursement for ARPA CLFRF funding that is determined by subsequent audit to be unallowable under the ARPA CLFRF within the time period required by the ARPA CLFRF, but no later than one hundred twenty (120) days of Contractor receiving notice of audit findings, which time shall include an opportunity for Contractor to respond to and/or resolve the findings. Should the findings not be otherwise resolved and Contractor fail to reimburse moneys due City within one hundred twenty (120) days of audit findings, or within such other period as may be agreed between both parties or required by the ARPA CLFRF, City reserves the right to withhold future payments due Contractor from any source under City’s control. T.Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, Title 2 C.F.R. Part 200, other than such provisions as Treasury may determine are inapplicable and subject to such exceptions as may be otherwise provided by Treasury. Subpart F – Audit Requirements of the Uniform Guidance, implementing the Single Audit Act, shall apply. U.Universal Identifier and System for Award Management (SAM), Title 2 C.F.R. Part 25. V.Reporting Subaward and Executive Compensation Information, Title 2 C.F.R. Part 170. W.OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (nonprocurement), Title 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to Title 2 C.F.R. Part 180 and Treasury’s implementing regulation at Title 31 C.F.R. Part 19. Debarment and Suspension (Executive Orders 12549 and 12689) - A contract award (see 2       Packet Pg. 127 5 9 2 5 C.F.R. Section 180.220) must not be made to parties listed on the governmentwide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at Title 2 C.F.R. Part 180 that implement Executive Orders 12549 (3 C.F.R. Part 1986 Comp., p. 189) and 12689 (3 C.F.R. Part 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. X.Recipient Integrity and Performance Matters, pursuant to which the award terms set forth in Title 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference. Y.Government Requirements for Drug-Free Workplace, Title 31 C.F.R. Part 20. Z.New Restrictions on Lobbying, Title 31 C.F.R. Part 21. AA.Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. Sections 4601- 4655) and implementing regulations. BB.Applicable Federal environmental laws and regulations. CC.Statutes and regulations prohibiting discrimination include, without limitation, the following: i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. Sections 2000d et seq.) and Treasury’s implementing regulations at Title 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance. ii. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. Sections 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability. iii. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. Section 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance. iv. The Age Discrimination Act of 1975, as amended (42 U.S.C. Sections 6101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. v. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. Sections 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. DD.Contractor understands that making false statements or claims in connection with the ARPA funded activities is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law. EE. Any publications produced with ARPA funds must display the following language: “This project [is being] [was] supported, in whole or in part, by federal award number SLT-0628 awarded to San Bernardino County by the U.S. Department of Treasury.”       Packet Pg. 128 5 9 2 5 FF. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Contractor is being encouraged to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company-owned, rented, or personally owned vehicles. GG.Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Contractor is being encouraged to adopt and enforce policies that ban text messaging while driving and establishing workplace safety policies to decrease accidents caused by distracted drivers. HH.As a recipient of federal financial assistance, the Civil Rights Restoration Act of 1987 applies, and Contractor assures that it: i. Ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. Sections 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at Title 31 C.F.R. Part 22 and other pertinent executive orders such as Executive Order 13166, directives, circulars, policies, memoranda and/or guidance documents. ii. Acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency,” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, have Limited English proficiency (LEP). Contractor understands that denying a person access to its programs, services, and activities, because of LEP is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964 and the Department of the Treasury’s implementing regulations. Contractor shall initiate reasonable steps, or comply with the Department of the Treasury’s directives, to ensure LEP persons have meaningful access to its programs, services, and activities. Contractor understands and agrees that meaningful access may entail provide language assistance services, including oral interpretation and written translation where necessary, to ensure effective communication. iii. Agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services, and activities. iv. Agrees to maintain a complaint log of any complaints of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. II.The City must include the following language in every contract or agreement subject to Title VI and its regulations: “The sub-grantee, contractor, successor, transferee, and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or nation origin (42 U.S.C. Section 2000d et seq.), as implemented by the Department of the Treasury’s Title VI regulations, Title 31 C.F.R. Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also includes protection to persons with “Limited English Proficiency” in any program or activity receiving federal financial       Packet Pg. 129 5 9 2 5 assistance, 42 U.S.C. Section 2000d et seq., as implemented by the Department of the Treasury’s Title VI regulations, Title 31 C.F.R. Sections Part 22, and herein incorporated by reference and made a part of this contract or agreement.” JJ.Contractor shall cooperate in any enforcement or compliance review activities by the City, and/or the Department of the Treasury. Contractor shall comply with information requests, on-site compliance reviews, and reporting requirements. KK.Contractor shall maintain records and financial documents sufficient to evidence compliance with section 603(c), regulations adopted by Treasury implementing those sections, and guidance issued by Treasury regarding the foregoing. LL.City has the right of access to records (electronic or otherwise) of Contractor in order to conduct audits or other investigations. MM.Contractor shall maintain records for a period of five (5) years after the completion of the contract or a period of five (5) years after the last reporting date the City is obligated with the Department of the U.S. Treasury, whichever is later. NN.Contractor must disclose in writing any potential conflict of interest in accordance with Title 2 C.F.R. Section 200.112. OO.In accordance with Title 41 U.S.C. Section 4712, subrecipient or Contractor may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant. The list of persons and entities referenced in the paragraph above includes the following: (i) A member of Congress or a representative of a committee of Congress; (ii) An Inspector General; (iii) The Government Accountability Office; (iv) A Treasury employee responsible for contract or grant oversight or management; (v) An authorized official of the Department of Justice or other law enforcement agency; (vi) A court or grand jury; or (vii) A management official or other employee of Recipient, subrecipient, contractor, or subcontractor who has the responsibility to investigate, discover, or address misconduct. Subrecipient or Contractor shall inform its employees in writing of the rights and remedies provided under this section, in the predominant native language of the workforce. PP. City and Contractor acknowledge that if additional federal guidance is issued, an amendment to this Contract may be necessary. In the event any of the terms in this Exhibit conflict with any other terms in the Contract, the terms in this Exhibit shall control.       Packet Pg. 130 5 9 2 5 EXHIBIT E COMPLIANCE WITH IEHP FUNDING AGREEMENT The Contractor shall comply with Title 2, California Code of Regulations, Sections 11105 et seq, as may be amended from time to time. Contractor further agrees to comply with the below language and include this language in its contract and the contract for any subcontractor on the project. 1. During the performance of this contract, contractor and its subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, reproductive health decision making, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. Contractors and subcontractors shall insure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination. Contractors and subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code, § 12900 et seq.) and the applicable regulations promulgated thereunder (Cal. Code Regs., tit. 2, § 11000 et seq.). The applicable regulations of the Civil Rights Council implementing Government Code section 12990, set forth in Subchapter 5 of Division 4.1 of Title 2 of the California Code of Regulations are incorporated into this contract by reference and made a part hereof as if set forth in full. Contractor and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. 2. Contractor shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the contract.       Packet Pg. 131 Page 1 of 59 5 8 4 2 REQUEST FOR PROPOSALS FOR CITY OF SAN BERNARDINO FOR RFP F-24-1019 San Bernardino Hope Campus Modular Building Manufacturer Publish Date: September 19, 2024 Submission Date: Proposals must be received electronically on PlanetBids no later than October 17 , 2024 before 3:00 PM local time. CITY OF SAN BERNARDINO 290 North D Street San Bernardino, California 92401 Telephone: (909) 384-7272 https://www.sbcity.org       Packet Pg. 132 Page 2 of 59 5 8 4 2 TABLE OF CONTENTS I. BACKGROUND....................................................................................................................4 II. INTRODUCTION ..................................................................................................................5 III. REQUEST FOR PROPOSALS.................................................................................................6 A. Modular Design and Building Services ..............................................................................6 B. City Contact for this RFP..................................................................................................6 C. Requests for Clarification.................................................................................................6 D. Pre-Proposal Meeting – September 27, 2024 at 9:00 a.m. via Zoom....................................7 E. Content and Format of Proposal.......................................................................................7 F. No Deviations from the RFP............................................................................................10 G. Selection Process..........................................................................................................10 H. Protests ........................................................................................................................12 I. Proposal Schedule.........................................................................................................13 J. Submittal Requirements ................................................................................................14 K. General Conditions........................................................................................................15 EXHIBIT A..................................................................................................................................17 EXHIBIT B..................................................................................................................................20 Exhibit C ...................................................................................................................................25 EXHIBIT D .................................................................................................................................28 EXHIBIT E .................................................................................................................................29 PROPOSAL CHECKLIST.............................................................................................................55 VENDOR QUOTE FORM.............................................................................................................56 COMPLIANCE WITH IEHP FUNDING AGREEMENT ......................................................................57       Packet Pg. 133 Page 3 of 59 5 8 4 2 CITY OF SAN BERNARDINO NOTICE INVITING PROPOSALS, RFP F-24-1019 SAN BERNARDINO HOPE CAMPUS PUBLIC NOTICE IS HEREBY GIVEN that proposals will be received by the City of San Bernardino (“City”) electronically through the City’s online bid management provider (“Planetbids”) until 3:00 PM, October 17, 2024. Proposals may NOT be submitted by fax, email, telephone, mail, hand delivery, or other means. The City is requesting proposals for the following: MODULAR BUILDING SERVICES PROVIDERS The award of this contract is subject to available budget adequate to carry out the provisions of the proposed agreement including the identified scope of work. The City reserves the right to reject any or all proposals determined not to be in the best interest of the City. Certain labor categories under this project may be subject to prevailing wages as identified in the State of California Labor Code commencing at sections 1720 et seq. and 1770 et seq. If applicable, employees working in these categories at the site must be paid not less than the basic hourly rates of pay and fringe benefits established by the California Department of Industrial Relations. Copies of the State of California wage schedules are available for review at www.dir.ca.gov/dlsr/. In addition, a copy of the prevailing rate of per diem wages will be made available at the City’s Community Development & Housing Department upon request. The successful bidder shall post a copy of the prevailing wage rates at each job site. It shall be mandatory upon the Bidder to whom the Contract is awarded, and upon any subcontractors, to comply with all Labor Code provisions, which include but are not limited to the payment of not less than the said specified prevailing wage rates to all workers employed by them in the execution of the Contract, employment of apprentices, hours of labor and debarment of contractors and subcontractors. If the total compensation under the contract will exceed $25,000 and pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations (“DIR”). No bid shall be accepted, nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the DIR to perform public work. If awarded a contract, the bidder and its subcontractors, of any tier, shall maintain active registration with the DIR for the duration of the project. The contract awarded pursuant to this proposal may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. The Build America, Buy America Act: Awardee must comply with the requirements of the Build America, Buy America (BABA) Act, 41 USC 8301 note, and all applicable rules and notices, as may be amended, if applicable to the project. Pursuant to HUD's Notice "Public Interest Phased Implementation Waiver for FY 2022 and 2023 of Build American, Buy America Provisions as Applied to Recipients of HUD Federal Assistance (88 FR 17001), any funds obligated by HUD on or after the applicable listed effective dates, are subject to BABA requirements, unless excepted by a waiver. Interested proposers may download copies of the Request for Proposals (“RFP”) by visiting the City’s web site, https://www.sbcity.org. All addenda will be published on the City’s website. For more information regarding the RFP, please contact:       Packet Pg. 134 Page 4 of 59 5 8 4 2 City of San Bernardino, Purchasing Division purchasing@sbcity.org       Packet Pg. 135 Page 5 of 59 5 8 4 2 CITY OF SAN BERNARDINO REQUEST FOR PROPOSALS SAN BERNARDINO HOPE CENTER I. BACKGROUND The City of San Bernardino (“City”) is requesting proposals from qualified firms (“Proposers”) for MODULAR BUILDING SERVICES PROVIDER (“Services”). To serve and promote the welfare of its residents, the City intends to procure the Services, as described below. San Bernardino is a full-service city and encompasses an area of 62.24 miles with the population of approximately 218,500. The city is located at the convergence of the I-10, SR-210 and I-215 highways. The southbound I-215 connects to SR-91 leading to Orange County, with northbound connecting to I-15, which passes through several states leading to the Canadian border. Centrally located in Southern California, San Bernardino has been at the center of the Southland goods movement since 1875, when the Southern Pacific and Santa Fe Railroads reached the city. Today, the city is home to the BNSF Intermodal Facility and San Bernardino International Airport. The City of San Bernardino invites proposals from a qualified Modular company for the development of an interim housing facility/homeless shelter, known as SB HOPE Campus, which is situated on a City-owned 2.5-acre parcel located at 796 E. 6th Street. Project completion must be achieved no later than November 2025. The designated site currently encompasses three buildings, formerly utilized as the School of Hope. The Campus is expected to accommodate 180 congregate enclosed sleeping spaces, 20 private sleeping pods with attached restrooms. Essential amenities include shower and restroom to accommodate the 180 congregant spaces, cafeteria with a commercial kitchen, administrative offices, laundry facilities, parking lot, trash enclosure, bike storage, unit lockers and an animal kennel with related amenities. Compliance with the Americans with Disabilities Act (ADA) and all applicable Federal, State, County, and City laws, standards, and requirements is mandatory, including but not limited to the California Building Code, the Americans with Disabilities Act (ADA), Section 504 of the Rehabilitation Act of 1973 and including and not limited to Chapter 11B Accessibility to Public Buildings, Public Accommodations, Commercial Buildings and Public Housing. To ensure compliance, please seek Certified Access Specialist (CASp) to review all plans. The attached bridging documents include provided documents as part of the RFP, codes and regulations to follow and agencies and utilities providing services to the project site, various design guidelines and required improvements to be provided in the project. The bridging documents shall be considered critical requirements for the design of the project and an integral part of this RFP. Proposals should include the site work design by an Architect and new facilities per development scope, developed to a 50% design level (Conceptual level). The site design and cost of the modular phase of the Project is estimated to cost approximately $14,800,000. Cost proposals must not exceed the $14.8 million budget, with a commitment to complete the project by November 2025. The Modular company shall provide a schedule that highlight the major milestones of the project, starting with design and ending by certificate of occupancy.       Packet Pg. 136 Page 6 of 59 5 8 4 2 The project funding sources include Community Development Block Grants (CDBG), the American Rescue Plan Act (ARPA), Home-ARP, and General funds. It is imperative that all proposals adhere strictly to state and federal funding guidelines and requirements. The modular company is encouraged to submit comprehensive proposals detailing qualifications, proposed concepts, cost estimates, schedules, and alignment with funding requirements. Proposals will be evaluated based on overall value and adherence to RFP requirements, including site and modular design, cost, modular setting, and product delivery timeline. Development of the SB Hope Campus Project is a top priority of the City of San Bernardino. The campus must be completed by November 2025 any extenuating circumstances and extensions must be communicated in writing for approval by the City Manager and City Attorney. The City is seeking a highly qualified Modular company, including site design architect with experience and a track record of expedited project delivery and implementation of creative strategies to compress construction timelines. Examples of measures to expedite the completion of the project includes but not limited to economic incentive schedules, weekend work, accelerated purchase of construction materials, grading, and asbestos abatement (if needed) to be completed ahead of design completion. The Modular company is encouraged to provide in the narrative of the project examples of methods they plan on implementing to complete the project. II. INTRODUCTION The City is seeking a Modular Company with either an in-house architect or the ability to partner with an architect. The Modular Company will contract directly with Civil, MEP, and structural consultants to deliver a full project Construction Documents (CD) Package for submission to both the City, fee developer, and State for review and approval to proceed with the development of the SB Hope Navigation Center Campus, including all site work by an architect. The selected Modular Company shall be an advocate for the City and represent the best interests of the owner in the performance of services and modular building quality. The purpose of the Proposal is to demonstrate the qualifications, competence, and capacity of the modular company to perform the work and/or provide the services described in this RFP, in conformity with the requirements of this RFP. The Proposal should demonstrate the qualifications of the Modular Company and of the particular staff and/or sub-contractors to be assigned to this Project. It should also specify a specific approach that will meet the RFP requirements. The project must be completed by November 2025. Modular Building companies must be able to start work immediately upon selection, in order to, furnish the modular units, working closely with the selected Consulting Developer and selected General Contractor that is to be determined. Submittals shall be limited to 20 pages and all related attachments via the City’s Planetbids portal on the following link: https://vendors.planetbids.com/portal/39495/portal-home       Packet Pg. 137 Page 7 of 59 5 8 4 2 III. REQUEST FOR PROPOSALS A. Modular Design and Building Services The Services sought under this Request for Proposals (“RFP”) are set forth in more detail in Exhibits “A” and “B”, attached hereto and incorporated herein by this reference. Notwithstanding the inclusion of such Services in Exhibits “A” and “B”, the final scope of Services negotiated between City and the successful Proposer shall be set forth in the Professional Services Agreement (“Agreement”) executed by and between City and the successful Proposer. A copy of the Agreement which be provided at a future date as “Exhibit “D.” . 1. Public Works Prevailing Wage and Contractor Registration (if applicable) Certain labor categories under this project may be subject to prevailing wages as identified in the State of California Labor Code commencing at sections 1720 et seq. and 1770 et seq. If applicable, employees working in these categories at the site must be paid not less than the basic hourly rates of pay and fringe benefits established by the California Department of Industrial Relations. Copies of the State of California wage schedules are available for review at www.dir.ca.gov/dlsr/. In addition, a copy of the prevailing rate of per diem wages will be made available at the City’s Community Development & Housing Department upon request. The successful bidder shall post a copy of the prevailing wage rates at each job site. It shall be mandatory upon the Bidder to whom the Contract is awarded, and upon any subcontractors, to comply with all Labor Code provisions, which include but are not limited to the payment of not less than the said specified prevailing wage rates to all workers employed by them in the execution of the Contract, employment of apprentices, hours of labor and debarment of contractors and subcontractors. If the total compensation under the contract will exceed $25,000 and pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations (“DIR”). No bid shall be accepted, nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the DIR to perform public work. If awarded a contract, the bidder and its subcontractors, of any tier, shall maintain active registration with the DIR for the duration of the Project. The contract awarded pursuant to this proposal may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. B. City Contact for this RFP The principal contact for the City regarding this RFP will be Michelle Parra, Buyer for the Purchasing Division, purchasing@sbcity.org or a designated representative, who will coordinate the assistance to be provided by the City to the Proposer. C. Requests for Clarification All questions, requests for interpretations or clarifications, either administrative or technical must be submitted via the City’s PlanetBids portal on the following link: https://vendors.planetbids.com/portal/39495/portal-home       Packet Pg. 138 Page 8 of 59 5 8 4 2 All written questions, if answered, will be issued to all prospective proposers via e- mail notification from Planetbids. Oral statements regarding this RFP by any persons should be considered unverified information unless confirmed in writing. To ensure a response, questions must be submitted to Planetbids before 3:00 PM local time on the date identified in the Proposal Schedule. Each Proposer is responsible for ensuring that it has received all addenda, clarifications, supplemental information and responses to questions prior to submitting a proposal. D. Pre-Proposal Meeting – September 27, 2024, at 9:00 a.m. via Zoom E. Content and Format of Proposal Proposals shall be concise, well organized and demonstrate qualifications and applicable experience. Proposals shall include one (1) electronic proposal submitted to Planetbids. Proposals shall be organized, tabbed, and numbered in the order presented below. Proposals must include page numbers for all pages in the proposal. Proposals shall be in the following order and shall include: 1. Executive Summary: Summarize the content of your proposal in a clear and concise manner. 2. Table of Contents 3. Identification of Proposer a. Legal name and address of the company. b. Legal form of company (partnership, corporation). c. If company is a wholly owned subsidiary of a “parent company,” identify the “parent company.” d. Name, title, address and telephone number of the proposed representative to contact concerning the Proposal Submittal. e. California Business License Number 4. Staffing Resources a. Firm Staffing and Key Personnel (i) Provide the number of staff to be assigned to perform the Services and the names/discipline/job title of each as well as your firm’s capacity to provide additional personnel as needed. (ii) Identify three (3) persons that shall be principally responsible for working with the City. Indicate the role and responsibility of each individual. If the Proposer is chosen as a finalist, these principal individuals must attend the interview and in-person presentation. (iii) Describe proposed team organization, including identification and responsibilities of key personnel. Please include one-page resumes. (iv) Provide brief biographies of individuals that shall be working directly with the City. b. Subcontractors       Packet Pg. 139 Page 9 of 59 5 8 4 2 (i) The Proposer shall identify functions that are likely to be subcontracted and identify the subcontractor(s) that is anticipated to perform each function, if known at this time. 5. Fiscal Stability: a. The Proposer should provide evidence of corporate stability including: (i) A current report from any commercial credit rating service such as Dunn and Bradstreet or Experian; or (ii) A letter from a financial institution stating a current line of credit; and (iii) Latest audited financial statement and/or annual report that has been certified by a CPA. This information will remain confidential and is not subject to public disclosure. 6. Experience and Technical Competence: a. Experience (i) The Proposer shall provide a description of how the Proposer’s experience, technical and professional skills will meet the goals and fulfill the general functions identified in this RFP. (ii) Describe the past experience of the staff to be assigned to perform the Services in performing similar services. (iii) The Proposer shall state the number of years the firm has conducted business. Proposer must have at least four (4) years’ experience in providing the required scope of Services for public clients. (iv) Provide three (3) references regarding the Proposer’s experience and performance performing similar services. Include the following information: (1) Organization/City, contact name, phone number, e-mail address; and (2) project size and description, if applicable, and description of services. (v) Describe the Proposer’s local experience and knowledge of City. b. Project Specific Experience (i) The Proposer shall provide a description of the three most relevant service contracts held within the last five years, one page per project, to include: (a) Role of the firm (b) Dollar value of the services (c) Dollar value of the fee (d) Description of services (e) Staffing (f) Duration of providing services (g) Relationship to client (h) Contact name, position, entity name, telephone number, fax number and e-mail address for each project.       Packet Pg. 140 Page 10 of 59 5 8 4 2 (ii) If any of the following has occurred, please describe in detail: (a) Failure to enter into a contract or professional services agreement once selected. (b) Withdrawal of a proposal as a result of an error. (c) Termination or failure to complete a contract. (d) Debarment by any municipal, county, state, federal or local agency. (e) Involvement in litigation, arbitration or mediation. Conviction of the firm or its principals for violating a state or federal antitrust law by bid or proposal rigging, collusion, or restrictive competition between bidders or proposers, or conviction of violating any other federal or state law related to bidding or professional services performance. Knowing concealment of any deficiency in the performance of a prior contract. (f) Falsification of information or submission of deceptive or fraudulent statements in connection with a contract. (g) Willful disregard for applicable rules, laws or regulations. Information regarding any of the above may, at the sole discretion of the City, be deemed to indicate an unsatisfactory record of performance. c. Technical Competence (i) Description of in-house resources (i.e., computer capabilities, software applications, modem protocol, modeling programs, etc.) (ii) Ability to draw upon multi-disciplinary staff to address the Services requested in this RFP. 7. Proposed Method to Accomplish the Work: Describe the technical and management approach to providing the Services to the City. Proposer should take into account the scope of the Services, goals of the City, and general functions required. Include a draft first year schedule of tasks, milestones, and deliverables that will provide for timely provision of the Services. In reviewing the Scope of Services and goals described in Exhibits “A” and “B”, the Proposer may identify additional necessary tasks and is invited to bring these to the City’s attention within the discussion of its proposed method to accomplish the work. 8. Fee Proposal: Please provide a fee proposal for the scope of Services. The fee proposal shall include hourly rates for all personnel for “Additional Work” (as such term is defined in the proposed Agreement, which be provided at a future date as Exhibit “D”). 9. Insurance: See the Agreement, which be provided at a future date as Exhibit “D”, for a description of the insurance requirements .       Packet Pg. 141 Page 11 of 59 5 8 4 2 10. Litigation: Provide litigation history for any claims filed by your firm or against your firm related to the provision of Services in the last five (5) years. 11. Other Information: This section shall contain all other pertinent information regarding the following: a. Demonstration of record of staffing tasks efficiently and completing projects on time and within the allocated budget. b. Description of community involvement. c. Description of any previous involvement with the City. d. A statement that the Proposer has not conflicts of interest in connection with providing the Services. 12. Certification of Proposal: This section shall state: “The undersigned hereby submits its proposal and, by doing so, agrees to furnish services to the City in accordance with the Request for Proposal (RFP), and to be bound by the terms and conditions of the RFP.” 13. Appendices F. No Deviations from the RFP In submitting a proposal in response to this RFP, Proposer is certifying that it takes no exceptions to this RFP including, but not limited to, the Agreement. If any exceptions are taken, such exceptions must be clearly noted in the proposal and may be reason for rejection of the proposal. As such, Proposer is directed to carefully review the proposed Agreement and, in particular, the insurance and indemnification provisions therein. G. Selection Process The City will select a Modular Company from which the City will award the SB Hope Campus project. Selection will be made based on the modular company’s experience, qualification, ability to meet required criteria and positive reference checks. The Modular Company will be responsible to provide an in-house or subcontracted Architect in coordination with Civil, MEP and structural consultants to deliver full project CD Package for submission to both city and State for review and approval to develop SB Hope Campus. The modular company will be ranked based on points indicated below. Project assignments will be determined at a later date. Contracts will be awarded based on approved cost proposals. 1. The City will evaluate proposals based on the following criteria: a. The Proposer is properly licensed to practice in the State of California. b. The Proposer has no conflict of interest with regard to any other work performed by the firm for the City. c. Clarity and conformance of proposal to the RFP. d. Content of the proposal. e. Proposer’s experience and performance. f. Team members’ experience and performance. g. Fee proposal.       Packet Pg. 142 Page 12 of 59 5 8 4 2 h. Comments by references. i.Exceptions/Deviations to RFP/Agreement Template (Pass/Fail) j.History of Litigation (Pass/Fail) 2. Additionally, City will evaluate proposals based on the following scoring sheet: EVALUATION CRITERIA SCORING SHEET Evaluation Criteria Points Score 1. Introductory Cover Letter 0 2. Professional Qualifications, Experience and Project Approach 25 a) Describe the company’s approach on providing requested services listed in Exhibit B b) Provide a list of representative projects undertaken in the last 5 years demonstrating your modular and navigation center experience. Provide a list of projects, location, affiliated developer & general contractor. c) Interview: Clarity of Explanations, Responsiveness, Immediate Capacity and successful project relationships. (10 points) Poor: 0-5 Marginal: 6-10 Acceptable:11-15 Exceeds: 16-20 3. Insurance + Bonding Capacity 10 a)Provide a copy of current insurance coverage that meets minimum City requirements: ●Workers Compensation Insurance - $1 million ●Commercial General Liability Insurance - $2 million per occurrence / $4 million aggregate for bodily injury, personal injury, and property damage ●Automobile Insurance - $1 million/occurrence ●Professional Liability Insurance - $1 million/occurrence and $2 million aggregate b)Bonding Capacity – Surety up to $20M Poor: 0-3 Marginal: 3-5 Acceptable: 5-8 Exceeds: 8-10 4. Prior Claims 10 Provide complete listing of formal claims for the past three years including: a)Name of claimant b)Description of the claim c)Dollar value of claim d)Status of claim e)Signature on list of claims Poor: 0-3 Marginal: 3-5 Acceptable: 5-8 Exceeds: 8-10 5. DVBE-MBE-SME-WBE Goal 5       Packet Pg. 143 Page 13 of 59 5 8 4 2 Completed State forms of with designation. 6. Cost Proposals not to exceed $14,800,000.00 5 TOTAL SCORE 55 SUGGESTED LENGTH OF PROPOSAL/SUBMITTAL: 20 pages, single sided MAXIMUM POINTS POSSIBLE: 55 points During the evaluation process, the City reserves the right, where it may serve the City's best interest, to request additional information or clarifications from Proposers, or to allow corrections of errors or omissions. 3. It is the City’s intent to select a Proposer best evidencing demonstrated competence and professional qualification to perform the Services. The City reserves the right to reject all proposals, select by proposal review only or interview as needed. Certain Proposers may be selected to make a brief presentation and oral interview after which a final selection will be made. The successful Proposer will be selected on the basis of information provided in the RFP, in-person presentations, and the results of the City’s research and investigation. Upon selection of a Proposer, the City will endeavor to negotiate a mutually agreeable Agreement with the selected Proposer. In the event that the City is unable to reach agreement, the City will proceed, at its sole discretion, to negotiate with the next Proposer selected by the City. The City reserves the right to contract for services in the manner that most benefits the City including awarding more than one contract if desired. 4. After negotiating a proposed Agreement that is fair and reasonable, City staff will make the final recommendation to the City Council concerning the proposed Agreement. The City Council has the final authority to approve or reject the Agreement. H. Protests 1. Protest Contents: Protests based on the content of the RFP shall be submitted to the City no later than ten (10) calendar days prior to the scheduled proposal submittal deadline. If necessary, the proposal submittal deadline may be extended pending a resolution of the protest. Proposer may protest a contract award if the Proposer believes that the award was inconsistent with City policy or this RFP is not in compliance with law. A protest must be filed in writing with the City (email is not acceptable) within five (5) business days after receipt of notification of the contract award. Any protest submitted after 5 p.m. of the fifth business day after notification of the contract award will be rejected by the City as invalid and the Proposer’s failure to timely file a protest shall waive the Proposer’s right to protest the contract award. The Proposer’s protest must include       Packet Pg. 144 Page 14 of 59 5 8 4 2 supporting documentation, legal authorities in support of the grounds for the protest and the name, address and telephone number of the person representing the Proposer for purposes of the protest. Any matters not set forth in the protest shall be deemed waived. 2. City Review: The City will review and evaluate the basis of the protest, provided that the protest is filed in strict conformity with the foregoing. The City shall provide the Proposer submitting the protest with a written statement concurring with or denying the protest. Action by the City relative to the protest will be final and not subject to appeal or reconsideration. The procedure and time limits set forth in this section are mandatory and are the Proposer’s sole and exclusive remedy in the event of protest. Failure to comply with these procedures shall constitute a waiver of any right to further pursue the protest, including filing a Government Code claim or legal proceedings. I. Proposal Schedule The tentative schedule is as follows: ACTION DATE Release of Request for Proposal September 19, 2024 Last Day to Submit Questions for Clarification received by the City before 3:00 PM September 24, 2024 Clarifications Issued by City on or before End of Day September 26, 2024 Pre-Proposal Meeting Location: Mandatory Virtual Meeting Please confirm on or before September 24, 2024, to the purchasing@sbcity.org email. The Microsoft Teams link or location (if in person) will be sent to you by the end of the day September 25, 2024. September 27, 2024, from 9:00 am- 10:00am Deadline for Receipt of Proposals submitted before 3:00 PM October 17, 2024 Interview of Finalist(s) In-Person and Virtual Option between the hours of 9:00 am to 1:00 pm October 23, 2024- October 24, 2024 Vendor Selection October 25, 2024 City Council Approval November 2024 Vendor Award (Agreement through DocuSign)November 2024       Packet Pg. 145 Page 15 of 59 5 8 4 2 ACTION DATE Purchase Order Issue December 2024 The above scheduled dates are tentative, and City retains the sole discretion to adjust the above schedule. Nothing set forth herein shall be deemed to bind City to award a contract for the above-described professional Services and City retains the sole discretion to cancel or modify any part of or all of this RFP at any time. J. Submittal Requirements 1. General: It is strongly recommended that the Proposer submit proposals in the format identified in this RFP to allow the City to fully evaluate and compare the proposal. All requirements and questions in the RFP should be addressed and all requested data shall be supplied. The City reserves the right to request additional information which, in the City’s opinion, is necessary to assure that the Proposer’s competence, number of qualified employees, business organization, and financial resources are adequate to perform according to the Agreement. 2. Preparation: Proposals should be prepared in such a way as to provide a straightforward, concise delineation of capabilities to satisfy the requirements of this RFP. Responses should emphasize the Proposer’s demonstrated capability to perform the Services. Expensive bindings and promotional materials, etc., are not necessary or desired. However, technical literature that supports the approach to providing the Services and work plan should be forwarded as part of the proposal. Emphasis should be concentrated on completeness, approach to the work and clarity of proposal. 3. Site Examination: Proposers may visit the City and its physical facilities to determine the local conditions which may in any way affect the performance of the work; familiarize themselves with all federal, state and local laws, ordinances, rules, regulations, and codes affecting the performance of the work; make such investigations, as it may deem necessary for performance of the Services at its proposal price within the terms of the Agreement; and correlate its observations, investigations, and determinations with the requirements of the Agreement. 4. Authorization: The proposal shall be signed by an individual, partner, officer or officers authorized to execute legal documents on behalf of the Proposer. 5. Confidentiality of Proposal: Pursuant to Michaelis, Montanari, & Johnson v. Superior Court (2006) 38 Cal.4th 1065, proposals submitted in response to this RFP shall be held confidential by City and shall not be subject to disclosure under the California Public Records Act (Cal. Government Code section 6250 et seq.) until after either City and the successful Proposer have completed negotiations and entered into an Agreement or City has rejected all proposals. All correspondence with the City including       Packet Pg. 146 Page 16 of 59 5 8 4 2 responses to this RFP shall become the exclusive property of the City and shall become public records under the California Public Records Act. Furthermore, the City shall have no liability to the Proposer or other party as a result of any public disclosure of any proposal or the Agreement. If a Proposer desires to exclude a portion of its proposal from disclosure under the California Public Records Act, the Proposer must mark it as such and state the specific provision in the California Public Records Act which provides the exemption as well as the factual basis for claiming the exemption. For example, if a Proposer submits trade secret information, the Proposer must plainly mark the information as “Trade Secret” and refer to the appropriate section of the California Public Records Act which provides the exemption as well as the factual basis for claiming the exemption. Although the California Public Records Act recognizes that certain confidential trade secret information may be protected from disclosure, the City may not be in a position to establish that the information that a Proposer submits is a trade secret. If a request is made for information marked “Confidential”, “Trade Secret” or “Proprietary” (“Proprietary Information”), the City will provide Proposers who submitted the information with reasonable notice to seek protection from disclosure by a court of competent jurisdiction. Proposer shall have five (5) working days after receipt of such notice to give City written notice of Proposer's objection to the City's release of Proprietary Information. Proposer shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney's fees) arising out of a legal action brought to compel the release of Proprietary Information. Proposals which indiscriminately identify all or most of the proposal as exempt from disclosure without justification may be deemed unresponsive and disqualified from further participation in this procurement. 6. Submittal Instructions: Electronic PDF file format via Planetbids. Please allow time for system to process your proposal. The proposal must be received before 3:00 PM local time, on or before October 17 , 2024. The City shall not be responsible for proposals that are not received on time. The City will not be responsible for and will not accept late bids due to slow internet connections, or incomplete transmissions. K. General Conditions 1. Federal Requirements: If the Services are funded through a federal funding source, the successful Proposer and its subcontractors shall be required to take cognizance of and comply with all requirements set forth in the Federal Requirements, attached hereto as Exhibit “ E”, and incorporated herein by this reference. 2. Amendments to RFP: The City reserves the right to amend the RFP and issue to all Proposers an addendum. 3. Amendments to Proposals: Unless specifically requested by the City, no amendment, addendum or modification shall be accepted after a proposal has been submitted to City. If a change to a proposal that has been submitted is desired, the submitted proposal must be withdrawn and the       Packet Pg. 147 Page 17 of 59 5 8 4 2 replacement proposal submitted prior to the deadline stated herein for receiving proposals. 4. Non-Responsive Proposals: A proposal may be considered non- responsive if conditional, incomplete, or if it contains alterations of form, additions not called for, or other irregularities that may constitute a material change to the proposal. 5. Costs for Preparing: The City shall not compensate any Proposer for the cost of preparing any proposal, and all materials submitted with a proposal shall become the property of the City. The City will retain all proposals submitted and may use any idea in a proposal regardless of whether that proposal is selected. 6. Cancellation of RFP: City reserves the right to cancel this RFP at any time prior to contract award without obligation in any manner for proposal preparation, interview, fee negotiation or other marketing costs associated with this RFP. 7. Price Validity: Prices provided by Proposers in response to this RFP are valid for 120 days from the proposal due date. The City intends to award the contract within this time but may request an extension from the Proposers to hold pricing, until negotiations are complete, and the contract is awarded. 8. No Commitment to Award: Issuance of this RFP and receipt of proposals does not commit the City to award a contract. City expressly reserves the right to postpone the proposal for its own convenience, to accept or reject any or all proposals received in response to this RFP, to negotiate with more than one Proposer concurrently, or to cancel all or part of this RFP. 9. Right to Negotiate and/or Reject Proposals: City reserves the right to negotiate any price or provision, task order or service, accept any part or all of any proposals, waive any irregularities, and to reject any and all, or parts of any and all proposals, whenever, in the sole opinion of City, such action shall serve its best interests and those of the tax-paying public. The Proposers are encouraged to submit their best prices in their proposals, and City intends to negotiate only with the Proposer(s) whose proposal most closely meets City’s requirements at the lowest estimated cost. The Agreement, if any is awarded, shall go to the Proposer whose proposal best meets City’s requirements. 10. Non-Discrimination: The City does not discriminate on the basis of race, color, national origin, religion, age, ancestry, medical condition, disability or gender in consideration for an award of contract. Publication Date of RFP: September 19, 2024       Packet Pg. 148 P A G E 1 EXHIBIT A Project Site and Program Description Project Location: The SB HOPE Campus Project is located at 796 E. 6th Street in the central portion of the City of San Bernardino, in San Bernardino County, CA. The Project Site consists of a portion of a larger parcel (Assessor’s Parcel Number 027-819-130). The Project Site is L-shaped and is approximately 2.5 acres in size. The Project Site is bounded by Palm Field Park to the west and north, community gardens to the north, a youth social service organization to the east, and a vacant field and solar panel array across 6th Street to the south. A regional location map and Project vicinity map are provided respectively as Figure 1 and Figure 2. The existing School of Hope campus consists of five buildings: an art studio and workshop building (Building 1), an administration building (Building 2), a classroom building (Building 3), and two storage buildings (Building 4 and Building 5) and a metal roof canopy, impervious surfaces throughout the campus, and pervious surfaces within the western, northern, central, and southern portions of the campus. There is an additional canopy, immediately south of the storage building (Building 5). Description of the Proposed Project [24 CFR 50.12 & 58.32; 40 CFR 1508.25]: The Proposed Project involves demolishing all existing structure and developing a homeless navigation facility to provide low barrier, congregate and non-congregate interim housing and supportive services for homeless individuals and households at risk of becoming homeless. The Modular Company will be responsible to provide an in-house or subcontracted Architect to coordinate with Civil, MEP and structural consultants to deliver full project CD Package for submission to both city and State for review and approval to develop SB Hope Campus. The Proposed Project would involve accommodating the following: -Congregant, 180 walled with pocket/ barn door private sleeping spaces, including beds with storage spaces underneath the beds. Sixteen of these sleeping spaces should be Americans with Disabilities Act (ADA) accessible, ensuring accessibility for future residents with disabilities. Ensure all private sleeping areas meet fire code standards. -20 non-congregant/ independent sleeping pods with an attached restroom (can be located separate area on the site if needed). -Community restroom and showers (Male, Female, Independent Gender Neutral or Family Restrooms with toilets and showers) to accommodate a total of 180 individuals throughout the day. -Navigation Campus Operator & Recuperative Care Area (separate from City HUB) that includes 12 work stations for drop-in work, 4- single management offices, 1 in-take office by the front door (include secondary egress), two recuperative care medical office spaces with sink and reception area with panel/acrylic guard -3 Private Staff Restrooms (All gender) -City HUB/ Substation: Separate entrance and apart from operator office spaces, the City HUB should have two offices and a communal working space to accommodate 8-10 drop-in workstations. -Laundry Facility to accommodate 6 Speed Queen Washer and Dryers- All front loading. -Covered Solar Parking to meet parking requirement and EV charger. Parking lot circulation       Packet Pg. 149 P A G E 1 should consider ADA and Access van. -Covered dog kennel and small dog run to accommodate 10 dogs including access to water, fans and heaters. -Included in design is a hotbox located in the exterior to mitigate bed bugs or other pests. -Meets call fire code and fire sprinklers for sleeping area, community space, and commercial kitchen. Include heating, ventilation, and air conditioning (HVAC) systems. -The Proposed Project would also include a cafeteria with a fully equipped commercial kitchen (including grease interreceptor and the design standard for approval by the San Bernardino Department of Public Health for approval) able to serve 200 residents per meal. The cafeteria would also serve as an assembly area and would include moveable dividers to divide the cafeteria into four smaller areas for activities. -Design must include perimeter fencing, secure parking for staff and gates. Perimeter fencing should include parking lot lighting and low-voltage wiring for cameras throughout the site. -The Project would also include Wi-Fi access, outdoor furniture, way-finding signage, landscaping, a waste enclosure (for trash, recycling, and organic waste), outdoor heating rooms for pest/ bed bugs remediation and a bicycle storage area.       Packet Pg. 150 P A G E 1 ARIEL VIEW of Site ****All existing structures depicted above are to be demolished.       Packet Pg. 151 P A G E 1 EXHIBIT B Site Design and Modular Design/ Building Services STATEMENT OF WORK & TECHNICAL SPECIFICATION: The City shall review each Proposer’s submittal based on evaluation criterion listed below. A Proposer’s resume, designs, pricing, and delivery schedules are some of the most important factors in the evaluation process. The City is seeking a Modular Company with either an in-house architect or the ability to partner with an architect. The Modular Company will directly contract with Civil, MEP and structural to deliver a full project CD Package for submission to both city and State for review and approval to develop SB Hope Navigation Center Campus including all onsite work. The selected Modular Company shall be an advocate for the City and represent the best interests of the owner in the performance of services and modular building quality. The purpose of the Proposal is to demonstrate the qualifications, competence, and capacity of the modular company to perform the work and/or provide the services described in this RFP, in conformity with the requirements of this RFP. The Proposal should demonstrate the qualifications of the Modular Company and of the particular staff and/or sub-contractors to be assigned to this Project. It should also specify a specific approach that will meet the RFP requirements. It is desirable for the Modular Supplier (Manufacturer) to have extensive experience in understanding and working concurrently with multiple public entities such as; the United States Department of Housing and Urban Development (HUD); the State of California, as well as special districts such as the South Coast AQMD . It is also desirable for the Proposer to provide evidence of similar modular emergency housing projects provided, especially within the State of California. Listed experiences shall be calculated evaluation criterion. MODULAR DESIGN: All designs must also be reviewed and approved by the City and appropriate local jurisdictions. The Manufacturer shall construct and deliver a modular building that when delivered to the project site, shall be assembled on stem wall foundations built to the Manufacturer’s guidelines and approved and inspected by the appropriate jurisdiction’s Building Department. The City is seeking to provide accessible emergency housing for people experiencing homelessness which may include disabled persons. To that end, proposed modules must meet all Federal, State and Local accessibility design and construction requirements. Manufacturer shall ensure that all applicable Building Codes are meet including but not limited to: California Building Code (CBC) California Electrical Code (CBC) California Mechanical Code (CBC) California Plumbing Code (CBC) California Energy Code – Title‐24 (CBC) CalGreen (CBC)       Packet Pg. 152 P A G E 1 The Manufacturer shall provide within their resumes for similar products provided for successful previous projects. Provided designs shall be a calculated evaluation criterion. OTHER REQUIREMENTS Fire Suppression: Manufacturer shall include within their costs all fire suppression systems and supportive appurtenances as determined by the State of California and local codes. Fire and Domestic water lines shall be pressure tested both at the before and after delivery. A General Contractor shall be separately contracted by the City to install service lines to Manufacturer’s connections. HVAC System: Manufacturer shall include ENERGY STAR certified, ductless, multi zone heating and cooling systems as manufactured by Mitsubishi Electric or an approved equal. VRF systems are acceptable. The system shall be sized and zoned according to local code and meet all other energy efficiency standards required. Brand and model numbers of proposed equipment shall be submitted with the proposal. These costs shall be included within the price per square-foot. Appliances: Manufacture shall include outlets, traps, drains, gasolines, electrical outlets, etc. to meet the needs of a commercial kitchen and the standard of San Bernardino Department of Public Health standards; including but not limited commercial refrigerator, commercial freezer, commercial stove and commercial ovens and commercial hood with grease traps and fire suppression, floor drains etc. Modular Manufacture does not need to purchase equipment, however appropriate mechanical, electrical and plumbing and spacing should accommodate the aforementioned. Commercial Kitchen: Must meet all requirements of the City of San Bernardino Department of Public Health and sizable enough to cook three meals a day for 200 individuals. Exterior: Roofing system with minimum 20-year warranty, shall be TPO, PVC, or other single ply product Exterior cladding installed in factory or prepped for field install Doors and door hardware to be approved by City of San Bernardino in coordination with City of San Bernardino Exterior Lights per code Minimum ceiling height 8’-0” Windows: Material- Thermally broken aluminum Glass: Dual‐Paned Efficiency: Low‐E Insulation per code Walls: R‐19 Floor: R‐21 Roof: R‐38       Packet Pg. 153 P A G E 1 Interior: Type X Finished, Texture, Washable Vinyl Wallcoverings Throughout Painted & Textured Ceiling Throughout Interior lighting with Rocker‐Type (Decora) Wall Switches Flooring shall be commercial-grade sheet product or VCT in all areas except commercial kitchen. Commercial kitchen to receive broadcast epoxy floor with integral coving. Vinyl topset base Lever Latch Door Handles Utility: Electrical panels sized correctly to handle all loads Commercial boiler system 6 front loading washers, 6 front loading dryers Wire for Electric Programmable Thermostat Smoke Detector(s) w/Battery backup Backup Carbon Monoxide Detector(s) Bathrooms: Locker room-style community bathroom which shall include (10) private ADA roll-in showers with grab bars attached to changing space with ADA benches, grab bars and locks. Bathroom partitions with paper holders (10) ADA 1.28 Gallon Low‐Flow Elongated Toilets in stalls. (10) wall mount lavatory sinks with single lever faucets (10) wall mounted mirrors that are shatter proof for safety. (2) additional single occupancy restrooms for Employee/ Staff with ADA 1.28 Gallon Low-flow elongated toilets, wall mounted lavatory sinks with single lever faucets, paper holders, and mirrors in each Bathroom exhaust fans per code Foundation: The Manufacturer shall design and supply a stem wall foundation plan for each module which shall meet applicable building codes. Plan shall include detailed location for points of connection for utilities including electrical, plumbing, telephone, cable and any other applicable connections.       Packet Pg. 154 P A G E 1 Delivery of Modular Units: The Manufacturer shall provide the transportation of each module to the project site and set on foundation that has been provided by a general contractor contracted by the City. Boiler system: The Manufacturer shall include natural gas fired commercial boiler systems manufactured by Rheem or an approved equal. The boiler shall be sized according to local code. Brand and model numbers of proposed equipment shall be submitted with the proposal. These costs shall be included within the price per square-foot. Plumbing Fixtures: The manufacturer shall include all plumbing fixtures as specified below. All fixtures shall be low flow, water saving fixtures which meet accessibility design requirements and all applicable codes. Brand and model numbers of proposed fixtures shall be submitted with the proposal. These costs shall be included within the price per square-foot. Lighting: The Manufacturer shall include all interior and exterior lighting fixtures. Proposed fixtures shall be commercial style LED fixtures that meet all applicable energy codes. Brand and model numbers of proposed fixtures shall be submitted with the proposal. These costs shall be included within the price per square-foot. Flooring: Manufacturer shall install commercial sheet product or VCT with vinyl topset base where possible. Commercial kitchen shall receive broadcast epoxy floor with integral coving. Brand and style of proposed flooring shall be included with the submittal. Final color and style shall be selected by the owner. Bathrooms: Manufacturer shall install non-slip commercial sheet good flooring in bathroom and shower areas. Brand and style of proposed flooring shall be included with the submittal. Final color and style shall be selected by the owner. These costs shall be included within the price per square-foot. Pricing: Proposer shall provide pricing on a per square- foot price to design, manufacture, deliver, and install each modular section. The specifications listed above shall not be considered an all-inclusive list of final specifications. The Manufacturer shall also include all items typically used in modular construction as a final product to be included with their costs. The pricing shall be a calculation criterion. Production of the Modular Units: Manufacturer shall provide evidence that production shall not restrict the project’s demand. This can be shown as plant production schedule, staging/storing, and travel time to project. Production evidence shall be calculated evaluation criterion. Assembly of Modular Units: The City retains the right to select a General Contractor (”Contractor”) to assemble the modular units at the project site. The Manufacturer shall provide a list of all pre-approved assembly contractors for warranty requirements. This list shall be provided with RFP and shall be included when the City procures Contractor for the       Packet Pg. 155 P A G E 1 project. The Manufacturer shall provide assembly literature that shall be included in any construction plans and specifications, or on-site guidance during installations. Storage: The Manufacturer shall store all modules at their yard until work at each site warrants delivery and placement of each section. Delivery and placement of the modular sections shall be coordinated through the City’s General Contractor completing the onsite work. OTHER OBLIGATIONS SITE REGULATORY REQUIREMENTS: The City’s General Contractor will be responsible for obtaining and adhering to all permits and approvals required by the necessary regulatory agencies, including but not limited to permitting, inspection, and certification for the Site and Project. All fees required to obtain any such permits and approvals, shall be the sole responsibility of City’s General Contractor. Any site-specific regulatory requirements for the assembly, use and occupancy of the Modules shall be the sole responsibility of City’s General Contractor. RELEASE OF MODULES: City’s General Contractor will release the modules for delivery once an in- factory sign off has occurred. A representative of the City’s General Contractor must visit the factory 72-hours prior to the release of modules and agree that the condition of the product meets their expectation for delivery and ready for transport. DELIVERY: Upon completion of fabrication of a Module or Modules, the City’s General Contractor approves the release of Modules for transport and delivery. Modular Manufacture shall hire carrier to transport Modules to a temporary or permanent location as directed by City and/or City’s General Contractor (such permanent location of installation referred to hereinafter as “Property”) and Modular Manufacturer shall pay all carrier charges. Modular Manufacturer bears responsibility for the Modules during transport, and until the City accepts them. ON-SITE SECURITY AND WEATHER PROTECTION: Upon acceptance by the City, City’s General Contractor shall bear all responsibility for the Modules. It is highly recommended that until entire building is erected, City’s General Contractor provides security and weather protection for the Modules beginning at the time of delivery and Modules remain protected regardless of time of year.       Packet Pg. 156 P A G E 1 Exhibit C Funding Sources Source Type Status Expenditure Deadline CDBG Federal Committed 4/1/2025 ARPA Federal Committed 12/31/2026 HOME ARP Federal Committed 9/1/2030 HHAP 3 State Committed 6/30/2026 San Bernardino County TBD Pledged TBD Hospital/HMO Funding Private Donation Pledged TBD       Packet Pg. 157 P A G E 1 EXAMPLES OF NAVIGATION CENTERS Note: These images serve as examples of Navigations Centers taken from the internet. They are for the purposed providing a template for proposer’s response.       Packet Pg. 158 P A G E 1       Packet Pg. 159 P A G E 1 EXHIBIT D PLACEHOLDER FOR AGREEMENT       Packet Pg. 160 P A G E 1 EXHIBIT E The forms that require signature and acknowledgement do NOT count toward total page count, however, must be included or submission is disqualified or considered tentative.       Packet Pg. 161 P A G E 1 ATTACHMENT 2 IRAN CONTRACTING ACT CERTIFICATION (Public Contract Code sections 2200-2208) Prior to bidding on, submitting a proposal, or executing a contract or renewal for a public entity contract for goods or services of $1,000,000 or more, a vendor must either: a) certify it is not on the current list of persons engaged in investment activities in Iran created by the California Department of General Services (“DGS”) pursuant to Public Contract Code section 2203(b) and is not a financial institution extending $20,000,000 or more in credit to another person, for 45 days or more, if that other person will use the credit to provide goods or services in the energy sector in Iran and is identified on the current list of persons engaged in investment activities in Iran created by DGS; or b) demonstrate it has been exempted from the certification requirement for that solicitation or contract pursuant to Public Contract Code section 2203(c) or (d). To comply with this requirement, please insert your vendor or financial institution name and Federal ID Number (if available) and complete one of the options below. Please note: California law establishes penalties for providing false certifications, including civil penalties equal to the greater of $250,000 or twice the amount of the contract for which the false certification was made, contract termination, and three-year ineligibility to bid on contracts. (Pub. Cont. Code § 2205.) OPTION #1 - CERTIFICATION I, the official named below, certify I am duly authorized to execute this certification on behalf of the vendor/financial institution identified below, and the vendor/financial institution identified below is not on the current list of persons engaged in investment activities in Iran created by DGS and is not a financial institution extending twenty million dollars ($20,000,000) or more in credit to another person/vendor, for 45 days or more, if that other person/vendor will use the credit to provide goods or services in the energy sector in Iran and is identified on the current list of persons engaged in investment activities in Iran created by DGS. I certify (or declare) under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Vendor Name/Financial Institution (Printed)Federal ID Number (or n/a) By (Authorized Signature) Printed Name and Title of Person Signing Date Executed OPTION #2 – EXEMPTION Pursuant to Public Contract Code sections 2203(c) and (d), a public entity may permit a vendor/financial institution engaged in investment activities in Iran, on a case-by-case basis, to be eligible for, or to bid on, submit a proposal for, or enters into or renews, a contract for goods and services. If you have obtained an exemption from the certification requirement under the Iran Contracting Act, please fill out the information below, and attach documentation demonstrating the exemption approval. Vendor Name/Financial Institution (Printed)Federal ID Number (or n/a) By (Authorized Signature) Printed Name and Title of Person Signing Date Executed       Packet Pg. 162 P A G E 1 ATTACHMENT 3 WORKERS’ COMPENSATION CERTIFICATION Labor Code Section 3700 provides in relevant part: Every employer except the State shall secure the payment of compensation in one or more of the following ways: (a) By being insured against liability to pay compensation in one or more insurers duly authorized to write compensation insurance in this State. (b) By securing from the Director of Industrial Relations a certificate of consent to self-insure, which may be given upon furnishing proof satisfactory to the Director of Industrial Relations of ability to self-insure and to pay any compensation that may become due to his employees. I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract. Contracted Entity: By: Name: Its: In accordance with article 5 (commencing at Section 1860), chapter 1, part 7, division 2 of the Labor Code, the above certificate must be signed and filed with City prior to performing any work under the Contract.       Packet Pg. 163 P A G E 1 ATTACHMENT 4 NON-COLLUSION DECLARATION TO BE EXECUTED BY MODULAR COMPANY AND SUBMITTED WITH PROPOSAL The undersigned declares: I am the ___________________ of ___________________, the party making the foregoing proposal. The proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation. The proposal is genuine and not collusive or sham. The respondent has not directly or indirectly induced or solicited any other respondent to put in a false or sham proposal. The respondent has not directly or indirectly colluded, conspired, connived, or agreed with any respondent or anyone else to put in a sham proposal, or to refrain from responding. The respondent has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the proposal price of the respondent or any other respondent, or to fix any overhead, profit, or cost element of the proposal price, or of that of any other respondent. All statements contained in the proposal are true. The respondent has not, directly or indirectly, submitted his or her proposal price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, to any corporation, partnership, company association, organization, proposal depository, or to any member or agent thereof to effectuate a collusive or sham proposal and has not paid, and will not pay, any person or entity for such purpose. Any person executing this declaration on behalf of a respondent that is a corporation, partnership, joint venture, limited liability company, limited liability partnership, or any other entity, hereby represents that he or she has full power to execute, and does execute, this declaration on behalf of the respondent. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that this declaration is executed on __________________________[date], at ________________________________[city], ___________________[state]. Signed: Print Name:       Packet Pg. 164 P A G E 1 ATTACHMENT 5 PUBLIC WORKS CONTRACTOR REGISTRATION CERTIFICATION Pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations. See http://www.dir.ca.gov/Public- Works/PublicWorks.html for additional information. No bid will be accepted nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the Department of Industrial Relations to perform public work. Bidder hereby certifies that it is aware of the registration requirements set forth in Labor Code sections 1725.5 and 1771.1 and is currently registered as a contractor with the Department of Industrial Relations. Name of Bidder: DIR Registration Number: Bidder further acknowledges: (1) Bidder shall maintain a current DIR registration for the duration of the project. (2) Bidder shall include the requirements of Labor Code sections 1725.5 and 1771.1 in its contract with subcontractors and ensure that all subcontractors are registered at the time of bid opening and maintain registration status for the duration of the project. Name of Bidder Signature Name and Title Dated       Packet Pg. 165 P A G E 1 EXHIBIT " E" FEDERAL CONTRACT PROVISIONS During the performance of this Agreement, Consultant shall comply with all applicable federal laws and regulations including, but not limited to, the federal contract provisions in this Exhibit “E ”. REQUIRED CONTRACT PROVISIONS IN ACCORDANCE WITH APPENDIX II TO PART 200 – CONTRACT PROVISIONS FOR NON-FEDERAL ENTITY CONTRACTS UNDER FEDERAL AWARDS (2 C.F.R. § 200.327) Appendix II to Part 200 (A); Appendix II to Part 200 (B): Remedies for Breach; Termination for Cause/Convenience. The Contract Documents include remedies for breach and termination for cause and convenience. Appendix II to Part 200 (C) – Equal Employment Opportunity: If this Agreement meets the definition of a “federal assisted construction contract” in 41 CFR § 60-1.3, Consultant agrees as follows during the performance of this Agreement: The Consultant will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. The Consultant will, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Consultant's legal duty to furnish information. The Consultant will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.       Packet Pg. 166 P A G E 1 The Consultant will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. The Consultant will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. In the event of the Consultant's noncompliance with the nondiscrimination clauses of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. The Consultant will include the portion of the sentence immediately preceding paragraph (i) and the provisions of paragraphs (i) through (vii) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Consultant will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Consultant may request the United States to enter into such litigation to protect the interests of the United States. The City further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the City so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the Agreement. The City agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of the Consultant and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance. The City further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II,       Packet Pg. 167 P A G E 1 Subpart D of the Executive Order. In addition, the City agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: cancel, terminate, or suspend in whole or in part the grant (contract, loan, insurance, guarantee) for this project; refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. Appendix II to Part 200 (D) – Davis-Bacon Act: Not applicable to this Agreement since it is funded by CSLFRF. Appendix II to Part 200 (D) – Copeland “Anti-Kickback” Act: Not applicable to this Agreement since it is funded by CSLFRF. Appendix II to Part 200 (E) – Contract Work Hours and Safety Standards Act: Overtime Requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (ii) of this section the Consultant and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (ii) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (ii) of this section. Withholding for unpaid wages and liquidated damages. The City shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or subcontractor under any such contract or any other Federal contract with the Consultant, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the Consultant, such sums as may be determined to be necessary to satisfy any liabilities of Consultant or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (iii) of this section. Subcontracts. The Consultant or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (ii) through (v) of this Section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The Consultant shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (ii) through (v) of this Section. Appendix II to Part 200 (F) – Rights to Inventions Made Under a Contract or Agreement: If the Federal award meets the definition of “funding agreement” under 37 CFR § 401.2 (a) and       Packet Pg. 168 P A G E 1 the Consultant wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the Consultant must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.. Appendix II to Part 200 (G) – Clean Air Act and Federal Water Pollution Control Act: Pursuant to the Clean Air Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. Pursuant to the Federal Water Pollution Control Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. Appendix II to Part 200 (H) – Debarment and Suspension: This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such Consultant is required to verify that none of the Consultant, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). Consultant must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. This certification is a material representation of fact relied upon by City. If it is later determined that Consultant did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. Consultant warrants that it is not debarred, suspended, or otherwise excluded from or ineligible for participation in any federal programs. Consultant also agrees to verify that all subcontractors performing work under this Agreement are not debarred, disqualified, or otherwise prohibited from participation in accordance with the requirements above. Consultant further agrees to notify the City in writing immediately if Consultant or its subcontractors are not in compliance during the term of this Agreement. Appendix II to Part 200 (I) – Byrd Anti-Lobbying Act: Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a       Packet Pg. 169 P A G E 1 member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the awarding agency. Appendix II to Part 200 (J) – §200.323 Procurement of Recovered Materials: Consultant shall comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement. In the performance of this Agreement, the Consultant shall make maximum use of products containing recovered materials that are EPA-designated items unless the product cannot be acquired: competitively within a timeframe providing for compliance with the contract performance schedule; meeting contract performance requirements; or at a reasonable price. Information about this requirement, along with the list of EPA-designate items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program. The Consultant also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act.” Appendix II to Part 200 (K) – §200.216 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment: Consultant shall not contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system funded under this Agreement. As described in Public Law 115–232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities). Telecommunications or video surveillance services provided by such entities or using such equipment. Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation,       Packet Pg. 170 P A G E 1 reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. See Public Law 115-232, section 889 for additional information. Appendix II to Part 200 (L) – §200.322 Domestic Preferences for Procurement: Consultant shall, to the greatest extent practicable, purchase, acquire, or use goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subcontracts. For purposes of this section: “Produced in the United States’’ means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. ‘‘Manufactured products’’ means items and construction materials composed in whole or in part of nonferrous metals such as aluminum; plastics and polymer- based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber.       Packet Pg. 171 P A G E 1 CONTRACTING WITH SMALL AND MINORITY FIRMS, WOMEN’S BUSINESS ENTERPRISE AND LABOR SURPLUS AREA FIRMS (2 C.F.R. § 200.321) Consultant shall be subject to 2 C.F.R. § 200.321 and will take affirmative steps to assure that minority firms, women’s business enterprises, and labor surplus area firms are used when possible and will not be discriminated against on the grounds of race, color, religious creed, sex, or national origin in consideration for an award. Affirmative steps shall include: Placing qualified small and minority businesses and women's business enterprises on solicitation lists; Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority business, and women's business enterprises; Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority business, and women's business enterprises; and Using the services/assistance of the Small Business Administration (SBA), and the Minority Business Development Agency (MBDA) of the Department of Commerce. Consultant shall submit evidence of compliance with the foregoing affirmative steps when requested by the City. COMPLIANCE WITH U.S. DEPARTMENT OF THE TREASURY CORONAVIRUS LOCAL FISCAL RECOVERY FUND AWARD TERMS AND CONDITIONS Maintenance of and Access to Records. Consultant shall maintain records and financial documents sufficient to evidence compliance with section 603(c) of the Act, Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing. Consultant agrees to provide the City, Treasury Office of Inspector General and the Government Accountability Office, or any of their authorized representatives access to any books, documents, papers, and records (electronic an otherwise) of the Consultant which are directly pertinent to this Agreement for the purposes of conducting audits or other investigations. Records shall be maintained by Consultant for a period of five (5) years after completion of the Project. Compliance with Federal Regulations. Consultant agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to section 603(f) of the Act, and guidance issued by Treasury regarding the foregoing. Consultant also agrees to comply with all other applicable federal statutes, regulations, and executive orders, including, without limitation, the following: Universal Identifier and System for Award Management (SAM), 2 C.F.R. Part 25, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 25 is hereby incorporated by reference.       Packet Pg. 172 P A G E 1 Reporting Subaward and Executive Compensation Information, 2 C.F.R. Part 170, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 170 is hereby incorporated by reference. OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement), 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to 2 C.F.R. Part 180 and Treasury’s implementing regulation at 31 C.F.R. Part 19. Recipient Integrity and Performance Matters, pursuant to which the award term set forth in 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference. Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R. Part 20. New Restrictions on Lobbying, 31 C.F.R. Part 21. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. §§ 4601-4655) and implementing regulations. Compliance with Federal Statutes and Regulations Prohibiting Discrimination. Consultant agrees to comply with statutes and regulations prohibiting discrimination applicable to the CSLFRF program including, without limitation, the following: Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury’s implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. False Statements. Consultant understands that making false statements or claims in connection with the CSLFRF program is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law.       Packet Pg. 173 P A G E 1 Protections for Whistleblowers. In accordance with 41 U.S.C. § 4712, Consultant may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant. The list of persons and entities referenced in the paragraph above includes the following: A member of Congress or a representative of a committee of Congress; An Inspector General; The Government Accountability Office; A Treasury employee responsible for contract or grant oversight or management; An authorized official of the Department of Justice or other law enforcement agency; A court or grand jury; or A management official or other employee of Consultant, or a subcontractor who has the responsibility to investigate, discover, or address misconduct. Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Consultant is encouraged to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company-owned, rented or personally owned vehicles, and encourage its subcontractors to do the same Reducing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Consultant should encourage its employees and subcontractors to adopt and enforce policies that ban text messaging while driving, and Consultant should establish workplace safety policies to decrease accidents caused by distracted drivers. Assurances of Compliance with Civil Rights Requirements. The Civil Rights Restoration Act of 1987 provides that the provisions of this assurance apply to the Project, including, but not limited to, the following: Consultant ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at 31 CFR Part 22 and other pertinent executive orders such as Executive Order 13166; directives; circulars; policies; memoranda and/or guidance documents.       Packet Pg. 174 P A G E 1 Consultant acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency (LEP),” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, are limited in their English proficiency. Consultant understands that the denial of access to persons to its programs, services and activities because of their limited proficiency in English is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964. Accordingly, Consultant shall initiate reasonable steps, or comply with Treasury’s directives, to ensure meaningful access to its programs, services and activities to LEP persons. Consultant understands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary to ensure effective communication in the Project. Consultant agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services and activities. As a resource, the Department of the Treasury has published its LEP guidance at 70 FR 6067. For more information on LEP, please visit http://www.lep.gov. Consultant acknowledges and agrees that compliance with this assurance constitutes a condition of continued receipt of federal financial assistance and is binding upon Consultant and Consultant’s successors, transferees and assignees for the period in which such assistance is provided. Consultant agrees to incorporate the following language in every contract or agreement subject to Title VI and its regulations between the Consultant and the Consultant’s subcontractors, successors, transferees and assignees: The subcontractor, successor, transferee and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding from a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also extends protection to persons with “Limited English proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. § 2000d et seq., as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Consultant understands and agrees that if any real property or structure is provided or improved with the aid of federal financial assistance by the Department of the Treasury, this assurance obligates the Consultant, or in the case of a subsequent transfer, the transferee, for the period during which the real property or structure is used for a purpose for which the federal financial assistance is extended or for another purpose involving the provision of similar services or benefits. If any personal property is provided, this assurance obligates the Consultant for the period during which it retains ownership or possession of the property. Consultant shall cooperate in any enforcement or compliance review activities by the Department of the Treasury of the aforementioned obligations. Enforcement may include investigation, arbitration, mediation, litigation, and monitoring of any settlement agreements that may result from these actions. Consultant shall comply with information requests, on-site compliance reviews, and reporting requirements.       Packet Pg. 175 P A G E 1 Consultant shall maintain a complaint log and inform the Department of the Treasury of any accusations of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act of 1964 and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. Consultant must also inform the Department of the Treasury if Consultant has received no complaints under Title VI. Consultant must provide documentation of an administrative agency’s or court’s findings of non-compliance of Title VI and efforts to address the non-compliance, including any voluntary compliance or other agreements between the Consultant and the administrative agency that made the finding. If the Consultant settles a case or matter alleging such discrimination, Consultant must provide documentation of the settlement. If Consultant has not been the subject of any court or administrative agency finding of discrimination, please so state. If Consultant makes sub-awards to other agencies or other entities, Consultant is responsible for assuring that sub-recipients also comply with Title VI and all of the applicable authorities covered in this assurance. ____________________       Packet Pg. 176 P A G E 1 COMPLIANCE WITH AMERICAN RESCUE PLAN ACT (ARPA) CORONAVIRUS LOCAL FISCAL RECOVERY FUND (CLFRF) FEDERAL GUIDELINES USE OF ARPA CLFRF AND REQUIREMENTS This Contract may be funded in whole or in part with funds provided by the American Rescue Plan Act - Coronavirus Local Fiscal Recovery Fund (ARPA), Federal Award Identification Number (FAIN): SLT0628 and Assistance Listing Number (formerly known as a CFDA number): 21.027, and therefore Contractor agrees to comply with any and all ARPA requirements in addition to any and all applicable County, State, and Federal laws, regulations, policies, and procedures pertaining to the funding of this Contract. The use of the funds must also adhere to official federal guidance issued or to be issued on what constitutes a necessary expenditure. Any funds expended by Contractor or its subcontractor(s) in any manner that does not adhere to the ARPA requirements shall be returned or repaid to the City or County. Any funds paid to Contractor i) in excess of the amount to which Contractor is finally determined to be authorized to retain; ii) that are determined to have been misused; or iii) that are determined to be subject to a repayment obligation pursuant to section 603(e) of the Act and have not been repaid, shall constitute a debt to the federal government. Contractor agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to the Act, and guidance issued by Treasury regarding the foregoing. Contractor shall provide for such compliance in any agreements with subcontractor(s). Contractor agrees to comply with the following: A.In accordance with Title 2 Code of Federal Regulations (C.F.R.) Section 200.322, the non-Federal Contractor should, to the greatest extent practicable under a Federal award, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subawards including all contracts and purchase orders for work or products under this award. For purposes of this section: “Produced in the United States” means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. “Manufactured products” means items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. B.In accordance with Title 2 C.F.R. Section 200.471, costs incurred for telecommunications and video surveillance services or equipment such as phones, internet, video surveillance, cloud servers are allowable except for the following circumstances: Obligating or expending covered telecommunications and video surveillance services or equipment or services (as described in Title 2 C.F.R. Section 200.216) to: 1) Procure or obtain, extend or renew a contract to procure or obtain; 2) Enter into a contract (or extend or renew a contract) to procure; or 3) Obtain the equipment, services, or systems, as described in Title 2 C.F.R. Section 200.216 that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. As described in Public Law 115-232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities) and: (i) For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities); (ii) Telecommunications or video surveillance services provided by such entities or using such equipment; and (iii) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation,       Packet Pg. 177 P A G E 1 reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. In implementing the prohibition under Public Law 115-232, section 889, subsection (f), paragraph (1), heads of executive agencies administering loan, grant, or subsidy programs shall prioritize available funding and technical support to assist affected businesses, institutions and organizations as is reasonably necessary for those affected entities to transition from covered communications equipment and services, to procure replacement equipment and services, and to ensure that communications service to users and customers is sustained. C.A non-Federal Contractor that is a state agency or agency of a political subdivision of a state and its contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at Title 40 C.F.R. Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. D.Byrd Anti-Lobbying Amendment (31 U.S.C. Section 1352) - Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by Title 31 U.S.C. Section 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. E.Clean Air Act (42 U.S.C. Sections 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. Sections 1251-1389), as amended - Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non-Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. Sections 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. Sections1251-1389). F.Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of “funding agreement” under Title 37 C.F.R. Section 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the Title 33 U.S.C. Sections 1251-1387 recipient or subrecipient must comply with the requirements of Title 37 C.F.R. Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. G.Contract Work Hours and Safety Standards Act (40 U.S.C. Sections 3701-3708). Where applicable, all contracts awarded by the non-Federal Contractor in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with Title 40 U.S.C. Sections 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. Part 5). Under Title 40 U.S.C. Section 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of Title 40 U.S.C. Section 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous to health or safety. These requirements do not apply to the       Packet Pg. 178 P A G E 1 purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. H.Davis-Bacon Act, as amended (40 U.S.C. Sections 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. Sections 3141-3148) as supplemented by Department of Labor regulations (29 C.F.R. Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-Federal contractor must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal Contractor must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (18 U.S.C. Section 874 and 40 U.S.C. Section 3145), as supplemented by Department of Labor regulations (29 C.F.R. Part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal contractor must report all suspected or reported violations to the Federal awarding agency. i. The Contractor and all Subcontractors and Sub-subcontractors are required to pay their employees and workers a wage not less than the minimum wage for the work classification as specified in both the Federal and California wage decisions. See Section 3.10.6 “Prevailing Wages” for additional information regarding California Prevailing Wage Rate Requirements and the applicable general prevailing wage determinations which are on file with the City and are available to any interested party on request. The higher of the two applicable wage determinations, either California prevailing wage or Davis-Bacon Federal prevailing wage, will be enforced for all applicable work/services under this Contract. I.Contracts for more than the simplified acquisition threshold, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by Title 41 U.S.C. Section 1908, must address administrative, contractual, or legal remedies in instances where Contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate. J.All contracts in excess of $10,000 must address termination for cause and for convenience by the non- Federal Contractor including the manner by which it will be effected and the basis for settlement. K.Equal Employment Opportunity. Except as otherwise provided under Title 41 C.F.R. Part 60, all contracts that meet the definition of “federally assisted construction contract” in Title 41 C.F.R. Section 60-1.3 must include the equal opportunity clause provided under Title 41 C.F.R. Section 60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 C.F.R. Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 C.F.R. part 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” The identified clause is below and Contractor shall comply with the clause and all legal requirements and include the equal opportunity clause in each of its nonexempt subcontracts. i. The applicant hereby agrees that it will incorporate or cause to be incorporated into any contract for construction work, or modification thereof, as defined in the regulations of the       Packet Pg. 179 P A G E 1 Secretary of Labor at Title 41 C.F.R. Chapter 60, which is paid for in whole or in part with funds obtained from the Federal Government or borrowed on the credit of the Federal Government pursuant to a grant, contract, loan, insurance, or guarantee, or undertaken pursuant to any Federal program involving such grant, contract, loan, insurance, or guarantee, the following equal opportunity clause: During the performance of this contract, the contractor agrees as follows: (1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. (3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information. (4) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (5) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and the rules, regulations, and relevant orders of the Secretary of Labor. (6) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (7) In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared       Packet Pg. 180 P A G E 1 ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (8) The contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the contractor may request the United States to enter into such litigation to protect the interests of the United States. The applicant further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the applicant so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the contract. The applicant agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of contractors and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance. The applicant further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the applicant agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: Cancel, terminate, or suspend in whole or in part this grant (contract, loan, insurance, guarantee); refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. L.Data Collection Requirements – Contractor agrees to collect pre-post data per County, and United States Treasury guidelines and timeline, for project tracking and monitoring and various reporting purposes. Data including, but not limited to: Required Project Demographic Distribution Data; Required       Packet Pg. 181 P A G E 1 Performance Indicators and Programmatic Data; Required Expenditure Report Data; and Required Program Evaluation Data. Contractor agrees to track and monitor data in a quantifiable and reportable database - retrievable collective data that needs to be available to County, State or Federal governments upon request. M.Data Submission Requirements - Contractor agrees to furnish data to the County upon request, per County, and United States Treasury guidelines and timeline, for project tracking and monitoring and various reporting purposes. Data including, but not limited to: Required Project Demographic Distribution Data; Required Performance Indicators and Programmatic Data; Required Expenditure Report Data; Required Program Evaluation Data. Contractor agrees to track and monitor data in a quantifiable and reportable database - retrievable collective data that needs to be available at request. N.Project Progress Reporting - Contractor agrees to provide project timeline and progress updates to the City upon request, per County, and United States Treasury guidelines and timeline. Contractor agrees to routine and impromptu program and project evaluation by the City. O.Contractor shall comply with Title 2 Code of Federal Regulations Part 200 (Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards), including, but not limited to, Title 2 C.F.R. Section 200.303 (internal control), Title 2 C.F.R. Sections 200.331 through 200.333 (subrecipient monitoring and management), and Title 2 C.F.R. Part 200 Subpart F (audit requirements), as these sections currently exist or may be amended. The use of funds must also adhere to official federal guidance issued or to be issued on what constitutes an eligible expenditure. Any funds expended by Contractor or its subcontractor(s) in any manner that does not adhere to official federal guidance shall be returned to the County. Contractor agrees to comply with all official guidance regarding the ARPA CLFRF. Contractor also agree that as additional federal guidance becomes available, an amendment to this Contract may become necessary. If an amendment is required, Contractor agrees to promptly execute the Contract amendment. P.Contractor shall retain documentation of all uses of the funds, including but not limited to invoices and/or sales receipts in a manner consistent with Title 2 C.F.R. Section 200.334 (retention requirements for records). Such documentation shall be produced to City upon request and may be subject to audit. Unless otherwise provided by Federal or State law (whichever is the most restrictive), Contractor shall maintain all documentation connected with its performance under this Contract for a minimum of five (5) years from the date of the last payment made by City or until audit resolution is achieved, whichever is later, and to make all such supporting information available for inspection and audit by representatives of the City, the State or the United States Government during normal business hours at Contractor. Copies will be made and furnished by Contractor upon written request by City. Q.Contractor shall establish and maintain an accounting system conforming to Generally Accepted Accounting Principles (GAAP) to support Contractor’s requests for reimbursement which segregate and accumulate costs of Contractor and produce monthly reports which clearly identify reimbursable costs, matching fund costs (if applicable), and other allowable expenditures by Contractor. Contractor shall provide a monthly report of expenditures under this Contract no later than the 20th day of the following month. R.Contractor shall cooperate in having an audit completed by City, at City’s option and expense. Any audit required by ARPA CLFRF and its regulation and United States Treasury guidance will be completed by Contractor at Contractor’s expense. S.Contractor shall repay to City any reimbursement for ARPA CLFRF funding that is determined by subsequent audit to be unallowable under the ARPA CLFRF within the time period required by the ARPA CLFRF, but no later than one hundred twenty (120) days of Contractor receiving notice of audit       Packet Pg. 182 P A G E 1 findings, which time shall include an opportunity for Contractor to respond to and/or resolve the findings. Should the findings not be otherwise resolved and Contractor fail to reimburse moneys due City within one hundred twenty (120) days of audit findings, or within such other period as may be agreed between both parties or required by the ARPA CLFRF, City reserves the right to withhold future payments due Contractor from any source under City’s control. T.Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, Title 2 C.F.R. Part 200, other than such provisions as Treasury may determine are inapplicable and subject to such exceptions as may be otherwise provided by Treasury. Subpart F – Audit Requirements of the Uniform Guidance, implementing the Single Audit Act, shall apply. U.Universal Identifier and System for Award Management (SAM), Title 2 C.F.R. Part 25. V.Reporting Subaward and Executive Compensation Information, Title 2 C.F.R. Part 170. W.OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (nonprocurement), Title 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to Title 2 C.F.R. Part 180 and Treasury’s implementing regulation at Title 31 C.F.R. Part 19. Debarment and Suspension (Executive Orders 12549 and 12689) - A contract award (see 2 C.F.R. Section 180.220) must not be made to parties listed on the governmentwide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at Title 2 C.F.R. Part 180 that implement Executive Orders 12549 (3 C.F.R. Part 1986 Comp., p. 189) and 12689 (3 C.F.R. Part 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. X.Recipient Integrity and Performance Matters, pursuant to which the award terms set forth in Title 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference. Y.Government Requirements for Drug-Free Workplace, Title 31 C.F.R. Part 20. Z.New Restrictions on Lobbying, Title 31 C.F.R. Part 21. AA.Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. Sections 4601- 4655) and implementing regulations. BB.Applicable Federal environmental laws and regulations. CC.Statutes and regulations prohibiting discrimination include, without limitation, the following: i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. Sections 2000d et seq.) and Treasury’s implementing regulations at Title 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance. ii. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. Sections 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability.       Packet Pg. 183 P A G E 1 iii. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. Section 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance. iv. The Age Discrimination Act of 1975, as amended (42 U.S.C. Sections 6101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. v. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. Sections 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. DD.Contractor understands that making false statements or claims in connection with the ARPA funded activities is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law. EE. Any publications produced with ARPA funds must display the following language: “This project [is being] [was] supported, in whole or in part, by federal award number SLT-0628 awarded to San Bernardino County by the U.S. Department of Treasury.” FF. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Contractor is being encouraged to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company-owned, rented, or personally owned vehicles. GG.Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Contractor is being encouraged to adopt and enforce policies that ban text messaging while driving and establishing workplace safety policies to decrease accidents caused by distracted drivers. HH.As a recipient of federal financial assistance, the Civil Rights Restoration Act of 1987 applies, and Contractor assures that it: i. Ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. Sections 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at Title 31 C.F.R. Part 22 and other pertinent executive orders such as Executive Order 13166, directives, circulars, policies, memoranda and/or guidance documents. ii. Acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency,” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, have Limited English proficiency (LEP). Contractor understands that denying a person access to its programs, services, and activities, because of LEP is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964 and the Department of the Treasury’s implementing regulations. Contractor shall initiate reasonable steps, or comply with the Department of the Treasury’s directives, to ensure LEP persons have meaningful access to its programs, services, and activities. Contractor understands and agrees that meaningful access may entail provide language assistance services, including oral interpretation and written translation where necessary, to ensure effective communication.       Packet Pg. 184 P A G E 1 iii. Agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services, and activities. iv. Agrees to maintain a complaint log of any complaints of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. II.The City must include the following language in every contract or agreement subject to Title VI and its regulations: “The sub-grantee, contractor, successor, transferee, and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or nation origin (42 U.S.C. Section 2000d et seq.), as implemented by the Department of the Treasury’s Title VI regulations, Title 31 C.F.R. Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also includes protection to persons with “Limited English Proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. Section 2000d et seq., as implemented by the Department of the Treasury’s Title VI regulations, Title 31 C.F.R. Sections Part 22, and herein incorporated by reference and made a part of this contract or agreement.” JJ.Contractor shall cooperate in any enforcement or compliance review activities by the City, and/or the Department of the Treasury. Contractor shall comply with information requests, on-site compliance reviews, and reporting requirements. KK.Contractor shall maintain records and financial documents sufficient to evidence compliance with section 603(c), regulations adopted by Treasury implementing those sections, and guidance issued by Treasury regarding the foregoing. LL.City has the right of access to records (electronic or otherwise) of Contractor in order to conduct audits or other investigations. MM.Contractor shall maintain records for a period of five (5) years after the completion of the contract or a period of five (5) years after the last reporting date the City is obligated with the Department of the U.S. Treasury, whichever is later. NN.Contractor must disclose in writing any potential conflict of interest in accordance with Title 2 C.F.R. Section 200.112. OO.In accordance with Title 41 U.S.C. Section 4712, subrecipient or Contractor may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant.       Packet Pg. 185 P A G E 1 The list of persons and entities referenced in the paragraph above includes the following: (i) A member of Congress or a representative of a committee of Congress; (ii) An Inspector General; (iii) The Government Accountability Office; (iv) A Treasury employee responsible for contract or grant oversight or management; (v) An authorized official of the Department of Justice or other law enforcement agency; (vi) A court or grand jury; or (vii) A management official or other employee of Recipient, subrecipient, contractor, or subcontractor who has the responsibility to investigate, discover, or address misconduct. Subrecipient or Contractor shall inform its employees in writing of the rights and remedies provided under this section, in the predominant native language of the workforce. PP. City and Contractor acknowledge that if additional federal guidance is issued, an amendment to this Contract may be necessary. In the event any of the terms in this Exhibit conflict with any other terms in the Contract, the terms in this Exhibit shall control.       Packet Pg. 186 P A G E 1 PROPOSAL CHECKLIST (as detailed in Chapter II. Request for Proposals, Section E. of the RFP) •Technical Proposal ●Executive Summary (E.1) ●Table of Contents (E.2) ●Identification of Proposer (E.3) ●Staffing Resources (e.g., Assigned Personnel experience) (E.4) ●Experience and Technical Competence (E.6) ●Proposed Method to Accomplish the Work (E.7) ●Litigation History (if any) (E.10) ●Other Information (pertinent to proposal) (E.11) ⮚Completion of other similar projects; ⮚Community involvement (if any); ⮚Prior projects, agreements, involvement with the City (if any); ⮚No Conflict-of-Interest statement. ●Certification of Proposal (E.12) ⮚“The undersigned hereby submits its proposal and, by doing so, agrees to furnish services to the City in accordance with the Request for Proposal (RFP), and to be bound by the terms and conditions of the RFP.” ●Appendices (E.13) ●Statement of “No Deviations from RFP” (F.) ⮚If proposer does not take any exceptions or deviations from the terms and conditions indicated in the agreement, then the proposer must indicate this information by making a statement within the proposal documents. •Fiscal Stability (E.5) ●Current report from any Commercial Credit Rating Service (e.g. Dunn & Bradstreet); ●Line of credit; or ●Financial Statement. •Fee Proposal (E.8) •Certificate of Insurance (E.9) •Submittal Instructions: Electronic PDF file format via Planetbids on the date and time       Packet Pg. 187 P A G E 1 stated in the RFP. Please allow time for system to process your proposal. The City shall not be responsible for proposals that are not received on time. The City will not be responsible for and will not accept late bids due to slow internet connection, or incomplete transmissions.       Packet Pg. 188 P A G E 1 VENDOR QUOTE FORM VENDOR NAME: ADDRESS: PHONE: The undersigned, hereby declare that they have carefully examined the location of the proposed work, familiarized themselves with the local conditions affecting the cost of the work, and have read and examined the terms and conditions for the following Project: [***INSERT PROJECT NAME***] The undersigned, hereby propose to furnish all labor, materials, equipment, tools, transportation, and services, and to discharge all duties and obligations necessary and required to perform and complete the Project in strict accordance with the Vendor Price Quote for the ELECTRONICALLY SUBMITTED TOTAL VENDOR QUOTE PRICE. Item No.Description Quantity Unit Cost Lump Sum Amount $____ ____ $____ ____ $____ ____ $____ ____ $____ ____ $____ ____ $____ ____ TOTAL VENDOR QUOTE $____ ____ Total Number of Additional Pages: Should the proposer be requested to perform additional finance related services, please list the proposed positions and hourly rate: Personnel Specify Exact Title of Position assigned Hourly Rate Staff Manager (or similar)$________ Staff Associate (or similar)$________ I hereby declare under penalty of perjury that the foregoing is true and correct. Submitted By:________________________________________Title: _________________________________ (Authorized Representative Signature) Print Name: __________________________________________       Packet Pg. 189 P A G E 1 COMPLIANCE WITH IEHP FUNDING AGREEMENT The Contractor shall comply with Title 2, California Code of Regulations, Sections 11105 et seq, as may be amended from time to time. Contractor further agrees to comply with the below language and include this language in its contract and the contract for any subcontractor on the project. 1. During the performance of this contract, contractor and its subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, reproductive health decision making, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. Contractors and subcontractors shall insure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination. Contractors and subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code, § 12900 et seq.) and the applicable regulations promulgated thereunder (Cal. Code Regs., tit. 2, § 11000 et seq.). The applicable regulations of the Civil Rights Council implementing Government Code section 12990, set forth in Subchapter 5 of Division 4.1 of Title 2 of the California Code of Regulations are incorporated into this contract by reference and made a part hereof as if set forth in full. Contractor and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. 2. Contractor shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the contract.       Packet Pg. 190 NAVIGATION CENTER FUNDING MATRIX – CONSTRUCTION Funding Source Obligation Deadline Expenditure Deadline Eligible Activities Overview Additional Links / Notes ARPA ($16,950,000) December 31, 2024 December 31, 2026  Replacing Public Sector Revenue Loss  Responding to the impacts of the pandemic  Premium Pay for Essential Workers  Broadband, water, and sewer Infrastructure  Emergency Relief from Natural Disasters  Surface Transportation Projects (complicated…)  CDBG / Title 1 Projects ARPA Eligible Uses & Documentation https://home.treasury.gov/policy- issues/coronavirus/assistance-for-state- local-and-tribal-governments/state-and- local-fiscal-recovery-funds/eligible-uses CDBG ($1,901,365) N/A Every April 30* *City cannot carry over 1.5x its annual allocation to the following year  Administration & Planning (20% cap of total allocation)  Acquisition or disposing of Real Property  Public Services (15% cap of total allocation)  Public Facilities  Interim Assistance and Relocation  Housing Rehabilitation & Economic Development  Homeownership Assistance Note: All activities must o Benefit low/moderate income persons o Prevent or eliminate slums or blight o Meet an urgent need Complete Federal Code for CDBG https://www.ecfr.gov/current/title- 24/subtitle-B/chapter-V/subchapter-C/part- 570 CDBG Eligible Activity Matrix Codes* https://files.hudexchange.info/resources/do cuments/Matrix-Code-Definitions.pdf *Serves as an excellent cheat sheet for eligible CDBG activities; however, it requires additional research to understand the rules and nuances for each activity. Donations ($1,570,000) N/A N/A  Project Specific; based on submitted requests. (Navigation Center Construction) N/A HHAP-3 Grant ($808,385) N/A June 30, 2026  Project Specific; based on submitted application. (Navigation Center Construction) Approved Grant Agreement https://sanbernardino.primegov.com/Portal/ viewer?id=3620&type=2 HOME-ARP ($4,299,671) N/A September 30, 2030  Affordable Rental Housing  Tenant-Based Rental Assistance  Emergency Shelters (construction only)  Supportive Services HOME-ARP Guidelines https://www.hud.gov/sites/dfiles/OCHCO/do cuments/2021-10cpdn.pdf       Packet Pg. 191       Packet Pg. 192       Packet Pg. 193       Packet Pg. 194       Packet Pg. 195       Packet Pg. 196       Packet Pg. 197       Packet Pg. 198       Packet Pg. 199       Packet Pg. 200       Packet Pg. 201       Packet Pg. 202       Packet Pg. 203       Packet Pg. 204       Packet Pg. 205       Packet Pg. 206       Packet Pg. 207       Packet Pg. 208       Packet Pg. 209       Packet Pg. 210       Packet Pg. 211       Packet Pg. 212       Packet Pg. 213       Packet Pg. 214       Packet Pg. 215       Packet Pg. 216       Packet Pg. 217       Packet Pg. 218       Packet Pg. 219       Packet Pg. 220       Packet Pg. 221       Packet Pg. 222       Packet Pg. 223       Packet Pg. 224       Packet Pg. 225       Packet Pg. 226       Packet Pg. 227       Packet Pg. 228       Packet Pg. 229       Packet Pg. 230       Packet Pg. 231       Packet Pg. 232       Packet Pg. 233       Packet Pg. 234       Packet Pg. 235       Packet Pg. 236       Packet Pg. 237       Packet Pg. 238       Packet Pg. 239       Packet Pg. 240       Packet Pg. 241       Packet Pg. 242       Packet Pg. 243       Packet Pg. 244       Packet Pg. 245       Packet Pg. 246       Packet Pg. 247       Packet Pg. 248       Packet Pg. 249       Packet Pg. 250       Packet Pg. 251       Packet Pg. 252       Packet Pg. 253       Packet Pg. 254       Packet Pg. 255       Packet Pg. 256       Packet Pg. 257       Packet Pg. 258       Packet Pg. 259       Packet Pg. 260       Packet Pg. 261       Packet Pg. 262       Packet Pg. 263       Packet Pg. 264       Packet Pg. 265       Packet Pg. 266       Packet Pg. 267       Packet Pg. 268       Packet Pg. 269       Packet Pg. 270       Packet Pg. 271       Packet Pg. 272       Packet Pg. 273       Packet Pg. 274       Packet Pg. 275       Packet Pg. 276       Packet Pg. 277       Packet Pg. 278 Page 1 of 72 5 8 4 3 REQUEST FOR QUALIFICATIONS FOR CITY OF SAN BERNARDINO FOR RFQual F-24-6001 DEVELOPMENT MANAGEMENT SERVICES CITY OF SAN BERNARDINO 290 North D Street San Bernardino, California 92401 Telephone: (909) 384-7272 https://www.sbcity.org       Packet Pg. 279 Page 2 of 72 5 8 4 3 TABLE OF CONTENTS I. BACKGROUND AND INTRODUCTION................................................................................4 II. REQUEST FOR PROPOSALS .............................................................................................4 A. Scope of Services..............................................................................................................4 B. City Contact for this RFQual..............................................................................................5 C. Requests for Clarification ..................................................................................................5 D. Pre-Proposal Meeting........................................................................................................5 E. Content and Format of Proposal .......................................................................................5 F. No Deviations from the RFQual.........................................................................................9 G. Selection Process..............................................................................................................9 H. Protests ...........................................................................................................................10 I. Proposal Schedule ..........................................................................................................10 J. Submittal Requirements ..................................................................................................11 K. General Conditions..........................................................................................................13 EXHIBIT A...................................................................................................................................15 PROPOSAL CHECKLIST ...........................................................................................................77 VENDOR QUOTE FORM............................................................................................................78 EXHIBIT B...................................................................................................................................79 EXHIBIT C...................................................................................................................................24 EXHIBIT D…………………………………………………………………………………………………………… …………..       Packet Pg. 280 Page 3 of 72 5 8 4 3 CITY OF SAN BERNARDINO NOTICE INVITING PROPOSALS, RFQual F-24-6001 DEVELOPMENT MANAGEMENT SERVICES PUBLIC NOTICE IS HEREBY GIVEN that proposals will be received by the City of San Bernardino (“City”) electronically through the City’s online bid management provider (“Planetbids”) until 3:00 P.M., Thursday, October 17, 2024. Proposals may NOT be submitted by fax, email, telephone, mail, hand delivery, or other means; any Proposals received through any means other than Planetbids will be returned to the Vendor unopened. The City is requesting proposals to provide: The developer’s general responsibility hereunder as the City ’s development manager shall be to manage, arrange, supervise, and coordinate the planning and design of the Development Work, and to take such actions as the City may request within the scope of Developer’s responsibilities. The award of this contract is subject to available budget adequate to carry out the provisions of the proposed agreement including the identified scope of work. The City reserves the right to reject any or all proposals determined not to be in the best interest of the City. All projects funded through the Community Development Block Grant (CDBG) program that involve construction, alteration, or repair work are subject to the requirements of the Davis-Bacon Act (40 U.S.C. § 3141 et seq.). The Davis-Bacon Act mandates that all laborers and mechanics employed by contractors and subcontractors working on federally funded projects must be paid wages not less than those established by the U.S. Department of Labor (DOL) for the specific type of construction work and locality. Certain labor categories under this project may be subject to prevailing wages as identified in the State of California Labor Code commencing at sections 1720 et seq. and 1770 et seq. If applicable, employees working in these categories at the site must be paid not less than the basic hourly rates of pay and fringe benefits established by the California Department of Industrial Relations. Copies of the State of California wage schedules are available for review at www.dir.ca.gov/dlsr/. In addition, a copy of the prevailing rate of per diem wages will be made available at the City’s Community Development Dept upon request. The successful bidder shall post a copy of the prevailing wage rates at each job site. It shall be mandatory upon the Bidder to whom the Contract is awarded, and upon any subcontractors, to comply with all Labor Code provisions, which include but are not limited to the payment of not less than the said specified prevailing wage rates to all workers employed by them in the execution of the Contract, employment of apprentices, hours of labor and debarment of contractors and subcontractors. If the total compensation under the contract will exceed $25,000 and pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations (“DIR”). No bid shall be accepted, nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the DIR to perform public work. If awarded a contract, the bidder and its subcontractors, of any tier, shall maintain active registration with the DIR for the duration of the project. The contract awarded pursuant to this proposal may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations.       Packet Pg. 281 Page 4 of 72 5 8 4 3 Interested proposers may download copies of the Request for Qualifications (“RFQual”) by visiting the City’s web site, https://www.sbcity.org. All addenda will be published on the City’s website. For more information regarding the RFQual, please contact: City of San Bernardino, Purchasing Division purchasing@sbcity.org       Packet Pg. 282 Page 5 of 72 5 8 4 3 CITY OF SAN BERNARDINO REQUEST FOR PROPOSALS DEVELOPMENT MANAGEMENT SERVICES I. BACKGROUND AND INTRODUCTION The City of San Bernardino (“City”) is requesting proposals from qualified firms (“Proposers”) for DEVELOPMENT MANAGEMENT SERVICES (“Services”). The City of San Bernardino is a full-service city and encompasses an area of 62.24 miles with the population of approximately 218,500. The city is located at the convergence of the I-10, SR-210 and I-215 highways. The southbound I-215 connects to SR-91 leading to Orange County, with northbound connecting to I-15, which passes through several states leading to the Canadian border. Centrally located in Southern California, San Bernardino has been at the center of the Southland goods movement since 1875, when the Southern Pacific and Santa Fe Railroads reached the city. Today, the city is home to the BNSF Intermodal Facility and San Bernardino International Airport. To serve and promote the welfare of its residents, the City intends to procure the Services, as described below. II. REQUEST FOR PROPOSALS A. Scope of Services The Services sought under this Request for Qualifications (“RFQual”) are set forth in more detail in Exhibit “A,” attached hereto and incorporated herein by this reference. Notwithstanding the inclusion of such Services in Exhibit “A,” the final scope of Services negotiated between City and the successful Proposer shall be set forth in the Professional Services Agreement (“Agreement”) executed by and between City and the successful Proposer. A copy of the Agreement is attached hereto as Exhibit “B” and incorporated herein by this reference. 1. Public Works Prevailing Wage and Contractor Registration (if applicable) Certain labor categories under this project may be subject to prevailing wages as identified in the State of California Labor Code commencing at sections 1720 et seq. and 1770 et seq. If applicable, employees working in these categories at the site must be paid not less than the basic hourly rates of pay and fringe benefits established by the California Department of Industrial Relations. Copies of the State of California wage schedules are available for review at www.dir.ca.gov/dlsr/. In addition, a copy of the prevailing rate of per diem wages will be made available at the City’s Community Development Dept upon request. The successful bidder shall post a copy of the prevailing wage rates at each job site. It shall be mandatory upon the Bidder to whom the Contract is awarded, and upon any subcontractors, to comply with all Labor Code provisions, which include but are not limited to the payment of not less than the said specified prevailing wage rates to all workers employed by them in the execution of the Contract, employment of apprentices, hours of labor and debarment of       Packet Pg. 283 Page 6 of 72 5 8 4 3 contractors and subcontractors. If the total compensation under the contract will exceed $25,000 and pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations (“DIR”). No bid shall be accepted, nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the DIR to perform public work. If awarded a contract, the bidder and its subcontractors, of any tier, shall maintain active registration with the DIR for the duration of the Project. The contract awarded pursuant to this proposal may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. B. City Contact for this RFQual The principal contact for the City regarding this RFQual will be Michelle Parra, Buyer for the Purchasing Division, purchasing@sbcity.org, or a designated representative, who will coordinate the assistance to be provided by the City to the Proposer. C. Requests for Clarification All questions, requests for interpretations or clarifications, either administrative or technical must be requested in writing and directed to the City Contact for this RFQUAL, identified above. All written questions, if answered, will be issued to all prospective proposers via e- mail notification from Planetbids. Oral statements regarding this RFQUAL by any persons should be considered unverified information unless confirmed in writing. To ensure a response, questions must be submitted to Planetbids before 3:00 pm local time on the date identified in the Proposal Schedule. Each Proposer is responsible for ensuring that it has received all addenda, clarifications, supplemental information and responses to questions prior to submitting a proposal. D. Pre-Proposal Meeting – Encouraged but not Required Each Proposer is requested to attend a pre-proposal meeting to be held on September 27, 2024, from 11:00 AM to 12:00 PM virtually. Please see proposal schedule for further instructions. Failure to attend this meeting will not preclude a Proposer from submitting a proposal. Attendance at the pre-proposal meeting will ensure the Proposer understands the full scope of the services requested. E. Content and Format of Proposal Proposals shall be concise, well organized and demonstrate qualifications and applicable experience. Proposals shall include one (1) electronic proposal submitted to Planetbids. Proposals shall be organized, tabbed, and numbered in the order presented below. Proposals must include page numbers for all pages in the proposal. Proposals shall be in the following order and shall include:       Packet Pg. 284 Page 7 of 72 5 8 4 3 1. Executive Summary: Summarize the content of your proposal in a clear and concise manner. 2. Table of Contents 3. Identification of Proposer a. Legal name and address of the company. b. Legal form of company (partnership, corporation). c. If company is a wholly owned subsidiary of a “parent company,” identify the “parent company.” d. Name, title, address and telephone number of the proposed representative to contact concerning the Proposal Submittal. e. California Business License Number 4. Staffing Resources a. Firm Staffing and Key Personnel (i) Provide the number of staff to be assigned to perform the Services and the names/discipline/job title of each as well as your firm’s capacity to provide additional personnel as needed. (ii) Identify three (3) persons that shall be principally responsible for working with the City. Indicate the role and responsibility of each individual. If the Proposer is chosen as a finalist, these principal individuals must attend the interview and in-person presentation. (iii) Describe proposed team organization, including identification and responsibilities of key personnel. Please include one-page resumes. (iv) Provide brief biographies of individuals that shall be working directly with the City. b. Subcontractors (i) The Proposer shall identify functions that are likely to be subcontracted and identify the subcontractor(s) that is anticipated to perform each function, if known at this time. 5. Fiscal Stability: a. The Proposer should provide evidence of corporate stability including: (i) A current report from any commercial credit rating service such as Dunn and Bradstreet or Experian; or (ii) A letter from a financial institution stating a current line of credit; and (iii) Latest audited financial statement and/or annual report that has been certified by a CPA. This information will remain confidential and is not subject to public disclosure.       Packet Pg. 285 Page 8 of 72 5 8 4 3 6. Experience and Technical Competence: a. Experience (i) The Proposer shall provide a description of how the Proposer’s experience, technical and professional skills will meet the goals and fulfill the general functions identified in this RFQUAL. (ii) Describe the past experience of the staff to be assigned to perform the Services in performing similar services. (iii) The Proposer shall state the number of years the firm has conducted business. Proposer must have at least four (4) years’ experience in providing the required scope of Services for public clients. (iv) Provide three (3) references regarding the Proposer’s experience and performance performing similar services. Include the following information: (1) Organization/City, contact name, phone number, e-mail address; and (2) project size and description, if applicable, and description of services. (v) Describe the Proposer’s local experience and knowledge of City. b. Project Specific Experience (i) The Proposer shall provide a description of the three most relevant service contracts held within the last five years, one page per project, to include: (a) Role of the firm (b) Dollar value of the services (c) Dollar value of the fee (d) Description of services (e) Staffing (f) Duration of providing services (g) Relationship to client (h) Contact name, position, entity name, telephone number, fax number and e-mail address for each project. (ii) If any of the following has occurred, please describe in detail: (a) Failure to enter into a contract or professional services agreement once selected. (b) Withdrawal of a proposal as a result of an error. (c) Termination or failure to complete a contract. (d) Debarment by any municipal, county, state, federal or local agency. (e) Involvement in litigation, arbitration or mediation. Conviction of the firm or its principals for violating a state or federal antitrust law by bid or proposal       Packet Pg. 286 Page 9 of 72 5 8 4 3 rigging, collusion, or restrictive competition between bidders or proposers, or conviction of violating any other federal or state law related to bidding or professional services performance. Knowing concealment of any deficiency in the performance of a prior contract. (f) Falsification of information or submission of deceptive or fraudulent statements in connection with a contract. (g) Willful disregard for applicable rules, laws or regulations. Information regarding any of the above may, at the sole discretion of the City, be deemed to indicate an unsatisfactory record of performance. c. Technical Competence (i) Description of in-house resources (i.e., computer capabilities, software applications, modem protocol, modeling programs, etc.) (ii) Ability to draw upon multi-disciplinary staff to address the Services requested in this RFQUAL. 7. Proposed Method to Accomplish the Work: Describe the technical and management approach to providing the Services to the City. Proposer should take into account the scope of the Services, goals of the City, and general functions required. Include a draft first year schedule of tasks, milestones, and deliverables that will provide for timely provision of the Services. In reviewing the scope of Services and goals described in Exhibit “A,” the Proposer may identify additional necessary tasks and is invited to bring these to the City’s attention within the discussion of its proposed method to accomplish the work. 8. Fee Proposal: Please provide a fee proposal for the scope of Services. The fee proposal shall include hourly rates for all personnel for “Additional Work” (as such term is defined in the proposed Agreement attached hereto as Exhibit “B”). 9. Insurance: See the Agreement, attached hereto as Exhibit “B,” for a description of the insurance requirements. 10. Litigation: Provide litigation history for any claims filed by your firm or against your firm related to the provision of Services in the last five (5) years. 11. Other Information: This section shall contain all other pertinent information regarding the following: a. Demonstration of record of staffing tasks efficiently and completing projects on time and within the allocated budget. b. Description of community involvement.       Packet Pg. 287 Page 10 of 72 5 8 4 3 c. Description of any previous involvement with the City. d. A statement that the Proposer has not conflicts of interest in connection with providing the Services. 12. Certification of Proposal: This section shall state: “The undersigned hereby submits its proposal and, by doing so, agrees to furnish services to the City in accordance with the Request for Proposal (RFQUAL), and to be bound by the terms and conditions of the RFQUAL.” 13. Appendices F. No Deviations from the RFQUAL In submitting a proposal in response to this RFQUAL, Proposer is certifying that it takes no exceptions to this RFQUAL including, but not limited to, the Agreement. If any exceptions are taken, such exceptions must be clearly noted in the proposal and may be reason for rejection of the proposal. As such, Proposer is directed to carefully review the proposed Agreement and, in particular, the insurance and indemnification provisions therein. G. Selection Process 1. The City will evaluate proposals based on the following criteria: a. The Proposer is properly licensed to practice in the State of California. b. The Proposer has no conflict of interest with regard to any other work performed by the firm for the City. c. Clarity and conformance of proposal to the RFQUAL. d. Content of the proposal. e. Proposer’s experience and performance. f. Team members’ experience and performance. g. Fee proposal. h. Comments by references. i. Exceptions/Deviations to RFQUAL/Agreement Template (Pass/Fail) j. History of Litigation (Pass/Fail) 2. During the evaluation process, the City reserves the right, where it may serve the City's best interest, to request additional information or clarifications from Proposers, or to allow corrections of errors or omissions. 3. It is the City’s intent to select a Proposer best evidencing demonstrated competence and professional qualification to perform the Services. The City reserves the right to reject all proposals, select by proposal review only or interview as needed. Certain Proposers may be selected to make a brief presentation and oral interview after which a final selection will be made. The successful Proposer will be selected on the basis of information provided in the RFQUAL, in-person presentations, and the results of the       Packet Pg. 288 Page 11 of 72 5 8 4 3 City’s research and investigation. Upon selection of a Proposer, the City will endeavor to negotiate a mutually agreeable Agreement with the selected Proposer. In the event that the City is unable to reach agreement, the City will proceed, at its sole discretion, to negotiate with the next Proposer selected by the City. The City reserves the right to contract for services in the manner that most benefits the City including awarding more than one contract if desired. 4. After negotiating a proposed Agreement that is fair and reasonable, City staff will make the final recommendation to the City Council concerning the proposed Agreement. The City Council has the final authority to approve or reject the Agreement. H. Protests 1. Protest Contents: Protests based on the content of the RFQUAL shall be submitted to the City no later than ten (10) calendar days prior to the scheduled proposal submittal deadline. If necessary, the proposal submittal deadline may be extended pending a resolution of the protest. Proposer may protest a contract award if the Proposer believes that the award was inconsistent with City policy or this RFQUAL is not in compliance with law. A protest must be filed in writing with the City (email is not acceptable) within five (5) business days after receipt of notification of the contract award. Any protest submitted after 5 p.m. of the fifth business day after notification of the contract award will be rejected by the City as invalid and the Proposer’s failure to timely file a protest shall waive the Proposer’s right to protest the contract award. The Proposer’s protest must include supporting documentation, legal authorities in support of the grounds for the protest and the name, address and telephone number of the person representing the Proposer for purposes of the protest. Any matters not set forth in the protest shall be deemed waived. 2. City Review: The City will review and evaluate the basis of the protest, provided that the protest is filed in strict conformity with the foregoing. The City shall provide the Proposer submitting the protest with a written statement concurring with or denying the protest. Action by the City relative to the protest will be final and not subject to appeal or reconsideration. The procedure and time limits set forth in this section are mandatory and are the Proposer’s sole and exclusive remedy in the event of protest. Failure to comply with these procedures shall constitute a waiver of any right to further pursue the protest, including filing a Government Code claim or legal proceedings.       Packet Pg. 289 Page 12 of 72 5 8 4 3 I. Proposal Schedule The tentative schedule is as follows: ACTION DATE Release of Request for Proposal September 19, 2024 Last Day to Submit Questions for Clarification received by the City before 3:00 pm September 24, 2024 Clarifications Issued by City by the end of the day September 26, 2024 Pre-Proposal Meeting Location: Virtual Meeting. Please confirm on or before September 24, 2024, to the purchasing@sbcity.org email. The Microsoft Teams link will be sent to you by the end of the day September 25, 2024. September 27, 2024 Deadline for Receipt of Proposals submitted before 3:00 PM October 17, 2024 Evaluations of Proposals Completed October 21, 2024 Interview of Finalist(s) October 23-24, 2024 Vendor Selection October 25, 2024 City Council Approval November 2024 Vendor Award (Agreement through DocuSign)December 2024 Purchase Order Issue December 2024 The above scheduled dates are tentative, and City retains the sole discretion to adjust the above schedule. Nothing set forth herein shall be deemed to bind City to award a contract for the above-described professional Services and City retains the sole discretion to cancel or modify any part of or all of this RFQUAL at any time. J. Submittal Requirements 1. General: It is strongly recommended that the Proposer submit proposals in the format identified in this RFQUAL to allow the City to fully evaluate and compare the proposal. All requirements and questions in the RFQUAL should be addressed and all requested data shall be supplied. The City reserves the right to request additional information which, in the City’s opinion, is necessary to assure that the Proposer’s competence, number of qualified employees, business organization, and financial resources are adequate to perform according to the Agreement.       Packet Pg. 290 Page 13 of 72 5 8 4 3 2. Preparation: Proposals should be prepared in such a way as to provide a straightforward, concise delineation of capabilities to satisfy the requirements of this RFQUAL. Responses should emphasize the Proposer’s demonstrated capability to perform the Services. Expensive bindings and promotional materials, etc., are not necessary or desired. However, technical literature that supports the approach to providing the Services and work plan should be forwarded as part of the proposal. Emphasis should be concentrated on completeness, approach to the work and clarity of proposal. 3. Site Examination: Proposers may visit the City and its physical facilities to determine the local conditions which may in any way affect the performance of the work; familiarize themselves with all federal, state and local laws, ordinances, rules, regulations, and codes affecting the performance of the work; make such investigations, as it may deem necessary for performance of the Services at its proposal price within the terms of the Agreement; and correlate its observations, investigations, and determinations with the requirements of the Agreement. 4. Authorization: The proposal shall be signed by an individual, partner, officer or officers authorized to execute legal documents on behalf of the Proposer. 5. Confidentiality of Proposal: Pursuant to Michaelis, Montanari, & Johnson v. Superior Court (2006) 38 Cal.4th 1065, proposals submitted in response to this RFQUAL shall be held confidential by City and shall not be subject to disclosure under the California Public Records Act (Cal. Government Code section 6250 et seq.) until after either City and the successful Proposer have completed negotiations and entered into an Agreement or City has rejected all proposals. All correspondence with the City including responses to this RFQUAL shall become the exclusive property of the City and shall become public records under the California Public Records Act. Furthermore, the City shall have no liability to the Proposer or other party as a result of any public disclosure of any proposal or the Agreement. If a Proposer desires to exclude a portion of its proposal from disclosure under the California Public Records Act, the Proposer must mark it as such and state the specific provision in the California Public Records Act which provides the exemption as well as the factual basis for claiming the exemption. For example, if a Proposer submits trade secret information, the Proposer must plainly mark the information as “Trade Secret” and refer to the appropriate section of the California Public Records Act which provides the exemption as well as the factual basis for claiming the exemption. Although the California Public Records Act recognizes that certain confidential trade secret information may be protected from disclosure, the City may not be in a position to establish that the information that a Proposer submits is a trade secret. If a request is made for information marked “Confidential”, “Trade Secret” or “Proprietary” (“Proprietary Information”), the City will provide Proposers who submitted       Packet Pg. 291 Page 14 of 72 5 8 4 3 the information with reasonable notice to seek protection from disclosure by a court of competent jurisdiction. Proposer shall have five (5) working days after receipt of such notice to give City written notice of Proposer's objection to the City's release of Proprietary Information. Proposer shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney's fees) arising out of a legal action brought to compel the release of Proprietary Information. Proposals which indiscriminately identify all or most of the proposal as exempt from disclosure without justification may be deemed unresponsive and disqualified from further participation in this procurement. 6. Submittal Instructions: Electronic PDF file format via Planetbids. Please allow time for system to process your proposal. The proposal must be received before 3:00 pm local time, on or before October 17, 2024. The City shall not be responsible for proposals that are not received on time. The City will not be responsible for and will not accept late bids due to slow internet connections, or incomplete transmissions. K. General Conditions 1. Federal Requirements: If the Services are funded through a federal funding source, the successful Proposer and its subcontractors shall be required to take cognizance of and comply with all requirements set forth in the Federal Requirements, attached hereto as Exhibit “C,” and incorporated herein by this reference. 2. Amendments to RFQUAL: The City reserves the right to amend the RFQUAL and issue to all Proposers an addendum. 3. Amendments to Proposals: Unless specifically requested by the City, no amendment, addendum or modification shall be accepted after a proposal has been submitted to City. If a change to a proposal that has been submitted is desired, the submitted proposal must be withdrawn and the replacement proposal submitted prior to the deadline stated herein for receiving proposals. 4. Non-Responsive Proposals: A proposal may be considered non- responsive if conditional, incomplete, or if it contains alterations of form, additions not called for, or other irregularities that may constitute a material change to the proposal. 5. Costs for Preparing: The City shall not compensate any Proposer for the cost of preparing any proposal, and all materials submitted with a proposal shall become the property of the City. The City will retain all proposals submitted and may use any idea in a proposal regardless of whether that proposal is selected. 6. Cancellation of RFQUAL: City reserves the right to cancel this RFQUAL at any time prior to contract award without obligation in any manner for       Packet Pg. 292 Page 15 of 72 5 8 4 3 proposal preparation, interview, fee negotiation or other marketing costs associated with this RFQUAL. 7. Price Validity: Prices provided by Proposers in response to this RFQUAL are valid for 120 days from the proposal due date. The City intends to award the contract within this time but may request an extension from the Proposers to hold pricing, until negotiations are complete, and the contract is awarded. 8. No Commitment to Award: Issuance of this RFQUAL and receipt of proposals does not commit the City to award a contract. City expressly reserves the right to postpone the proposal for its own convenience, to accept or reject any or all proposals received in response to this RFQUAL, to negotiate with more than one Proposer concurrently, or to cancel all or part of this RFQUAL. 9. Right to Negotiate and/or Reject Proposals: City reserves the right to negotiate any price or provision, task order or service, accept any part or all of any proposals, waive any irregularities, and to reject any and all, or parts of any and all proposals, whenever, in the sole opinion of City, such action shall serve its best interests and those of the tax-paying public. The Proposers are encouraged to submit their best prices in their proposals, and City intends to negotiate only with the Proposer(s) whose proposal most closely meets City’s requirements at the lowest estimated cost. The Agreement, if any is awarded, shall go to the Proposer whose proposal best meets City’s requirements. 10. Non-Discrimination: The City does not discriminate on the basis of race, color, national origin, religion, age, ancestry, medical condition, disability or gender in consideration for an award of contract. Publication Date of RFQUAL: September 19, 2024       Packet Pg. 293 Page 16 of 72 5 8 4 3 EXHIBIT A PROPOSED SCOPE OF SERVICES The City of San Bernardino is concurrently inviting proposals for the SB HOPE Campus Project from a qualified Modular company for the development of an interim housing facility/homeless shelter, known as the "Campus," situated on a City-owned 2.5-acre parcel (Assessor’s Parcel Number 027-819-130) at 796 E. 6th Street. The Modular company would only be designing the Project and manufacturing and delivering the modular buildings. The Modular company will not conduct any site work. The City is concurrently prequalifying general contractors to then invite to respond to a Notice Inviting Bids, in order to do the site work of installing the modular manufactured buildings in addition to the other required site work such as but not limited to all utilities work. Project completion must be achieved no later than November 2025. The Project Site is bounded by Palm Field Park to the west and north, community gardens to the north, a youth social service organization to the east, and a vacant field and solar panel array across 6th Street to the south. A regional location map and Project vicinity map are provided respectively as Figure 1 and Figure 2. As shown in the Existing Site Plan the School of Hope campus consists of five buildings: an art studio and workshop building (Building 1), an administration building (Building 2), a classroom building (Building 3), and two storage buildings (Building 4 and Building 5) and a metal roof canopy, impervious surfaces throughout the campus, and pervious surfaces within the western, northern, central, and southern portions of the campus. There is an additional canopy, immediately south of the storage building (Building 5). Description of the Proposed Project [24 CFR 50.12 & 58.32; 40 CFR 1508.25]: The Proposed Project involves demolishing all existing structures and developing a homeless navigation facility to provide low-barrier, congregate, and non-congregate interim housing and supportive services for homeless individuals and households at risk of becoming homeless. The Modular manufacturer will provide in-house or subcontract with an Architect to coordinate with Civil, MEP, and structural consultants to deliver the full project CD Package for submission to both the city and State for review and approval to develop SB Hope Navigation Center. The designated site currently encompasses three buildings, formerly utilized as the School of Hope. The Campus is expected to accommodate 180 congregate enclosed sleeping spaces, 20 private sleeping pods with attached restrooms. Essential amenities include shower and restroom to accommodate the 180 congregant spaces, cafeteria with a commercial kitchen, administrative offices, laundry facilities, parking lot, trash enclosure, bike storage, unit lockers and an animal kennel with related amenities. Compliance with the Americans with Disabilities Act (ADA) and all applicable Federal, State, County, and City laws, standards, and requirements is mandatory. The Proposed Project would involve accommodating the following: - Congregant, 180 walled with pocket/ barn door private sleeping spaces, including beds with storage spaces underneath the beds. Sixteen of these sleeping spaces should be Americans with Disabilities Act (ADA) accessible, ensuring accessibility for future residents with disabilities. Ensure all private sleeping areas meet fire code standards.       Packet Pg. 294 Page 17 of 72 5 8 4 3 - 20 non-congregant/ independent sleeping pods with an attached restroom (can be located separate area on the site if needed). - Community restroom and showers (Male, Female, Independent Gender Neutral or Family Restrooms with toilets and showers) to accommodate a total of 180 individuals throughout the day. -Navigation Campus Operator & Recuperative Care Area (separate from City HUB) that includes 12 work stations for drop-in work, 4- single management offices, 1 in-take office by the front door (include secondary egress), two recuperative care medical office spaces with sink and reception area with panel/acrylic guard - 3 Private Staff Restrooms (All gender) -City HUB/ Substation: Separate entrance and apart from operator office spaces, the City HUB should have two offices and a communal working space to accommodate 8-10 drop-in workstations. - Laundry Facility to accommodate 6 Speed Queen Washer and Dryers- All front loading. - Covered Solar Parking to meet parking requirement and EV charger. Parking lot circulation should consider ADA and Access van. - 10 Covered dog kennels and small dog run to including access to water, fans and heaters. - Included in design is a hotbox located in the exterior to mitigate bed bugs or other pests. - Meets call fire code and fire sprinklers for sleeping area, community space, and commercial kitchen. Include heating, ventilation, and air conditioning (HVAC) systems. - The Proposed Project would also include a cafeteria with a fully equipped commercial kitchen (including grease interreceptor and the design standard for approval by the San Bernardino Department of Public Health for approval) able to serve 200 residents per meal. The cafeteria would also serve as an assembly area and would include moveable dividers to divide the cafeteria into four smaller areas for activities. - Design must include perimeter fencing, secure parking for staff and gates. Perimeter fencing should include parking lot lighting and low-voltage wiring for cameras throughout the site. - The Project would also include Wi-Fi access, outdoor furniture, way-finding signage, landscaping, a waste enclosure (for trash, recycling, and organic waste), outdoor heating rooms for pest/ bed bugs remediation and a bicycle storage area. The project funding sources include Community Development Block Grants (CDBG), the American Rescue Plan Act (ARPA), Home-ARP, and General funds. Concurrent with this RFQUAL for a Development Manager, the City intends to contract with a General Contractor that is experienced with and adheres strictly to state and federal funding guidelines and requirements. The consulting Developer should highlight all modular construction projects, total costs, schedules, and experience with prevailing wage and Davis-Bacon compliance which aligns with the funding sources. The consulting Developer will be evaluated based on overall value and adherence to RFQUAL requirements including maintaining timelines. Construction of the SB Hope Campus Project is a top priority of the City of San Bernardino. Construction of the campus must be completed by November 2025. Any extenuating circumstances and extensions must be communicated in writing for approval by the City Manager and City Attorney. The City is seeking a highly qualified fee for service Developer (referred to herein as “Developer”) experienced with modular manufactured buildings and the high level of       Packet Pg. 295 Page 18 of 72 5 8 4 3 coordination with among the City’s funding requirements, modular manufacturer and general contractor. Provide examples of measures to expedite the completion of the project. Ground-breaking is anticipated to start in December 2024 and completed by November 2025. Developer must be able to start work immediately upon selection, in order to set all timelines and budgets on behalf of the City. Submittals shall be limited to 20 pages and all related attachments via the City’s Planetbids portal on the following link: https://pbsystem.planetbids.com/portal/39495/bo/bo-search 1. Methodology The City will select a Developer with modular experience to build the SB Hope Navigation Campus. Selection will be made based on the company’s experience, qualification, proposal that meet required criteria and positive reference checks. The Contractor must be experienced with state and federally funded construction projects including, prevailing wage and Davis- Bacon compliance requirements, compliance requirements for each of the funding sources for this project which are described herein, and documentation required for meeting draw requests. The Contractor must be willing to commit to a not-to-exceed price of $902,000 for eleven (11) months, which will consist of $82,000 per month. 2. Insurance Requirements Provide copy of current insurance coverage issued by Consultant’s Insurance carrier that meets minimum City requirements: Each firm awarded a contract will be required to maintain, in full force and effect and at their own expense, insurance policies with companies certified with the California Insurance Commission. Please include the name of your insurance providers in your response. The following minimum insurance is required in order for your firm/joint venture group to qualify for participation in these projects. See the Agreement, attached hereto as Exhibit “B,” for a description of the insurance requirements.       Packet Pg. 296 Page 19 of 72 5 8 4 3 ****All existing structures depicted above are to be demolished.       Packet Pg. 297 Page 20 of 72 5 8 4 3 NOTE: Separate from this process, a Modular Company with an in-house or subcontracted architect shall coordinate with Civil, MEP, and structural consultants to deliver full project CD Package for submission to both City and State for review and approval, after approval of which the City’s selected general contractor will construct the project with the supervision of a Development Manager. Relationship. With respect to The City, Developer shall always be an independent contractor. No provision of this relationship shall be construed to constitute Developer or any of its officers or employees as an employee or employees of the City, nor shall any provision be construed as creating a partnership or joint venture between Developer and the City. Developer shall have no right or authority, express or implied, to commit or otherwise obligate the City in any manner whatsoever, except as expressly provided herein, and Developer agrees that it shall not hold itself as having authority to act on behalf of the City in any manner, except as expressly provided herein. RESPONSIBILITIES OF DEVELOPER General Responsibility. Developer’s general responsibility hereunder as the City ’s development manager would be to manage, arrange, supervise, and coordinate the planning and design of the Development Work, and to take such actions as the City may request within the scope of Developer’s responsibilities. Development Services. In discharging its general responsibility hereunder with respect to the Development Work, Developer would perform and discharge the following responsibilities: (a) Overseeing the preliminary design and working drawings, specifications, and site plans, and coordinating changes as necessary as to such designs, drawings, specifications, and site plans; (b) Initiating and monitoring the preparation of site plans showing the location of roads, utilities, buildings, parking areas and other improvements to be constructed in connection with the Project. (c) Recommending to the City specialists and consultants (including architect(s)) for the Development Work as necessary (collectively, the “Specialists and Consultants”), and coordinating selection of such Specialists and Consultants; (d) Working with Specialists and Consultants to enhance compatibility of architectural drawings with other elements of the Project such as interior design; (e) Preparing a description of standard interior finishes for the interior of the Project, together with a proposed budget for the installation of such finishes; (f) Obtaining cost estimates from Specialists and Consultants and/or contractors and preparing a development budget for the construction phase in light of design development; (g) Coordinating the finalization and approval by the City of final drawings and specifications, including landscaping plans, mechanical and electrical drawings, architectural appearance, and interior design schemes for common areas;       Packet Pg. 298 Page 21 of 72 5 8 4 3 (h) Obtaining, on behalf of the City, all master use, demolition, grading and shoring, building, development, and other permits and governmental approvals necessary to commence construction of the Project; (i) Finalizing Plans and Specifications for the Development Work; (j) Preparing and submitting to the City for the City ’s approval supplements and refinements to the Plans and Specifications and development schedule; (k) Advising the City with respect to (1) material meetings with all governmental authorities who have jurisdiction over permits and entitlements for the Development Work and (2) the contest by the City of any law, regulation, or rule which the City deems to adversely affect the City ’s ability to obtain appropriate permits and entitlements for the Development Work; (l) Coordinating and managing the performance of any Specialists and Consultants under their respective contracts with the City; (m) Coordinating required tests and inspections; (n) Sending to the City copies of all material notices received by Developer from the Specialists and Consultants and/or governmental authorities. (o) Assisting the City in obtaining construction financing with respect to the Development Work by the City; and (p) Causing complete and accurate files, books of account and other records of the development costs and the Development Work incurred by the City to be prepared and maintained in accordance with the accounting method adopted by the City. Employees. Developer shall be responsible out of Developer’s own funds for all costs and expenses related to the employment of its employees and personnel. All persons, other than independent contractors, employed by Developer in the performance of its responsibilities hereunder shall be exclusively controlled by and shall be the employees of Developer and not of the City, and the City shall have no liability, responsibility, or authority with respect thereto. Information. Developer agrees to keep the City informed on a regular basis of the progress of the pre-development and design of any work to be accomplished in connection with this project, including (a) all meetings to be held with governmental officials, (b) all meetings of the Development Work design team, and (c) any defaults, or potential defaults of any material nature under this project or any of the agreements entered into in connection with the Development Work (including, without limitation, contracts with the Specialists and Consultants). Implementation of Development Budget. Developer is hereby authorized and directed to create the Development Budget consistent with the performance of Developer’s duties discussed in this Scope of Services for the City’s approval. Developer may, subject to the terms of a future scope, make expenditures and incur any obligations provided for in the Development Budget and the Development Plan, each as approved in writing by the City. All expenses shall be charged to the proper Budget Category in the Development Budget. No expenses may be classified or reclassified without the City ’s prior written approval.       Packet Pg. 299 Page 22 of 72 5 8 4 3 Notices of Application of Certain Budgeted Amounts. Developer shall advise the City in writing promptly if it appears that the total costs in any Budget Category specified in the Development Budget will exceed the amount budgeted therefor. AUTHORITY OF DEVELOPER Developer shall carry out and discharge the responsibilities and obligations of Developer under this project; provided, however, that Developer shall have no right or authority, express or implied, to commit or otherwise obligate the City in any manner whatsoever except to the extent specifically provided herein or specifically authorized in writing by the City. MONTHLY REPORTING AND PAYMENT OF DEVELOPMENT COSTS Monthly Reports. The following will comprise the monthly reporting (“Monthly Reports”) to be provided by Developer to the City: (a) By the twentieth (20th) day of every other month during the Development Period, Developer shall update and submit to the City for its review and approval the Project proforma; (b) By the twentieth (20th) day of every other month, Developer shall provide the City with a report that summarizes the progress of the Development Work, and shall include, without limitation, (i) a brief narrative summary update of entitlement, design, bidding, construction and schedule activities and issues, (ii) a current development schedule updated to reflect the most recent information related to the status of the Development Work and (iii) information with respect to the status of construction, including any contractor defaults, work delays, major issues or other problems encountered in connection with the design and construction of the Development Work; and (c) Draw Requests that shall include: (i) a development cost summary report and cost detail report in form reasonably specified by the City and shown on a line item basis, indicating all actual costs incurred to date, (ii) a description of any major changes in the forecast of development costs from the prior month, (iii) a list of all invoices and amounts to be paid under the current Draw Request, (iv) copies of all other invoices approved by Developer and to be paid under the current Draw Request as prepared and submitted by Specialists and Consultants, (v) conditional or final lien waivers for all contracts which the Construction Lender requires. Payment of Development Costs. All costs and expenses incurred in connection with the performance of the Development Work shall be the responsibility of the City to be paid in accordance with the terms that will be a flat monthly rate, not to exceed 12-months. Developer shall have no obligation to advance any funds for the benefit of the City, except the obligation to pay its own employees and contractors. CITY FUNDS Separate Accounts. It is contemplated that the City will make disbursements of funds with respect to the development and construction of the Development Work directly to an account of the City over which Developer has signature authority for further disbursement to the contractors, the specialists and consultants, suppliers, lenders, and other creditors. Such disbursements shall be in the amount set forth in the monthly Draw Request approved by the City. Such account or accounts shall be subject to withdrawal only upon the signature or signatures of individuals approved by the City. Following an Event of Default and during the       Packet Pg. 300 Page 23 of 72 5 8 4 3 continuance thereof, the PCity shall have the right at any time to terminate Developer’s authority with respect to such account(s). Such account or accounts shall be maintained by the City at one or more financial institutions as may be selected by the City. All such funds shall be and shall remain the property of the City and shall be disbursed by Developer in payment of the obligations of the City incurred in connection with the performance of the Development Work as set forth in the Draw Requests, and any requirements of Construction Lender, shall be disbursed to the City at the City ’s request. Developer shall not commingle the City ’s funds with the funds of any other person and shall disburse the City ’s funds only in accordance with Draw Requests approved by the City as set forth above. Draw Requests. Developer shall prepare for the City ’s approval all Draw Requests to submit to Construction Lender. Developer shall not be required to advance any of its own funds to construct the Project should Construction Lender or the City fail to provide funds required by the Development Budget. ACCOUNTING AND RECORDS Books of Account. Developer shall maintain or cause to be maintained proper and complete records and books of account which shall fully and accurately reflect the planning, design, construction, and completion of the Development Work. All entries to such books of account shall be supported by sufficient documentation to permit the City and any of their respective auditors to ascertain that said entries are properly and accurately recorded. Upon request by the City, copies of all such accounts and records, including all correspondence, shall be delivered to the City without charge therefor. Records and accounts shall be maintained on a basis sufficient to permit the preparation therefrom of financial statements in accordance with the accounting method adopted by the City and shall be adequate to provide the City and its respective representatives with all financial information as may reasonably be needed by any of the foregoing. Examination of Books and Records. The City and its respective agents and representatives, at the City ’s expense, shall have the right at all reasonable times during normal business hours to audit, examine and make copies of or extracts from the books of account and records maintained by Developer with respect to the Development Work.       Packet Pg. 301 Page 24 of 72 5 8 4 3 Exhibit B Please note. The following “Exhibit B’ is sample of the City’s Professional Services Agreement which to be signed by Awardee. Please note, there are references to “Exhibit A” and “Exhibit B”, however they are solely referencing the Professional Services Agreement and clearly identified as with the watermark “Sample”.       Packet Pg. 302 Page 25 of 72 5 8 4 3 EXHIBIT B CITY OF SAN BERNARDINO PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND [***INSERT NAME***] This Agreement is made and entered into as of [***INSERT MONTH***] [***INSERT DATE***], 2024 by and between the City of San Bernardino, a charter city and municipal corporation organized and operating under the laws of the State of California with its principal place of business at Vanir Tower, 290 North D Street, San Bernardino, CA 92401 (“City”), and [***INSERT NAME***], a [***INSERT TYPE OF ENTITY AND STATE - CORPORATION, PARTNERSHIP, SOLE PROPRIETORSHIP OR OTHER LEGAL ENTITY***] with its principal place of business at [***INSERT ADDRESS***] (hereinafter referred to as “Consultant”). City and Consultant are hereinafter sometimes referred to individually as “Party” and collectively as the “Parties.” RECITALS A. City is a public agency of the State of California and is in need of professional services for the following project: [***INSERT DESCRIPTION***] (hereinafter referred to as “the Project”). B. Consultant is duly licensed and has the necessary qualifications to provide such services. C. The Parties desire by this Agreement to establish the terms for City to retain Consultant to provide the services described herein. NOW, THEREFORE, IT IS AGREED AS FOLLOWS: AGREEMENT 1. Incorporation of Recitals. The recitals above are true and correct and are hereby incorporated herein by this reference. 2. Services. Consultant shall provide the City with the services described in the Scope of Services attached hereto as Exhibit “A.” 3. Professional Practices. All professional services to be provided by Consultant pursuant to this Agreement shall be provided by personnel identified in their proposal. Consultant warrants that Consultant is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Consultant’s performance of this Agreement. Consultant further represents that no City employee will provide any services under this Agreement. 4. Compensation.       Packet Pg. 303 Page 26 of 72 5 8 4 3 a. Subject to paragraph 4(b) below, the City shall pay for such services in accordance with the Schedule of Charges set forth in Exhibit “A.” [***Alternatively, the compensation schedule may be described here***] b. In no event shall the total amount paid for services rendered by Consultant under this Agreement exceed the sum of $902,000. This amount is to cover all related costs, and the City will not pay any additional fees for printing expenses. Consultant may submit invoices to City for approval. Said invoice shall be based on the total of all Consultant’s services which have been completed to City’s sole satisfaction. City shall pay Consultant’s invoice within forty-five (45) days from the date City receives said invoice. The invoice shall describe in detail the services performed and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as “Additional Services” and shall identify the number of the authorized change order, where applicable, on all invoices. 5. Additional Work. If changes in the work seem merited by Consultant or the City, and informal consultations with the other party indicate that a change is warranted, it shall be processed in the following manner: a letter outlining the changes shall be forwarded to the City by Consultant with a statement of estimated changes in fee or time schedule. An amendment to this Agreement shall be prepared by the City and executed by both Parties before performance of such services, or the City will not be required to pay for the changes in the scope of work. Such amendment shall not render ineffective or invalidate unaffected portions of this Agreement. a. Adjustments. No retroactive price adjustments will be considered. Additionally, no price increases will be permitted during the first year of this Agreement, unless agreed to by City and Consultant in writing. [***Additionally, the City may include a CPI price adjustment, delete the following language if such adjustment will not be used***] Annual increases shall not exceed the percentage change in the Consumer Price Index- All urban consumers, All Items - (Series ID# CUURS49CSA0) Riverside-San Bernardino – Ontario, CA areas for the twelve (12) month period January through January immediately preceding the adjustments and be subject to City’s sole discretion and approved (if needed) for budget funding by the City Council. 6. Term. This Agreement shall commence on the Effective Date and continue through the completion of services as set forth in Exhibit “A,” unless the Agreement is previously terminated as provided for herein (“Term”). [***Alternatively, the term can be spelled out in this section without reference to the Exhibit***] 7. Maintenance of Records; Audits. a. Records of Consultant’s services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City for inspection and/or audit at mutually convenient times for a period of four (4) years from the Effective Date. b. Books, documents, papers, accounting records, and other evidence pertaining to costs incurred shall be maintained by Consultant and made available at all reasonable times during the contract period and for four (4) years from the date of final payment under the contract for inspection by City. 8. Time of Performance. Consultant shall perform its services in a prompt and timely       Packet Pg. 304 Page 27 of 72 5 8 4 3 manner and shall commence performance upon receipt of written notice from the City to proceed. Consultant shall complete the services required hereunder within Term. 9. Delays in Performance. a. Neither City nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non- performing Party. For purposes of this Agreement, such circumstances include a Force Majeure Event. A Force Majeure Event shall mean an event that materially affects the Consultant’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the services); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety. b. Should a Force Majeure Event occur, the non-performing Party shall, within a reasonable time of being prevented from performing, give written notice to the other Party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement. Delays shall not entitle Consultant to any additional compensation regardless of the Party responsible for the delay. c. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement. 10. Compliance with Law. a. Consultant shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local government, including Cal/OSHA requirements. b. If required, Consultant shall assist the City, as requested, in obtaining and maintaining all permits required of Consultant by federal, state and local regulatory agencies. c. If applicable, Consultant is responsible for all costs of clean up and/ or removal of hazardous and toxic substances spilled as a result of his or her services or operations performed under this Agreement. 11. Standard of Care. Consultant’s services will be performed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions. Consultant’s performance shall conform in all material respects to the requirements of the Scope of Work and meet the Key Performance Indicators, attached hereto as Exhibit “B”, and incorporated herein by this reference. [***IF NO PERFORMANCE INDICATORS WILL BE USED DELETE THE ABOVE LANGUAGE AND ACCOMPANYING EXHIBIT B***] 12. Conflicts of Interest. During the term of this Agreement, Consultant shall at all times maintain a duty of loyalty and a fiduciary duty to the City and shall not accept payment from or employment with any person or entity which will constitute a conflict of interest with the City.       Packet Pg. 305 Page 28 of 72 5 8 4 3 13. City Business Certificate. Consultant shall, prior to execution of this Agreement, obtain and maintain during the term of this Agreement a valid business registration certificate from the City pursuant to Title 5 of the City’s Municipal Code and any and all other licenses, permits, qualifications, insurance, and approvals of whatever nature that are legally required of Consultant to practice his/her profession, skill, or business. 14. Assignment and Subconsultant. Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Nothing contained herein shall prevent Consultant from employing independent associates and subconsultants as Consultant may deem appropriate to assist in the performance of services hereunder. 15. Independent Consultant. Consultant is retained as an independent contractor and is not an employee of City. No employee or agent of Consultant shall become an employee of City. The work to be performed shall be in accordance with the work described in this Agreement, subject to such directions and amendments from City as herein provided. Any personnel performing the work governed by this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers’ compensation insurance. 16. Insurance. Consultant shall not commence work for the City until it has provided evidence satisfactory to the City it has secured all insurance required under this section. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. a. Additional Insured The City of San Bernardino, its officials, officers, employees, agents, and volunteers shall be named as additional insureds on Consultant’s and its subconsultants’ policies of commercial general liability and automobile liability insurance using the endorsements and forms specified herein or exact equivalents. b. Commercial General Liability (i) The Consultant shall take out and maintain, during the performance of all work under this Agreement, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to the City. (ii) Coverage for Commercial General Liability insurance shall be at least as broad as the following: Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 00 01) or exact equivalent.       Packet Pg. 306 Page 29 of 72 5 8 4 3 (iii) Commercial General Liability Insurance must include coverage for the following: (1) Bodily Injury and Property Damage (2) Personal Injury/Advertising Injury (3) Premises/Operations Liability (4) Products/Completed Operations Liability (5) Aggregate Limits that Apply per Project (6) Explosion, Collapse and Underground (UCX) exclusion deleted (7) Contractual Liability with respect to this Contract (8) Broad Form Property Damage (9) Independent Consultants Coverage (iv) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to the Agreement. (v) The policy shall give City, its elected and appointed officials, officers, employees, agents, and City-designated volunteers additional insured status using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage. (vi) The general liability program may utilize either deductibles or provide coverage excess of a self-insured retention, subject to written approval by the City, and provided that such deductibles shall not apply to the City as an additional insured. c. Automobile Liability (i) At all times during the performance of the work under this Agreement, the Consultant shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, in a form and with insurance companies acceptable to the City. (ii) Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto). (iii) The policy shall give City, its elected and appointed officials, officers, employees, agents and City designated volunteers additional insured status.       Packet Pg. 307 Page 30 of 72 5 8 4 3 (iv) Subject to written approval by the City, the automobile liability program may utilize deductibles, provided that such deductibles shall not apply to the City as an additional insured, but not a self-insured retention. d. Workers’ Compensation/Employer’s Liability (i) Consultant certifies that he/she is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement. (ii) To the extent Consultant has employees at any time during the term of this Agreement, at all times during the performance of the work under this Agreement, the Consultant shall maintain full compensation insurance for all persons employed directly by him/her to carry out the work contemplated under this Agreement, all in accordance with the “Workers’ Compensation and Insurance Act,” Division IV of the Labor Code of the State of California and any acts amendatory thereof, and Employer’s Liability Coverage in amounts indicated herein. Consultant shall require all subconsultants to obtain and maintain, for the period required by this Agreement, workers’ compensation coverage of the same type and limits as specified in this section. e. Professional Liability (Errors and Omissions) At all times during the performance of the work under this Agreement the Consultant shall maintain professional liability or Errors and Omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to the City and in an amount indicated herein. This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Consultant. “Covered Professional Services” as designated in the policy must specifically include work performed under this Agreement. The policy must “pay on behalf of” the insured and must include a provision establishing the insurer's duty to defend. f. Privacy/Network Security (Cyber) At all times during the performance of the work under this Agreement, the Consultant shall maintain privacy/network security insurance for: (1) privacy breaches, (2) system breaches, (3) denial or loss of service, and the (4) introduction, implantation or spread of malicious software code, in a form and with insurance companies acceptable to the City. g. Aviation and/or Drone Liability [***INSERT “NOT APPLICABLE” IF NOT REQUIRED***] At all times during the performance of the work under this Agreement, the Consultant shall maintain Aviation and/or Drone Liability insurance for bodily injury and property damage, in a form and with insurance companies acceptable to the City. h. Minimum Policy Limits Required (i) The following insurance limits are required for the Agreement: Combined Single Limit       Packet Pg. 308 Page 31 of 72 5 8 4 3 Commercial General Liability $2,000,000 per occurrence/$4,000,000 aggregate for bodily injury, personal injury, and property damage Automobile Liability $1,000,000 per occurrence for bodily injury and property damage Employer’s Liability $1,000,000 per occurrence Professional Liability $1,000,000 per claim and aggregate (errors and omissions) Cyber Liability $1,000,000 per occurrence and aggregate Aviation and/or Drone Liability $1,000,000 per occurrence limit [***INSERT NOT APPLICABLE IF NOT REQUIRED***] (ii) Defense costs shall be payable in addition to the limits. (iii) Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as Additional Insured pursuant to this Agreement. i. Evidence Required Prior to execution of the Agreement, the Consultant shall file with the City evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein. Such evidence shall include original copies of the ISO CG 00 01 (or insurer’s equivalent) signed by the insurer’s representative and Certificate of Insurance (Acord Form 25-S or equivalent), together with required endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance. j. Policy Provisions Required (i) Consultant shall provide the City at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of the premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to the City at least ten (10) days prior to the effective date of cancellation or expiration.       Packet Pg. 309 Page 32 of 72 5 8 4 3 (ii) The Commercial General Liability Policy and Automobile Policy shall each contain a provision stating that Consultant’s policy is primary insurance and that any insurance, self-insurance or other coverage maintained by the City or any named insureds shall not be called upon to contribute to any loss. (iii) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent to the effective date of this Agreement. (iv) All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to provide waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants. (v) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant’s indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law. k. Qualifying Insurers (i) All policies required shall be issued by acceptable insurance companies, as determined by the City, which satisfy the following minimum requirements: (1) Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and admitted to transact in the business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law. l Additional Insurance Provisions (i) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including, but not limited to, the provisions concerning indemnification.       Packet Pg. 310 Page 33 of 72 5 8 4 3 (ii) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement. (iii) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (iv) Neither the City nor the City Council, nor any member of the City Council, nor any of the officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement. m. Subconsultant Insurance Requirements. Consultant shall not allow any subcontractors or subconsultants to commence work on any subcontract until they have provided evidence satisfactory to the City that they have secured all insurance required under this section. Policies of commercial general liability insurance provided by such subcontractors or subconsultants shall be endorsed to name the City as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Consultant, City may approve different scopes or minimum limits of insurance for particular subcontractors or subconsultants. 17. Indemnification. a. To the fullest extent permitted by law, Consultant shall defend (with counsel reasonably approved by the City), indemnify and hold the City, its elected and appointed officials, officers, employees, agents, and authorized volunteers free and harmless from any and all claims, demands, causes of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees, settlements, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, (collectively, “Claims”) in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant’s services, the Project, or this Agreement, including without limitation the payment of all damages, expert witness fees, attorneys’ fees and other related costs and expenses. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the City. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, the City Council, members of the City Council, its employees, or authorized volunteers. Consultant’s indemnification obligation shall survive the expiration or earlier termination of this Agreement. b. If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to the extent which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant in the performance of the services or this Agreement, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability       Packet Pg. 311 Page 34 of 72 5 8 4 3 for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault. 18. California Labor Code Requirements. Consultant is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, Consultant agrees to fully comply with such Prevailing Wage Laws, if applicable. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Consultant and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). [***IF CITY IS AWARE THAT THE CONSULTANT WILL PERFORM WORK SUBJECT TO PREVAILING WAGE LAW, PLEASE CONTACT LEGAL COUNSEL TO OBTAIN GUIDANCE REGARDING REVISING THE FOLLOWING PROVISION***]If the Services are being performed as part of an applicable “public works” or “maintenance” project, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Consultant and all subconsultants performing such Services must be registered with the Department of Industrial Relations. Consultant shall maintain registration for the duration of the Project and require the same of any subconsultants, as applicable. This Project may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements. 19. Verification of Employment Eligibility. By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time, and shall require all subconsultants and sub-subconsultants to comply with the same. 20. Laws and Venue. This Agreement shall be interpreted in accordance with the laws of the State of California. If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in a state or federal court situated in the County of San Bernardino, State of California. 21. Termination or Abandonment a. City has the right to terminate or abandon any portion or all of the work under this Agreement by giving ten (10) calendar days’ written notice to Consultant. In such event, City shall be immediately given title and possession to all original field notes, drawings and specifications, written reports and other documents produced or developed for that portion of the       Packet Pg. 312 Page 35 of 72 5 8 4 3 work completed and/or being abandoned. City shall pay Consultant the reasonable value of services rendered for any portion of the work completed prior to termination. If said termination occurs prior to completion of any task for the Project for which a payment request has not been received, the charge for services performed during such task shall be the reasonable value of such services, based on an amount mutually agreed to by City and Consultant of the portion of such task completed but not paid prior to said termination. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Consultant shall not be entitled to payment for unperformed services, and shall not be entitled to damages or compensation for termination of work. b. Consultant may terminate its obligation to provide further services under this Agreement upon thirty (30) calendar days’ written notice to City only in the event of substantial failure by City to perform in accordance with the terms of this Agreement through no fault of Consultant. 22. Attorneys’ Fees. In the event that litigation is brought by any Party in connection with this Agreement, the prevailing Party shall be entitled to recover from the opposing Party all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing Party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof. The costs, salary, and expenses of the City Attorney’s Office in enforcing this Agreement on behalf of the City shall be considered as “attorneys’ fees” for the purposes of this Agreement. 23. Responsibility for Errors. Consultant shall be responsible for its work and results under this Agreement. Consultant, when requested, shall furnish clarification and/or explanation as may be required by the City’s representative, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Consultant’s professional services occurs, Consultant shall, at no cost to City, provide all other services necessary to rectify and correct the matter to the sole satisfaction of the City and to participate in any meeting required with regard to the correction. 24. Prohibited Employment. Consultant shall not employ any current employee of City to perform the work under this Agreement while this Agreement is in effect. 25. Costs. Each Party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein. 26. Documents. Except as otherwise provided in “Termination or Abandonment,” above, all original field notes, written reports, Drawings and Specifications and other documents, produced or developed for the Project shall, upon payment in full for the services described in this Agreement, be furnished to and become the property of the City. 27. Organization. Consultant shall assign [***INSERT NAME***] as Project Manager. The Project Manager shall not be removed from the Project or reassigned without the prior written consent of the City. 28. Limitation of Agreement. This Agreement is limited to and includes only the work included in the Project described above.       Packet Pg. 313 Page 36 of 72 5 8 4 3 29. Notice. Any notice or instrument required to be given or delivered by this Agreement may be given or delivered by depositing the same in any United States Post Office, certified mail, return receipt requested, postage prepaid, addressed to the following addresses and shall be effective upon receipt thereof: CITY: City of San Bernardino Vanir Tower, 290 North D Street San Bernardino, CA 92401 Attn: [***INSERT DEPARTMENT HEAD TITLE OR “City Manager”***] With Copy To: City of San Bernardino Vanir Tower, 290 North D Street San Bernardino, CA 92401 Attn: City Attorney CONSULTANT: [***INSERT NAME, ADDRESS & CONTACT PERSON***] 30. Third Party Rights. Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the City and the Consultant. 31. Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. 32. Entire Agreement. This Agreement, including Exhibit “A,” represents the entire understanding of City and Consultant as to those matters contained herein, and supersedes and cancels any prior or contemporaneous oral or written understanding, promises or representations with respect to those matters covered hereunder. Each Party acknowledges that no representations, inducements, promises, or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. This is an integrated Agreement. 33. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance, and the remaining provisions of this Agreement shall remain in full force and effect. 34. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of each Party to this Agreement. However, Consultant shall not assign or transfer by operation of law or       Packet Pg. 314 Page 37 of 72 5 8 4 3 otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of City. Any attempted assignment without such consent shall be invalid and void. 35. Non-Waiver. The delay or failure of either Party at any time to require performance or compliance by the other Party of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought. The waiver of any right or remedy with respect to any occurrence or event shall not be deemed a waiver of any right or remedy with respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver. 36. Time of Essence. Time is of the essence for each and every provision of this Agreement. 37. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain, or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement. 38. Amendments. Only a writing executed by all of the Parties hereto or their respective successors and assigns may amend this Agreement. 39. City’s Right to Employ Other Consultants. City reserves its right to employ other consultants, including engineers, in connection with this Project or other projects. 40. Prohibited Interests. Consultant maintains and warrants that it has neither employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no official, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 41. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one single Agreement. 42. Authority. The persons executing this Agreement on behalf of the Parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said Parties and that by doing so, the Parties hereto are formally bound to the provisions of this Agreement. 43. Electronic Signature. Each Party acknowledges and agrees that this Agreement may be executed by electronic or digital signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature.       Packet Pg. 315 Page 38 of 72 5 8 4 3 44.[***DELETE SECTION IF THESE PENALTIES WILL NOT BE USED***] Disciplinary Actions in Phases for Non-Performance. Failure for Consultant to perform its obligations under this Agreement or comply with the Performance Indicators may result in disciplinary action as follows: (i) Informal Warning (Written or Verbal). Consultant is given a warning in regards to non-performance. If a verbal warning is issued, it will be confirmed with an electronic correspondence to the Consultant. (ii) Formal Written Warning. A formal written warning is issued to Consultant pursuant to Section 29 of this Agreement. Consultant must respond within 5 to 10 days of receipt of the formal warning. Upon response from the Consultant, Consultant shall be provided a reasonable time to make corrections to their performance. This time period (iii) Formal Penalty Issued. A penalty of 15% of the Consultant’s current invoice amount or annual contract amount is deducted for non-performance after previous warnings have been issued. (iv) Termination of Contract. If the performance has not been corrected after all warnings and previous penalties have been exhausted, City may terminate the contract pursuant to Section 21 of this Agreement. [SIGNATURES ON FOLLOWING PAGE]       Packet Pg. 316 Page 39 of 72 5 8 4 3 SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND [***INSERT NAME***] IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above. CITY OF SAN BERNARDINO APPROVED BY: Rochelle Clayton Acting City Manager ATTESTED BY: Genoveva Rocha, CMC City Clerk APPROVED AS TO FORM: Best Best & Krieger LLP City Attorney CONSULTANT Signature Name Title       Packet Pg. 317 Page 40 of 72 5 8 4 3 PROFESSIONAL SERVICES AGREEMENT EXHIBIT A [***ATTACH OR INSERT: Scope of Services / Schedule of Charges and Payments / Activity Schedule***]       Packet Pg. 318 Page 41 of 72 5 8 4 3 PROFESSIONAL SERVICES AGREEMENT EXHIBIT B KEY PERFORMANCE INDICATORS OR PERFORMANCE REQUIREMENTS 1. Performance Expectations •A Performance Measurement Plan (“Performance Plan”) will be developed by the City [***INSERT DEPARTMENT***], and will be reviewed on a quarterly basis. •Consultant will track and document all performance measures identified in the Performance Plan. Measures will include, but a not limited to the measures listed below: •Consultant will develop and distribute, electronically, a monthly summary report showing the current status and 12 month trend of each performance measure •Consultant will attend quarterly meetings scheduled by the City [***INSERT DEPARTMENT***]and present and discuss performance measures •Consultant will track all cost savings for all orders requested by Waste Resources and will report their total Cost Savings on a quarterly basis 2. Performance Measures 1. Safety: a. Definition: the condition of being protected from or unlikely to cause danger, risk, or injury b.Safety Measures is related to PW projects when a contractor is conducting work on a county facility and/or delivery materials and services to a county facility 2. Quality: a. Definition: the standard of something as measured against other things of a similar kind; the degree of excellence of something. b.Quality Measure is related to final result of a product or service. Ex. was the monitor installed correctly, crooked, upside down? Were monthly/annual inspections done correctly/on time, were they incomplete. 3. Cost Savings: a. Definition: a reduction in expenses, especially in business b.Cost Savings Measure is related savings that a vendor makes and passes on to the County. 4. On-Time Delivery: a. Definition: On Time Delivery or OTD refers to a key performance indicator measuring the rate of finished product and deliveries made in time. This rate is expressed in a total number of units delivered within a set period defined by the customer and the supplier. b. On-Time Delivery measure is related to service contracts, were the samples delivered on time to the lab. This can also refer to pick-up services such as with environmental contracts that deal with hazardous samples       Packet Pg. 319 Page 42 of 72 5 8 4 3 Exhibit C Funding Sources Source Type Status Expenditure Deadline CDBG Federal Committed 4/1/2025 ARPA Federal Committed 12/31/2026 HOME ARP Federal Committed 9/1/2030 HHAP 3 State Committed 6/30/2026 San Bernardino County TBD Pledged TBD Hospital/HMO Funding Private Donation Pledged TBD       Packet Pg. 320 Page 43 of 72 5 8 4 3 EXHIBIT D The forms that require signature and acknowledgement do NOT count toward total page count, however must be included or submission is disqualified or considered tentative.       Packet Pg. 321 Page 44 of 72 5 8 4 3 ATTACHMENT 2 IRAN CONTRACTING ACT CERTIFICATION (Public Contract Code sections 2200-2208) Prior to bidding on, submitting a proposal, or executing a contract or renewal for a public entity contract for goods or services of $1,000,000 or more, a vendor must either: a) certify it is not on the current list of persons engaged in investment activities in Iran created by the California Department of General Services (“DGS”) pursuant to Public Contract Code section 2203(b) and is not a financial institution extending $20,000,000 or more in credit to another person, for 45 days or more, if that other person will use the credit to provide goods or services in the energy sector in Iran and is identified on the current list of persons engaged in investment activities in Iran created by DGS; or b) demonstrate it has been exempted from the certification requirement for that solicitation or contract pursuant to Public Contract Code section 2203(c) or (d). To comply with this requirement, please insert your vendor or financial institution name and Federal ID Number (if available) and complete one of the options below. Please note: California law establishes penalties for providing false certifications, including civil penalties equal to the greater of $250,000 or twice the amount of the contract for which the false certification was made, contract termination, and three-year ineligibility to bid on contracts. (Pub. Cont. Code § 2205.) OPTION #1 - CERTIFICATION I, the official named below, certify I am duly authorized to execute this certification on behalf of the vendor/financial institution identified below, and the vendor/financial institution identified below is not on the current list of persons engaged in investment activities in Iran created by DGS and is not a financial institution extending twenty million dollars ($20,000,000) or more in credit to another person/vendor, for 45 days or more, if that other person/vendor will use the credit to provide goods or services in the energy sector in Iran and is identified on the current list of persons engaged in investment activities in Iran created by DGS. I certify (or declare) under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Vendor Name/Financial Institution (Printed)Federal ID Number (or n/a) By (Authorized Signature) Printed Name and Title of Person Signing Date Executed OPTION #2 – EXEMPTION Pursuant to Public Contract Code sections 2203(c) and (d), a public entity may permit a vendor/financial institution engaged in investment activities in Iran, on a case-by-case basis, to be eligible for, or to bid on, submit a proposal for, or enters into or renews, a contract for goods and services. If you have obtained an exemption from the certification requirement under the Iran Contracting Act, please fill out the information below, and attach documentation demonstrating the exemption approval.       Packet Pg. 322 Page 45 of 72 5 8 4 3 Vendor Name/Financial Institution (Printed)Federal ID Number (or n/a) By (Authorized Signature) Printed Name and Title of Person Signing Date Executed ATTACHMENT 3 WORKERS’ COMPENSATION CERTIFICATION Labor Code Section 3700 provides in relevant part: Every employer except the State shall secure the payment of compensation in one or more of the following ways: (a) By being insured against liability to pay compensation in one or more insurers duly authorized to write compensation insurance in this State. (b) By securing from the Director of Industrial Relations a certificate of consent to self-insure, which may be given upon furnishing proof satisfactory to the Director of Industrial Relations of ability to self-insure and to pay any compensation that may become due to his employees. I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract. Contracted Entity: By: Name: Its: In accordance with article 5 (commencing at Section 1860), chapter 1, part 7, division 2 of the Labor Code, the above certificate must be signed and filed with City prior to performing any work under the Contract.       Packet Pg. 323 Page 46 of 72 5 8 4 3 ATTACHMENT 4 NON-COLLUSION DECLARATION TO BE EXECUTED BY MODULAR COMPANY AND SUBMITTED WITH PROPOSAL The undersigned declares: I am the ___________________ of ___________________, the party making the foregoing proposal. The proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation. The proposal is genuine and not collusive or sham. The respondent has not directly or indirectly induced or solicited any other respondent to put in a false or sham proposal. The respondent has not directly or indirectly colluded, conspired, connived, or agreed with any respondent or anyone else to put in a sham proposal, or to refrain from responding. The respondent has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the proposal price of the respondent or any other respondent, or to fix any overhead, profit, or cost element of the proposal price, or of that of any other respondent. All statements contained in the proposal are true. The respondent has not, directly or indirectly, submitted his or her proposal price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, to any corporation, partnership, company association, organization, proposal depository, or to any member or agent thereof to effectuate a collusive or sham proposal and has not paid, and will not pay, any person or entity for such purpose. Any person executing this declaration on behalf of a respondent that is a corporation, partnership, joint venture, limited liability company, limited liability partnership, or any other entity, hereby represents that he or she has full power to execute, and does execute, this declaration on behalf of the respondent. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that this declaration is executed on __________________________[date], at ________________________________[city], ___________________[state]. Signed: Print Name:       Packet Pg. 324 Page 47 of 72 5 8 4 3 ATTACHMENT 5 PUBLIC WORKS CONTRACTOR REGISTRATION CERTIFICATION Pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations. See http://www.dir.ca.gov/Public- Works/PublicWorks.html for additional information. No bid will be accepted nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the Department of Industrial Relations to perform public work. Bidder hereby certifies that it is aware of the registration requirements set forth in Labor Code sections 1725.5 and 1771.1 and is currently registered as a contractor with the Department of Industrial Relations. Name of Bidder: DIR Registration Number: Bidder further acknowledges: (1) Bidder shall maintain a current DIR registration for the duration of the project. (2) Bidder shall include the requirements of Labor Code sections 1725.5 and 1771.1 in its contract with subcontractors and ensure that all subcontractors are registered at the time of bid opening and maintain registration status for the duration of the project. Name of Bidder Signature Name and Title Dated       Packet Pg. 325 Page 48 of 72 5 8 4 3 EXHIBIT "D" FEDERAL CONTRACT PROVISIONS During the performance of this Agreement, Consultant shall comply with all applicable federal laws and regulations including, but not limited to, the federal contract provisions in this Exhibit “D”. REQUIRED CONTRACT PROVISIONS IN ACCORDANCE WITH APPENDIX II TO PART 200 – CONTRACT PROVISIONS FOR NON-FEDERAL ENTITY CONTRACTS UNDER FEDERAL AWARDS (2 C.F.R. § 200.327) Appendix II to Part 200 (A); Appendix II to Part 200 (B): Remedies for Breach; Termination for Cause/Convenience. The Contract Documents include remedies for breach and termination for cause and convenience. Appendix II to Part 200 (C) – Equal Employment Opportunity: If this Agreement meets the definition of a “federal assisted construction contract” in 41 CFR § 60-1.3, Consultant agrees as follows during the performance of this Agreement: The Consultant will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. The Consultant will, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Consultant's legal duty to furnish information.       Packet Pg. 326 Page 49 of 72 5 8 4 3 The Consultant will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. The Consultant will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. The Consultant will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. In the event of the Consultant's noncompliance with the nondiscrimination clauses of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. The Consultant will include the portion of the sentence immediately preceding paragraph (i) and the provisions of paragraphs (i) through (vii) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Consultant will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Consultant may request the United States to enter into such litigation to protect the interests of the United States. The City further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the City so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the Agreement. The City agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of the Consultant and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the       Packet Pg. 327 Page 50 of 72 5 8 4 3 administering agency in the discharge of the agency's primary responsibility for securing compliance. The City further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the City agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: cancel, terminate, or suspend in whole or in part the grant (contract, loan, insurance, guarantee) for this project; refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. Appendix II to Part 200 (D) – Davis-Bacon Act: Not applicable to this Agreement since it is funded by CSLFRF. Appendix II to Part 200 (D) – Copeland “Anti-Kickback” Act: Not applicable to this Agreement since it is funded by CSLFRF. Appendix II to Part 200 (E) – Contract Work Hours and Safety Standards Act: Overtime Requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (ii) of this section the Consultant and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (ii) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (ii) of this section. Withholding for unpaid wages and liquidated damages. The City shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or subcontractor under any such contract or any other Federal contract with the Consultant, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the Consultant, such sums as may be determined to be       Packet Pg. 328 Page 51 of 72 5 8 4 3 necessary to satisfy any liabilities of Consultant or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (iii) of this section. Subcontracts. The Consultant or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (ii) through (v) of this Section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The Consultant shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (ii) through (v) of this Section. Appendix II to Part 200 (F) – Rights to Inventions Made Under a Contract or Agreement: If the Federal award meets the definition of “funding agreement” under 37 CFR § 401.2 (a) and the Consultant wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the Consultant must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.. Appendix II to Part 200 (G) – Clean Air Act and Federal Water Pollution Control Act: Pursuant to the Clean Air Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. Pursuant to the Federal Water Pollution Control Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. Appendix II to Part 200 (H) – Debarment and Suspension: This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such Consultant is required to verify that none of the Consultant, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). Consultant must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. This certification is a material representation of fact relied upon by City. If it is later determined that Consultant did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000,       Packet Pg. 329 Page 52 of 72 5 8 4 3 subpart C, in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. Consultant warrants that it is not debarred, suspended, or otherwise excluded from or ineligible for participation in any federal programs. Consultant also agrees to verify that all subcontractors performing work under this Agreement are not debarred, disqualified, or otherwise prohibited from participation in accordance with the requirements above. Consultant further agrees to notify the City in writing immediately if Consultant or its subcontractors are not in compliance during the term of this Agreement. Appendix II to Part 200 (I) – Byrd Anti-Lobbying Act: Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the awarding agency. Appendix II to Part 200 (J) – §200.323 Procurement of Recovered Materials: Consultant shall comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement. In the performance of this Agreement, the Consultant shall make maximum use of products containing recovered materials that are EPA-designated items unless the product cannot be acquired: competitively within a timeframe providing for compliance with the contract performance schedule; meeting contract performance requirements; or at a reasonable price. Information about this requirement, along with the list of EPA-designate items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program. The Consultant also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act.” Appendix II to Part 200 (K) – §200.216 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment: Consultant shall not contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system       Packet Pg. 330 Page 53 of 72 5 8 4 3 funded under this Agreement. As described in Public Law 115–232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities). Telecommunications or video surveillance services provided by such entities or using such equipment. Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. See Public Law 115-232, section 889 for additional information. Appendix II to Part 200 (L) – §200.322 Domestic Preferences for Procurement: Consultant shall, to the greatest extent practicable, purchase, acquire, or use goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subcontracts. For purposes of this section: “Produced in the United States’’ means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. ‘‘Manufactured products’’ means items and construction materials composed in whole or in part of nonferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber.       Packet Pg. 331 Page 54 of 72 5 8 4 3 CONTRACTING WITH SMALL AND MINORITY FIRMS, WOMEN’S BUSINESS ENTERPRISE AND LABOR SURPLUS AREA FIRMS (2 C.F.R. § 200.321) Consultant shall be subject to 2 C.F.R. § 200.321 and will take affirmative steps to assure that minority firms, women’s business enterprises, and labor surplus area firms are used when possible and will not be discriminated against on the grounds of race, color, religious creed, sex, or national origin in consideration for an award. Affirmative steps shall include: Placing qualified small and minority businesses and women's business enterprises on solicitation lists; Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority business, and women's business enterprises; Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority business, and women's business enterprises; and Using the services/assistance of the Small Business Administration (SBA), and the Minority Business Development Agency (MBDA) of the Department of Commerce. Consultant shall submit evidence of compliance with the foregoing affirmative steps when requested by the City. COMPLIANCE WITH U.S. DEPARTMENT OF THE TREASURY CORONAVIRUS LOCAL FISCAL RECOVERY FUND AWARD TERMS AND CONDITIONS Maintenance of and Access to Records. Consultant shall maintain records and financial documents sufficient to evidence compliance with section 603(c) of the Act, Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing. Consultant agrees to provide the City, Treasury Office of Inspector General and the Government Accountability Office, or any of their authorized representatives access to any books, documents, papers, and records (electronic an otherwise) of the Consultant which are directly pertinent to this Agreement for the purposes of conducting audits or other investigations. Records shall be maintained by Consultant for a period of five (5) years after completion of the Project. Compliance with Federal Regulations. Consultant agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to section 603(f) of the Act, and guidance issued by Treasury regarding the foregoing. Consultant also agrees to comply with all other applicable federal statutes, regulations, and executive orders, including, without limitation, the following:       Packet Pg. 332 Page 55 of 72 5 8 4 3 Universal Identifier and System for Award Management (SAM), 2 C.F.R. Part 25, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 25 is hereby incorporated by reference. Reporting Subaward and Executive Compensation Information, 2 C.F.R. Part 170, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 170 is hereby incorporated by reference. OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Non-procurement), 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to 2 C.F.R. Part 180 and Treasury’s implementing regulation at 31 C.F.R. Part 19. Recipient Integrity and Performance Matters, pursuant to which the award term set forth in 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference. Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R. Part 20. New Restrictions on Lobbying, 31 C.F.R. Part 21. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. §§ 4601-4655) and implementing regulations. Compliance with Federal Statutes and Regulations Prohibiting Discrimination. Consultant agrees to comply with statutes and regulations prohibiting discrimination applicable to the CSLFRF program including, without limitation, the following: Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury’s implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto.       Packet Pg. 333 Page 56 of 72 5 8 4 3 False Statements. Consultant understands that making false statements or claims in connection with the CSLFRF program is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law. Protections for Whistleblowers. In accordance with 41 U.S.C. § 4712, Consultant may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant. The list of persons and entities referenced in the paragraph above includes the following: A member of Congress or a representative of a committee of Congress; An Inspector General; The Government Accountability Office; A Treasury employee responsible for contract or grant oversight or management; An authorized official of the Department of Justice or other law enforcement agency; A court or grand jury; or A management official or other employee of Consultant, or a subcontractor who has the responsibility to investigate, discover, or address misconduct. Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Consultant is encouraged to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company-owned, rented or personally owned vehicles, and encourage its subcontractors to do the same Reducing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Consultant should encourage its employees and subcontractors to adopt and enforce policies that ban text messaging while driving, and Consultant should establish workplace safety policies to decrease accidents caused by distracted drivers. Assurances of Compliance with Civil Rights Requirements. The Civil Rights Restoration Act of 1987 provides that the provisions of this assurance apply to the Project, including, but not limited to, the following:       Packet Pg. 334 Page 57 of 72 5 8 4 3 Consultant ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at 31 CFR Part 22 and other pertinent executive orders such as Executive Order 13166; directives; circulars; policies; memoranda and/or guidance documents. Consultant acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency (LEP),” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, are limited in their English proficiency. Consultant understands that the denial of access to persons to its programs, services and activities because of their limited proficiency in English is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964. Accordingly, Consultant shall initiate reasonable steps, or comply with Treasury’s directives, to ensure meaningful access to its programs, services and activities to LEP persons. Consultant understands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary to ensure effective communication in the Project. Consultant agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services and activities. As a resource, the Department of the Treasury has published its LEP guidance at 70 FR 6067. For more information on LEP, please visit http://www.lep.gov. Consultant acknowledges and agrees that compliance with this assurance constitutes a condition of continued receipt of federal financial assistance and is binding upon Consultant and Consultant’s successors, transferees and assignees for the period in which such assistance is provided. Consultant agrees to incorporate the following language in every contract or agreement subject to Title VI and its regulations between the Consultant and the Consultant’s subcontractors, successors, transferees and assignees: The subcontractor, successor, transferee and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding from a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also extends protection to persons with “Limited English proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. § 2000d et seq., as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Consultant understands and agrees that if any real property or structure is provided or improved with the aid of federal financial assistance by the Department of the Treasury, this assurance obligates the Consultant, or in the case of a subsequent transfer, the transferee, for the period during which the real property or structure is used for a purpose for which the federal       Packet Pg. 335 Page 58 of 72 5 8 4 3 financial assistance is extended or for another purpose involving the provision of similar services or benefits. If any personal property is provided, this assurance obligates the Consultant for the period during which it retains ownership or possession of the property. Consultant shall cooperate in any enforcement or compliance review activities by the Department of the Treasury of the aforementioned obligations. Enforcement may include investigation, arbitration, mediation, litigation, and monitoring of any settlement agreements that may result from these actions. Consultant shall comply with information requests, on-site compliance reviews, and reporting requirements. Consultant shall maintain a complaint log and inform the Department of the Treasury of any accusations of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act of 1964 and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. Consultant must also inform the Department of the Treasury if Consultant has received no complaints under Title VI. Consultant must provide documentation of an administrative agency’s or court’s findings of non-compliance of Title VI and efforts to address the non-compliance, including any voluntary compliance or other agreements between the Consultant and the administrative agency that made the finding. If the Consultant settles a case or matter alleging such discrimination, Consultant must provide documentation of the settlement. If Consultant has not been the subject of any court or administrative agency finding of discrimination, please so state. If Consultant makes sub-awards to other agencies or other entities, Consultant is responsible for assuring that sub-recipients also comply with Title VI and all of the applicable authorities covered in this assurance.       Packet Pg. 336 Page 59 of 72 5 8 4 3 COMPLIANCE WITH AMERICAN RESCUE PLAN ACT (ARPA) CORONAVIRUS LOCAL FISCAL RECOVERY FUND (CLFRF) FEDERAL GUIDELINES USE OF ARPA CLFRF AND REQUIREMENTS This Contract may be funded in whole or in part with funds provided by the American Rescue Plan Act - Coronavirus Local Fiscal Recovery Fund (ARPA), Federal Award Identification Number (FAIN): SLT0628 and Assistance Listing Number (formerly known as a CFDA number): 21.027, and therefore Contractor agrees to comply with any and all ARPA requirements in addition to any and all applicable County, State, and Federal laws, regulations, policies, and procedures pertaining to the funding of this Contract. The use of the funds must also adhere to official federal guidance issued or to be issued on what constitutes a necessary expenditure. Any funds expended by Contractor or its subcontractor(s) in any manner that does not adhere to the ARPA requirements shall be returned or repaid to the City or County. Any funds paid to Contractor i) in excess of the amount to which Contractor is finally determined to be authorized to retain; ii) that are determined to have been misused; or iii) that are determined to be subject to a repayment obligation pursuant to section 603(e) of the Act and have not been repaid, shall constitute a debt to the federal government. Contractor agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to the Act, and guidance issued by Treasury regarding the foregoing. Contractor shall provide for such compliance in any agreements with subcontractor(s). Contractor agrees to comply with the following: A.In accordance with Title 2 Code of Federal Regulations (C.F.R.) Section 200.322, the non-Federal Contractor should, to the greatest extent practicable under a Federal award, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subawards including all contracts and purchase orders for work or products under this award. For purposes of this section: “Produced in the United States” means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. “Manufactured products” means items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. B.In accordance with Title 2 C.F.R. Section 200.471, costs incurred for telecommunications and video surveillance services or equipment such as phones, internet, video surveillance, cloud servers are allowable except for the following circumstances: Obligating or expending covered telecommunications and video surveillance services or equipment or services (as described in Title 2 C.F.R. Section 200.216) to: 1) Procure or obtain, extend or renew a contract to procure or obtain; 2) Enter into a contract (or extend or renew a contract) to procure; or 3) Obtain the equipment, services, or systems, as described in Title 2 C.F.R. Section 200.216 that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. As described in Public Law 115-232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities) and: (i) For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications       Packet Pg. 337 Page 60 of 72 5 8 4 3 equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities); (ii) Telecommunications or video surveillance services provided by such entities or using such equipment; and (iii) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. In implementing the prohibition under Public Law 115-232, section 889, subsection (f), paragraph (1), heads of executive agencies administering loan, grant, or subsidy programs shall prioritize available funding and technical support to assist affected businesses, institutions and organizations as is reasonably necessary for those affected entities to transition from covered communications equipment and services, to procure replacement equipment and services, and to ensure that communications service to users and customers is sustained. C.A non-Federal Contractor that is a state agency or agency of a political subdivision of a state and its contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at Title 40 C.F.R. Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. D.Byrd Anti-Lobbying Amendment (31 U.S.C. Section 1352) - Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by Title 31 U.S.C. Section 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. E.Clean Air Act (42 U.S.C. Sections 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. Sections 1251-1389), as amended - Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non-Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. Sections 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. Sections1251- 1389). F.Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of “funding agreement” under Title 37 C.F.R. Section 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the Title 33 U.S.C. Sections 1251-1387 recipient or subrecipient must comply with the requirements of Title 37 C.F.R. Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. G.Contract Work Hours and Safety Standards Act (40 U.S.C. Sections 3701-3708). Where applicable, all contracts awarded by the non-Federal Contractor in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with Title 40 U.S.C.       Packet Pg. 338 Page 61 of 72 5 8 4 3 Sections 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. Part 5). Under Title 40 U.S.C. Section 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of Title 40 U.S.C. Section 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous to health or safety. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. H.Davis-Bacon Act, as amended (40 U.S.C. Sections 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. Sections 3141-3148) as supplemented by Department of Labor regulations (29 C.F.R. Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-Federal contractor must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal Contractor must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (18 U.S.C. Section 874 and 40 U.S.C. Section 3145), as supplemented by Department of Labor regulations (29 C.F.R. Part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal contractor must report all suspected or reported violations to the Federal awarding agency. i. The Contractor and all Subcontractors and Sub-subcontractors are required to pay their employees and workers a wage not less than the minimum wage for the work classification as specified in both the Federal and California wage decisions. See Section 3.10.6 “Prevailing Wages” for additional information regarding California Prevailing Wage Rate Requirements and the applicable general prevailing wage determinations which are on file with the City and are available to any interested party on request. The higher of the two applicable wage determinations, either California prevailing wage or Davis-Bacon Federal prevailing wage, will be enforced for all applicable work/services under this Contract. I.Contracts for more than the simplified acquisition threshold, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by Title 41 U.S.C. Section 1908, must address administrative, contractual, or legal remedies in instances where Contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate. J.All contracts in excess of $10,000 must address termination for cause and for convenience by the non-Federal Contractor including the manner by which it will be effected and the basis for settlement. K.Equal Employment Opportunity. Except as otherwise provided under Title 41 C.F.R. Part 60, all contracts that meet the definition of “federally assisted construction contract” in Title 41 C.F.R. Section 60-1.3 must include the equal opportunity clause provided under Title 41 C.F.R. Section 60-       Packet Pg. 339 Page 62 of 72 5 8 4 3 1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 C.F.R. Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 C.F.R. part 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” The identified clause is below and Contractor shall comply with the clause and all legal requirements and include the equal opportunity clause in each of its nonexempt subcontracts. i. The applicant hereby agrees that it will incorporate or cause to be incorporated into any contract for construction work, or modification thereof, as defined in the regulations of the Secretary of Labor at Title 41 C.F.R. Chapter 60, which is paid for in whole or in part with funds obtained from the Federal Government or borrowed on the credit of the Federal Government pursuant to a grant, contract, loan, insurance, or guarantee, or undertaken pursuant to any Federal program involving such grant, contract, loan, insurance, or guarantee, the following equal opportunity clause: During the performance of this contract, the contractor agrees as follows: (1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. (3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information. (4) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the contractor's       Packet Pg. 340 Page 63 of 72 5 8 4 3 commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (5) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and the rules, regulations, and relevant orders of the Secretary of Labor. (6) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (7) In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (8) The contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the contractor may request the United States to enter into such litigation to protect the interests of the United States. The applicant further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the applicant so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the contract. The applicant agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of contractors and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance.       Packet Pg. 341 Page 64 of 72 5 8 4 3 The applicant further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the applicant agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: Cancel, terminate, or suspend in whole or in part this grant (contract, loan, insurance, guarantee); refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. L.Data Collection Requirements – Contractor agrees to collect pre-post data per County, and United States Treasury guidelines and timeline, for project tracking and monitoring and various reporting purposes. Data including, but not limited to: Required Project Demographic Distribution Data; Required Performance Indicators and Programmatic Data; Required Expenditure Report Data; and Required Program Evaluation Data. Contractor agrees to track and monitor data in a quantifiable and reportable database - retrievable collective data that needs to be available to County, State or Federal governments upon request. M.Data Submission Requirements - Contractor agrees to furnish data to the County upon request, per County, and United States Treasury guidelines and timeline, for project tracking and monitoring and various reporting purposes. Data including, but not limited to: Required Project Demographic Distribution Data; Required Performance Indicators and Programmatic Data; Required Expenditure Report Data; Required Program Evaluation Data. Contractor agrees to track and monitor data in a quantifiable and reportable database - retrievable collective data that needs to be available at request. N.Project Progress Reporting - Contractor agrees to provide project timeline and progress updates to the City upon request, per County, and United States Treasury guidelines and timeline. Contractor agrees to routine and impromptu program and project evaluation by the City. O.Contractor shall comply with Title 2 Code of Federal Regulations Part 200 (Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards), including, but not limited to, Title 2 C.F.R. Section 200.303 (internal control), Title 2 C.F.R. Sections 200.331 through 200.333 (subrecipient monitoring and management), and Title 2 C.F.R. Part 200 Subpart F (audit requirements), as these sections currently exist or may be amended. The use of funds must also adhere to official federal guidance issued or to be issued on what constitutes an eligible expenditure. Any funds expended by Contractor or its subcontractor(s) in any manner that does not adhere to official federal guidance shall be returned to the County. Contractor agrees to comply with all official guidance regarding the ARPA CLFRF. Contractor also agree that as additional federal guidance becomes available, an amendment to this Contract may become necessary. If an amendment is required, Contractor agrees to promptly execute the Contract amendment. P.Contractor shall retain documentation of all uses of the funds, including but not limited to invoices and/or sales receipts in a manner consistent with Title 2 C.F.R. Section 200.334 (retention       Packet Pg. 342 Page 65 of 72 5 8 4 3 requirements for records). Such documentation shall be produced to City upon request and may be subject to audit. Unless otherwise provided by Federal or State law (whichever is the most restrictive), Contractor shall maintain all documentation connected with its performance under this Contract for a minimum of five (5) years from the date of the last payment made by City or until audit resolution is achieved, whichever is later, and to make all such supporting information available for inspection and audit by representatives of the City, the State or the United States Government during normal business hours at Contractor. Copies will be made and furnished by Contractor upon written request by City. Q.Contractor shall establish and maintain an accounting system conforming to Generally Accepted Accounting Principles (GAAP) to support Contractor’s requests for reimbursement which segregate and accumulate costs of Contractor and produce monthly reports which clearly identify reimbursable costs, matching fund costs (if applicable), and other allowable expenditures by Contractor. Contractor shall provide a monthly report of expenditures under this Contract no later than the 20th day of the following month. R.Contractor shall cooperate in having an audit completed by City, at City’s option and expense. Any audit required by ARPA CLFRF and its regulation and United States Treasury guidance will be completed by Contractor at Contractor’s expense. S.Contractor shall repay to City any reimbursement for ARPA CLFRF funding that is determined by subsequent audit to be unallowable under the ARPA CLFRF within the time period required by the ARPA CLFRF, but no later than one hundred twenty (120) days of Contractor receiving notice of audit findings, which time shall include an opportunity for Contractor to respond to and/or resolve the findings. Should the findings not be otherwise resolved and Contractor fail to reimburse moneys due City within one hundred twenty (120) days of audit findings, or within such other period as may be agreed between both parties or required by the ARPA CLFRF, City reserves the right to withhold future payments due Contractor from any source under City’s control. T.Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, Title 2 C.F.R. Part 200, other than such provisions as Treasury may determine are inapplicable and subject to such exceptions as may be otherwise provided by Treasury. Subpart F – Audit Requirements of the Uniform Guidance, implementing the Single Audit Act, shall apply. U.Universal Identifier and System for Award Management (SAM), Title 2 C.F.R. Part 25. V.Reporting Subaward and Executive Compensation Information, Title 2 C.F.R. Part 170. W.OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (nonprocurement), Title 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to Title 2 C.F.R. Part 180 and Treasury’s implementing regulation at Title 31 C.F.R. Part 19. Debarment and Suspension (Executive Orders 12549 and 12689) - A contract award (see 2 C.F.R. Section 180.220) must not be made to parties listed on the governmentwide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at Title 2 C.F.R. Part 180 that implement Executive Orders 12549 (3 C.F.R. Part 1986 Comp., p. 189) and 12689 (3 C.F.R. Part 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549.       Packet Pg. 343 Page 66 of 72 5 8 4 3 X.Recipient Integrity and Performance Matters, pursuant to which the award terms set forth in Title 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference. Y.Government Requirements for Drug-Free Workplace, Title 31 C.F.R. Part 20. Z.New Restrictions on Lobbying, Title 31 C.F.R. Part 21. AA.Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. Sections 4601- 4655) and implementing regulations. BB.Applicable Federal environmental laws and regulations. CC.Statutes and regulations prohibiting discrimination include, without limitation, the following: i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. Sections 2000d et seq.) and Treasury’s implementing regulations at Title 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance. ii. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. Sections 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability. iii. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. Section 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance. iv. The Age Discrimination Act of 1975, as amended (42 U.S.C. Sections 6101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. v. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. Sections 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. DD.Contractor understands that making false statements or claims in connection with the ARPA funded activities is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law. EE. Any publications produced with ARPA funds must display the following language: “This project [is being] [was] supported, in whole or in part, by federal award number SLT-0628 awarded to San Bernardino County by the U.S. Department of Treasury.” FF. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Contractor is being encouraged to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company-owned, rented, or personally owned vehicles. GG.Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Contractor is being encouraged to adopt and enforce policies that ban text messaging while driving and establishing workplace safety policies to decrease accidents caused by distracted drivers.       Packet Pg. 344 Page 67 of 72 5 8 4 3 HH.As a recipient of federal financial assistance, the Civil Rights Restoration Act of 1987 applies, and Contractor assures that it: i. Ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. Sections 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at Title 31 C.F.R. Part 22 and other pertinent executive orders such as Executive Order 13166, directives, circulars, policies, memoranda and/or guidance documents. ii. Acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency,” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, have Limited English proficiency (LEP). Contractor understands that denying a person access to its programs, services, and activities, because of LEP is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964 and the Department of the Treasury’s implementing regulations. Contractor shall initiate reasonable steps, or comply with the Department of the Treasury’s directives, to ensure LEP persons have meaningful access to its programs, services, and activities. Contractor understands and agrees that meaningful access may entail provide language assistance services, including oral interpretation and written translation where necessary, to ensure effective communication. iii. Agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services, and activities. iv. Agrees to maintain a complaint log of any complaints of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. II.The City must include the following language in every contract or agreement subject to Title VI and its regulations: “The sub-grantee, contractor, successor, transferee, and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or nation origin (42 U.S.C. Section 2000d et seq.), as implemented by the Department of the Treasury’s Title VI regulations, Title 31 C.F.R. Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also includes protection to persons with “Limited English Proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. Section 2000d et seq., as implemented by the Department of the Treasury’s Title VI regulations, Title 31 C.F.R. Sections Part 22, and herein incorporated by reference and made a part of this contract or agreement.” JJ.Contractor shall cooperate in any enforcement or compliance review activities by the City, and/or the Department of the Treasury. Contractor shall comply with information requests, on-site compliance reviews, and reporting requirements.       Packet Pg. 345 Page 68 of 72 5 8 4 3 KK.Contractor shall maintain records and financial documents sufficient to evidence compliance with section 603(c), regulations adopted by Treasury implementing those sections, and guidance issued by Treasury regarding the foregoing. LL.City has the right of access to records (electronic or otherwise) of Contractor in order to conduct audits or other investigations. MM.Contractor shall maintain records for a period of five (5) years after the completion of the contract or a period of five (5) years after the last reporting date the City is obligated with the Department of the U.S. Treasury, whichever is later. NN.Contractor must disclose in writing any potential conflict of interest in accordance with Title 2 C.F.R. Section 200.112. OO.In accordance with Title 41 U.S.C. Section 4712, subrecipient or Contractor may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant. The list of persons and entities referenced in the paragraph above includes the following: (i) A member of Congress or a representative of a committee of Congress; (ii) An Inspector General; (iii) The Government Accountability Office; (iv) A Treasury employee responsible for contract or grant oversight or management; (v) An authorized official of the Department of Justice or other law enforcement agency; (vi) A court or grand jury; or (vii) A management official or other employee of Recipient, subrecipient, contractor, or subcontractor who has the responsibility to investigate, discover, or address misconduct. Subrecipient or Contractor shall inform its employees in writing of the rights and remedies provided under this section, in the predominant native language of the workforce. PP. City and Contractor acknowledge that if additional federal guidance is issued, an amendment to this Contract may be necessary. In the event any of the terms in this Exhibit conflict with any other terms in the Contract, the terms in this Exhibit shall control.       Packet Pg. 346 Page 69 of 72 5 8 4 3 THE CITY RESERVATION OF RIGHTS: Right to Reject, Waive, or Terminate the RFQUAL. The City reserves the right to reject any or all responses, to waive any informality in the RFQUAL process, or to terminate the RFQUAL process at any time, if deemed by the City to be in its best interests. Right to Not Award. The City reserves the right not to award a contract pursuant to this RFQUAL. Right to Terminate. The City reserves the right to terminate a contract awarded pursuant to this RFQUAL, at any time for its convenience upon 5 days written notice to the successful responder(s). Right to Determine Time and Location. The City reserves the right to determine the days, hours, and locations that the successful responders shall provide the services called for in this RFQUAL. Right to Determine Financial Responsibility and Viability. The City reserves the right to require of responder information regarding financial responsibility and viability or such other information as the City determines is necessary to ascertain whether a response is in fact the lowest responsive and responsible submitted. Right to Retain. The City reserves the right to retain all responses submitted and not permit withdrawal for a period of 60 days subsequent to the deadline for receiving bids without the written consent of the City Contracting Officer (CO). Right to Reject. The City reserves the right to reject and not consider any response that does not meet the requirements of this RFQUAL, including but not necessarily limited to incomplete responses and/or responses offering alternate or non-requested services. No Obligation to Compensate. The City shall have no obligation to compensate any responder for any costs incurred in responding to this RFQUAL. Right to Amend. The City reserves the right to amend the contract any time prior to contract execution. Right to Prohibit. The City shall reserve the right to at any time during the RFQUAL or contract process to prohibit any further participation by a responder or reject any response submitted that does not conform to any of the requirements detailed herein.       Packet Pg. 347 Page 70 of 72 5 8 4 3 PROPOSAL CHECKLIST (as detailed in Chapter II. Request for Proposals, Section E. of the RFQUAL) ￿Technical Proposal •Executive Summary (E.1) •Table of Contents (E.2) •Identification of Proposer (E.3) •Staffing Resources (e.g., Assigned Personnel experience) (E.4) •Experience and Technical Competence (E.6) •Proposed Method to Accomplish the Work (E.7) •Litigation History (if any) (E.10) •Other Information (pertinent to proposal) (E.11) ➢Completion of other similar projects; ➢Community involvement (if any); ➢Prior projects, agreements, involvement with the City (if any); ➢No Conflict-of-Interest statement. •Certification of Proposal (E.12) ➢“The undersigned hereby submits its proposal and, by doing so, agrees to furnish services to the City in accordance with the Request for Proposal (RFQUAL), and to be bound by the terms and conditions of the RFQUAL.” •Appendices (E.13) •Statement of “No Deviations from RFQUAL” (F.) ➢If proposer does not take any exceptions or deviations from the terms and conditions indicated in the agreement, then the proposer must indicate this information by making a statement within the proposal documents. ￿Fiscal Stability (E.5) •Current report from any Commercial Credit Rating Service (e.g. Dunn & Bradstreet); •Line of credit; or •Financial Statement. ￿Fee Proposal (E.8) ￿Certificate of Insurance (E.9) ￿Submittal Instructions: Electronic PDF file format via Planetbids on the date and time stated in the RFQUAL. Please allow time for system to process your proposal. The City shall not be responsible for proposals that are not received on time. The City will not be responsible for and will not accept late bids due to slow internet connection, or incomplete transmissions.       Packet Pg. 348 Page 71 of 72 5 8 4 3 VENDOR QUOTE FORM VENDOR NAME: ADDRESS: PHONE: The undersigned, hereby declare that they have carefully examined the location of the proposed work, familiarized themselves with the local conditions affecting the cost of the work, and have read and examined the terms and conditions for the following Project: Development Management Services The undersigned, hereby propose to furnish all labor, materials, equipment, tools, transportation, and services, and to discharge all duties and obligations necessary and required to perform and complete the Project in strict accordance with the Vendor Price Quote for the ELECTRONICALLY SUBMITTED TOTAL VENDOR QUOTE PRICE. Item No.Description Quantity Unit Cost Lump Sum Amount $____ ____ $____ ____ $____ ____ $____ ____ $____ ____ $____ ____ $____ ____ TOTAL VENDOR QUOTE $____ ____ Total Number of Additional Pages: Should the proposer be requested to perform additional finance related services, please list the proposed positions and hourly rate: Personnel Specify Exact Title of Position assigned Hourly Rate Staff Manager (or similar)$________ Staff Associate (or similar)$________ I hereby declare under penalty of perjury that the foregoing is true and correct. Submitted By:________________________________________Title: _________________________________ (Authorized Representative Signature)       Packet Pg. 349 Page 72 of 72 5 8 4 3 Print Name: __________________________________________ COMPLIANCE WITH IEHP FUNDING AGREEMENT The Contractor shall comply with Title 2, California Code of Regulations, Sections 11105 et seq, as may be amended from time to time. Contractor further agrees to comply with the below language and include this language in its contract and the contract for any subcontractor on the project. 1. During the performance of this contract, contractor and its subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, reproductive health decision making, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. Contractors and subcontractors shall insure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination. Contractors and subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code, § 12900 et seq.) and the applicable regulations promulgated thereunder (Cal. Code Regs., tit. 2, § 11000 et seq.). The applicable regulations of the Civil Rights Council implementing Government Code section 12990, set forth in Subchapter 5 of Division 4.1 of Title 2 of the California Code of Regulations are incorporated into this contract by reference and made a part hereof as if set forth in full. Contractor and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. 2. Contractor shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the contract.       Packet Pg. 350 RESPONSE TO REQUEST FOR QUALIFICATIONS RFQual F-24-6001 Development Management Services SUBMITTED TO CITY OF SAN BERNARDINO 290 North D Street San Bernardino, CA 92401 October 17, 2024       Packet Pg. 351 C O V R L E T T E R October 17, 2024 Michelle Parra, Buyer CITY OF SAN BERNARDINO Purchasing Division Submitted Via: Planetbids 290 North D Street San Bernardino, CA 92401 RE:Response to RFQual F-24-6001, Development Management Services San Bernardino Hope Campus, San Bernardino, CA Dear Ms. Parra and Selection Committee: CREDE is pleased to present our RFQual Response and Fee Proposal to you for Development Management Services for the San Bernardino Hope Campus (SB Hope Campus) project. As the Development Manager, CREDE proposes to assist your team and help manage the entire project by working on all aspects of the development process from preconstruction through project completion. Our Managing Director, Gina Wieczorek will be contact for this proposal and project. Gina Wieczorek, Partner and Managing Director CREDE 18301 Von Karman Ave, Suite 510 Irvine, CA 92612 805-712-3119 gina.wieczorek@credegroup.com We are ready to begin the SB Hope Campus. We look forward to talking with you about the next steps and adding value to your team to help make this project successful. Thank you from all of us at CREDE for the opportunity to earn your business, trust, and support. Sincerely, CREDE Colby Durnin, CEO & Principal 18301 Von Karman AveSuite 510Irvine, CA 92612 credegroup.com City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | i       Packet Pg. 352 E.1 E X E C U T I V E S U M M A R Y We would be honored to have the opportunity to work on a transformative project such as this and assist City staff members to see the project come fruition. INTRODUCTION The entire CREDE team thanks the City of San Bernardino for this opportunity to present our RFQual Response and Fee Proposal for Development Management Services for the San Bernardino Hope Campus (SB Hope Campus). OUR TEAM AND BEST RESOURCE Our team members are CREDE’s greatest resource, with experience in everything from Acquisitions, Entitlement, Development, Management, Scheduling, and Accounting. As the Development Manager, CREDE proposes to assist your team in managing the entire project, from planning to construction completion. WHO WE ARE We are proposing a full team of development, construction and compliance professionals to help your in-house team successfully manage the SB Hope Campus project and deliver it to your community within your scheduled completion date of November 2025. CREDE is a full-service real estate development management firm with over two decades of proven success. We’re dedicated to delivering exceptional results through a culture of ownership and seamless execution. Our team is backed by extensive experience. We have successfully developed and repositioned thousands of assets across the country, demonstrating our ability to consistently deliver value for our clients. The following individuals will be principally responsible for working with the City: ■Gina Wieczorek, Managing Director ■ Matt Bennett, Sr. Project Manager OUR PHILOSOPHY FOR WORKING WITH THE CITY OF SAN BERNARDINO ■ Miguel Garcia, Sr. Development Manager and LIHTC Funding Expert We applaud the City for creating an innovative solution to provide some of your most vulnerable residents with housing through the issuance of this RFQual for the SB Hope Campus. It is evident that the City staff care deeply about finding opportunities to transition unhoused people off the streets and provide them with supportive services. Please see our Project Organizational Chart all key project personnel. Please see their Resumes in Section E.13 Appendices for detailed experience. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 1       Packet Pg. 353 Our consulting Funding Compliance Specialist is: ■ Construction • • • Site Management and Coordination ■ Krisna Bennett, Owner of Opportunity Marketing Group, Inc. (OMG). Please see OMG, Compliance Specialist in Section E.13 for more information. Quality Assurance and Control Contractor Compliance and Monitoring • • • Schedule Management Change ManagementOUR EXPERIENCE AND RESOURCES Closeout and CommissioningCREDE’s team understands the complexities of working on projects with multiple stakeholders accountable for delivering projects in an efficient and timely manner. Please see Section E.7, Proposed Method to Accomplish the Work for our detail of proposed services. Please see our Schedule in Section E.13 Appendices.Our experience includes modular builds and projects involving prevailing wages, Davis- Bacon, Section 3 and LIHTC and complex layered financing programs. We will assist the City in attaining its objectives. We have highlighted the following projects to represent our experience: FEES FOR SERVICES Our fee Lump Sum fee for services is $1,091,148 ($90,929 per month for 12 months.) This fee is valid for 120 days from the proposal due date and includes: ■ Seminole Springs Modular Home Park ■ El Verano Apartments ■ Pre-Construction: Three (3) months ■ Construction: Nine (9) months ■ Enlightenment Plaza Please see our, Vendor Quote Form in Section E.8, Fee Proposal.■ San Bernardino Justice Center CREDE uses multiple technology platforms and software for management, scheduling, estimating, accounting, and other needs. CERTIFICATION OF PROPOSAL AND ACCEPTANCE OF TERMS CREDE agrees to be bound by the terms and conditions of this RFQual and take no exceptions to the RFQual, including the Agreement. If needed, we have the capacity to provide additional personnel at any time. Please see Section E.6, Experience and Technical Competence for additional detail.Please see Section E.12, Certification of Proposal for our detail of proposed services.OUR METHOD TO ACCOMPLISH THE SERVICES WHY CREDE IS THE BEST CHOICE CREDE’s technical and management approach to providing services is based on our experience and review of the RFQual. We have local presence and knowledge of San Bernardino. As an Owner/Developer ourselves, we see the project through your eyes.We have identified two main service phases: ■ Pre-Construction Our goal is to become your indispensable, trusted advisor, guiding your team during the entire development process of the San Bernardino Hope Campus. • • • • Project Planning and Feasibility Scheduling Design Coordination and Permitting Risk Management, Insurance, Labor Standards and Compliance City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 2       Packet Pg. 354 E.2 T A B L E O F C O N T E N T S SECTION TITLE PAGE E.1 Executive Summary Table of Contents 1 E.2 3 E.3 Identification of Proposer Staffing Resources 4 E.4 5 E.5 Fiscal Stability 7 E.6 Experience and Technical Competence Proposed Method to Accomplish the Work Fee Proposal 8 E.7 12 15 16 17 18 19 20 21 22 34 42 43 45 46 54 72 E.8 E.9 Insurance E.10 E.11 E.12 E.13 Litigation Other Information Certification of Proposal Appendices CREDE Additional References Resumes OMG, Compliance Specialist Schedule Standard Hourly Rate Schedule Certificate of Insurance Prequalifications Certifications (Federal) HUD Packet Attachments RFQual Exhibit D Forms City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 3       Packet Pg. 355 E.3 I D E N T I F I C A T I O N O F P R O P O S E R A. LEGAL NAME AND ADDRESS OF THE COMPANY. CREDE Construction Advisory, LLC (CREDE) 18301 Von Karman Ave, Suite 510 Irvine, CA 92612 B. LEGAL FORM OF COMPANY (PARTNERSHIP, CORPORATION). CREDE is a Limited Liability Company. C. IF COMPANY IS A WHOLLY OWNED SUBSIDIARY OF A “PARENT COMPANY,” IDENTIFY THE “PARENT COMPANY.” CREDE is not owned by a parent company. D. NAME, TITLE, ADDRESS AND TELEPHONE NUMBER OF THE PROPOSED REPRESENTATIVE TO CONTACT CONCERNING THE PROPOSAL SUBMITTAL. Gina Wieczorek Partner and Managing Director CREDE 18301 Von Karman Ave, Suite 510 Irvine, CA 92612 805-712-3119 gina.wieczorek@credegroup.com E. CALIFORNIA BUSINESS LICENSE NUMBER Our City of Irvine Business License number is #160003719. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 4       Packet Pg. 356 E.4 S T A F F I N G R E S O U R C E S A. FIRM STAFFING AND KEY PERSONNEL Proposed Team Organization Please see our Project Organizational Chart on the following page for a listing of all key project personnel. We anticipate 10 members of our staff, plus a funding compliance consultant to perform the Services. If needed, CREDE has the capacity to provide additional personnel. Our unique business model as an Owner/ Developer and Services company, combined with our experienced team and industry connections, allows for scalable project support services. Please see their Resumes in Section E.13 Appendices for detailed experience. B. SUBCONTRACTORS Our consulting Funding Compliance Specialist is Krisna Bennett. Personnel Principally Responsible for Working with The City. Krisna is the Owner of Opportunity Marketing Group, Inc. (OMG), providing contract compliance enforcement and consulting. OMG is a DBE, SBE, LSBE, WBE and MBE certified by Los Angeles Metropolitan Transportation Authority (LA METRO), DGS and the California Unified Certification Program (CUCP) as well as HUD Section 3 business. The following individuals will be principally responsible for working with the City: ■ Gina Wieczorek, Managing Director. Gina will be your direct contact throughout the project. She is a construction manager and real estate developer experienced in all phases of the design,OMG specializes in: ■Federal Davis Bacon (and Related Acts) permitting, and development process for multifamily and special purpose projects.■ HUD Section 3 ■ Matt Bennett, Sr. Project Manager. Matt’s experience includes prefabricated structures and technology, Public Works projects, and the San Bernardino Justice Center. ■ State Public Works ■ Equal Employment Opportunity ■Community Outreach ■ Diverse Business contracting ■ Local Hire ■ Miguel Garcia, Sr. Development Manager and LIHTC Funding Expert. Miguel worked with ■ Project Labor Agreement enforcement Funding Compliance Specialist Krisna Bennett on the El Verano Senior Affordable Housing Community in Anaheim, which provided housing to formerly homeless and low-income seniors. ■ Outreach Program planning assistance ■ Community Engagement Services City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 5       Packet Pg. 357 P R O J E C T O R G A N I Z AT I O N A L C H A R T CITY OF SAN BERNARDINO PURCHASING DIVISION Development Manager Firm General Contractor CREDE Modular Manufacturer TBD TBD Principal-in-Charge Colby DurninProject Executive Dave Heric Managing Director Gina Wieczorek* Funding Compliance Krisna Bennett Sr. Development Manager Sr. Project Manager Miguel Garcia*Matt Bennett* Development Manager Project Manager Adam Wemhaner Yonas MisGina Asst. Project Manager Emma Rivielle Project Scheduler Leo Ramirez Accounting Manager Bjorn Thielan *Team member will have regular direct contact with the City of San Bernardino. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 6       Packet Pg. 358 E.5 F I S C A L S T A B I L I T Y A. EVIDENCE OF CORPORATE STABILITY CREDE is a Limited Liability Company, in continuous business since 2001. We are stable, solid and financially able perform the required services and meet your project needs. Please see our “E.5 - Fiscal Stability Documents,” where we have provided our confidential financial documents in a separate .pdf file within our submittal folder. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 7       Packet Pg. 359 E.6 E X P E R I E N C E A N D T E C H N I C A L C O M P E T E N C E compliance requirements. We haveA. EXPERIENCE delivered multiple projects providing housing to formerly unhoused individualsHow CREDE’s Experience and Skills Will Meet Your Goals Please refer to our Project Experience on the following pages for references and other project information. CREDE is well versed in working with cities to execute various housing initiatives, including projects to shelter unhoused individuals and families. Our team will meet the goals and fulfill the general functions listed in this RFQual with the full scope of services outlined in our Proposed Method to Accomplish the Work and listed on the proposed Schedule. Years in Business and Public Sector CREDE has been in business for 23 years. During the last 15 years, we have provided our services to numerous public sector clients. For over 25 years, OMG has provided contract compliance enforcement consulting in Southern California to both public and private entities. We understand that the SB Hope Campus completion date is to be no later than November 2025. Our project team members have the knowledge and expertise to meet that goal. They are experienced with the Federal and State funding sources that are included in the layered capital stack for the project. OMG specializes in Public Works, Federal Davis Bacon (and Related Acts), Equal Employment Opportunity, Community Outreach, Diverse Business contracting, Local Hire, Project Labor Agreement enforcement, Outreach Program planning assistance, HUD Section 3, Community Engagement, and all agency compliance requirements. CREDE’s subcontractor, Opportunity Marketing Group, Inc. (OMG) will also provide compliance services including prevailing wage monitoring and public works labor enforcement according to the requirements as outlined in the California State Labor Codes 1720-1781, all applicable federal labor standards, Department of Labor, and HUD regulations CREDE’s Local Experience and Knowledge of San Bernardino CREDE’s team’s local experience includes work on the San Bernardino Justice Center, delivered in May 2013. More recently, CREDE team member, Matt Bennett, is working within the County of San Bernardino on pre- construction for 6247 Lime Ave—an outdoor industrial project. associated with the project. Our Experience in Similar Services Our experience performing similar services is extensive and includes modular projects, Public Works, PSH, and multifamily projects, and includes experience with prevailing wage, Davis-Bacon and Section 3 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 8       Packet Pg. 360 B. PROJECT SPECIFIC EXPERIENCE Seminole Springs Modular Home Park Agoura, CA ■ Role: Construction Project Manager ■ Dollar Value: $12.56M horizontal and site work + $44M in new home modules = $56.56M total ■ Dollar value of the fee: $628K fee for services for horizontal and site work ■ Description: Modular home park included building construction and street improvements. Repairs were made to the storm drains, and water, gas, and sewer pipelines were upgraded. ■ Staffing: Yonas Misgina ■ Duration: June 2019-August 2021 ■ Relationship to client: Owner’s Construction Manager ■ Owner Contact Information: To be provided upon request El Verano Apartments, Anaheim, CA ■ Role: Developer of City of Anaheim Owned Land (won through RFP selection) ■ Dollar Value: Total Development Cost $23.4 Million. ■ Dollar value of the fee: N/A ■ Description: Development of a 54-unit senior and homeless senior community, comprised of 50% low-income seniors and 50% formerly homeless seniors. The project was funded through 9% Low-income Housing Tax Credits and in partnership with the City of Anaheim. Integrated services include on-site case management services, health and wellness activities and educational classes. ■ Staffing: Miguel Garcia, Krisna Bennett ■ Duration: Project Completion 2021 ■ Relationship to client: Owner’s Developer and Representative ■ Owner Contact Information: Andy Nogal, Deputy Dir. Community & Economic Development CITY of ANAHEIM Email: Phone: anogal@anaheim.net 714-765-4368 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 9       Packet Pg. 361 Enlightenment Plaza, Los Angeles, CA ■ Role: Labor Compliance Enforcement for GC ■ Dollar Value: Total Development Cost $45M. ■ Dollar value of the fee: $30K+ for compliance services ■ Description: 454-unit, including managers units, project of 100% affordable Permanent Supportive Housing with onsite, wraparound services. Amenities include a resident garden, lounge areas, a gym, a computer lab, and transportation, plus onsite housing for case managers and staff. ■ Staffing: Krisna Bennett ■ Duration: Project in Progress, Completion early 2025 ■ Relationship to client: Labor Compliance Enforcement ■ Owner Contact Information (General Contractor): Darryl Embry Sr. Project Manager SINANIAN CONSTRUCTION Email: darryl.embrey@sinanian.com Phone: 909-979-9844 San Bernardino Justice Center San Bernardino, CA ■ Role: Construction Project Manager ■ Dollar Value: Total Development $249.5M ■ Dollar value of the fee: $17.7M ■ Description: Administration of construction documents, construction of multiple mock- ups on and off site, temporary parking lot, included IT network and complete turn-key, 36-courtroom justice center on a 7-acre site. ■ Staffing: Matt Bennett ■ Duration: 24 Months (April 2011-May 2013) ■ Relationship to client: Owner’s Construction Manager ■ Owner Contact Information: Pearl Freeman, State of California Wendy Sellnow, City of San Bernardino (please note: both have since retired since this project was completed.) Contact info: Not available due to retirement status. However, please contact Wendy Sellnow’s successor to inquire about project performance. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 10       Packet Pg. 362 CREDE’s Record of Successful Project Completion Ability to Draw Upon Staff to Provide Services NONE of the following has occurred on these projects’ relevant service contracts: CREDE is a national real estate development and project management services firm. We are currently providing services on over 150 projects in 27 states and 100+ cities.■ Failure to enter into a contract or professional services agreement once selected.Our team members have experience in everything from Acquisitions, Entitlement, Development, Sr. Project Managers, Project Managers, Assistant Project Managers, Scheduling, and Accounting Staff. ■ Withdrawal of a proposal as a result of an error. ■ Termination or failure to complete a contract. As previously stated, if needed, CREDE has the capacity to provide additional personnel at any time. Our unique business model as an Owner/Developer and Services company, combined with our experienced team and industry connections, will help us provide scalable services to support this project. ■ Debarment by any municipal, county, state, federal or local agency. ■ Involvement in litigation, arbitration or mediation. ■ Falsification of information or submission of deceptive or fraudulent statements in connection with a contract. ■ Willful disregard for applicable rules, laws or regulations. C. TECHNICAL COMPETENCE In-House Resources CREDE utilizes the following in-house resources: ■ Nexus ■ Yardi ■ Sage Intact accounting systems ■ Microsoft Projects and P6 Scheduling Software ■ BlueBeam Software for AEC ■ RS Means for Estimating ■ QuickBase and ProCore for Construction Management ■ Microsoft 365 platform ■ HubSpot CRM system with over 130k industry contacts City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 11       Packet Pg. 363 E.7 P R O P O S E D M E T H O D T O A C C O M P L I S H T H E W O R K The following pages describe CREDE’s technical and management approach to providing services. ■ Value Engineering: We offer value engineering suggestions to optimize design decisions and material selections, as well as to reduce costs. We strive to ensure cost-effective solutions without compromising quality. MILESTONE SCHEDULE Based on our prior project experience and our review of RFQual F-24-6001, we have prepared a draft schedule for the project. Please see our 1.2 Scheduling ■ Master Schedule Creation: Develop a detailed master schedule covering Project phase, from initial planning, design, permitting, construction through to certificates of occupancy and Project completion. Identify all critical milestones and deliverables. Schedule in Section E.13 Appendices. PRE-CONSTRUCTION The pre-construction phase is critical for setting the foundation for the Project’s success. CREDE provides comprehensive services during Pre- Construction, focusing on Project planning, schedule, budget, risk management, and detailed design coordination. The services include: ■ Phasing Plan: Given the project’s Modular nature, we will create a Phasing Plan integrating the off-site fabrication process with on-site construction activities. This will minimize disruption to on-site construction progress and maximize overall construction efficiency. We will work with the Modular Fabricator and the General Contractor to include a storage and delivery schedule to ensure proper and timely assembly. 1.1 Project Planning and Feasibility ■ Project Scoping: Work closely with the City and stakeholders to define Project requirements, goals, and objectives, ensuring the Project scope aligns with the City’s vision and regulatory requirements. Meet weekly with the City Project representatives, and more often as needed, to obtain real time feedback on design and planning to keep the Project on schedule. 1.3 Design Coordination and Permitting ■ Design Review and Project Meetings: Facilitate regular weekly Owner Architect Contractor (OAC) design meetings with Architects, Engineers, Contractors (when identified) and City ■ Feasibility Assessment: Our team conducts feasibility studies to evaluate site conditions, utility availability, zoning regulations, and other potential constraints that could impact the Project timeline and budget.Representatives to ensure designs align with the Project’s goals and regulatory requirements. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 12       Packet Pg. 364 ■ Permitting Assistance: Comprehensive support in obtaining all necessary permits, including building permits, environmental clearances, abatement and demolition permits, and utility approvals, ensuring compliance with local, state, and federal regulations. 2.1 Site Management and Coordination ■ Logistics Planning: We manage the logistics of storing, transporting and assembling Modular units on-site. This includes coordination with the supplier, transportation providers, crane operators, and other subcontractors to ensure timely and efficient delivery.1.4 Risk Management, Insurance, Labor Standards and Compliance ■ On-Site Supervision: Our Project management team will be on-site daily to oversee all activities, including excavation, utility installation, foundation work, unit assembly and interior finish work. ■ Risk Assessment: Identify potential risks, such as permit delays, materials and systems with long lead times, supply chain disruptions or weather-related delays, and develop mitigation strategies to address these challenges proactively.■ Coordination with Off-Site Fabrication: We maintain constant communication with the Modular unit manufacturer to synchronize on-site preparation with off-site production, storage and delivery, ensuring a smooth workflow. The Modular unit manufacturer will be included on all weekly OAC meetings. ■ Insurance and Bonding: Assistance with securing appropriate Contractor and Subcontractor insurance coverage and payment, performance and completion bonds (if requested by the City) to protect the City throughout the Project. ■ Labor Standards: Create an integrated system of processes, checks and ■ Client Reporting: We will provide an updated Project Master Budget once per month. Our team will provide Weekly Progress Reports and provide Monthly Development and Work Summary Reports outlining permitting, design, construction and scheduling activities so the City is informed of all development and construction activities. balances to ensure all labor Standards are properly enforced and adhered to by all contractors during the project. We will enforce State Public Works, Davis Bacon and HUD Section 3 required contract compliance programs. ■ Compliance Onboarding and Implementation: Confirm the General Contractor and all subcontractors have appropriate Registrations, Licenses, Workers Comp Insurance and are not debarred from working on a State, City, HUD, or Federal Project. We will review required start-up compliance documents before contractors begin work and we will hold Pre-Construction compliance meetings. 2.2 Quality Assurance and Control ■Inspections and Testing: We will identify and engage on behalf of the City a testing and inspection lab to perform regular inspections and testing of materials and work to confirm compliance with the Project’s plans, specifications and local building codes. All testing and inspection reports are provided to the City as they become available. CONSTRUCTION Our construction management services ensure seamless Project execution, focusing on quality control, safety, compliance and coordination. The construction phase for a Modular housing Project requires specialized management to integrate the Modular components with on-site construction activities. ■ Quality Control Plan: Our team implements a rigorous quality control plan to verify that each Modular Unit meets design specifications prior to installation. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 13       Packet Pg. 365 2.3 Contractor Compliance and Monitoring 2.6 Closeout and Commissioning ■ Compliance Monitoring: Our team will track, monitor and enforce all Labor Compliance requirements are being met on the project (Federal Davis Bacon and Related Acts 29 CFR part 5 and HUD as outlined in recipients General Conditions including Section 3 hiring and contract award). This includes ongoing DIR, CSLB and Business License expiration monitoring and enforcement. ■ Final Inspections: Once the Modular Units are assembled and the Project is nearing completion, our team will conduct final inspections to ensure all elements meet Project specifications and compliance standards. ■ Punch List Management: We work closely with the contractors and subcontractors to address any punch list items promptly, ensuring the Project’s smooth closeout.2.4 Schedule Management ■ Turnover and Commissioning: Upon successful completion of all phases, we will assist the City with the final turnover of the Project, including training City Staff and/or the selected Operator on the operation and maintenance of the Housing Units, and providing as-built documentation. ■ Schedule Monitoring: Our Project Managers will monitor progress against the Master Schedule and when potential delays are identified, we will work with the General Contractor and Subcontractors to come up with changes in sequencing of the work to minimize impacts to schedule and cost. Real-time reporting systems will provide the City with up-to-date information on Project milestones. Monthly reporting to the City will also summarize construction progress, schedule updates and any deviations to the schedule. ■ Final Audit Reporting: Final retention audit begins upon job completion (before final retention release). The final review includes: Confirmation of all Labor and Prevailing Wage Compliance, apprentice hiring, fringe/training payments and Section 3 requirements have been met by all contractors who performed labor on the Project. ■ Phased Delivery: Modular housing units will be installed in phases, allowing for individual certificates of occupancy while construction continues with remaining modular buildings that are part of the Project, expediting the City’s ability to address immediate housing needs. This will be included in our planning for the construction delivery schedule, site management plan and safety plans. ■ Final Agency Reporting: During the Project, we will provide copies of all Contractors’ final affidavits. We will also provide digital copies of all documents at final closeout of the Project. We will assist with all Agency final reporting needed for Diverse Business Enterprise Contracting, Section 3 employment and Prevailing Wage final reporting. We will provide a letter confirming prevailing wage has been monitored and met for this Project for closeout approval use. 2.5 Change Management ■ Change Order Tracking: Implement a robust change management process to track and document changes in the Project scope, budget, or timeline, for transparency and accountability. ■ Impact Analysis: Any proposed changes are thoroughly analyzed for potential impact on the Project Schedule and Project Budget, and recommendations are provided to the City for decision- making. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 14       Packet Pg. 366 E.8 F E E P R O P O S A L VENDOR QUOTE FORM VENDOR NAME: ADDRESS: PHONE: CREDE Construction Advisory, LLC 18301 Von Karman Ave., Suite 510, Irvine, CA 92612 (949) 542 4400 The undersigned, hereby declare that they have carefully examined the location of the proposed work familiarized themselves with the local conditions affecting the cost of the work, and have read and examined the terms and conditions for the following Project: Development Management Services The undersigned, hereby propose to furnish all labor, materials, equipment, tools, transportation, and services, and to discharge all duties and obligations necessary and required to perform and complete the Project in strict accordance with the Vendor Price Quote for the ELECTRONICALLY SUBMITTED TOTAL VENDOR QUOTE PRICE. Unit Cost Lump Sum AmountItem No.Description Quantity $90,929 $90,929 $272,738_7___3-mo. 9-mo. Planning / Pre-Construction Phase Construction Phase $818,361________ $____ ____ $____ ____ $____ ____ $____ ____ $____ ____ $1,091,148TOTAL VENDOR QUOTE NoneTotal Number of Additional Pages: Should the proposer be requested to perform additional finance related services, please list the proposed positions and hourly rate: Hourly RatePersonnelSpecify Exact Title of Position assigned Additional personnel to be determined based upon specific request. Please see our Standard Hourly Rate Schedule in Section E.13 Appendices. I hereby declare under penalty of perjury that the foregoing is true andcorrect. Submitted By:___ (Authorized Repr ______________Title: ___COO_________________________ Print Name: __Dave Heric______________________________ Page 71 of 72 This fee proposal is valid for 120 days from the proposal due date. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 15       Packet Pg. 367 E.9 I N S U R A N C E CREDE has reviewed all insurance requirements outlined in RFQual F-24-6001, Exhibit B, Agreement Section 16 Insurance, items a-m. We agree to maintain all required insurance coverages for the duration of the project. Our agent is: Jeremy Martin, Account Executive, Property & Casualty BRYSON CASUALTY INSURANCE SERVICES, INC. 3777 Long Beach Blvd, 5th Floor Long Beach, CA 90807 Phone: (562) 617-0314 direct Email: jeremy@brysonfinancial.com Jeremy Martin: California License #0I40359 Bryson Casualty Insurance Services, Inc.: California License #0F89838 Please our Certificate of Insurance in Section E.13 Appendices. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 16       Packet Pg. 368 E.10 L I T I G A T I O N CREDE has been in continuous business since 2001. During the last 23 years, we have never had an insurance claim, Errors and Omissions Claim, nor lawsuit filed against it. We have never filed any claims or suits against other parties in relation to the provision of services to our clients. CREDE has been involved in the following disputes that are not related to project management services: ■ A partnership dispute between CREDE and Paragon Construction Advisory after CREDE purchased Paragon in 2018. CREDE settled the case and bought out the other party. This dispute was unrelated to the provisions of project management services for any of our clients. ■ CREDE Legacy Holdings, via Bay View Senior Living, filed a claim against a private individual, LP Investor Ron Thauer, for specific performance for not providing agreed and promised funding. Ron Thauer filed a civil counter- suit against CREDE, its President Thomas Rieter, and CEO Colby Durnin. This case goes to court in March 2025. This dispute is related to Ron Thauer’s investment and is unrelated to provisions of project management services for any of our clients. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 17       Packet Pg. 369 E.11 O T H E R I N F O R M A T I O N Our community outreach extends to involvement in food drives, community blood donation A. EFFICIENT STAFFING AND PROJECT COMPLETION CREDE provides flexible and strategic partnership models to achieve shared success with our Clients. Our hands- on approach to development and construction management leverages deep industry knowledge from both Owner and Contractor perspectives. By proactively managing staffing, time, costs, and changes, we deliver on time and within budget. Our operational expertise will ensure the final product aligns with the City’s long-term vision. initiatives, and disaster relief contributions. We are committed to supporting local nonprofits and organizing give-back events, such as charity golf tournaments and mentorship programs for aspiring young professionals. Through these initiatives, CREDE strives to build stronger, more resilient communities and drive meaningful social impact.” Opportunity Marketing Group, Inc. (OMG) is very involved in the community and passionate about providing more opportunities for women and people of color. Every project that OMG administers compliance for has HUD Section 3 hiring requirements and/or PLA Local Hire requirements, which contributes directly to the community. B. COMMUNITY INVOLVEMENT Community involvement is a cornerstone of CREDE’s values. We participate in and support initiatives to create lasting, positive impacts. Among our efforts are partnerships with War Heroes on Water, providing therapeutic experiences for combat- wounded veterans, and Freedom Alliance, offering scholarships and support for military families. We are proud to contribute to the fight against childhood cancer Principal, Krisna Bennett, recently completed diverse disparity business studies for LA Metro 2023, Cal Trans 2024 (not published yet), and is starting the LAWA Disparity Study and Cal Trans FTA study. These studies are about how small, diverse, women and people of color-owned businesses fair in the marketplace.with fundraising for the Children’s Pediatric Cancer Research Center. CREDE is also involved in affordable housing projects, developing homes for underserved populations, as well as local school partnerships supporting educational programs fostering student success and opportunities for underserved youth. We engage in environmental sustainability by promoting eco- friendly building practices and conservation initiatives. C. PREVIOUS CITY INVOLVEMENT CREDE’s past involvement with the community includes the delivery of the San Bernardino Justice Center. D. CONFLICTS OF INTEREST CREDE does not have any conflicts of interest in connection with providing the Services. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 18       Packet Pg. 370 E.12 C E R T I F I C A T I O N O F P R O P O S A L October 17, 2024 Michelle Parra, Buyer CITY OF SAN BERNARDINO Purchasing Division 290 North D Street San Bernardino, CA 92401 RE:Certification of Response to RFQual F-24-6001 Development Management Services San Bernardino Hope Campus, San Bernardino, CA Dear Ms. Parra and Selection Committee: In compliance with RFQUAL Section E.12, Certification of Proposal, the undersigned, CREDE, hereby submits its proposal and, by doing so, agrees to furnish services to the City in accordance with the Request for Proposal (RFQUAL), and to be bound by the terms and conditions of the RFQUAL. In compliance with RFQUAL Section F, No Deviations from the RFQUAL, CREDE also certifies that it takes no exceptions to this RFQUAL including, but not limited to, the Agreement. Sincerely, CREDE Colby Durnin, CEO & Principal 18301 Von Karman AveSuite 510Irvine, CA 92612 credegroup.com City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 19       Packet Pg. 371 E.13 A P P E N D I C E S Please see the following additional documents: ■ CREDE Additional References ■ Resumes ■ OMG, Compliance Specialist ■ Schedule ■ Standard Hourly Rate Schedule ■ Certificate of Insurance ■ Prequalifications Certifications (Federal) ■ HUD Packet Attachments ■ RFQual Exhibit D Forms City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 20       Packet Pg. 372 CREDE ADDITIONAL REFERENCES Additional References We encourage the City of San Bernardino to contact following additional CREDE references: ■ Cameron Basset Watt Investment Partners cbassett@watt-ip.com 949-205-9315 ■ Sean Armstrong Westport Capital Partners pmorgan@westportcp.com 310-251-6186 ■ Mike Tande McGuire Builders, Inc. mike@mcguirebuilders.net 462-424-3636 ■ Dusty Dallas Curve Development Dustydallas@curvedevelopment.com (480) 440-3599 ■ Greg Horton American Group greg@americangroup.com 310-432-4939 ■ Michael Kollin Kollin Altomare Architects mkollin@ko-al.com 562-810-5612 ■ Jim Dillavou Paragon Commercial jdillavou@paragoncommercialgroup.com 949-274-0469 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 21       Packet Pg. 373 C O L B Y D U R N I N PRINCIPAL-IN-CHARGE Colby Durnin is the founder and CEO of Commercial Real Estate Development Enterprises (CREDE). With 25 years of experience, Colby has successfully developed and repositioned thousands of assets across the country, demonstrating CREDE’s ability to consistently deliver value for its clients. Since founding CREDE in 2001, Colby has created a single-source solution with an experienced team in all areas under one roof, increasing efficiency throughout the development process. CREDE has developed and redeveloped more than 1900 projects, including all asset classes, spanning 25 states and 5 countries. SELECTED EXPERIENCE ■The Zeller Apartments - Salt Lake City, UT A 300,000-SF, mixed-use, transit-oriented development. The project has 10 live-work units, 18 townhomes, 10 urban flats, 180 apartments, a multi-story parking structure and a large, ground- level retail area. ■ ■ The University of Utah Healthcare Center - Salt Lake City, UT New 170,000-SF health center, plus a 150-unit residential building with street-level retail spaces, a multi-tenant office building, and underground parking Prairie Vista Apartment Homes - Williston, ND Modular housing with 89-units, 3-story. Each home provides an in-unit washer and dryer, laminate wood flooring, and air conditioning. The pet-friendly community includes desirable shared amenities like an outdoor barbecue area, gazebos, and personal parking garages. ■ ■ Dakota Landing (Ramada Hotel) - Williston, ND 240-room, 4-story Extended stay hotel facility with complete living and working facilities to accommodate 500 persons. Facility includes 240 separate sleeping quarters, lobby with library, full service restaurant, dining room, laundry, fitness center, conference area, business offices, media room, billiards and bar. Also included is a dormitory for 18 full-time, live-in employees. Town Storage Office - Portland, OR Construction management and development services of a 90,000-SF seismic upgrade and mixed-use, office conversion of an originally built 1916 structure. EDUCATION AND LICENSING AFFILIATIONS ■ ■ MBA, Finance: University of Hawaii ■YPO, Executive Committee, Real Estate NetworkBA, Strategic Management: University of San Diego ■ ■ ■ Urban Land Institute, Council Member ICSC■Licensed Real Estate Broker, CA, NV, TX Team 100 Foundation City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 22       Packet Pg. 374 D A V E H E R I C COO & PROJECT EXECUTIVE Dave Heric has over 30 years of experience in operational leadership and strategic management. He is known for his exceptional ability to streamline operations, enhance productivity, and drive organizational growth. He oversees CREDE’s daily operations, executes strategic initiatives, and leads cross-functional teams to in operational excellence. His passion fosters a culture of continuous improvement and innovation. Before joining CREDE, Dave was head of operation at a vertically integrated general contractor specializing in multifamily. His experience provides the team with a strong understanding of multifamily renovations and the required processes taken from the beginning of acquisition through redevelopment. Dave’s’ leadership in logistics, strategic development, and process optimization is instrumental in achieving sustained growth and profitability, instilling confidence in our team. SELECTED EXPERIENCE ■ ■ ■ ■ ■ ■ Castle Rock Apartments - Riverside, CA 272 units / 3-stories; Full interior renovation of 272-units based on vacant turns. Colonnade Apartments - Riverside, CA 288 units / 3-stories; Full interior renovation of 288-units based on vacant turns. Roosevelt Lofts - Los Angeles, CA Clubhouse, Amenity space renovations. Breeze Apartments - Los Angeles, CA 26 units / 2-stories; ADA upgrades to 15-units Park Villas Apartments - National City, CA 268 units / 2-stories; Occupied interior renovation Avalon La Jolla Colony - La Jolla, CA 180 units / 3-stories; Occupied interior renovation with 5-day turnaround time per unit, taking on 20-units per month, Project completed in 9-months. ■ ■ 3400 Avenue of the Arts - Irvine, CA 770 units / 4-stories; Full interior renovation based on vacant turns. CitiZen South Bay on West 235th Street - Torrance, CA 265 units / 2-stories; Full interior renovations for 265-units based on vacant turns. EDUCATION AND LICENSING CERTIFICATIONS ■BS, Business Management: California State University, San Marcos ■Project Management Professional (PMP) University of California, Irvine City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 23       Packet Pg. 375 G I N A W I E C Z O R E K PARTNER AND MANAGING DIRECTOR Gina Wieczorek has over 15 years of experience overseeing strategic initiatives, development, and construction management (C/M) on numerous multifamily, retail, and commercial projects. Prior to joining CREDE, as Partner and Managing Director, Gina was the Principal of Casitas Development Services, a C/M and real estate development consulting firm involved in all phases of the design, permitting, and development process for multifamily projects. Gina’s experience includes the repositioning of multiple value-add apartment communities and entitling an adaptive reuse project of a commercial tower into a multifamily residential building. She has redeveloped of hundreds of multifamily units including value-add rehab and new construction, and has delivered over 100 ADUs to Southern California. Her passion to build and deliver exemplary work and keen attention to detail is evident in her projects. She always keeps the final user in mind, providing housing that residents are proud to call their home in the communities she helps build. SELECTED EXPERIENCE ■Pasadena Second Unit ADU Program - City of Pasadena, CA Creation and execution of the City’s winning program to provide Section 8 housing via building ADUs in program participants backyards funded by a low-interest, City-provided loan. ■Affordable ADU Pilot Program - City of West Hollywood, CA Participated in the creation of the City’s ADU program as part of a Consultant team ■ ■ ■ ■ ■ ■ ■ ■ ■ Rancho Badillo Ground-Up Market Rate Apartments, 28 Units - Covina, CA Melrose Ave Ground-Up Market Rate Apartments, 52 Units - Los Angeles, CA E 3rd Street, 13 Units - Long Beach, CA Ocean Blvd Adaptive Reuse and Ground-Up Apartments, 263 Units - Long Beach, CA Belleview Ave, 19 Units - Los Angeles, CA Gilmore Ave, 4 Units - Los Angeles, CA N. Harvard Ave, 8 Units - Los Angeles, CA Westmoreland Ave, 16 Units - Los Angeles, CA DeLongpre Apartments, 68 Units - Los Angeles, CA EDUCATION AND LICENSING AFFILIATIONS ■ Urban Land Institute:■ ■ MBA: New York University Co-Chair of Programs Committee, LA DC Advisory Board, NEXT member, Housing Council member, REACH Mentor, Small Scale Development Product Council member BS: California Polytechnic State University, San Luis Obispo City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 24       Packet Pg. 376 K R I S N A B E N N E T T FUNDING COMPLIANCE SPECIALIST (SUBCONTRACTOR) PRESIDENT OPPORTUNITY MARKETING GROUP, INC. (OMG) Krisna Bennett is the Owner and of Opportunity Marketing Group, Inc. (OMG), a funding compliance services firm and leader in Prevailing Wage Compliance. OMG is HUD Section 3, SBE, MBE, WBE, and DBE certified. Krisna is a highly skilled specialist in public works contracting compliance with an adept understanding of federal DOL, HUD, Davis Bacon and State Public Works laws, regulations, compliance and awarding agency guidelines. She enforces contract compliance, business and local hire outreach requirements along with labor and prevailing wage compliance for multiple agencies, developers and general contractors for both public and private projects throughout Southern California. SELECTED EXPERIENCE ■The Aspire – Oversight enforcement to ensure Prime Contractor and subcontractors comply with Public Works, Davis Bacon, and HUD Section 3 requirements. Agency: County of Riverside ■Project Legacy – Oversight enforcement to ensure Prime Contractor and all subcontractors comply with Public Works, Davis Bacon and HUD Section 3 requirements. Agency: HCD & County of Riverside ■ ■ El Verano Senior Community - Anaheim, CA OMG is currently the official Labor Compliance Consultant and Enforcement Officer for the City of Anaheim. This 54-units of affordable housing for low-income seniors (50% for formerly homeless), and Permanent Supportive Housing (PSH). Funded with 9% LIHTC, it provides on-site case management, health/wellness programs, and educational classes. Enlightenment Plaza – Rousseau Résidences, Montesquieu Manor & Voltaire Villas - Contract Compliance enforcement services to ensured proper execution of diverse business program participation outreach, planning and mandated goal achievement, labor compliance monitoring, prevailing wage enforcement, and Project Labor Agreement compliance. Agency: BCA/LAHD/ HACLA ■ ■ Springhaven Willowbrook II – Local Hire, State Public Works & Federal Davis Bacon compliance monitoring & enforcement services on $54M, 100-unit affordable housing project with homeless supportive housing, and a child development center for at-risk youth. HUD Section 3 & Federal Davis Bacon Requirements. Agency: LACDA Palm View Apartments – HUD Section 3 & Federal Davis Bacon compliance monitoring and enforcement services on this $8MM rehabilitation project. Agency: LACDA EXPERTISE AFFILIATIONS ■ ■ ■ Expert Compliance Advisor ■National Association of Minority Contractors Southern CaliforniaEffective Trainer and facilitator Community Outreach Specialist ■ ■ ■ Minority Business Development Agency Black Business Association National Association of Women Business Owners City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 25       Packet Pg. 377 M A T T B E N N E T T SENIOR PROJECT MANAGER Matt Bennett 20+years of experience includes all aspects of project management, such as preconstruction, estimating, monitoring job costs, and schedules. He works closely with the design team and owner to ensure projects are completed on time and within budget. Matt is well-versed in a multitude of market sectors, including healthcare, higher education, government, aerospace, and entertainment. His diverse experience allows him to transition across markets easily. SELECTED EXPERIENCE ■ ■ ■ Mission College Central Plant and Interconnect Projects - Sylmar, CA $15M. 4,000-SF design-build of a new modular central utility plant for West Campus, including engineering office space, coil upgrades to existing air handling units, and infrastructure upgrades to electrical and chilled water. San Bernardino Justice Center for the Judicial Council of California - San Bernardino, CA $262M. 380,000-SF, new 12-story trial court facility with 36 courtrooms, court executive and administrative offices, traffic and family law administration, juvenile division, appellate division, central holding areas, jury assembly areas, and below-grade parking. Children’s Hospital Los Angeles, Marion, and John E. Anderson Pavilion - Los Angeles, CA $454M. 566,500-SF, new seven-story, 317-bed patient tower includes cardiothoracic intensive care, newborn and infant critical care, emergency department, new cafeteria/outdoor dining, and conference center. ■ ■ ■ Cedars-Sinai Health Systems, Pacific Design Center Bio-Manufacturing Facility - Los Angeles, CA $25M. 23,635-SF tenant improvement and new construction of cGMP clean rooms, research labs, offices, and workstations. Cedars-Sinai Health System, The Angeles Clinic Renovation and Expansion - Los Angeles, CA $26M. 40,000-SF renovation and expansion a three-story location housing imaging, lab, infusion, pharmacy, central check-in, urgent care, clinical exam, and research. Gilead Lifesciences Southern California Campus Relocation, Los Angeles County 387,000-SF build-out of a 24-acre site with six buildings, including cGMP manufacturing, office/ lab, central plant, and warehouse/packaging. Buildings are structural steel frame with a precast exterior. The project includes site work, an adjacent road extension, a design-assist MEP package with process piping and equipment coordination, and complete commissioning and validation. EDUCATION AND LICENSING CERTIFICATIONS ■ LEED Accredited Professional■BS, Construction Management: Michigan State University City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 26       Packet Pg. 378 M I G U E L G A R C I A SENIOR DEVELOPMENT MANAGER Miguel Garcia has over 18 years of experience in real estate and project management. He is the political liaison with elected officials, community groups, and government agencies. He has successfully managed many affordable housing projects, including those for low-income families, seniors, students, farmworkers, as well as mixed-use and urban infill projects. These projects utilized Low-Income Housing Tax Credits (LIHTC), New Markets Tax Credit (NMTC), and other complex, layered financing structures. Miguel oversees all aspects of real estate development, from acquisitions through asset management. His projects are completed on time, within budget, and with the highest standards. He helps clients achieve affordable housing goals and make a positive impact on their communities. By integrating new technologies and cultivating strategic partnerships, Miguel works with his teams to deliver a high-quality and people-centered development. SELECTED EXPERIENCE ■El Verano Senior Community - Anaheim, CA 54-units of affordable housing for low-income seniors (50% for formerly homeless), and Permanent Supportive Housing (PSH). Funded with 9% LIHTC, it provides on-site case management, health/wellness programs, and educational classes. ■ ■ ■ ■ ■ Rollan Curtis Apartment Community - Los Angeles, CA A mixed-use project with 140 affordable housing family units, a health clinic and retail space. Partially funded by NMTC, it is community hub with essential services. Fillmore Central Station Community - Fillmore, CA Mixed-use affordable housing designed to serve low- and moderate-income families, with 24 rental units and 8 affordable for-sale homes. Paseo De Luz Apartment Community - Oxnard, CA Affordable housing for individuals with special needs, including mental illness, featuring 23 one- bedroom units. Camino Gonzalez Apartment Community - Oxnard, CA 18-unit affordable home community for families employed by the agricultural industry. The development features one-, two-, and three-bedroom rental homes. Valle Naranjal Community - Piru, Ventura County, CA A 66-unit family affordable housing development. EDUCATION AND ACCREDITATIONS AFFILIATIONS ■ SCANPH Member■ ■ BA: California State University, Northridge Housing Development - Training Institute City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 27       Packet Pg. 379 A D A M W E M H A N E R DEVELOPMENT MANAGER Adam Wemhaner has 35 years of experience in development and construction management. He has a proven track record of driving growth, streamlining operations, and fostering innovation across all aspects of the industry. Leveraging his expertise in both developer and contractor roles, he consistently delivers complex projects on time and within budget. Adam is a strategic leader, focusing on growth, innovation, and efficiency in construction management. As an expert in comprehensive project management, he oversees the project lifecycle from pre-construction to final delivery, ensuring quality and profitability. Adam excels at building high-performing teams and nurturing a positive company culture. Additionally, he manages complex stakeholder relationships, securing funding, and expanding market presence. A visionary thinker, he brings a talent for devising innovative solutions and optimizing processes to support organizational growth and success. He is proficient in Procore, Bluebeam, AutoCAD, and Revit. SELECTED EXPERIENCE ■ ■ ■ U.S. Grant Hotel - San Diego, CA $56M full remodel of a 270-guestroom historic hotel, including convention center space, the famous Grant restaurant, a new bar, and the entire public lobby space. Adam managed the careful refurbishing process, preconstruction in-house design, and value engineering options. Moxy by Marriott - San Diego, CA Special project comprising both ground-up construction and refurbishment for a 1899 historic building with 128 guestrooms. Adam managed the development process, preconstruction design in Los Angeles, and all construction through COO. Auberge Resorts, - Calistoga, CA Ground-up award-winning Napa Valley resort featuring, 100 rooms consisting of 15 private suites and 85 studios. Work also included all new roads and underground utilities, six meeting rooms, two restaurants, a new bar, and a spa with geothermal and mineral pool. Adam managed the budgeting process, preconstruction design, and all construction. ■Proper Hotel - San Francisco, CA Full renovation and conversion of an iconic 1907 hotel into the Proper Hotel. Renovations included 131 guestrooms, extensive structural work, and preservation of the original 80-year-old lobby tile. Includes three new restaurants. Adam managed the demolition and careful restoration process, preconstruction design, and construction. EDUCATION AND LICENSING CERTIFICATIONS & AFFILIATIONS ■ ■ BS, Business: University of Phoenix ■ ■ OSHA 30-hr Construction Safety Certificate Additional coursework, business programs and executive education via MIT, UCLA, Cambridge, Cornell, Florida University, Oklahoma University. Certified Maintenance and Reliability Professional ■Society for Maintenance and Reliability Professionals City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 28       Packet Pg. 380 Y O N A S M I S G I N A PROJECT MANAGER Yonas Misgina is a seasoned and highly skilled project manager, with more than 17 years of professional experience in project management, including building construction, land development, and capital improvement programs. Throughout his career, Yonas has demonstrated proficiency in delivering a wide range of projects, including multi-family, residential, and civil projects across California. His wealth of experience makes him an invaluable addition to any team, where he can confidently tackle and overcome challenges. He is proficient at AutoCAD Civil 3D, HEC-RAS, EPA SWMM, EPA- NET, MS Project, HCSS (heavy bid), and Primavera. SELECTED EXPERIENCE ■City of Santa Clarita - Santa Clarita, CA Managed projects for the City of Santa Clarita. Work included site improvements to retaining walls, walking paths, and pedestrian ramps. Duties also included reviewing and approving contractors, billing, and project documents. ■ ■ 3571 Centinela Ave Apartments - Los Angeles, CA 6,998 sq ft, 4-unit. Construction management services with design, support, and documentation. 860 W Normandie Ave Apartments - Los Angeles, CA Provided civil engineering design and construction support including monitoring, change management, and documentation. ■ ■ Seminole Springs Modular Home Park - Agoura Hills, CA Building construction, street improvements, storm drain repair, and water/gas/sewer pipeline upgrades. 64 Hermosa Ave - Oakland, CA 2455 sq ft, 3-bed, 3-bath, single-family home. Construction and site improvement, with support, monitoring, and documentation. ■ ■ 2800 Lakeshore Blvd - Agoura Hills, CA Single-family residential rebuild including permitting and supervision. 29206 Crags Dr - Agoura Hills, CA Provided cost estimating, scheduling, permitting, and site supervision for the residential rebuild of this single-family home. EDUCATION AND LICENSING CERTIFICATIONS & AFFILIATIONS ■ ■ ■ MS, Project Management: Northwestern University ■ ■ OSHA 30-hr Construction Safety Certificate Associate Member - ASCE (American Society of Civil Engineers)BS, Civil Engineering: Addis Ababa University, Ethiopia Professional Engineer, California, #90746 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 29       Packet Pg. 381 E M M A R I V I E L L E ASSISTANT PROJECT MANAGER Emma Rivielle is a Master of Science graduate in Real Estate with a proven history of success, backed by four industry internships which honed her expertise in commercial development. As an Assistant Project Manager, she is proficient in managing financial analysis, coordinating project documentation, and developing strategic plans to drive project success. Her academic achievements and practical experience equip her with a deep understanding of real estate development, from initial concept to final execution. A former collegiate athlete, Emma brings a unique, team-oriented mindset to her role, excelling in high-pressure environments and fostering collaboration among stakeholders. Her attention to detail, strong organizational skills, and commitment to delivering excellence make her a valuable asset in overseeing complex, multifaceted projects. With a passion for innovation and continuous improvement, she is dedicated to the success of every project. SELECTED EXPERIENCE ■Yerba Buena Island - San Francisco, CA An $80M luxury town home and flats development bringing 266 new residential units to the housing market, addressing the growing demand. This thoughtfully designed community includes a significant affordability component, with 27% of the units dedicated to affordable housing, contributing to a more inclusive and diverse residential offering. ■Chapman University Campus - Orange, CA The $25 million, 50,000-SF Student Success Center is a cutting-edge, ground-up development providing essential services to support student achievement throughout their academic journey. This dynamic facility houses spaces for academic advising, career counseling, tutoring, and other student-focused services, all aimed at fostering personal and academic growth. With modern, flexible spaces and advanced technology, the center serves as a critical hub for students to access the needed resources to succeed in their academic and career pursuits. EDUCATION AND LICENSING CERTIFICATIONS ■MS, Real Estate: Chapman University, George L. Argyros College of Business and Economics ■Wall Street Prep: Real Estate Financial Modeling and Valuation City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 30       Packet Pg. 382 L E O R A M I R E Z PROJECT SCHEDULER Leo Ramirez is a results-oriented Construction Scheduler and Senior Planning Consultant with over 25 years of experience successfully supporting multiple projects utilizing Primavera P6. He has proven expertise in managing complex capital projects, including civil, structural, mechanical, process piping, plumbing, electrical, commissioning, and regulatory sign-off. Leo serves as a Senior Planning Consultant with extensive experience in supporting business development, preconstruction, design-build, and construction phases. His comprehensive knowledge and skill set make him an invaluable asset in guiding projects to successful completion. Leo is instrumental in supporting project teams at risk of eroding fees by providing delay analysis to support compensable requests for extensions of time. His notable achievements include master planning and scheduling for Fullerton College’s construction bond program and facilitating trainings to enhance project team capabilities for monitoring and controlling project schedules. His dedication to improving project outcomes through meticulous planning and effective training underscores his commitment to excellence. SELECTED EXPERIENCE ■Camden Glendale Triangles - Glendale, CA $60M+. Ground-up, 7-story, multi-family and mixed use development. The complex includes 303 residential units (16 for low income), 16 live-work units, and six ground floor retail spaces. ■Egyptian Condominiums - San Diego, CA New construction & historic renovation, this mixed-use project with 80 residential condominium units and retail space over two-levels of underground parking, totaling 202,800-SF. Included partial demolition and restoration of historic Bush Egyptian Theatre, converted into retail space. ■ ■ Henry Mayo Newhall Hospital, New Patient Tower - Santa Clarita, CA $151M+, design build, six-level patient tower adds 142 patient beds to the Santa Clarita Valley community. It includes private rooms with bathrooms, medical/surgical rooms, and a Women’s Services unit. The project includes a new central plant to support the building systems. Valley Presbyterian Hospital Inpatient Tower - Van Nuys, CA $36M. Construction of new six-story structure, 127,250-SF, included 188 beds, nurse stations, isolation rooms, ICUs, semi-private rooms, nurseries, VIP suites and central plant. The hospital remained fully operational during all phases of construction. This is an OSHPD 1 facility. EDUCATION AND LICENSING AFFILIATIONS ■ ■ University of San Diego:■AACE Member • • • Certificate in Risk Management Certificate in Scope Management Fundamentals of Project Management Platt College: • Certificate in Drafting Technology City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 31       Packet Pg. 383 B J O R N T H I E L A N ACCOUNTING MANAGER Bjorn Thielan brings over 10-years of experience specializing in construction and development. He works closely with the development team and investors to secure construction financing and keep the projects running. His experience includes mixed-use, multi-family, and healthcare facilities. Experienced with construction budgets of over $100M, Bjorn is responsible for preparing and submitting monthly bank draws, preparing loan draws, and reconciling project budgets. A seasoned financial and construction accountant, Bjorn’s experience allows him to multi- task while maintaining a high level of accuracy and efficiency. He works closely with the development team to secure funds for projects, with CPAs for yearly audits for operating properties and cost certification for all new projects. Additionally, he oversees the accounting department for CREDE in monthly financials and year-end duties. SELECTED EXPERIENCE ■ ■ ■ LifeHOUSE - San Diego, CA Situated within the Bird Land neighborhood of San Diego, California, LifeHOUSE San Diego Healthcare Center is a 305 bed skilled nursing facility. LifeHOUSE - Bakersfield, CA This Healthcare Center is located within the Homaker Park neighborhood. It is a 150-bed skilled nursing facility offering independent, assisted, and memory care living. The Palazzo - Phoenix, AZ A full-service continuing care retirement community offering Independent Living, Assisted Living, Skilled Nursing, and Memory Care. The community features three Assisted Living neighborhoods all with fully accommodating living areas and apartments that are among the largest Assisted Living homes in the market. Each completely renovated apartment offers full kitchens, walk-in closets with extra storage, large private patios or balconies, emergency call boxes and views of the surrounding Phoenix Mountain range. EDUCATION AND LICENSING ■BS, Economics: University of California, Irvine City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 32       Packet Pg. 384 OPPORTUNITY MARKETING GROUP, COMPLIANCE SPECIALIST ADDITIONAL INFORMATION CONFIDENTIAL STATEMENT OF QUALIFICATIONS 5183 Overland Avenue Suite A Culver City, CA 90230 Prepared By OPPORTUNITY MARKETING GROUP, INC IS A Krisna Bennett Owner – President Opportunity Marketing Group, Inc. (OMG) PH: (310) 922-7629 E: Kbennett@omgcomplianceservices.com and HUD Sec 3 business Opportunity Marketing Group, Inc. (OMG) founded in 1992 by Jan Bennett is a DBE, SBE, LSBE, WBE and MBE certified by Los Angeles Metropolitan Transportation Authority (LA METRO), DGS and the California Unified Certification Program (CUCP). Opportunity Marketing Group, Inc. is an equal opportunity employer who promotes the economic advancement of minorities and women as individuals and business owners through enforcing local hire employment and award of contracts to certified firms on State, Federal and Private funded construction projects. OMG provides contract compliance enforcement and consulting, throughout the Southern California region to both public and private entities. For over 25 years OMG has specialized in State Public Works, Federal Davis Bacon (and Related Acts), Equal Employment Opportunity, Community Outreach, Diverse Business contracting, Local Hire, Project Labor Agreement enforcement, Outreach Program planning assistance, HUD Section 3, Community Engagement Services and all agency compliance requirements. OMG knows the formula for compliance success to complex Labor compliance laws. Through this knowledge we can enforce labor standards and prevailing wages promptly and successfully for the Developer, Awarding Agency, General Contractor and all stakeholders involved. OMG has worked with all building trade unions enforcing Project Labor Agreements on public works and federally funded projects. Through our long history in the labor compliance Industry OMG is equipped with an expert set of skills that mitigates contractors and client's risk of penalty or fines due to non-compliance. OMG has a highly trained staff with 30+ combined years of experience implementing successful programs of compliance. OMG has an efficient streamlined process that allows us to quickly organize projects, track data and be proactive in mitigating any potential issues of non-compliance. OMG can foresee potential contractor compliance issues and provide clear and comprehensive reports and plans of action to ensure compliance is met. OMG’s insight in reaching logical and legal resolutions to complex issues has made OMG an asset to our clients. OMG’s clients include public and private sector; owners, developers, prime contractors, city and county agencies, private consultants and diverse business enterprises. OMG has worked on some of the largest public and private construction projects in the Los Angeles area and surrounding cities on such projects as the Metropolis Hotel & Residence DTLA, Exposition Park, California Science Center, Coliseum Restoration Project, EPIC Swim Stadium, Staples Center, The W Hotel & Residences Hollywood, L.A. Live, Ritz Carlton / JW Marriot Hotel & Residences, Courtyard Marriott, Alameda Corridor, Del Mar Station and Lynwood High school. OMG’s affordable housing division has worked on executing compliance programs using CDBG, HOPWA, HOME, TCAC, ARPA, HAP, HOMEKEY, JJJ, HHH, and other State, City or County funds. OMG is currently the official Labor Compliance Consultant and Enforcement Officer for the City of Anaheim. OMG’s community participation and compliance enforcement efforts have had a profound impact on countless communities, contractors, and individuals. Providing access to contract awards, jobs, training, and educational programs. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 33       Packet Pg. 385 OPPORTUNITY MARKETING GROUP, COMPLIANCE SPECIALIST ADDITIONAL INFORMATION KRISNA BENNETT - OWNER AND PRESIDENT OPPORTUNITY MARKETING GROUP, INC. (OMG) - BIO Krisna began her career in 1997 at Opportunity Marketing Group, Inc.(OMG) as an equal employment officer (EEO) and contract compliance consultant on government funded construction projects, working and learning the business alongside her Mother OMG’s founder, enforcing State Public Works and Federal Labor Standards including; EEO, labor, prevailing wage, Local Hire/PLA compliance on such projects as Staples Center, California Museum of Science and Industry, King Drew Magnet High-School, Metro Pasadena Gold Line, LA Live and W Hotel Hollywood. Krisna has been instrumental in developing innovative programs and executing opportunities for better community inclusion, community communication of project statistical data, local employment hiring and diverse business contract award industry practices. Krisna has been instrumental in expanding OMG’s affordable housing department, working with several of the leading Developers and Primes on supportive housing projects throughout Southern California and surrounding cities. Krisna became the sole owner of Opportunity Marketing Group, Inc. in 2018 and has established herself as an industry leader in ensuring successful community and local outreach program, labor and prevailing wage monitoring and enforcement in the commercial and residential public works construction industry. Ms. Bennett is an expert in State and Federal labor compliance, prevailing wage, equal opportunity enforcement, community outreach, diverse business and workforce development; including HUD Section 3 projects, Project Labor Agreements and Local Hire program planning and execution. In 2021 Krisna was approved to enforce labor compliance on behalf of the City of Anaheim. Since 1997 Krisna has assisted in developing and implementing successful labor and prevailing wage, employment and business outreach programs for such projects as Metro Southwestern Yard, Metro AMC Shoofly, Metropolis Hotel Indigo and Residences, Project Legacy, Silva Crossing, The Nook, Enlightenment Plaza, LA County Twin Towers Correctional facility Elevator Project and a multitude of other public improvement, commercial and supportive housing projects throughout Southern California. Krisna has forged professional relationships that are founded in trust, mutual respect, mindfulness, and open communication. Krisna 's best practices of sound business have solidified OMG as a recognized leader in the construction contract compliance industry. OPPORTUNITY MARKETING GROUP, INC. (OMG) ABOUT THE FOUNDER JAN BENNETT Founded in 1992 by Janice Bennett, arising out the 1992 civil disobedience in Los Angeles, Janice Bennett formed Opportunity Marketing Group. Opportunity Marketing Group gained recognition as a leader in the outreach industry in 1993 while collaborating with Mayor Richard Riordan and the Rebuild LA program providing minority contractors to rebuild after the Los Angeles riots. Those first projects included the Sears store in Santa Monica and two South Los Angeles Mobil service stations destroyed by fire, seventy percent of the subcontractors hired were minority-owned companies all supplied by Opportunity Marketing Group. Her vision was to help rebuild the communities that were damaged in the Los Angeles Riots. OMG’s founder understood that if Disadvantaged and Small businesses were given an opportunity to contracts, then local and disadvantaged workers would also be given an opportunity for employment. OMG then solidified their place in the community outreach, public works and federal funded compliance enforcement industry by providing minority, woman, disadvantaged, small business outreach and contract compliance enforcement services on early projects such as the New Lynwood High-School project, the San Diego Navel Housing Project Chollas Heights project, Staples Center, L.A. Live, Metropolis Hotel Indigo & Residence, California Science Center, Coliseum Restoration Project, EPIC Swim Stadium, W Hotel & Residences Hollywood, L.A. Live Ritz Carlton/ Marriot California Science Center, Jan and Krisna Bennett 1998 Hotel & Residences, Courtyard Marriott, Alameda Corridor, Del Mar Station and Metro Gold Line. Jan Bennett, Mayor Richard Riordan and Christine Divine (left) - Jan Bennett is being presented with award from the City of Los Angeles for her stellar efforts and support while working with Rebuild L.A., the economic development organization created after the 1992 riots. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 34       Packet Pg. 386 OPPORTUNITY MARKETING GROUP, COMPLIANCE SPECIALIST ADDITIONAL INFORMATION OPPORTUNITY MARKETING, INC. DBA OMG COMPLIANCE SERVICES Services Offered Labor And Prevailing Wage Compliance Enforcement, Monitoring, Tracking and Reporting • Project Compliance Audit and Closeout/Retention Release Assistance Services. • Project Labor Agreement Development, Interpretation, Monitoring and Enforcement • Skilled And Trained Workforce Requirement Planning Assistance, Monitoring and Enforcement • Community Outreach / Local Hire Program Execution, Monitoring, Enforcement, Candidate Placement, Good Faith Tracking and Reporting • Business Outreach Program Compliance Adherence (MBE/WBE/DBE/DVBE/SBE/LSBE/OBE) Identification Assistance, Enforcement, Monitoring and Reporting • Section 3 Program Adherence Section 3 Resident, Targeted Worker and Business Identification Assistance, Enforcement, Monitoring, Tracking and Reporting Determined pursuant to the provisions of sections 1720 et seq. of the California Labor Code and the Davis-Bacon Act (40 USC, Chapter 3, Section 276a-276a-5; and 29 CFR Parts 1, 3,5, 6 and 7) require the payment of prevailing wages and labor standards enforcement for all Public Works projects over $1000 and Davis Bacon requirements when construction work over $2,000 is financed in whole or in part with federal funds. All projects receiving a penny or granted a concession of discount from the State are considered Public Works an any award from HUD are subject to Section 3 requirements. Opportunity Marketing Group, Inc. will provide compliance services including prevailing wage monitoring and public works labor enforcement according to the requirements as outlined in the California State Labor Codes 1720-1781, all applicable federal labor standards, Department of Labor, and HUD regulations associated with your project. Opportunity Marketing Group, Inc. will provide Labor Compliance enforcement services by approaching all Equal Employment Opportunities, Labor & Prevailing Wage, outreach compliance enforcement monitoring and reporting requirements in a comprehensive systematic manner. Most importantly, OMG will create a customized plan to meet the specific needs of your project. OMG provides services through an integrated system of processes, checks and balances to ensure all labor Standards are properly enforced for the duration of the project. OMG has a team of professionals with a dedicated team leader to execute and enforce your projects Labor and Prevailing Wage Compliance program. OMG will notify you of all violations to prevailing wage payments, apprenticeship and other applicable labor standards including any business or employment outreach requirements. 5 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 35       Packet Pg. 387 OPPORTUNITY MARKETING GROUP, COMPLIANCE SPECIALIST ADDITIONAL INFORMATION OPPORTUNITY MARKETING GROUP, INC. DBA OMG COMPLIANCE SERVICES PROJECT EXAMPLES Does not include all OMG’s project. CONFIDENTIAL Affordable and Supportive Housing Projects *does not include all projects • • 2023-2024 The Aspire – Provide project oversight enforcement on behalf of the owner to ensure Prime Contractor and all subcontractors maintains compliance with Public Works, Davis Bacon and HUD Section 3 requirements. Awarding Agency: County of Riverside 2022 – 2024 Enlightenment Plaza – Rousseau Résidences, Montesquieu Manor & Voltaire Villas - OMG provides Contract Compliance enforcement services on behalf of the Prime. Responsible for ensuring proper execution of diverse business program participation outreach, planning and mandated goal achievement, labor compliance monitoring, prevailing wage enforcement and compliance with the Project Labor Agreement. Awarding Agency: BCA/LAHD/HACLA • • • 2021 – Dec 2023 Project Legacy – Provide project oversight enforcement on behalf of the owner to ensure Prime Contractor and all subcontractors maintain compliance with Public Works, Davis Bacon and HUD Section 3 requirements. Awarding Agency: HCD & County of Riverside 2021 – 2023 The Nook FKA South Library – Provided project oversight enforcement on behalf of the owner to ensure Prime Contractor and all subcontractors maintain compliance throughout with all Public Works, Davis Bacon and HUD Section 3 requirements. Awarding Agency: LACDA 2021 – 2023 Silva Crossing Library – Provided project oversight enforcement on behalf of the owner to ensure Prime Contractor and all subcontractors maintain compliance throughout with all Public Works, Davis Bacon and HUD Section 3 requirements. Awarding Agency: LAHD/HACLA CONFIDENTIAL City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 36       Packet Pg. 388 OPPORTUNITY MARKETING GROUP, COMPLIANCE SPECIALIST ADDITIONAL INFORMATION Past 10 years of Affordable and Supportive Housing Projects *does not include all projects •Springhaven Willowbrook II – Provided Local Hire, State Public Works & Federal Davis Bacon compliance monitoring & enforcement services on this $54MM 100-unit affordable housing project will include supportive housing for the homeless as well as a child development center for at-risk youth. HUD Section 3 & Federal Davis Bacon Requirements Completed 2021 (agency - LACDA) Palm View Apartments – Provided HUD Section 3 & Federal Davis Bacon compliance monitoring and enforcement services on this $8MM rehabilitation project. Completed 2020 (agency - LACDA) Garden Grove Sewer Main Lining and Spot Repair Projects 1 & 2 – Provided HUD Section 3 & MBE/WBE compliance enforcement services. Completed 2020 (agency - City of Garden Grove) Courson Arts Colony East and West – Provided State Public Works, HUD Section 3, Federal Davis Bacon compliance monitoring and enforcement services. Completed 2020 (agency - LACDA) South Campus Apartments – Provided HUD Section 3, State Public Works & Federal Davis Bacon compliance monitoring and enforcement services. Completed 2019 (agency - HCIDLA) Carlos Ortega Apartments – Provided State Public Works, HUD Section 3, Federal Davis Bacon compliance monitoring and enforcement services. Completed 2018 (agency - City of Palm Desert) Coral Mountain HUD – Provided State Public Works, HUD Section 3, diverse business outreach & Federal Davis Bacon Requirements. Completed 2015(Agency - City of La Quinta) Hazeltine and wyandotte Apartments – Provided State Public Works, HUD Section 3, Federal Davis Bacon Requirements. Completed 2015 (Agency - HCIDLA) • • • • • • • • • • Silverlake Village – Provided State Public Works, HUD Section 3, MBE/WBE utilization & Federal Davis Bacon Requirements. Completed 2014 (Agency - LAHD) Hollywoodland Family Apartments – Provided HUD Section 3 & Federal Davis Bacon compliance monitoring and enforcement services Completed 2014 (Agency - HUD) Silverlake Village – Provided State Public Works, HUD Section 3, MBE/WBE utilization & Federal Davis Bacon Requirements. Completed 2013 (Agency - HCIDLA)CONFIDENTIAL Commercial Projects *does not include all projects Robert Cruz Hensel Phelps Project Manager Ph: 714.673.1003 E: rcruz@henselphelps.com •July 2024 – Present: Cal Trans Small Disadvantaged Business Research Study – Krisna serves as the Data Expert on the disparity study. The Disparity Study examines Cal Trans contracting practices in construction, architecture and engineering, miscellaneous and other professional services, and goods and other services as it relates to Disadvantaged and Small Business Enterprises (S/DBEs). • • June 2024 – Present: LA County Twin Towers Correctional Facility Elevator Repair Project – Enforce State Public Works Labor/Prevailing Wage, CBE Business Outreach Program compliance on behalf of the GC. June - December 2024: LA Metro Small Disadvantaged Business Research Study – Krisna served as the Data Expert on the disparity study. The Disparity Study examines Cal Trans contracting practices in construction, architecture and engineering, miscellaneous and other professional services, and goods and other services as it relates to Disadvantaged and Small Business Enterprises (S/DBEs). • • 2021 – Dec 2026 City of Anaheim Labor Compliance Consultant – Park capital improvement projects OMG enforced Davis Bacon, Public Works, MBE/WBE and HUD Section 3 on behalf of the City of Anaheim. 2022 – 2024 Airport Metro Connector Station Site Work and Shoofly Construction – OMG was responsible for ensuring proper execution of diverse business program participation outreach and mandated goal achievement, labor compliance monitoring, prevailing wage enforcement and compliance with the Project Labor Agreement (PLA) – Local Hire and Disadvantage worker goals. • • 2016 – 2020 Metro Southwestern Yard Project – OMG was responsible for ensuring proper execution of program, compliance monitoring, enforcement and reporting as per: Project Labor Agreement (PLA) – Local Hire and Disadvantage worker goals, State and Federal Labor and Prevailing Wage requirements. Krisna also served as the community liaison on behalf of Hensel Phelps Herzog. 2014 -2017 Metropolis Hotel Indigo and Residences – OMG was responsible for ensuring proper execution of program, compliance monitoring, enforcement and reporting as per: (PLA) – Local worker goals, State and Federal CONFIDENTIALLabor and Prevailing Wage requirements. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 37       Packet Pg. 389 OPPORTUNITY MARKETING GROUP, COMPLIANCE SPECIALIST ADDITIONAL INFORMATION OPPORTUNITY MARKETING GROUP, INC. Iconic Commercial Projects: Delivered full labor and prevailing wage compliance. Most projects included required Local Hiring Project Labor Agreements and MBE/WBE Participation. *does not include all projects • Park and Market Apartments – Completed 2021 • Courtyard Marriott DTLA – Completed 2014 • LA Sports Arena – Completed 2000 • Staples Center – Completed 1999 • The W Hôtel & Résidences Hollywood – Completed 2009 • L.A. Live – Completed 2009 • Epicc Swim Stadium at Exposition Park – Completed 2003 • Exposition Park Department of Public and Social Services – Completed 2001 • Coliseum & Sports Arena Restoration Project – Completed 2000 • California Science Center Exposition Park – Completed 1998 • The Alameda Corridor – Completed 1999 • King Drew Magnet School – Completed 1999 • The New Lynwood Highschool – Completed 1998 • San Diego Navel Housing Chollas Heights – Completed 1998 CONFIDENTIAL WHY CHOOSE US R ELEVANT E XPER I ENCE OMG, INC. is a leader in the Prevailing Wage Compliance Industry. Our History speaks for itself! Violating the Labor and Prevailing Wage laws can be unintentional but that does not always go without consequence. Penalties can be accrued even for unintentional mistakes! We provide direct compliance guidance to our client and subcontractors to alleviate potential risks for all parties involved. OMG helps mitigate your risk. You as the Agency, Owner and GC are ultimately responsible for any OMG's staff is trained to enforce and penalties or fines incurred due to a identify compliance violations directly sub-contractors non-compliance. as it relates to State CA labor code, Federal Davis Bacon laws and/or other requirements in a clear and concise manor. All we want our client to worry about during construction is construction! OMG has enforced labor/prevailing wage and local hire outreach compliance since the early 90's. We have worked with most major Awarding Agencies, Developers and Prime Contractors on some of Los Angeles most iconic buildings and affordable housing throughout California. In turn our processes and best practices have fostered great working relationships with all professionals in the government funded construction Industry. We want to help ensure your project is in compliance from start to finish! 40%+1000+ 10,000+Is the average % of hours worked by Local and Section 3 workers on OMG, Inc. Projects with hiring requirments Successful Prevailing 8000+Wage Labor Compliance Projects in Los Angeles and Surrounding areas Individuals, OMG has provided access to contract awards, jobs, or access to training and continuing edu- cational programs. Number of Contractors OMG has successfully assisted on Prevailing Wage Projects City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 38       Packet Pg. 390 OPPORTUNITY MARKETING GROUP, COMPLIANCE SPECIALIST ADDITIONAL INFORMATION Printed on: 6/19/2024 10:11:35 AM To verify most current certification status go to: https://www.caleprocure.ca.gov Office of Small Business & DVBE Services Certification ID: 2036190 Email Address: kbennett@omgcomplianceservices.comLegal Business Name: Opportunity Marketing Group Inc.Business Web Page: Doing Business As (DBA) Name 1:Business Phone Number: OMG 310/815-1283 Doing Business As (DBA) Name 2:Business Fax Number: OMG Compliance Services Address:Business Types: 5183 Overland Ave. Ste. A Service Culver City CA 90230-6006 Certification Type Status From To SB(Micro)Approved 11/15/2023 11/30/2025 Stay informed! KEEP YOUR CERTIFICATION PROFILE UPDATED! -LOG IN at CaleProcure.CA.GOV Questions? Email: OSDSHELP@DGS.CA.GOV Call OSDS Main Number: 916-375-4940 707 3rd Street, 1-400, West Sacramento, CA 95605 file:///C:/Users/klani/OneDrive/Documents/OMG INC/Corporate docs/Business Certfications/DGS SBE.html 1/1 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 39       Packet Pg. 391 OPPORTUNITY MARKETING GROUP, COMPLIANCE SPECIALIST ADDITIONAL INFORMATION MS. KRISNA BENNETT Opportunity Marketing Group, Inc. 10736 Jefferson Blvd. #621 Culver City, CA 90230-4969 Subject: Small Business Enterprise Certification Dear MS. KRISNA BENNETT: We are pleased to advise you that after careful review of your application and supporting documentation, the Los Angeles County Metropolitan Transportation Authority (Metro) has determined that your firm meets the eligibility standards to be certified as a Small Business Enterprise (SBE) as required under Metro's SBE Program. Please log into our system at https://metro.gob2g.com/L.asp?GO=677 to read and print your official certification approval letter for your records. Congratulations, and thank you for your interest in the SBE program. Sincerely, Ramon Ortiz Director, Certification & Economic Development Los Angeles County Metropolitan Transportation Authority (Metro) Diversity & Economic Opportunity Department https://metro.gob2g.com City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 40       Packet Pg. 392 OPPORTUNITY MARKETING GROUP, COMPLIANCE SPECIALIST ADDITIONAL INFORMATION Query Criteria Certification Types: DBE Firm Name: Opportunity Marketing Group Firm ID 23104 DBA Name Firm Name Address Line1 Address Line2 City OPPORTUNITY MARKETING GROUP OPPORTUNITY MARKETING GROUP 3800 STOCKER STREET #25 LOS ANGELES CAState Zip Code1 Zip Code2 90008 Mailing Address Line1 3800 STOCKER STREET Mailing Address Line2 #25 Mailing City LOS ANGELES CAMailing State Mailing Zip Code1 Mailing Zip Code2 Certification Type EMail 90008 DBE info@omgcomplianceservices.com Contact Name Area Code KRISNA BENNETT 310 Phone Number Extension 922-7629 Alt Area Code Alt Phone Number Extension Fax Area Code Fax Phone Number 310 526-6524 Agency Name Counties LOS ANGELES COUNTY METRO TRANSPORTATION AUTHORITY (MTA) 19; Districts 07; DBE NAICS ACDBE NAICS Work Codes Licenses 541611; 541612; 541820; C8700 CONSULTANT, NON ENGINEERING; C8701 BUSINESS ADMINISTRATION; I8740 MANAGEMENT & PUBLIC RELATIONS; Trucks Gender F Ethnicity BLACK DBEFirm Type City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 41       Packet Pg. 393 PROJECT SCHEDULE City of San Bernardino, RFQual F-24-6001 SB HOPE Campus Project Schedule # 1 Activity ID Activity Name OD Start Date Finish Date 2025 2026 Qtr 1 Jan Qtr 1 Feb Qtr 2 May Qtr 3 Aug Qtr 4 NovDecJanMarAprJunJulSepOct Dec San Bernardino 239 02-Dec-24 07-Nov-25 17-Mar-25 07-Nov-25, San Bernardino 2 3 Planning & Pre-Construction 73 0 02-Dec-24 02-Dec-24* 02-Dec-24 11-Dec-24 16-Dec-24 19-Dec-24 07-Jan-25 16-Jan-25 17-Mar-25, Planning & Pre-Construction PC-010 PC-020 PC-030 PC-040 PC-050 PC-060 PC-070 Project Start Project Start 4 Production Of Construction Documents Project Kick-Off With All Stakeholders Demo Plan &Application Submitted Pre-Construction Compliance Kickoff Call With All Stakeholders Rough Grading Plan &Applicantion Submitted Permitting Of Construction Documents 31 0 15-Jan-25 Production Of Construction Documents Project Kick-Off With All Stakeholders5 6 0 Demo Plan &Application Submitted 7 0 Pre-Construction Compliance Kickoff Call With All Stakeholders Rough Grading Plan &Applicantion Submitted80 9 42 17-Mar-25 24-Oct-25 06-Jan-25 03-Feb-25 05-Feb-25 28-Mar-25 14-Apr-25 04-Apr-25 19-Sep-25 27-Jun-25 13-May-25 26-Sep-25 24-Oct-25 24-Oct-25 07-Nov-25 07-Nov-25 Permitting Of Construction Documents 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 Modular Build & Construction 219 16-Dec-24 24-Oct-25, Modular Build & Construction C-020 C-010 C-040 C-030 C-050 C-060 C-070 C-080 C-090 C-100 C-110 C-120 Abatement 14 24 16 42 20 5 16-Dec-24 31-Dec-24 15-Jan-25 29-Jan-25 18-Mar-25 31-Mar-25 07-Apr-25 29-Apr-25 08-May-25 14-May-25 29-Sep-25 29-Sep-25 27-Oct-25 27-Oct-25 Abatement Long Lead Time Material Procurement Demolition Long Lead Time Material Procurement Demolition Modular Chassis Production Site Prep & Foundations Set First Building Building Fit Out Modular Chassis Production Site Prep & Foundations Set First Building 117 43 4 Building Fit Out Roadway Work Roadway Work Set Final Building Site Grading & Utilities Paving Set Final Building 95 20 20 10 10 Site Grading & Utilities Paving Landscaping Landscaping 07-Nov-25, CFO Certificates Of Occupancy CFO SC-010 Certificates Of Occupancy *Please note the preliminary Schedule reflects the Vendor Award and Purchase Order issue date of December 2024 as per the RFQual; however, to push the schedule for early delivery, we highly recommend consideration of pre-approval for part of the entitlement work so that the Modular Fabrication Manufacturer can release the Design Consultants to start Civil and Construction Documents. SB-01 DD: 02-Dec-24 San Bernardino - Full City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 42       Packet Pg. 394 STANDARD HOURLY RATE SCHEDULE Effective January 1, 2024 The following standard rate schedule for fee agreements is valid for the current calendar year. Any changes in this rate of compensation or reimbursement shall be subject to a specific agreement between CREDE and the City of San Bernardino (client). CLASSIFICATION RATE Principal $625 Managing Director CFO $350 $350 $350 $350 $300 $300 $225 $185 $185 $185 $145 $115 COO Senior Development Manager Development Manager Project Executive Senior Project Manager Project Manager Scheduler Financial Analyst Assistant Project Manager Project Coordinator Administration $110 Accounting $105 REIMBURSABLE EXPENSE RATES Shall be provided in accordance with the schedule attached. The following are examples of allowable reimbursable expenses and, if applicable, ordinary third-party costs and fees shall include: 1. CREDE’s models and renderings requested and approved in writing by the Client. 2. Permits and fees required by Governmental Agencies. 3. Out-of-state travel, including mileage, lodging, meals, parking, and entertainment with the Client’s prior approval. 4. Project-related meals or special event with the Client’s prior approval. 5. Local transportation (at Federal Mileage Rate) to or from Jobsite as agreed upon by the Client. Allowable reimbursable expenses, receipts are required to be submitted with all invoices for reimbursable expenses. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 43       Packet Pg. 395 The following are not considered reimbursable expenses: 1. Local telephone and facsimile charge. 2. In-house color or b/w printing (small format). 3. Meals and entertainment unrelated to project meetings or special event. 4. Large-format reproductions, photocopying, printing, and plotting, including presentation boards. Rates charged to be compared to those charged by commercial specialist companies. 5. Presentation preparation costs, including binding and printing. 6. Drawings and Specifications. 7. Messenger delivery, overnight shipping, or postal charges for reports, drawings, and specifications. CREDE shall not be compensated for any services performed that are outside the Scope of Services or over and above the Contract Sum, except to the extent such services are the subject of a written Change Order or Modification, and designated as “Additional Services,” signed by both the Client and CREDE before CREDE performs the Services. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 44       Packet Pg. 396 CERTIFICATE OF INSURANCE CREDEMP-01 JMARTIN CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 10/11/2024 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. 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). CONTACT Jeremy MartinPRODUCERNAME:Bryson Casualty Insurance Services Inc 3777 Long Beach Blvd5th Floor PHONE FAX(A/C, No):(A/C, No, Ext): E-MAIL Jeremy@brysonfinancial.comADDRESS:Long Beach, CA 90807 INSURER(S) AFFORDING COVERAGE NAIC # Berkley Assurance CompanyINSURER A : INSURED INSURER B : Texas Insurance Company 16543 Trisura Specialty Insurance CmopanyCREDE Construction Advisory, LLC 18301 Von Karman, Ste 510 Irvine, CA 92612 INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: 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. INSRLTR ADDL SUBRINSD WVD POLICY EFF POLICY EXPTYPE OF INSURANCE POLICY NUMBER LIMITS(MM/DD/YYYY) (MM/DD/YYYY) A X 1,000,000 100,000 COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ X VUMB0206335 9/15/2024 9/15/2025 DAMAGE TO RENTEDCLAIMS-MADE OCCUR X X X PREMISES (Ea occurrence) MED EXP (Any one person) PERSONAL & ADV INJURY GENERAL AGGREGATE $ $ $ $ $ $ $ $ $ $ $ $ $ $ 5,000 1,000,000 2,000,000 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: X X PRO- JECT XPOLICY OTHER: LOC PRODUCTS - COMP/OP AGG A A COMBINED SINGLE LIMIT (Ea accident)1,000,000AUTOMOBILE LIABILITY ANY AUTO X X VUMB0206335 VUMB0206345 9/15/2024 9/15/2025 BODILY INJURY (Per person) OWNED AUTOS ONLY SCHEDULED AUTOS BODILY INJURY (Per accident) PROPERTY DAMAGEX X HIRED X NON-OWNEDAUTOS ONLY AUTOS ONLY (Per accident) X 5,000,000 5,000,000 UMBRELLA LIAB EXCESS LIAB OCCUR EACH OCCURRENCE AGGREGATEX9/15/2024 9/15/2025CLAIMS-MADE DED RETENTION $ PER OTH- ERWORKERS COMPENSATIONAND EMPLOYERS' LIABILITY STATUTEY / NANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED?E.L. EACH ACCIDENT $ $ $ N / A (Mandatory in NH)E.L. DISEASE - EA EMPLOYEE E.L. DISEASE - POLICY LIMIT If yes, describe under DESCRIPTION OF OPERATIONS below B C Prof. Liability BFLPMLTCA011300_021902_01 12/14/2023 12/14/2024 Each Claim/Aggregate 2,000,000 3,000,000Cyber Liability AB662009403 3/15/2024 3/15/2025 Each Claim/Aggregate DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)The City of San Bernardino, its elected and appointed officials, officers, employees, agents, and volunteers are included as additional insureds with regard to commercial general liability and hired/non-owned automobile liability insurance, on a primary and non-contributory basis, as required by written contract. A waiver of subrogation applies in favor of the additional insured with regard to commercial general liability and hired/non-owned automobile liability insurance, as requried by written contract. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.The City of San Bernardino 290 North D Street San Bernardino, CA 92401 AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03)© 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 45       Packet Pg. 397 PREQUALIFICATIONS CERTIFICATIONS FEDERAL PAGE 2, PAGE 1 INSTRUCTIONS OMITTED City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 46       Packet Pg. 398 PREQUALIFICATIONS CERTIFICATIONS FEDERAL PAGE 3 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 47       Packet Pg. 399 PREQUALIFICATIONS CERTIFICATIONS FEDERAL PAGE 4 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 48       Packet Pg. 400 PREQUALIFICATIONS CERTIFICATIONS FEDERAL PAGE 5 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 49       Packet Pg. 401 PREQUALIFICATIONS CERTIFICATIONS FEDERAL PAGE 6 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 50       Packet Pg. 402 PREQUALIFICATIONS CERTIFICATIONS FEDERAL PAGE 7 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 51       Packet Pg. 403 PREQUALIFICATIONS CERTIFICATIONS FEDERAL PAGE 9, PAGE 8 INSTRUCTIONS OMITTED NON-LOBBYING CERTIFICATION FOR FEDERAL-AID CONTRACTS The prospective participant certifies, by signing and submitting this document, to the best of his or herknowledge and belief, that: (I) No Federal appropriated funds have been paid or will be paid, by or on behalf ofthe undersigned, to any person for influencing or attempting toinfluencean officeror employee of any Federal agency, a Member of Congress, an officer oremployee of Congress, or an employee of a Member of Congress in connectionwith the awarding of any Federal contract, the making of any Federal grant, themaking of any Federal loan, the entering into of any cooperative agreement, andthe extension, continuation, renewal, amendment, or modification of any Federalcontract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paidto any person for influencing or attempting to influence an officer or employee ofany Federal agency, a Member of Congress, an officer or employee of Congress,or an employee of a Member of Congress in connection with this Federal contract,grant, loan, or cooperative agreement, the undersigned shall complete andsubmit Standard Form-LLL, "Disclosure of Lobbying Activities," in conformancewith its instructions. This certification is a material representation of fact upon which reliance was placed when thistransaction was made or entered into. Submission of this certification is a prerequisite for making orentering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails tofile the required certification shall be subject to a civil penalty of not less than $10,000 and not morethan $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shallrequire that the language of this certification be included in all lower tier subcontracts, which exceed$100,000 and that all such subrecipients shall certify and disclose accordingly. Business Name: �C��ꢀꢁGꢂ'�O�G�---------------------- -ꢀ/ v½_Iꢁ_�[_L_jꢂ---By:ꢂDate:!h� Lꢁ�1 Cꢀ�ꢀ' ꢀl ꢁName an� itle of Authorized Representative Signattff�Authorized Representative 9 of 10 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 52       Packet Pg. 404 PREQUALIFICATIONS CERTIFICATIONS FEDERAL PAGE 10, PAGE 11 INSTRUCTIONS OMITTED Does not apply. No lobbying activities. DISCLOSURE OF LOBBYING ACTIVITIES COMPLETE THIS FORM T￿ DISCL￿SE ￿￿BBY￿G ACTIVITIES PURSUANT TO 31 U.S.C. 1352 1. Type of Federal Action:2. Status ofFederal A￿￿o￿￿ 3. Report Type:□□a. bid/offer/application b. initial awa￿d c. p￿st-awa￿d D a. initial b. material chang￿ a. contract b. gra￿t c. coope￿ativ￿ agreement d. loan For Material Change Only: year__ q￿￿￿￿￿ ___ date o￿last report _ _ __ ￿. loan guarantee lo￿ insura￿ce 4.Name and Address ofReporting Entity 5. If Reporting Entity in No. 4 is Subawardee, Enter Name and Address ofPrime:DPrime D Subawarde￿ Tier ifknow￿￿ Congressional District, if know￿: ____ Federal Department/Agency: Congressional District, ifknow￿: _ __ _ 7. Federal Program Name/Description:6. CFDA Number, ifapplicabl￿_______ __ 9. Award Amount, if k￿ow￿: , 8.Federal Action Number, i￿known: $ 10.a. Name and Address of Lobby Registrant (If individual, la￿t name, fi￿st name, MI) 10.b. Individuals Performing Services (includ￿￿g address ifdifferent ￿￿￿ No. I0) (last ￿am￿, first ￿￿￿￿ MI) (attach Continuation Sheet(s) ￿￿￿￿￿￿￿￿￿￿￿￿￿￿￿￿￿￿￿ reque￿ted through ￿his ￿￿￿ is Signature: - ---------- -￿￿authorized by Title 31 U.S.C. Sect￿o￿ 1352. This￿￿￿￿￿￿￿￿￿ of l￿bbyi￿g activitie￿ is a ￿￿￿￿￿￿￿ ￿￿￿￿￿￿￿￿￿￿￿￿￿ of fact upon wh￿ch rel￿ance w￿￿ p￿aced by the tier above when his tr￿ns￿ction was m￿de or ent￿red int￿. Th￿s discl￿sure is required pursuant to 31 U.S.C. 1352. This ￿￿￿￿￿￿￿￿￿￿ ￿￿￿ b￿ available ￿rpublici￿spection. Any pe￿on who ￿￿￿￿ ￿ file the required disc￿osure sh￿ll be subject to a civil pen￿lty ofn￿t ￿e￿￿ than $I0,000 and ￿ot more than $100,000 ￿reach such failure. Print Name: ______________-, Title:----------------￿, T￿lepho￿e No.: ____ Date: Authoriz￿d ￿￿ Local Reproduction Standard Form-LLL (Rev. 7-97)Federal Use Only: 10 of 10 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 53       Packet Pg. 405 HUD PACKET ATTACHMENT FORMS PAGE 1 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 54       Packet Pg. 406 HUD PACKET ATTACHMENT FORMS PAGE 2 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 55       Packet Pg. 407 HUD PACKET ATTACHMENT FORMS PAGE 3 San Bernardino Hope Campus, Number TBD San Bernardino, CA TBD until work commences. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 56       Packet Pg. 408 HUD PACKET ATTACHMENT FORMS PAGE 4 BIDDERS QUESTIONNAIRE FORMFill out all the following information and submit with Bid Proposal: IBidder/Contractor's Name:C￿￿￿￿ Business Address:J ￿ S￿-￿ ￿Lu ￿￿,￿ ￿ q￿￿ 1￿￿￿1￿,￿IN3￿IITelephone Number:Email: #: NA Class: ￿￿￿ ￿ f￿￿ ￿￿￿ ￿￿￿ ￿ ￿￿￿ ￿￿￿,￿￿ ￿f , u California State Contractor's License Number ￿ and Class: ITax Identification Number:￿ - ￿ a335JJIDIR Contractor Registration Number:(Please see below*) IUEI Number:□￿A YES #:Business License: Do you currently have an active ￿NOCity Business License?w• ￿ ￿ ￿ ￿￿X ￿￿￿￿￿￿ ￿￿INumber of years of experience the company has as a contractor: DIR Contractor Worker(s) Classification (s) (e.g. laborer, electrician, cement mason etc.) (TBD up registration. Please see below*) □YES ￿NO Has the company or any principal having an interest in this Bid ever failed to complete a If yes, explain: project? □￿YES NoHas the company or any principal having an interest in this Bid ever been terminated for r•￿￿ ￿ ￿ I ￿￿￿If yes, e lain:cause, even if was converted to a "termination of ￿ l ￿lv ￿•y ￿ 'convenience" 0 •￿,(,￿( (Please see below**) Oindividual OPartnership ￿￿mi￿ed Liability CompanyType of Firm: Ocorporation (State ) Oo￿her (specify) *CREDE is in the process of applying for DIR Registration. However, the DIR is undergoing system maintenance and has issued: 1) NOTIFICATION PAUSING eCPR ENFORCEMENT - 1771.4(a)(3); and 2) System Maintenance Notice For more information, please see: https://www.dir.ca.gov/Public-Works/PublicWorks.html. **CREDE Legacy Holdings, via BayView Senior Living, filed a claim against a private individual, LP Investor Ron Thauer, for specific performance for not providing agreed and promised funding. This dispute is related to Ron Thauer’s investment and is unrelated to provisions of project management services for any of our clients. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 57       Packet Pg. 409 HUD PACKET ATTACHMENT FORMS PAGE 5 D Minority Business Enterprise(MBE)D Women Business Enterprise (WBE) Small Disadvantaged Business (SDB) Veteran OwnedBusiness DDD￿D￿sabled Veteran Owned Business None App￿y ..... ..'• List a￿.least three r￿￿a￿￿￿pojects completed ￿￿ ￿he last i e (S)years: -. •• '. ·_ , .':,.f . ·: .•• '·C'; ..·.-,•-_•:_,, , . 1. Name of Project: Con￿ac￿: Seminole Springs Modular Home Park (staff: Yonas Misgina) I Phone:To be provided upon request.To be provided upon request. Loca￿ion of Projec￿ (City/State): Agoura, CA I Date Comple￿ed:Total Development Cost $$56.56MCon￿act Amount:2021 Brief Description of Work: Modular home park included building construction and street improvements. Repairs were made to the storm drains, and water, gas, and sewer pipelineswere upgraded. 2. Name of Project:El Verano Apartments (staff: Miguel Garcia and Krisna Bennett)ICon￿ac￿:Phone:Andy Nogal, Dep. Dir. Community &Economic Dev., City of Anaheim 714-765-4368 Location of Projec￿ (C￿￿y/State):IAnaheim, CA Contact Amoun￿: Total Development Da￿e Completed:2021Cost $23.4 Million. Br￿ef Descrip￿￿on of Work:Development of a 54-unit senior and homeless senior community, comprised of 50% low-income seniors and 50% formerly homeless seniors. The projectwas funded through 9% Low-income Housing Tax Credits. 3. Name of Projec￿:IEnlightenment Plaza (staff: OMG/Krisna Bennett) Con￿act:Darryl Embry, Sr. Proj. Mgr Phone: 909-979-9844Sinanian Construction Loca￿ion of Project (City/S￿ate):ILos Angeles, CA TotalDevelopment Cost $45MContact Amoun￿:Da￿e Comp￿e￿ed: In ProgressBrief Description of Work:454-units, w/managers units, of 100% affordable Permanent Supportive Housing with onsite, wraparound services. Amenities include a residentgarden, lounge areas, a gym, a computer lab, and transportation, plus onsitehousing for case managers and staff...Surety Company that will provide all Insurance Requirements::• ..•._:.'',.'. Name of Surety: Bryson Casualty Insurance Services, Inc. Address:3777 Long Beach Blvd, 5th Floor, Long Beach, CA 90807 Jeremy Martin, Account Executive, Property & CasualtySurety Company:Phone: (562) 617-0314 direct City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 58       Packet Pg. 410 HUD PACKET ATTACHMENT FORMS NOTICE OF DIR PENDING REGISTRATION AND DELAY CREDE’s Department of Industrial Relations registration application is pending (see below). The DIR is undergoing system maintenance and has issued: ■NOTIFICATION PAUSING eCPR ENFORCEMENT - 1771.4(a)(3); and ■System Maintenance Notice. For more information, please see https://www.dir.ca.gov/Public-Works/ PublicWorks.html. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 59       Packet Pg. 411 HUD PACKET ATTACHMENT FORMS PAGE 6 NON-SEGREGATED FACILITIES CERTIFICATION FEDERALLY-ASSISTED CONSTRUCTION PROJECTS The federally-assisted construction contractor certifies that he/she DOES NOT and WILL NOT: 1.Maintain or provide, for his/her employees￿ any segregated facilities at any of his/her establishments. 2.Permit his/her employees to pe￿orm their services at any location, under his/her control, where segregated facilities are maintained. The federally-assisted contractor agrees that a breach of this certification is a violation of the Equal Opportunity Clause in this contract. As used in this certification￿ the term segregated facilities means any waiting room, work areas￿ restrooms and washrooms, restaurants and other eating areas￿ time clocks￿ locker rooms and other storage or dressing areas￿ parking lots, drinking ￿untains￿ recreation or entertainment areas, transportation￿ and housing facilities provided for employees which are segregated by explicit directive or are in fact segregated on the basis of race, creed￿ color￿ or national origin￿ because of habit￿ local custom￿ or otherwise. The federally-assisted contractor agrees that (except where he/she has obtained identical certifications from proposed subcontractors for specific time periods) he/she will obtain identical certifications from proposed subcontractors prior to the award of subcontracts exceeding $10￿000 which are not exempt from the provisions of the Equal Opportunity Clause, and that he/she will retain such certifications in his/her files. NOTE: The penalty for making false statements in offers is prescribed in 18 U.S.C. 1001. I ￿/￿￿￿￿ ￿Date:Project Number: _T_B_D ________I Company: ￿￿￿￿￿￿￿-------------------------- Address: /￿3￿￿ ￿￿￿ ￿￿￿￿￿~ ￿￿￿ ￿￿• ￿ ￿￿￿ ￿￿￿￿ ?￿￿￿ ￿￿￿ By: ￿U￿ Title:G￿ City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 60       Packet Pg. 412 HUD PACKET ATTACHMENT FORMS PAGE 7 CERTIFICATION WITH REGARD TO THE PERFORMANCE OF PREVIOUS CONTRACTS OR SUBCONTRACTS SUBJECT TO THE EQUAL OPPORTUNITY CLAUSE AND THE FILING OF REQUIRED REPORTS The￿idder, □proposed sub-contractor, ￿ereby certifies t￿at ￿e/s￿e □￿as, ￿as not, participated in a previous contract or subcontract subject to t￿e Equal Opportunity Clause, as required by Executive Orders 10925, 11114, or 11246, and t￿at ￿e/s￿￿ ￿as, ￿as not, filed wit￿ t￿e Joint Reporting Committee, t￿e Director of t￿e Office of Federal Contract Compliance, a Federal Government contracting or administering agency, or t￿e former President's Committee on Equal Employment Opportunity, all reports due under t￿e applicable filing requirements. Date: /v(￿ ￿i￿￿￿Project Number: __TB_D _ __ Contract Award: $TBD------- Awarding Agency: Gt￿ A s￿ L￿￿￿ ￿￿ Contractor Name: Affiliate Company: ￿￿￿￿￿ ￿￿￿￿￿ Total Number of Employees J￿ G ￿l1 ￿￿ ￿￿￿￿￿p By: Title: ￿ ￿￿ ￿￿￿ ￿ NOTE: The above certification is required by the Equal Employment Opportunity Regulations of the Secretary of Labor (41 CFR 60-1.7(b)(1), and must be submitted by bidders and proposed subcontractors only in connection with contracts and subcontracts which are subject to the equal opportunity clause. Contracts and subcontracts which are exempt from the equal opportunity clause are set forth in 41 CFR 60-1.5 (Generally only contracts or subcontracts of $10,000 or under are exempt). Proposed prime contractors and subcontractors who have participated in a previous contract or subcontract subject to the Executive Orders and have not filed the required reports should note that 41 CFR 60-1.7(b)(1) prevents the award of contracts and subcontracts unless such contractor submits a report covering the delinquent period or such other period specified by the U.S. Department of the Interior or by the Director, Office of Federal Contract Compliance, U.S. Department of Labor. SF-100(EEO-1)must be filed by: (A) All private employers who are: (1) (2) Subject to Title VII of the Civil Rights Act of 1964 (as amended) with 100 or more employees. Subject to Title VII who has fewer than 100 employees, if the company is owned or affiliated with another company, or there is centralized ownership, control or management so that the group legally constitutes a single enterprise, and the entire enterprise employs a total of 100 or more employees. (B) All federal contractors (private employers), who: (1) (2) Are not exempt as provided for by 41 CFR 60-1.5 Have 50 or more employees, and a. Are prime contractors or first-tier subcontractors, and have a contract, subcontract, or purchase order amounting to $50,000 or more; or b. Serve as a depository of Government funds in any amount, or c. Is a financial institution, which is an issuing, and paying agent for U.S. Savings Bonds and Notes. City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 61       Packet Pg. 413 HUD PACKET ATTACHMENT FORMS PAGE 8 CERTIFICATION REGARDING LOBBYING Certification for Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (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 Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. 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 section 1352, title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,00 O and not more than $100,000 for each such failure. The undersigned states, to the best of his or her knowledge and belief, that: If any 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 commitment providing for the United States to insure or guarantee a loan, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in accordance with its instructions. Submission of this statement is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required statement shall be subjec t to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. * CONTRACTOR/SUBCONTRACTORI ￿￿E￿G I * PRINTED NAME AND TITLE OF AUTHORIZED REPRESENTATIVEIl •First Name:I Middle Name: II I￿, 1/￿￿Prefix:￿￿￿lk￿I Suffix: II I• Last Name: ￿￿￿￿￿￿￿ ￿ I Ic￿u• Title: II I• SIGNATURE: I ￿/ ￿ ￿ ￿• DATE:(￿￿￿:￿￿￿ ￿￿ City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 62       Packet Pg. 414 HUD PACKET ATTACHMENT FORMS PAGE 9 WORKER'S COMPENSATION CERTIFICATION I certify, by signature below, that I am aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for worker's compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract. Project Number: __TB_D _______ Project Name: ￿￿￿￿ ￿J ￿￿￿￿-￿￿0￿ -￿￿￿￿￿￿S ________1 ￿ ￿ ￿=￿￿￿￿I￿￿￿￿✓￿ Company Name: _￿G ￿￿￿￿G=-￿o￿S-=------------------- Address: / ￿3 ￿￿ U￿￿ ￿￿￿￿￿￿ ￿ S , ￿ ￿￿￿ ￿￿￿￿￿ ￿ ￿￿￿ ￿￿￿￿ Print Name: _G_o_￿/￿ -￿￿--￿￿__,_￿________________ 1 Title:￿￿￿ Signature: ￿ ￿ ￿ City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 63       Packet Pg. 415 HUD PACKET ATTACHMENT FORMS PAGE 10 DECLARATION OF INTENT TO COMPLY WITH SECTION 3 REQUIREMENTS As a minimum requirement for consideration of a contract award, the Bidder/Proposer shall declare his/her intent to comply with Section 3 (24 CFR 75) of the Housing and Urban Development Act of 1968, as amended (Section 3). The Bidder/Proposer is obliged, to the greatest extent feasible, to give opportunities for training and employment to low-income and very low-income persons residing in the service area or neighborhood in which the covered Section 3 project/service is located, and/or to award subcontracts to other Section 3 business concerns that provide economic opportunities for Section 3 workers and Targeted Section 3 workers. Bidder/Proposer agrees that, as a condition of responsiveness to the solicitation and prior to recommendation for contract award by the Local Contracting Agency (LCA),he/she will agree to comply with the Section 3 requirements by including the Section 3 contract language in the contract, to the greatest extent feasible, to meet the Section 3 benchmarks and report all accomplishments with required documentation on a quarterly basis for the duration of the contract. The Section 3 benchmarks apply to all Section 3 covered contracts as follows: •Public housing financial assistance benchmarks: o Section 3 workers: 25% or more for the total number of labor hours worked by all workers employed, and o Targeted Section 3 workers: 5% or more of the total number of labor hours worked by all workers employed of which is included as part of the 25% threshold in the previous bullet. Community development financial assistance benchmarks:• o Section 3 workers: 25% or more for the total number of labor hours worked by all workers employed on a Section 3 project, and o Targeted Section 3 workers: 5% or more of the total number of labor hours worked by all workers employed on a Section 3 project of which is included as part of the 25% threshold in the previous bullet. Failure of the Bidder/Proposer to agree to comply with the Section 3 requirements and reporting obligations shall be grounds for determining the Bidder/Proposer non- responsive, and no further consideration for contract award shall be granted. I declare under penalty ofperju￿ under the laws of the State ofCali￿￿ia that we agree to comply with the Section 3 requirements as stated above. ￿￿￿J￿￿O/ V￿ ￿￿￿ ￿￿ S￿￿￿￿￿￿￿ ￿￿ ￿￿￿ ,LName of Contractor/Subcontractor Address Print Na e Title ￿w￿Signa Declaration of Intent to Comply with Section 3 Requirements Rev. 9.1.21 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 64       Packet Pg. 416 HUD PACKET ATTACHMENT FORMS PAGE 11 SECTION 3 BUSINESS CONCERN CERTIFICATION Business Name: Address: City/State/Zip Code: ￿￿,￿ vA 5 ￿G￿L ￿Telephone Number: ￿￿5 ￿￿I t ￿￿v￿ Email Address: ￿￿￿￿ ￿Gr￿,￿￿· ￿d1 This business is a Section 3 business concern based on one of the following categories, as documented: □A.Business is 51 % or more owned by low- or very low-income persons, (Attach a Section 3 Worker Certification(s) for each owner to this certification.) □B.Over 75 percent (75%) of the labor hours performed for the business over the prior three-month period are performed by Section 3 workers, Provide the following information for the prior three-month period: • • • Indicate total number of labor hours performed by Section 3 workers: __Hours Indicate total number of labor hours performed by all workers: Calculate the percentage of labor hours by Section 3 workers: __Hours ___% (Attach the Section 3 Worker Certifications and Section 3 Labor Hours Reports.) □C.%Business is 51 or more owned and controlled by current public housing residents or residents who currently live in Section 8-assisted housing. (Attach proof of public housing or Section 8-assisted housing residence.) D.The above-mentioned business firm is not a Section 3 business concern, but commits to the Section 3 goal: Submit Notice of Section 3 Commitment Form (NOTE: FAILURE OF THE BUSINESS TO PROVIDE THE REQUIRED DOCUMENTATION AS NOTED ABOVE SHALL BE GROUNDS FOR THE LCA TO DETERMINE THE BUSINESS A NON-SECTION 3 BUSINESS CONCERN.) I declare under penalty ofperju￿ under the laws of the State of Cali￿￿ia that the in￿￿ation stated above is true and co￿ect. /01 !￿/￿￿7SignatTitleDa￿ TO BE COMPLETED BY LOCAL CONTRACTING AGENCY STAFFThis business meets the following category:□ 51% owned by low- or very low-income persons, □ 75% of labor hours performed by Section 3 workers, or □ 51% currently owned and controlled by public housing or Section 8-assisted housing residents. □ None of the a￿ve￿ Approved by: Print Name ,__________ Signature:___________ Date:____() Section 3 Business Concern Certification Rev. 9.1.21 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 65       Packet Pg. 417 HUD PACKET ATTACHMENT FORMS PAGE 12 NOTICE OF SECTION 3 COMMITMENT TO: (Name of Labor Union, Workers Representative, etc. (Address) _______Name of Business (Contractor):-￿? ￿￿·_D G_____________￿￿￿￿ Project Name: ￿￿￿ l3￿￿￿￿￿￿ /✓￿￿￿reject Number: __T_B_D ______￿ The Undersigned currently holds a contract with __________________ TBDinvolving Block Grant (CDBG) funds from the U.S. Department of Housing and Urban Development or a subcontract with a prime contractor holding such contract. You are advised that under the provisions of the above contract or subcontract and in accordance withSection 3 of the Housing and Urban Development Act of 1968, the undersigned is obligated to the greatest extent feasible, to give opportunities for employment and training to lower income residence of the CDBG-assisted project area and to award contracts for work on the project to business concerns which are located in or are owned in substantial part by project area residence. Regarding employment opportunities forSection 3, the minimum number and job titles are: Number Job Classification TBD Regarding job referrals, request that consideration be given, to the greatest extent feasible, to assignment of persons residing in the service area or neighborhood in which the project is located. The anticipated date the work will begin is______ For additional information, you mayApprox Dec. 2024 contact ￿-￿￿￿￿e,s-on￿·,￿-m-e-----at￿_ _￿______------￿T.-e ____ ￿￿￿P This notice is furnished to you pursuant to the provisions of the above contract or subcontract and Section 3 of the Housing and Urban Development Act of 1968.Copies of this notice will be posted by the undersigned in conspicuous places available to employees or applicants for employment. ￿ I￿ ￿1 t￿ , ￿￿￿￿(-￿S t￿￿￿1￿￿￿￿￿-f (Print Name)By: _￿f￿￿￿/'￿￿￿￿ <￿ G ￿￿r· I (Date)(Title) City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 66       Packet Pg. 418 HUD PACKET ATTACHMENT FORMS PAGE 13 Not available at time of RFQual SECTION 3 INCOME CERTIFICATIONPrinted on:Effective Date: INSTRUCTIONS: A Section 3 worker seeking certification shall self-certify and submit this form to the recipient contractor or subcontractor, that the person is a Section 3 worker or Targeted Section 3 Worker as defined in 24 CFR Part 75. This is a written statement from the beneficiary documenting the definition used to determine "Annual (Gross) Income". To complete this statement, fill in the blank fields below, then sign this statement to certify that the information is complete and accurate, and that source documentation will be provided upon request. BASIC INFORMATION: Last Name:First Name: Address: ENTER/SELECT THE APPROPRIATE INFORMATION TO CONFIRM YOUR WORKER STATUS. 1. Are you a resident of public housing or a housing choice Voucher Holder (Section 8)? 2. Are you a Youth Build participant? □ YES □ YES □ YES □ NO □NO □ NO3. Do youlive within onemile of the Project? DEFINITION OF INCOME: HUD 24 CFR Part 5 Low-incomeperson means individuals whose incomes do not exceed 80 percent of the median income for the area. Very low-income person means individuals whose incomes do not exceed SO percent ofthe median family income for the area. To verify Income Limits by Area: https://www.huduser.gov/porta￿datasets/i1.html#2021 *Please note that HUD updates income limits annually In the field below, select the amount of individual(employee only) income you believe you earn on an annual basis.□ Less than $20,000 □□ $55,001 -$60,000$35,001 -$40,000 $40,001 -$45,000 $45,001 -$50,000 $50,001 -$55,000 □ $20,001 - $25,000 □ $25,001 -$30,000□ $30,001 - $35,000 □□$60,001 -$65,000 $65,001 -$70,000□ More than$70,000 □□□ INCOME INFORMATION: Annual gross income (Individual/ One Person) = $ ___________ IDENTIFY COUNTY: D Los Angeles County D Orange County D Riverside County D San Bernardino County 1 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 67       Packet Pg. 419 HUD PACKET ATTACHMENT FORMS PAGE 14 Not available at time of RFQual CERTIFICATIO N THIS SECTION MUST BE COMPLETED BY THE AUTHORIZED BUSINESS OWNER/AGENT The above-named personis: An applicant D A permanent full-time D A new hire/employee D I certify that this person's annual gross income is/will be: This person's work Classification is:Date of hire: Business Name Printed Name ofOwner /Agent Signature ofOwner/Agent Date 'EMPLOYERS MUST RETAIN THIS FORM IN THEIR SECTION 3 COMPLIANCE FILE FOR FIVE YEARS. I certify that this information is complete and accurate. I agree to provide, upon request, documentation on all income sourcesto the HUD Grantee/Program Administrator. Printed Full Name Signature Date: WARNING: The information provided on this form is subject to verification by HUD at any time, and Title 18, Section 1001 of the U.S. Code states that a person is guilty of a felony and assistance can be terminated for knowingly and willingly making a false or fraudulent statement to a department of the United States Government. THIS SECTION MUST BE COMPLETED BY LABOR COMPLIANCE AGENCY The above individual is (Check the applicable statement below):D A Section 3 worker who currently fits or when hired within the past five years fit at least one of the following categories, as documented: 1) The worker's income for the previous or annualized calendar year is below the income limit established by HUD. 2) The workeris employed by a Section 3 business concern. 3) The worker is a YouthBuild participant. D A ￿rgetedSection 3 worker who currently fits at least one of the following categories, as documented: 1) A worker employed by a Section 3 business concern; or 2) A worker who currently fits or when hired fit at least one of the followingcategories, as documented within the past five years: a. Living within the service area or the neighborhood of the project. b. A YouthBuild participant. D Not a Section 3 worker or Targeted Section 3 worker. Initial: 2 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 68       Packet Pg. 420 HUD PACKET ATTACHMENT FORMS PAGE 15 Not available at time of RFQual QUALITATIVE EFFORTS FOR CONTRACTORS□Engaged in outreach efforts to generate job applicants who a￿e Targeted Section 3 workers. Date of Outreach E￿￿￿￿ Address of Outreach ￿￿o￿ □ □ □ Provided training or apprenticeship opportunities. Date of Traiaiog Add￿, of Tra<aiog I I Provided technical assistance to help Section 3 workers compete for jobs (e.g., resume assistance, coaching). Date of Technical Assistance Address of Technical Assistance Provided or connected Section 3 workers with assistance in seeking employment including: drafting resumes, preparing ￿￿ interviews, and finding job opportunities connecting residents to job placement services. Date of Workers Assistance Address of Workers Assistance □Held one or more job fai￿s. Date of Job Fair Address of Job Fair I I □Provided or referred Section 3 worke￿s to services supporting work readiness and retention (e.g., work readiness activities, interview clothing, test fees, t￿ansportation, childcare). City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 69       Packet Pg. 421 HUD PACKET ATTACHMENT FORMS PAGE 16 Not available at time of RFQual Date of Referral Type of Se￿ice Provided or Referred □Provided assistance to apply for/or attend community college, a four-year educational institution, or vocational/technical training. Date of Assistance Type of Educational Assistance P￿￿￿ded □ □ □ Assisted Section 3 workers to obtain financial literacy training and/or coaching. Date of Assistance Type of Training/Coaching Provided Engaged in outreach efforts to identify and secure bids from Section 3 business concerns. Date of Outreach Description of Outreach Provided technical assistance to help Section 3 business concernsunderstand and bid on contracts. Date of Technical Assistance Name of Business Concern □Divided contracts into smaller jobs to facilitate participation by Section 3 business coNnacmeernosf .Business Concern I □Provided bonding assistance, guaranties, or other effo￿s to support viable bids from Section 3 business concerns. Name of Business Concern Description of Assistance City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 70       Packet Pg. 422 HUD PACKET ATTACHMENT FORMS PAGE 17 Not available at time of RFQual □Promoted use of business registries designed to create opportunities for disadvantaged and small businesses. Date of Activity Name of Business Registry □Outreach, engagement, or referrals with the state one-stop system as defined in Section 121(e)(2) of the Workforce Innovation and Opportunity Act 17. Date of Activity Description of Activity □---------------------------Other: Date of Activity Description of Activity ￿I￿Date:Contractor/Subcontractor Name Signature City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 71       Packet Pg. 423 RFQUAL EXHIBIT D FORMS ATTACHMENT 2 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 72       Packet Pg. 424 RFQUAL EXHIBIT D FORMS ATTACHMENT 3 N/A - No Exemption, Not on List City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 73       Packet Pg. 425 RFQUAL EXHIBIT D FORMS ATTACHMENT 4 ATTACHMENT 4 NON-COLLUSION DECLAR￿￿ON TO BE EXECUTED BY MODULAR COMPANY AND SUBMITTED WITH PROPOS AL The undersigned declares: I am the _C_￿______ of ￿￿£￿￿, the pa￿y making the foregoing proposal. The proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation. The proposal is genuine and not collusive or sham. The respondent has not directly or indirectly induced or solicited any other respondent to put in a false o￿ sham proposal. The respondent has not directly or indirectly colluded, conspired, connived, or agreed with any respondent or anyone else to put in a sham proposal, or to refrain from responding. The respondent has not in any manner, di￿ectly or indirectly, sought by ag￿eement, communication, or conference with anyone to fix the proposal price of the respondent or any other ￿espondent, or to fix any overhead, profit, or cost element of the proposal price, or of that of any other respondent. All statements contained in the proposal are true. The respondent has not, directly or indirectly, submitted his or he￿ proposal price or any b￿eakdown thereof, or the contents thereof, or divulged information or data relative thereto, to any corporation, partne￿ship, company association, organization, proposal depository, o￿ to any member or agent thereof to effectuate a collusive or sham proposal and has not paid, and will not pay, any person or entity for such purpose. Any person executing this declaration on behalf of a ￿espondent that is a co￿o￿ation, partnership, joint venture, limited liability company, limited liability partne￿ship, o￿ any other entity, hereby represents that he or she has full power to execute, and does execute, this declaration on behalf of the respondent. I declare under penalty of perju￿ under the laws of the State of California that the foregoing is true and correct and that this decla￿ation is executed on /01 /￿￿; ￿￿[date],'7at[city],￿[state].kh￿ Signed: ￿ ￿￿ ￿ ￿ Print Name &l￿ ￿) ￿￿u￿v ,￿ Page 46 of 72 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 74       Packet Pg. 426 RFQUAL EXHIBIT D FORMS ATTACHMENT 5 ATTACHMENT 5 PUBLIC WORKS CONTRAC TOR REGISTR￿ION CERTIFIC ATION Pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations. See http://￿w￿dir.ca￿gov/Public- Works/PublicWorks￿html for additional information. No bid will be accepted nor any contract entered into without proof of the contractor's and subcontractors' current registration with the Department of Industrial Relations to perform public work. Bidder hereby certifies that it is aware of the registration requirements set forth in Labor Code sections 1725.5 and 1771.1 and is currently registered as a contractor with the Department of Industrial Relations. Name of Bidder: DIR Registration Number: CREDE is in the process of applying for DIR Registration. However,the DIR is undergoing system maintenance and has issued a 1) NOTIFICATION PAUSING eCPR ENFORCEMENT - 1771.4(a)(3); and 2) System Maintenance Notice. For more information, please see https://www.dir.ca.gov/Public-Works/PublicWorks.html.Bidder further acknowledges: (1) Bidder shall maintain a current DIR registration for the duration of the project. (2) Bidder shall include the requirements of Labor Code sections 1725.5 and 1771.1 in its contract with subcontractors and ensure that all subcontractors are registered at the time of bid opening and maintain registration status for the duration of the project. Name of Bidder__￿_t_2_G_￿6￿E￿-______________ Signature ￿) ￿￿ ￿￿ Name and Title ￿￿￿ ￿￿￿1 ￿￿￿￿￿ • ￿ Dated /￿//￿/6￿ Page 47 of 72 City of San Bernardino, RFQual F-24-6001, Development Management Services October 17, 2024: Page | 75       Packet Pg. 427 18301 Von Karman Ave Suite 510 Irvine, CA 92612 (949) 542-4400 credegroup.com       Packet Pg. 428 Navigation Center Construction Background Development Ø Project Components Ø Development Timeline Contract Awards Ø Mandeville Modular Ø CREDE Construction Advisory Project Funding Next Steps ARPA Reallocation Recommendation       Packet Pg. 429 Background Navigation Center •Interim Housing •Hybrid Congregate/Non-Congregate •Design Capacity: o 180 Congregate Beds o 20 Non-Congregate Beds with in-unit bathrooms •Wrap Around Services o Case Management o Recuperative Care •Steel Frame Modular Construction       Packet Pg. 430 City Manager’s Office ERNA Enterprises (Consultant) Development Services Modular Manufacturer City Permitting Departments General Contractor Project Components Modular Manufacturer - Mandeville •Designs the layout for the site and modular units. •Provides construction documents to prepare site. •Manufactures and delivers the modular units. Development Services - CREDE •Manages the development and construction. •Manages labor standards and compliance. •Provides project inspections and quality control. General Contractor – To Be Determined •Performs on-site construction to prepare the site. (Grading, foundation, utility infrastructure, etc.) •Installs the modular units.       Packet Pg. 431 City Manager’s Office ERNA Enterprises (Consultant) Development Services Modular Manufacturer City Permitting Departments General Contractor Project Components Modular Manufacturer - Mandeville •Designs the layout for the site and modular units. •Provides construction documents to prepare site. •Manufactures and delivers the modular units. Development Services - CREDE •Manages the development and construction. •Manages labor standards and compliance. •Provides project inspections and quality control. General Contractor – To Be Determined •Performs on-site construction to prepare the site. (Grading, foundation, utility infrastructure, etc.) •Installs the modular units.       Packet Pg. 432 Pre-Development  Planning Design & Construction  Documents General  Contractor Bids On-Site Construction (Grading, Foundation, Utility Infrastructure, Paving, Landscaping, Etc.) Modular Unit FabricationProcurement of Long-Lead  Items & State Review Delivery, Installation, and Building Fit Out Final Insp. Review &  Award Permitting Process JanDec Feb AprMar May JulJun Aug OctSep Development Timeline Pre-Development Planning (4-6 weeks) •Confirm design requirements of the project. •Complete site survey and analysis. •Establish master schedule & phasing plan. Design & Construction Docs (6-7 weeks) •Preliminary Plans (schematics & concepts) •Design Documents (site plan, floor plan, elevations) •Final Working Drawings (Structural, utilities, etc.) •Construction Documents (for General Contractor) •Final design plans anticipated Mid February. Preliminary Tentative Timeline       Packet Pg. 433 Pre-Development  Planning Design & Construction  Documents General  Contractor Bids On-Site Construction (Grading, Foundation, Utility Infrastructure, Paving, Landscaping, Etc.) Modular Unit FabricationProcurement of Long-Lead  Items & State Review Delivery, Installation, and Building Fit Out Final Insp. Review &  Award Permitting Process JanDec Feb AprMar May JulJun Aug OctSep JanDec Feb AprMar May JulJun Aug OctSep Nov Development Timeline Pre-Development Planning (4-6 weeks) •Confirm design requirements of the project. •Complete site survey and analysis. •Establish master schedule & phasing plan. Design & Construction Docs  (6-7 weeks) •Preliminary Plans (schematics & concepts) •Design Documents (site plan, floor plan, elevations) •Final Working Drawings (Structural, utilities, etc.) •Construction Documents (for General Contractor) •Final design plans anticipated Mid February.       Packet Pg. 434 JanDec Feb AprMar May JulJun Aug OctSep JanDec Feb AprMar May JulJun Aug OctSep Nov Pre-Development  Planning Design & Construction  Documents General  Contractor Bids On-Site Construction (Grading, Foundation, Utility Infrastructure, Paving, Landscaping, Etc.) Modular Unit FabricationProcurement of Long-Lead  Items & State Review Delivery, Installation, and Building Fit Out Final Insp. Review &  Award Permitting Process Development Timeline Permitting Process (6 weeks) •Submit construction documents for plan check. •CREDE to assist with securing permits. General Contractor Bids & Award (6-8 weeks) •30-day request for bids anticipated in February. •Contract award anticipated in April. Long-Lead Items & State Review (6 weeks) •Modular plans to be approved by State. •Begin ordering electrical systems and other items. •Will likely overlap with Modular Manufacturing.       Packet Pg. 435 Pre-Development  Planning Design & Construction  Documents General  Contractor Bids On-Site Construction (Grading, Foundation, Utility Infrastructure, Paving, Landscaping, Etc.) Modular Unit FabricationProcurement of Long-Lead  Items & State Review Delivery, Installation, and Building Fit Out Final Insp. Review &  Award Permitting Process JanDec Feb AprMar May JulJun Aug OctSep JanDec Feb AprMar May JulJun Aug OctSep Nov Development Timeline Modular Unit Fabrication (8-10 weeks) •Manufacture modular units. o Steel Framing Fabrication o Frame Assembly o Insulation & Panels Installation o Interior Finishing •Developer to conduct quality inspections. •City staff to perform site-visits. •Finished modules are stored at assembly facility until site is ready for delivery.       Packet Pg. 436 Pre-Development  Planning Design & Construction  Documents General  Contractor Bids On-Site Construction (Grading, Foundation, Utility Infrastructure, Paving, Landscaping, Etc.) Modular Unit FabricationProcurement of Long-Lead  Items & State Review Delivery, Installation, and Building Fit Out Final Insp. Review &  Award Permitting Process JanDec Feb AprMar May JulJun Aug OctSep JanDec Feb AprMar May JulJun Aug OctSep Nov Development Timeline On-Site Construction (24+ weeks) •Initial site preparation work to be completed first (grading, foundation, utility infrastructure work). o Note: Demo of existing buildings to be completed during first quarter of 2025. •Paving, landscaping, lighting, etc. to be completed concurrently with the delivery, installation, and finishing of the modular units.       Packet Pg. 437 Pre-Development PlanningDesign & Construction  Documents General  Contractor Bids On-Site Construction (Grading, Foundation, Utility Infrastructure, Paving, Landscaping, Etc.) Modular Unit FabricationProcurement of Long-Lead  Items & State Review Delivery, Installation, and Building Fit Out Final Insp. Review &  Award Permitting Process JanDecFeb AprMar May JulJun Aug OctSep JanDecFeb AprMar May JulJun Aug OctSep Nov Development Timeline Delivery, Installation, & Fit Out (16 weeks) •Delivery to occur when site is ready for the modular units to be placed on their foundations. •Join modular units and seal together. •Complete utility hookups. •Install IT equipment, kitchen equipment, etc. •Conduct final quality control inspections. •Create a “punch list” of remaining issues. Final Inspections (1-2 weeks) •Ensures compliance with all building codes. •Issue Certificate of Occupancy.       Packet Pg. 438 Pre-Development PlanningDesign & Construction Documents General  Contractor Bids On-Site Construction (Grading, Foundation, Utility Infrastructure, Paving, Landscaping, Etc.) Modular Unit FabricationProcurement of Long-Lead  Items & State Review Delivery, Installation, and Building Fit Out Final Insp. Review &  Award Permitting Process JanDecFebAprMar May JulJun Aug OctSep Nov JanDecFebAprMar May JulJun Aug OctSep Nov Development Timeline Delivery, Installation, & Fit Out (16 weeks) •Delivery to occur when site is ready for the modular units to be placed on their foundations. •Join modular units and seal together. •Complete utility hookups. •Install IT equipment, kitchen equipment, etc. •Conduct final quality control inspections. •Create a “punch list” of remaining issues. Final Inspections (1-2 weeks) •Ensures compliance with all building codes. •Issue Certificate of Occupancy.       Packet Pg. 439 Pre-Development  Planning Design & Construction  Documents General  Contractor Bids On-Site Construction (Grading, Foundation, Utility Infrastructure, Paving, Landscaping, Etc.) Modular Unit FabricationProcurement of Long-Lead  Items & State Review Delivery, Installation, and Building Fit Out Final Insp. Review &  Award Permitting Process JanDec Feb AprMar May JulJun Aug OctSep Delivery, Installation, & Fit Out(16 weeks) •Delivery to occur when site is ready for the modular units to be placed on their foundations. •Join modular units and seal together. •Complete utility hookups. •Install IT equipment, kitchen equipment, etc. •Conduct final quality control inspections. •Create a “punch list” of remaining issues. Final Inspections(1-2 weeks) •Final Inspections. •Issue Certificate of Occupancy. Preliminary Tentative Timeline Delivery, Installation, & Fit Out(16 weeks) •Delivery to occur when site is ready for the modular units to be placed on their foundations. •Join modular units and seal together. •Complete utility hookups. •Install IT equipment, kitchen equipment, etc. •Conduct final quality control inspections. •Create a “punch list” of remaining issues. Final Inspections(1-2 weeks) •Ensures compliance with all building codes. •Issue Certificate of Occupancy. Development Timeline Background & Experience •Located in Palmdale, CA. •Specializes in steel-frame modular construction. oHas previously competed six transitional housing projects and four navigation centers. oIncludes Hope of the Valley Bridge Housing. •Subcontracts with Tavares & Associates. oModular Architecture & Engineering Firm oProjects range from Permanent Supportive Housing to Luxury Apartments.       Packet Pg. 440 Pre-Development  Planning Design & Construction  Documents General  Contractor Bids On-Site Construction (Grading, Foundation, Utility Infrastructure, Paving, Landscaping, Etc.) Modular Unit FabricationProcurement of Long-Lead  Items & State Review Delivery, Installation, and Building Fit Out Final Insp. Review &  Award Permitting Process JanDec Feb AprMar May JulJun Aug OctSep Preliminary Tentative Timeline Mandeville Modular Background & Experience •Located in Palmdale, CA. •Specializes in steel-frame modular construction. o Has previously competed six transitional housing projects and four navigation centers. o Includes Hope of the Valley Bridge Housing. •Subcontracts with Tavares & Associates. o Modular Architecture & Engineering Firm o Projects range from Permanent Supportive Housing to Luxury Apartments.       Packet Pg. 441 Mandeville Modular Contract Terms •Total Cost: $10,093,027 •12 Months •Includes 15% Contingency o Allows the City to explore additional design options including future vertical expansion and additional recuperative care units. Roles & Responsibilities •Design the Project (site plan and facility layout). •Create the Construction Documents. •Manufacture the Modular Units. •Deliver the Modular Units. Description Total Cost Architecture, Structural, Civil, MEP $               685,045  CASP Design and Review $                 48,500  Volumetric Modular Units $            7,938,000  Project Management $               105,000  Total Cost $     8,776,545     15% Contingency $            1,316,482  Total Cost w/ Contingency $   10,093,027  Cost Proposal       Packet Pg. 442 Manufacturing Process Step 1: Steel Framing Fabrication •Frames are tailored to modular dimensions. •Allows for easy assembly and seamless integration with other modules. •Steel framed construction guarantees overall structural strength and integrity. Step 2: Frame Assembly •Assembled into a complete module skeleton. •Ensures alignment of walls, floors, and ceilings.       Packet Pg. 443 Manufacturing Process Step 3: Insulation & Panels Installation •High-performance insulation and interior/exterior wall panels are installed. •Ensures thermal efficiency and soundproofing. Step 4: Interior Finishing •Modules outfitted with interior elements: o Flooring o Cabinetry o Electrical wiring o Plumbing systems o Etc.       Packet Pg. 444 Manufacturing Process Step 5: Module Transportation •Completed modules are loaded onto transport vehicles and safely delivered to construction site. Step 6: On-Site Assembly and Stacking •Modules are craned into position and stacked to form the final building. •Connections are secured and sealed to ensure structural integrity.       Packet Pg. 445 Concept Renders       Packet Pg. 446 Design References       Packet Pg. 447 Design References       Packet Pg. 448 Preliminary Mass Study CONCEPT       Packet Pg. 449 CREDE Construction Advisory Background & Experience •Located in Irvine, CA. •Specializes in Development & Project Management. o Projects range from mixed-use residential, master planned communities, public facilities, commercial centers, etc. o Provided project management for the construction of the San Bernardino Justice Center •Subcontracts with Opportunity Marketing Group. o Specializes in regulatory compliance for projects that use federal funds. o Currently the official labor compliance consultant and enforcement officer for the City of Anaheim.       Packet Pg. 450 CREDE Construction Advisory Contract Terms •Total Cost: $1,091,148 •12 Months •No contingency is required o Typically not included for Development Management Services. Roles & Responsibilities •Project scheduling & coordination. •On-site supervision and quality control/inspections. •Budget monitoring and schedule monitoring. •Labor standards and regulatory compliance. •Final audit reporting. Description Total Cost Planning / Pre-Construction Phase $               272,787  Construction Phase $               818,361  Total Cost $     1,091,148  Cost Proposal Flat monthly fee of $90,929 per month for 12 months. (10 staff and a funding compliance specialist)       Packet Pg. 451 Project Funding Modular Manufacturer •Proposal: Mandeville Modular •Cost: $10,093,027 •Funds: ARPA Development Manager •Proposal: CREDE Construction Advisory •Cost: $1,091,148 •Funds: ARPA General Contractor •Proposal: To be awarded in April 2025. •Cost: TBD; estimated between $5 - $8 million. •Funds: CDBG, HOME-ARP, HHAP-3, Donations. ARPA Allocation Overview FundingSources:ARPA Allocation:$16,950,000 Previous  Expenditures:($160,610) Funding  Available:$16,789,390 Current AgreementsMandeville  Modular:$10,093,027 CREDE  Advisory:$1,091,148 General  Contractor:Will Not Use ARPA Amount  Obligated:$11,184,175 TotalAmount  Remaining:$5,605,215        Packet Pg. 452 Project Funding Modular Manufacturer •Proposal: Mandeville Modular •Cost: $10,093,027 •Funds: ARPA Development Manager •Proposal: CREDE Construction Advisory •Cost: $1,091,148 •Funds: ARPA General Contractor •Proposal: To be received in March 2025. •Cost: TBD; estimated between $5 - $8 million. •Funds: CDBG, HOME-ARP, HHAP-3, Donations.FundingSources:ARPA Allocation:$16,950,000 Previous  Expenditures:($160,610) Funding  Available:$16,789,390 Current AgreementsMandeville  Modular:$10,093,027 CREDE  Advisory:$1,091,148 General  Contractor:Will Not Use ARPA Amount  Obligated:$11,184,175 TotalAmount  Remaining:$5,605,215  CDBG Donations HHAP-3 HOME-ARP $1,901,365 $1,570,000 $808,385 $4,299,671 $1,901,365 $1,570,000 $808,385 $4,299,671 ---------------- ---------------- TBD TBD TBD TBD TBD TBD TBD TBD $1,901,365 $1,570,000 $808,385 $4,299,671$8,579,421  Overview Of All Funding Sources For Construction       Packet Pg. 453 Project Funding Modular Manufacturer •Proposal: Mandeville Modular •Cost: $10,093,027 •Funds: ARPA Development Manager •Proposal: CREDE Construction Advisory •Cost: $1,091,148 •Funds: ARPA General Contractor •Proposal: To be received in March 2025. •Cost: TBD; estimated between $5 - $8 million. •Funds: CDBG, HOME-ARP, HHAP-3, Donations.FundingSources:Amount ARPA:$16,950,000 CDBG:$1,901,365 Donations:$1,570,000 HHAP-3:$808,385 HOME-ARP:$4,299,671 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Obligation And Expenditure Deadlines Obligation: 12/31/2024 Timeliness: 4/31/2025       Packet Pg. 454 Project Funding Modular Manufacturer •Proposal: Mandeville Modular •Cost: $10,093,027 •Funds: ARPA Development Manager •Proposal: CREDE Construction Advisory •Cost: $1,091,148 •Funds: ARPA General Contractor •Proposal: To be received in March 2025. •Cost: TBD; estimated between $5 - $8 million. •Funds: CDBG, HOME-ARP, HHAP-3, Donations.FundingSources:Amount ARPA:$16,950,000 CDBG:$1,901,365 Donations:$1,570,000 HHAP-3:$808,385 HOME-ARP:$4,299,671 J F M A M J J A S O N D J F M A M J J A S O N D J June 2030 Obligation And Expenditure Deadlines Obligation: 12/31/2024 Timeliness: 4/31/2025 Timeliness: 4/31/2025 Expenditure: 12/31/2026 Expenditure: 6/30/2025       Packet Pg. 455 Next Steps Future Navigation Center Items •Workshop on Operations & Recuperative Care •Presentation on Final Design •Contract Awards for: o General Contractor o Lead Operator o Recuperative Care Provider •Project Completion and Grand Opening       Packet Pg. 456 Next Steps Transitional Housing •Part of a longer-term strategy on transitioning residents into permanent, affordable housing. •Necessary component in providing an effective strategy to address the City’s homeless population. •Provides an “exit strategy” for residents in the Navigation Center. •Ideal location would be near the Navigation Center to capitalize on the wrap-around services.       Packet Pg. 457 Next Steps Palm Field Park •13.78 Acres •Appraised at $2,650,000 •Currently owned by the Water Department •Zoned for Public Park and Public Facilities •Next to the SB HOPE Campus Site •Potential Location for Transitional Housing       Packet Pg. 458 ARPA Reallocation Option 1 •$2,955,215 towards Street Segment Repairs. •$2,650,000 towards the purchase of Palm Field. o No impact to the General Fund. o Restricts the use of the property for 20 years. o Prevents alternative uses if unsuccessful. Option 2 •$5,605,215 towards Street Segment Repairs. •Future purchase of Palm Field with General Fund. o No restricted uses are placed on the property. o Agreement for street segments repairs is ready now. o Future appraisal value of property is unknown.       Packet Pg. 459 Recommendation It is recommended that the Mayor and City Council of the City of San Bernardino, California: 1.Approve an Agreement for Design Services and the Purchase and Delivery of Goods with Mandeville Modular in the amount of $10,093,027; and 2.Approve a Professional Services Agreement with CREDE Construction Advisory in the amount of $1,091,148 for Development Management Services for the Navigation Center; and 6.Provide staff direction on how to reallocate the $5.6 million in surplus ARPA funds from the Navigation Center. * *Recommendations 3-5 pertain to authorizing staff to establish purchase orders and execute the agreements.       Packet Pg. 460 2 4 4 3 DISCUSSION City of San Bernardino Request for Council Action Date:December 4, 2024 To:Honorable Mayor and City Council Members From:Rochelle Clayton, Acting City Manager Gabriel Elliott, Director of Community Development and Housing Department:Community Development and Housing Subject:Reallocation of ARPA Funding to Service Contract for New Homeless Outreach Provider Recommendation: Receive an update on the City’s need to expand homeless outreach services and provide input to staff on the reallocation of remaining American Rescue Plan Act (ARPA) funds from the current contract to support continued homeless outreach services. Executive Summary On November 25, 2025, Hope the Mission submitted formal notice of their intent to terminate their Professional Services Agreement with the City of San Bernardino, with their final day of service being December 22, 2024. In order to prevent disruptions or gaps to vital homeless outreach services, it is requested that Council approves a homeless outreach contract with the next top-rated proposal under the same Request for Proposal (RFP) for the existing services. To ensure continuity, staff recommends awarding a new agreement to The Salvation Army, a local, experienced organization that specializes in providing services to the targeted population, and was the second- ranked proposer from the original homeless outreach procurement process. If direction given, staff will bring back a report to reallocate the remaining ARPA funds to a contract with the Salvation Army, which has demonstrated readiness to swiftly assume responsibility, collaborating with City staff to seamlessly transition operations and maintain essential services. Background The City of San Bernardino continues to grapple with a severe homelessness crisis, housing 36% of San Bernardino County’s homeless population, as reported in the 2024 Point-in-Time Count (PITC). Recognizing the urgent need for targeted outreach, the City Council allocated $1.5 million in American Rescue Plan Act (ARPA) funds in 2023       Packet Pg. 461 2 4 4 3 to enhance homeless outreach efforts. Hope the Mission was awarded the initial contract to provide these services, focusing on engaging at-risk populations, including participants in the City’s motel voucher program and individuals identified as homeless under HUD guidelines. Discussion Modified Homeless Outreach Agreement Staff recommends transitioning homeless outreach services to The Salvation Army, which was the second-ranked proposer from the City’s original homeless outreach procurement process. The City would like to partner with the Salvation Army due to their extensive experience, capacity, and readiness to assume responsibilities immediately. Reallocation of Remaining ARPA Funds Hope the Mission’s (HTM) existing homeless outreach contract has a remaining $680,000 in ARPA funds. Staff recommends that the remaining ARPA funds be rolled into a new homeless outreach contract with the Salvation Army. The Term of the Agreement would be from the time of award, anticipated to be December 18, 2024 through December 31, 2026. Additional ARPA funds may be allocated from the surplus ARPA funds from the Navigation Center project. 2021-2025 Strategic Targets and Goals The request to approve the Subrecipient Agreements with Salvation Army aligns with Strategic Target No. 3: Improved Quality of Life by reducing the burden of homelessness through enjoyment, collaboration, and partnership with other entities. Fiscal Impact There is no fiscal impact associated with this informational report. Conclusion Receive an update on the City’s need to expand homeless outreach services and provide input to staff on the reallocation of remaining American Rescue Plan Act (ARPA) funds from the current contract to support continued homeless outreach services. Attachments 1. Attachment – ARPA Funding Table Ward: All Wards Synopsis of Previous Council Actions:       Packet Pg. 462 2 4 4 3 August 4, 2021 Mayor and City Council received a report and discussed the allocation of ARPA funds. December 7, 2022 Mayor and City Council approved the use of ARPA funds in the amount of $1.5million to create a city-wide Homeless Outreach Team. February 1, 2023 Mayor and City Council approved a Homelessness State of Emergency Declaration. May 17, 2023 Mayor and City Council approved the Professional Services Agreement with Hope the Mission for Outreach Services. June 26, 2023 Mayor and City Council approved Amendment #1 to the Professional Services Agreement with Hope the Mission. May 1, 2024 Mayor and City Council approved Amendment #2 to the Professional Services Agreement with Hope the Mission to extend the agreement term by one year until May 31, 2025.       Packet Pg. 463 MASTER ARPA FUNDING TABLE Current Allocation Change In Allocation New Allocation Small Business 3,126,300.00$ -$ 3,126,300.00$ Entrepreneur Resource Center 1,873,700.00$ -$ 1,873,700.00$ Façade Improvements 1,000,000.00$ -$ 1,000,000.00$ Seccombe Park 9,000,000.00$ 3,792,332.00$ 12,792,332.00$ Nicholson Park 8,850,000.00$ (1,769,398.00)$ 7,080,602.00$ Roosevelt Bowl 600,000.00$ -$ 600,000.00$ Lytle Creek 600,000.00$ -$ 600,000.00$ Guadalupe Fields 2,063,851.00$ (1,200,000.00)$ 863,851.00$ Encanto Community Center 655,887.00$ (655,887.00)$ -$ Graffiti Abatement 1,000,000.00$ -$ 1,000,000.00$ Violence Intervention Program 1,000,000.00$ -$ 1,000,000.00$ Street Improvements 1,080,158.00$ (1,080,158.00)$ -$ Water Infrastructure 5,160,000.00$ (2,160,000.00)$ 3,000,000.00$ Lutheran Social Services 5,000,000.00$ -$ 5,000,000.00$ Motel Voucher 973,500.00$ -$ 973,500.00$ Navigation Center Construction 12,450,000.00$ 4,500,000.00$ 16,950,000.00$ Navigation Center Operations 4,500,000.00$ (4,500,000.00)$ -$ Homeless Outreach Team 1,500,000.00$ -$ 1,500,000.00$ Mobile Showers & Laundry 150,000.00$ -$ 150,000.00$ Temporary ASU Housing 76,500.00$ -$ 76,500.00$ Emergency Nuisance & Abatement 500,000.00$ -$ 500,000.00$ ERP System 10,000,000.00$ -$ 10,000,000.00$ Hero Pay 5,145,000.00$ -$ 5,145,000.00$ Current Allocation Change In Allocation New Allocation Police Real Time Information Center -$ 2,497,500.00$ 2,497,500.00$ Economic Dev Software Program -$ 129,948.00$ 129,948.00$ Library Animaker Space -$ 1,797,174.00$ 1,797,174.00$ (Previously Unallocated ARPA) Parks City Services Infrastructure Homeless Services IT Infrastructure Salaries New Projects/Programs 77,656,407.00$ New Programs 1,351,511.00$ Existing Projects/Programs TOTAL 76,304,896.00$ Econ Dev       Packet Pg. 464 2 4 3 3 DISCUSSION City of San Bernardino Request for Council Action Date:December 4, 2024 To:Honorable Mayor and City Council Members From:Rochelle Clayton, Acting City Manager; Ernesto Salinas, Interim Director of Parks and Recreation, Operations and Forestry Department:Parks and Recreation, Operations and Forestry Subject: Agreements with Horizon Construction Company International, Inc., and Hardy and Harper, Inc. for Asphalt Maintenance and Street Segment Repair Services (All Wards) Recommendation: It is recommended that the Mayor and City Council of the City of San Bernardino, California: 1. Adopt Resolution No. 2024-236 authorizing the reallocation of $5,605,215 in American Rescue Plan Act (ARPA) funds from the Navigation Center project to the ARPA Asphalt Maintenance and Street Segment Repair Services Program; and 2. Authorize the City Manager to execute separate Maintenance Services Agreements with Horizon Construction Company International, Inc. and Hardy and Harper, Inc., respectively, for asphalt maintenance and street segment repair services; and 3. Authorize the Director of Finance and Management Services to issue a purchase order in the amount of $2,927,608 to Horizon Construction Company International, Inc., and issue an additional purchase order in the amount of $2,927,607 to Hardy and Harper, Inc. for a combined total of $5,855,215.       Packet Pg. 465 2 4 3 3 Executive Summary Two purchase orders totaling the amount of $5,855,215 are requested for the Asphalt Maintenance Street Maintenance Repair Program of which $5,605,215 is funded by ARPA funds reallocated from the Navigation Center Project. An additional $250,000 was previously reallocated from the ARPA Violence Intervention Program in Resolution No. 2024-212. The total amount will be split among the two lowest-bidding vendors in two separate purchase orders to expedite asphalt repairs and maintenance services. These services are critically needed for city-wide asphalt street repairs/small street rehabilitation and will significantly reduce the number of potholes and street deterioration currently found in our streets. It will also reduce the City’s exposure to litigation from pothole claims and other related damages. Background The Operations and Maintenance Division (O&M) is responsible for the maintenance, repair and clean-up of City-owned infrastructure and rights of way. In collaboration with the Engineering Division of Public Works, it is also responsible for ensuring the City’s streets, street medians, islands, curbs and related infrastructure are properly maintained, inspected, repaired, and painted/marked as needed. General maintenance and minor repair of asphalt streets (such as pothole filling or small segment repairs) are largely performed through in-house staff. Larger repairs (including full street rehabilitation and slurry seals) are managed by the Engineering Division. To help fund these repairs, the Mayor and City Council reallocated $250,000 in ARPA funds from the Violence Intervention Program to the Street Segments Repair Program on October 2, 2024. Discussion The City of San Bernardino has nearly 1,300 lane miles (574 center lane miles) of streets requiring routine inspection, maintenance, and repair. Routine repairs performed by O&M division staff generally involve traditional pothole patching, hot patch segment repairs and minor street shoulder repairs. Larger repairs and full street rehabilitation are managed by the City Engineer using contractual forces and are typically part of the City’s Capital Improvement Program (CIP). Small to medium- sized repairs of asphalt street segments, however, have been identified as an area requiring additional resources and contractual support. Small to medium-sized repairs are typically defined as repairs which go beyond traditional pothole patching and may require hot patch asphalt segment repairs beyond 10 feet by 10 feet in size. These repairs may also include repairs to sections of asphalt streets that are deteriorated (alligatored) to the point that traditional pothole patching has no effect. Deterioration of street segments is often referred to as “alligatored” because of the unique appearance of the asphalt surface that resembles the pattern of an alligator’s skin. It is important to note that these repairs are not meant to provide a permanent solution, but, rather, provide a longer-term solution while a street is awaiting full rehabilitation. As a result of an increase in small to medium-sized repairs throughout the City, the       Packet Pg. 466 2 4 3 3 O&M Division began looking for alternatives designed to properly address such repairs in a more efficient manner. They found that such repairs are best performed by contractors who can provide a variety of asphalt repair services a la carte rather than taking on larger projects (such as full street rehabilitations) which may take years to complete. Similar in concept to contractual sidewalk repairs (which are beyond the scope of in-house staff), staff determined this was a feasible alternative that will provide a timelier response to alligatored and/or deteriorated street segments while the street awaits a full replacement (See Attachment 5—Fact Sheet). In some cases, a small street in a neighborhood block may be repaired with these services along with deteriorated intersections in high-traffic volume locations. To ensure our City conducts timely and first-rate repair of deteriorated street segments and intersections, staff is requesting a total of $5,855,215 in ARPA funding for this program. This action will provide necessary and immediate repairs to street segments and small streets city-wide and will also significantly reduce completion times while ensuring motorists have safer streets and roads. The ARPA funding comes from the following reallocations: ARPA REALLOCATION HISTORY FOR STREET SEGMENT REPAIR PREVIOUS PROGRAM AMOUNT NOTES Navigation Center $5,605,215 Option 2 from Navigation Center Presentation (December 4, 2024) Violence Intervention Program $250,000 Reallocated by Council (October 2, 2024) Total $5,855,215 The Operations and Maintenance Division worked with the Finance Department, and, in October of 2024, a formal bid process was initiated to solicit quotes for asphalt maintenance and repair services in Request for Quotes No. F-24-4025. Notices were posted on the City’s website. This bid specified that ARPA funding would be utilized to fund these services and that federal requirements would need to be met. The results of the bid yielded three vendors which were reviewed by Procurement for compliance with mandatory requirements. This selection was based on lowest quote. It is also important to note that the cost results below reflect a sampling of the most typically required services and does not reflect the overall cost of this maintenance services agreement. The results of the bids were as follows: BIDDER CITY COST Horizons Construction Company International, Inc Orange, CA $742,917 Hardy and Harper, Inc Lake Perris, CA $1,885,800 GM Sager Construction Co., Inc Pomona, CA $2,945,236       Packet Pg. 467 2 4 3 3 In an effort to expedite the amount of asphalt work to be accomplished city-wide, staff opted to select the two lowest-bidding vendors. This is a similar approach often advocated by Council for maintenance or repair services that have a high-volume of work that is best accomplished by multiple contractors. Recently, the Street Light Maintenance Services and Repair contract was split among two reputable vendors and has proven to substantially expedite repairs versus having only one contractor performing the tasks. The amount of the maintenance services agreements will be set at a one-time annual cost of $2,927,608 (Horizons Construction Company International, Inc.) and $2,927,607, (Hardy and Harper, Inc.), respectfully, with four option years to be exercised at the City’s discretion and set at $1,500,000 annually. Staff is confident both vendors are qualified to provide the services required under their maintenance services agreements. The term of the proposed agreements shall be from Dec 4, 2024, to Dec 31, 2026, with four option years to be exercised at the City’s discretion at the expiration of the first term. Criteria and Selection (For Repairs) The City strives to be equitable and fair in setting work priorities and repair tasks for its infrastructure. Asphalt maintenance and street segment repair services are generally prioritized based on urgency or the presence of immediate hazards. However, other considerations are taken into account when scheduling repairs. For these services, all selected locations and streets must not be currently placed on a Capital Improvement Project (CIP) list or awaiting other rehabilitation by the Engineering Division of Public Works. This is the first (and mandatory) requirement before proceeding with selection of a street or segment for repair. Staff will ensure collaboration with the Engineering Division occurs in order to prevent duplication of repairs or work on small streets that are already part of a CIP program. Once confirmation occurs that a street is not on a CIP list, the following criteria is used for priority of repair as noted below: Priority One Immediate hazardous conditions, such as significant deterioration of road surface, sub-grade exposure Priority Two High volume of resident requests for repairs (CRMs) such as pothole repair requests, alligatored street, ruts Priority Three High traffic volume intersections requiring repairs; especially those in intersection located in economic corridors Priority Four Ward equity (ensuring equal number or close to equal number of repairs per ward) Priority Five School crossings (if hazards are present, this will be elevated to priority one) Priority Six Parks parking lots and access roads 2021-2025 Strategic Targets and Goals This project is aligned with Goal No. 2: Focused, Aligned Leadership and Unified       Packet Pg. 468 2 4 3 3 Community. It is also aligned with Key Target 2b: Evaluate operations and performance investment in resources, technology, and tools to continually improve organizational efficiency and effectiveness Fiscal Impact This agreement is funded using ARPA funds and will not impact the General Fund for its first year. An additional amount of $1,500,000 will need to be programmed annually to each purchase order for the additional four option years and will be requested during the City’s annual budget adoption process for approval by Council. Conclusion It is recommended that the Mayor and City Council of the City of San Bernardino, California: 1. Adopt Resolution No. 2024-236 authorizing the reallocation of $5,605,215 in American Rescue Plan Act (ARPA) funds from the Navigation Center project to the ARPA Asphalt Maintenance and Street Segment Repair Services Program; and 2. Authorize the City Manager to execute separate Maintenance Services Agreements with Horizon Construction Company International, Inc. and Hardy and Harper, Inc., respectively, for asphalt maintenance and street segment repair services; and 3. Authorize the Director of Finance and Management Services to issue a purchase order in the amount of $2,927,608 to Horizon Construction Company International, Inc., and issue an additional purchase order in the amount of $2,927,607 to Hardy and Harper, Inc. for a combined total of $5,855,215. Attachments Attachment 1 Resolution No. 2024-236 ARPA Asphalt Maintenance and Street Segment Repair Services Program Attachment 2 Maintenance Service Agreement (Horizon) Attachment 3 Maintenance Service Agreement (Hardy and Harper) Attachment 4 Bid Documents– RFQ F-2024- 4025 Asphalt Maintenance and Repair Final Attachment 5 Fact Sheet on Types of Asphalt Surface Damage Attachment 6 Summary of Costs (Vendor Quotes) Ward: All Wards Synopsis of Previous Council Actions: July 18, 2023 Resolution No. 2023-2018 Maintenance Services Agreement,       Packet Pg. 469 2 4 3 3 Horizon Construction Company International, Inc October 2, 2024 Resolution No. 2024-212 Reallocating $250,000 for Street Segment Repairs       Packet Pg. 470 Resolution No. 2024-236 Resolution 2024-236 December 4, 2024 Page 1 of 3 5 9 1 6 RESOLUTION NO. 2024-228 RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO, CALIFORNIA, AUTHORIZING THE DIRECTOR OF FINANCE AND MANAGEMENT SERVICES TO REALLOCATE $5,605,215 IN AMERICAN RESCUE PLAN ACT (ARPA) FUNDS FROM THE NAVIGATION CENTER PROJECT TO THE ARPA ASPHALT MAINTENANCE AND STREET SEGMENT REPAIR SERVICES PROGRAM FOR A TOTAL ARPA ALLOCATION OF $5,805,215 FOR ASPHALT MAINTENANCE AND STREET SEGMENT REPAIRS WHEREAS, In 2021, 2022, 2023, and 2024, the City of San Bernardino Mayor and City Council allocated American Rescue Plan Act (ARPA) funds to City of San Bernardino American Rescue Plan projects in accordance with federal guidelines; and WHEREAS, Staff have identified project surplus funds available for the Mayor and City Council to reallocate to new or existing ARPA projects prior to the December 31, 2024, obligation deadline; and WHEREAS, staff recommends the Mayor and City Council approve the assignment of available ARPA funds (unallocated or reallocated) towards the Asphalt Street Segment and Maintenance Repair Services Program; and WHEREAS, the City of San Bernardino values keeping City streets operating efficiently; and WHEREAS, the City is supportive of all efforts to properly maintain, modernize and upgrade City infrastructure; and WHEREAS, the City recognizes that keeping our streets maintained and operating properly will promote safer communities and encourage economic investment. BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: SECTION 1.The above recitals are true and correct and are incorporated herein by this reference. SECTION 2. The Mayor and City Council hereby authorize the assignment of $5,805,215 in American Rescue Plan Act (ARPA) funds. SECTION 3. The Mayor and City Council authorize the Director of Finance and Management Services to reallocate $5,605,215 in ARPA funds from the Navigation Center Project       Packet Pg. 471 Resolution No. 2024-236 Resolution 2024-236 December 4, 2024 Page 2 of 3 5 9 1 6 to the ARPA Asphalt Maintenance and Street Segment Repair Services Program for a total ARPA allocation of $5,805,215. SECTION 4. The Mayor and City Council authorize the Director of Finance and Management Services to amend the budget by $5,805,215 of which $5,605,215 are ARPA funds from the Navigation Center Project. An additional $250,000 has been previously reallocated from the ARPA Violence Intervention Program for a total amount of $5,805,215 for the ARPA Asphalt Maintenance and Street Segment Repair Services Program. SECTION 5.The Mayor and City Council find this Resolution is not subject to the California Environmental Quality Act (CEQA) in that the activity is covered by the general rule that CEQA applies only to projects which have the potential for causing a significant effect on the environment. Where it can be seen with certainty, as in this case, that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA. SECTION 6.Severability. If any provision of this Resolution or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications, and to this end the provisions of this Resolution are declared to be severable. SECTION 7. Effective Date. This Resolution shall become effective immediately. APPROVED and ADOPTED by the City Council and signed by the Mayor and attested by the City Clerk this 4thth day of December, 2024. Helen Tran, Mayor City of San Bernardino Attest: Genoveva Rocha, CMC, City Clerk Approved as to form: Sonia Carvalho, City Attorney       Packet Pg. 472 Resolution No. 2024-236 Resolution 2024-236 December 4, 2024 Page 3 of 3 5 9 1 6 CERTIFICATION STATE OF CALIFORNIA ) COUNTY OF SAN BERNARDINO) ss CITY OF SAN BERNARDINO ) I, Genoveva Rocha, CMC, City Clerk, hereby certify that the attached is a true copy of Resolution No. 2024-236, adopted at a regular meeting held on the 4th day of December 2024 by the following vote: Council Members: AYES NAYS ABSTAIN ABSENT SANCHEZ _____ _____ _______ _______ IBARRA _____ _____ _______ _______ FIGUEROA _____ _____ _______ _______ SHORETT _____ _____ _______ _______ REYNOSO _____ _____ _______ _______ CALVIN _____ _____ _______ _______ ALEXANDER _____ _____ _______ _______ WITNESS my hand and official seal of the City of San Bernardino this 4th day of December 2024. Genoveva Rocha, CMC, City Clerk       Packet Pg. 473 - 1 - CITY OF SAN BERNARDINO MAINTENANCE SERVICES AGREEMENT 1. PARTIES AND DATE. This Agreement is made and entered into this 4th day of December 2024 by and between the City of San Bernardino, a municipal corporation organized under the laws of the State of California with its principal place of business at Vanir Tower, 290 North D Street, San Bernardino, California 92401, County of San Bernardino, State of California (“City”) and Horizons Construction Company International, Inc a Corporation with its principal place of business at 432 W. Meats Avenue, Orange, California 92865 (“Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement. 2. RECITALS. 2.1 Contractor. Contractor desires to perform and assume responsibility for the provision of certain maintenance services required by the City on the terms and conditions set forth in this Agreement. Contractor represents that it is experienced in providing asphalt street segment and maintenance repair services to public clients, that it and its employees or subcontractors have all necessary licenses and permits to perform the Services in the State of California, and that is familiar with the plans of City. Contractor shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. 2.2 Project. City desires to engage Contractor to render such services for the asphalt maintenance and street segment repair services program (“Project”) as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Contractor promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional asphalt maintenance and street segment repair services necessary for the Project (“Services”). The Services are more particularly described in Exhibit “A” attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term. The term of this Agreement shall be from December 4, 2024, to December 31, 2026, unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than four additional years. Contractor shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services.       Packet Pg. 474 - 2 - 3.2 Responsibilities of Contractor. 3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Contractor or under its supervision. Contractor will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Contractor on an independent contractor basis and not as an employee. Contractor retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Contractor shall also not be employees of City and shall at all times be under Contractor’s exclusive direction and control. Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation insurance. 3.2.2 Schedule of Services. Contractor shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit “B” attached hereto and incorporated herein by reference. Contractor represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Contractor’s conformance with the Schedule, City shall respond to Contractor’s submittals in a timely manner. Upon request of City, Contractor shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements. All work prepared by Contractor shall be subject to the approval of City. 3.2.4 City’s Representative. The City hereby designates Ernesto Salinas, Interim Director of Parks and Recreation, Operations and Forestry (or his or her designee, to act as its representative for the performance of this Agreement (“City’s Representative”). City’s Representative shall have the power to act on behalf of the City for all purposes under this Agreement. Contractor shall not accept direction or orders from any person other than the City’s Representative or his or her designee. 3.2.5 Contractor’s Representative. Contractor hereby designates Kinan Kotrash or his or her designee, to act as its representative for the performance of this Agreement (“Contractor’s Representative”). Contractor’s Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement. The Contractor’s Representative shall supervise and direct the Services, using his or her best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.6 Coordination of Services. Contractor agrees to work closely with City staff in the performance of Services and shall be available to City’s staff, consultants and other staff at all reasonable times. 3.2.7 Standard of Care; Performance of Employees. Contractor shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represents and maintains that it is skilled in the professional calling necessary to perform the Services. Contractor warrants that all employees and subcontractors       Packet Pg. 475 - 3 - shall have sufficient skill and experience to perform the Services assigned to them. Finally, Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Contractor shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Contractor’s failure to comply with the standard of care provided for herein. Any employee of the Contractor or its sub-contractors who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Contractor and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.8 Period of Performance and Liquidated Damages. Contractor shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”). Contractor shall perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits “A” or “B” attached hereto, or which may be provided separately in writing to the Contractor. Contractor agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such completion schedule or Project milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage. Pursuant to Government Code Section 53069.85, Contractor shall pay to the City as fixed and liquidated damages, and not as a penalty, the sum of $100 Dollars (ONE-HUNDRED DOLLARS) per day for each and every calendar day of delay beyond the Performance Time or beyond any completion schedule or Project milestones established pursuant to this Agreement. 3.2.9 Disputes. Should any dispute arise respecting the true value of any work done, of any work omitted, or of any extra work which Contractor may be required to do, or respecting the size of any payment to Contractor during the performance of this Contract, Contractor shall continue to perform the Work while said dispute is decided by the City. If Contractor disputes the City’s decision, Contractor shall have such remedies as may be provided by law. 3.2.10 Laws and Regulations; Employee/Labor Certifications. Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with Services. If the Contractor performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Contractor shall be solely responsible for all costs arising therefrom. City is a public entity of the State of California subject to certain provisions of the Health & Safety Code, Government Code, Public Contract Code, and Labor Code of the State. It is stipulated and agreed that all provisions of the law applicable to the public contracts of a municipality are a part of this Agreement to the same extent as though set forth herein and will be complied with. These include but are not limited to the payment of prevailing wages, the stipulation that eight (8) hours’ labor shall constitute a legal day’s work and that no worker shall be permitted to work in excess of eight (8) hours during any one calendar day except as permitted by law. Contractor shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.       Packet Pg. 476 - 4 - 3.2.10.1 Employment Eligibility; Contractor. By executing this Agreement, Contractor verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time. Such requirements and restrictions include, but are not limited to, examination and retention of documentation confirming the identity and immigration status of each employee of the Contractor. Contractor also verifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the term of the Agreement. Contractor shall avoid any violation of any such law during the term of this Agreement by participating in an electronic verification of work authorization program operated by the United States Department of Homeland Security, by participating in an equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired employees, or by some other legally acceptable method. Contractor shall maintain records of each such verification, and shall make them available to the City or its representatives for inspection and copy at any time during normal business hours. The City shall not be responsible for any costs or expenses related to Contractor’s compliance with the requirements provided for in Section 3.2.10 or any of its sub-sections. 3.2.10.2 Employment Eligibility; Subcontractors, Sub-subcontractors and Consultants. To the same extent and under the same conditions as Contractor, Contractor shall require all of its subcontractors, sub-subcontractors and consultants performing any work relating to the Project or this Agreement to make the same verifications and comply with all requirements and restrictions provided for in Section 3.2.10.1. 3.2.10.3 Employment Eligibility; Failure to Comply. Each person executing this Agreement on behalf of Contractor verifies that they are a duly authorized officer of Contractor, and understands that any of the following shall be grounds for the City to terminate the Agreement for cause: (1) failure of Contractor or its subcontractors, sub- subcontractors or consultants to meet any of the requirements provided for in Sections 3.2.10.1 or 3.2.10.2; (2) any misrepresentation or material omission concerning compliance with such requirements (including in those verifications provided to the Contractor under Section 3.2.10.2); or (3) failure to immediately remove from the Project any person found not to be in compliance with such requirements. 3.2.10.4 Labor Certification. By its signature hereunder, Contractor certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Workers’ Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.2.10.5 Equal Opportunity Employment. Contractor represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. 3.2.10.6 Air Quality. Contractor must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the       Packet Pg. 477 - 5 - California Air Resources Board (CARB). Contractor shall specifically be aware of the CARB limits and requirements’ application to “portable equipment”, which definition is considered by CARB to include any item of equipment with a fuel-powered engine. Contractor shall indemnify City against any fines or penalties imposed by CARB or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Contractor, its subcontractors, or others for whom Contractor is responsible under its indemnity obligations provided for in this Agreement. 3.2.10.7 Water Quality. (A) Management and Compliance. To the extent applicable, Contractor’s Services must account for, and fully comply with, all local, state and federal laws, rules and regulations that may impact water quality compliance, including, without limitation, all applicable provisions of the Federal Water Pollution Control Act (33 U.S.C. §§ 1300); the California Porter-Cologne Water Quality Control Act (Cal Water Code §§ 13000-14950); laws, rules and regulations of the Environmental Protection Agency and the State Water Resources Control Board; the City’s ordinances regulating discharges of storm water; and any and all regulations, policies, or permits issued pursuant to any such authority regulating the discharge of pollutants, as that term is used in the Porter-Cologne Water Quality Control Act, to any ground or surface water in the State. (B) Liability for Non-Compliance. Failure to comply with the laws, regulations and policies described in this Section is a violation of law that may subject Contractor or City to penalties, fines, or additional regulatory requirements. Contractor shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from and against any and all fines, penalties, claims or other regulatory requirements imposed as a result of Contractor’s non-compliance with the laws, regulations and policies described in this Section, unless such non-compliance is the result of the sole established negligence, willful misconduct or active negligence of the City, its officials, officers, agents, employees or authorized volunteers. (C) Training. In addition to any other standard of care requirements set forth in this Agreement, Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them without impacting water quality in violation of the laws, regulations and policies described in this Section. Contractor further warrants that it, its employees and subcontractors will receive adequate training, as determined by City, regarding the requirements of the laws, regulations and policies described in this Section as they may relate to the Services provided under this Agreement. Upon request, City will provide Contractor with a list of training programs that meet the requirements of this paragraph. 3.2.11 Insurance. 3.2.11.1 Time for Compliance. Contractor shall not commence Work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this Section. In addition, Contractor shall not allow any       Packet Pg. 478 - 6 - subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this Section. 3.2.11.2 Minimum Requirements. Contractor shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Contractor, its agents, representatives, employees or subcontractors. Contractor shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage: (A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto); (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance; (4) Privacy/Network Security (Cyber), in a form and with insurance companies acceptable to City; The policy shall not contain any exclusion contrary to the Agreement, including but not limited to endorsements or provisions limiting coverage for (1) contractual liability (including but not limited to ISO CG 24 26 or 21 29); or (2) cross liability for claims or suits by one insured against another. (B) Minimum Limits of Insurance. Contractor shall maintain limits no less than: (1) General Liability: $2,000,000 MINIMUM; and $4,000,0000 aggregate per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used including, but not limited to, form CG 2503, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 MINIMUM per accident for bodily injury and property damage; (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 MINIMUM; per accident for bodily injury or disease; Defense costs shall be paid in addition to the limits. (C) Notices; Cancellation or Reduction of Coverage. At least fifteen (15) days prior to the expiration of any such policy, evidence showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or materially reduced, Contractor shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, the City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by the City will be promptly reimbursed by Contractor or the City may withhold amounts sufficient to pay premium from Contractor payments. In the alternative, the City may suspend or terminate this Agreement. (D) Additional Insured. The City of San Bernardino, its directors, officials, officers, employees, agents, and volunteers shall be named as additional insureds on Contractor’s and its subcontractors’ policies of commercial general liability and automobile liability insurance using the endorsements and forms specified herein or exact equivalents.       Packet Pg. 479 - 7 - 3.2.11.3 Insurance Endorsements. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms supplied or approved by the City to add the following provisions to the insurance policies: (A) General Liability. The general liability policy shall include or be endorsed (amended) to state that: (1) using ISO CG forms 20 10 and 20 37, or endorsements providing the exact same coverage, the City of San Bernardino, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insured with respect to the Services or ongoing and complete operations performed by or on behalf of the Contractor, including materials, parts or equipment furnished in connection with such work; and (2) using ISO form 20 01, or endorsements providing the exact same coverage, the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Contractor’s scheduled underlying coverage. Any excess insurance shall contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of the City, before the City’s own primary insurance or self-insurance shall be called upon to protect it as a named insured. Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Contractor’s insurance and shall not be called upon to contribute with it in any way. Notwithstanding the minimum limits set forth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.3(A). (B) Automobile Liability. The automobile liability policy shall include or be endorsed (amended) to state that: (1) the City, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Contractor or for which the Contractor is responsible; and (2) the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Contractor’s scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Contractor’s insurance and shall not be called upon to contribute with it in any way. Notwithstanding the minimum limits set forth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.3(B). (C) Workers’ Compensation and Employer’s Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work performed by the Contractor. (D) All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days (10 days for nonpayment of premium) prior written notice by certified mail, return receipt requested, has been given to the City; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials, officers, employees, agents, and volunteers. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officials, officers, employees, agents and volunteers, or any other additional insureds.       Packet Pg. 480 - 8 - 3.2.11.4 Separation of Insureds; No Special Limitations; Waiver of Subrogation. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, employees, agents, and volunteers. All policies shall waive any right of subrogation of the insurer against the City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, and shall require similar written express waivers and insurance clauses from each of its subcontractors. 3.2.11.5 Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. Contractor shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its directors, officials, officers, employees, agents, and volunteers; or (2) the Contractor shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 3.2.11.6 Subcontractor Insurance Requirements. Contractor shall not allow any subcontractors to commence work on any subcontract relating to the work under the Agreement until they have provided evidence satisfactory to the City that they have secured all insurance required under this Section. If requested by Contractor, the City may approve different scopes or minimum limits of insurance for particular subcontractors. The Contractor and the City shall be named as additional insureds on all subcontractors’ policies of Commercial General Liability using ISO form 20 38, or coverage at least as broad. 3.2.11.7 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating no less than A:VIII, licensed to do business in California, and satisfactory to the City. 3.2.11.8 Verification of Coverage. Contractor shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. 3.2.11.9 Reporting of Claims. Contractor shall report to the City, in addition to Contractor’s insurer, any and all insurance claims submitted by Contractor in connection with the Services under this Agreement. 3.2.12 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and lifesaving       Packet Pg. 481 - 9 - equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.2.13 Bonds. 3.2.13.1 Performance Bond. If required by law or otherwise specifically requested by City in Exhibit “C” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Agreement a Performance Bond in the amount of the total, not-to-exceed compensation indicated in this Agreement, and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until it has been received and approved by the City. 3.2.13.2 Payment Bond. If required by law or otherwise specifically requested by City in Exhibit “C” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Agreement a Payment Bond in the amount of the total, not-to-exceed compensation indicated in this Agreement, and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until it has been received and approved by the City. 3.2.13.3 Bond Provisions. Should, in City’s sole opinion, any bond become insufficient or any surety be found to be unsatisfactory, Contractor shall renew or replace the affected bond within 10 days of receiving notice from City. In the event the surety or Contractor intends to reduce or cancel any required bond, at least thirty (30) days prior written notice shall be given to the City, and Contractor shall post acceptable replacement bonds at least ten (10) days prior to expiration of the original bonds. No further payments shall be deemed due or will be made under this Agreement until any replacement bonds required by this Section are accepted by the City. To the extent, if any, that the total compensation is increased in accordance with the Agreement, the Contractor shall, upon request of the City, cause the amount of the bonds to be increased accordingly and shall promptly deliver satisfactory evidence of such increase to the City. To the extent available, the bonds shall further provide that no change or alteration of the Agreement (including, without limitation, an increase in the total compensation, as referred to above), extensions of time, or modifications of the time, terms, or conditions of payment to the Contractor, will release the surety. If the Contractor fails to furnish any required bond, the City may terminate this Agreement for cause. 3.2.13.4 Surety Qualifications. Only bonds executed by an admitted surety insurer, as defined in Code of Civil Procedure Section 995.120, shall be accepted. The surety must be a California-admitted surety with a current A.M. Best’s rating no less than A:VIII and satisfactory to the City. If a California-admitted surety insurer issuing bonds does not meet these requirements, the insurer will be considered qualified if it is in conformance with Section 995.660 of the California Code of Civil Procedure, and proof of such is provided to the City. 3.2.14 Accounting Records. Contractor shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Contractor shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents       Packet Pg. 482 - 10 - created pursuant to this Agreement. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.2.15 Work Site. 3.2.15.1 Inspection Of Site. Contractor shall visit sites where Services are to be performed and shall become acquainted with all conditions affecting the Services prior to commencing the Services. Contractor shall make such examinations as it deems necessary to determine the condition of the work sites, its accessibility to materials, workmen and equipment, and to determine Contractor’s ability to protect existing surface and subsurface improvements. No claim for allowances–time or money–will be allowed as to such matters after commencement of the Services. 3.2.15.2 Field Measurements. Contractor shall make field measurements, verify field conditions and shall carefully compare such field measurements and conditions and other information known to Contractor with the Contract Documents, including any plans, specifications, or scope of work before commencing Services. Errors, inconsistencies or omissions discovered shall be reported to the City immediately and prior to performing any Services or altering the condition. 3.2.16 Loss and Damage. Contractor shall be responsible for all loss and damage which may arise out of the nature of the Services agreed to herein, or from the action of the elements, or from any unforeseen difficulties which may arise or be encountered in the prosecution of the Services until the same is fully completed and accepted by City. 3.2.17 Warranty. Contractor warrants all Services under the Contract (which for purposes of this Section shall be deemed to include unauthorized work which has not been removed and any non-conforming materials incorporated into the work) to be of good quality and free from any defective or faulty material and workmanship. Contractor agrees that for a period of one year (or the period of time specified elsewhere in the Contract or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the work, whichever is later) after the date of final acceptance, Contractor shall within ten (10) days after being notified in writing by the City of any defect in the Services or non-conformance of the Services to the Contract, commence and prosecute with due diligence all Services necessary to fulfill the terms of the warranty at its sole cost and expense. Contractor shall act sooner as requested by the City in response to an emergency. In addition, Contractor shall, at its sole cost and expense, repair and replace any portions of the work (or work of other contractors) damaged by its defective Services or which becomes damaged in the course of repairing or replacing defective work. For any work so corrected, Contractor’s obligation hereunder to correct defective work shall be reinstated for an additional one year period, commencing with the date of acceptance of such corrected work. Contractor shall perform such tests as the City may require to verify that any corrective actions, including, without limitation, redesign, repairs, and replacements comply with the requirements of the Contract. All costs associated with such corrective actions and testing, including the removal, replacement, and reinstitution of equipment and materials necessary to gain access, shall be the sole responsibility of the Contractor. All warranties and guarantees of subcontractors, suppliers and manufacturers with respect to any portion of the work, whether express or implied, are deemed to be obtained by Contractor for the benefit of the City, regardless of whether or not such warranties and guarantees have been transferred or assigned to the City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of the City. In the event that Contractor fails       Packet Pg. 483 - 11 - to perform its obligations under this Section, or under any other warranty or guaranty under this Contract, to the reasonable satisfaction of the City, the City shall have the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand. 3.3 Fees and Payments. 3.3.1 Compensation. Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit “B” attached hereto and incorporated herein by reference. The total compensation shall not exceed $2,927,608 (TWO-MILLION, NINE-HUNDRED TWENTY-SEVEN THOUSAND, SIX-HUNDRED EIGHT DOLLARS AND NO CENTS) without written approval of City’s Director of Finance and Management Services. Extra work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation. Contractor shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Contractor. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Deductions. City may deduct or withhold, as applicable, from each progress payment an amount necessary to protect City from loss because of: (1) stop payment notices as allowed by state law; (2) unsatisfactory prosecution of the Services by Contractor; (3) sums representing expenses, losses, or damages as determined by the City, incurred by the City for which Contractor is liable under the Agreement; and (4) any other sums which the City is entitled to recover from Contractor under the terms of the Agreement or pursuant to state law, including Section 1727 of the California Labor Code. The failure by the City to deduct any of these sums from a progress payment shall not constitute a waiver of the City's right to such sums. 3.3.4 Reimbursement for Expenses. Contractor shall not be reimbursed for any expenses unless authorized in writing by City. 3.3.5 Extra Work. At any time during the term of this Agreement, City may request that Contractor perform Extra Work. As used herein, “Extra Work” means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Contractor shall not perform, nor be compensated for, Extra Work without written authorization from City’s Representative. 3.3.6 Prevailing Wages. Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Contract. Contractor shall make copies of the prevailing rates of       Packet Pg. 484 - 12 - per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at Contractor’s principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4. 3.3.7 Registration/DIR Compliance. If the Services are being performed as part of an applicable “public works” or “maintenance” project, and if the total compensation is $15,000 or more, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Contractor shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. This Project may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Contractor’s sole responsibility to comply with all applicable registration and labor compliance requirements. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1. Any stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor that affect Contractor’s performance of Services, including any delay, shall be Contractor’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Contractor caused delay and shall not be compensable by the City. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor. 3.4 Termination of Agreement. 3.4.1 Grounds for Termination. City may, by written notice to Contractor, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Contractor of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Contractor shall be compensated only for those services which have been adequately rendered to City, and Contractor shall be entitled to no further compensation. Contractor may not terminate this Agreement except for cause. 3.4.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Contractor to provide all finished or unfinished Documents and Data and other information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request.       Packet Pg. 485 - 13 - 3.4.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.5 General Provisions. 3.5.1 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: Contractor: Kinan Kotraash 432 W. Meats Ave Orange, CA 92865 City: City of San Bernardino Vanir Tower, 290 North D Street San Bernardino, CA 92401 Attn: ERNESTO SALINAS With Copy To: City of San Bernardino Vanir Tower, 290 North D Street San Bernardino, CA 92401 Attn: City Attorney Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.2 Indemnification. 3.5.2.1 Scope of Indemnity. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold the City, its officials, employees, agents and volunteers free and harmless from any and all claims, demands, causes of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees, settlements, loss, damage or injury of any kind, in law or equity, regardless of whether the allegations are false, fraudulent, or groundless, to property or persons, including wrongful death, (collectively, “Claims”) in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Contractor, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Contractor’s Services, the Project or this Agreement, including without limitation the payment of all expert witness fees, attorneys’ fees and other related costs and expenses. Notwithstanding the foregoing, to the extent required by Civil Code section 2782, Contractor’s indemnity obligation shall not apply to liability for damages for death or bodily injury to persons, injury to property, or any other loss, damage or expense which is caused by the sole or active negligence or willful misconduct of       Packet Pg. 486 - 14 - the City or the City’s agents, servants, or independent contractors who are directly responsible to the City. 3.5.2.2 Additional Indemnity Obligations. Contractor shall defend, with counsel of City’s choosing and at Contractor’s own cost, expense and risk, any and all Claims covered by this indemnification section that may be brought or instituted against City or its officials, employees, agents and volunteers. In addition, Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or its officials, employees, agents and volunteers as part of any such claim, suit, action or other proceeding. Contractor shall also reimburse City for the cost of any settlement paid by City or its officials, employees, agents and volunteers as part of any such claim, suit, action or other proceeding. Such reimbursement shall include payment for City’s attorney’s fees and costs, including expert witness fees. Contractor shall reimburse City and its officials, employees, agents and volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor’s obligation to indemnify shall survive expiration or termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received by the City, its officials, employees, agents and volunteers. 3.5.3 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in San Bernardino County, California. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Contractor. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor shall be barred from bringing and maintaining a valid lawsuit against the City. 3.5.4 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.5.5 City’s Right to Employ Other Contractors. City reserves right to employ other contractors in connection with this Project. 3.5.6 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties. 3.5.7 Assignment or Transfer. Contractor shall not assign, hypothecate or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.8 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Contractor include all personnel, employees, agents, and subcontractors       Packet Pg. 487 - 15 - of Contractor, except as otherwise specified in this Agreement. All references to City include its officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content or intent of this Agreement. 3.5.9 Amendment; Modification. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.10 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise. 3.5.11 No Third Party Beneficiaries. Except to the extent expressly provided for in Section 3.5.7, there are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.12 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.13 Prohibited Interests. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Contractor further agrees to file, or shall cause its employees or subcontractors to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.14 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.15 Authority to Enter Agreement. Contractor has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.16 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.5.17 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties.       Packet Pg. 488 - 16 - 3.5.18 Electronic Signature. Each Party acknowledges and agrees that this Agreement may be executed by electronic or digital signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature. 3.5.19 Fleet Compliance. 3.5.19.1 To the extent applicable, Contractor, shall comply, and shall ensure all subcontractors comply, with all requirements of the most current version of the California Air Resources Board (“CARB”) including, without limitation, all applicable terms of Title 13, California Code of Regulations Division 3, Chapter 9 and all pending amendments (“Regulation”). A Fleet Compliance Certification form is attached hereto to this Agreement as Exhibit “D” and incorporated herein by this reference. 3.5.19.2 Throughout Project, and for three (3) years thereafter, Contractor shall make available for inspection and copying any and all documents or information associated with Contractor’s and subcontractors’ fleet including, without limitation, the CRCs, fuel/refueling records, maintenance records, emissions records, and any other information the Contractor is required to produce, keep or maintain pursuant to the Regulation upon two (2) calendar days’ notice from the City. 3.5.19.3 Contractor shall be solely liable for any and all costs associated with complying with the Regulation as well as for any and all penalties, fines, damages, or costs associated with any and all violations, or failures to comply with the Regulation. Contractor shall defend, indemnify and hold harmless the City, its officials, officers, employees and authorized volunteers free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Regulation. 3.6 Federal Provisions Funds from the Coronavirus State Fiscal Recovery Fund and/or the Coronavirus Local Fiscal Recovery Fund, together known as the Coronavirus State and Local Fiscal Recovery Funds (“CSLFRF”) program, will be used to fund all or a portion of this Agreement. As applicable, Consultant shall comply with all federal requirements including, but not limited to, the following, all of which are expressly incorporated herein by reference: 3.6.1 Sections 602 and 603 of the Social Security Act as added by Section 9901 of the American Rescue Plan Act of 2021 (the “Act”); 3.6.2 U.S. Department of the Treasury (“Treasury”) Final Rule for the Act; 3.6.3 Treasury Compliance and Reporting Guidance for the Act; 3.6.4 C.F.R. Part 200 – Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, other than such provisions as the U.S. Department of the Treasury may determine are inapplicable to the CSLFRF program and subject to such exceptions as may be otherwise provided by the U.S. Department of the Treasury;       Packet Pg. 489 - 17 - 3.6.6 Treasury Coronavirus Local Fiscal Recovery Fund Award Terms and Conditions; and 3.7.7 Federal contract provisions attached hereto as Exhibit “C” and incorporated herein by reference. Subcontracts, if any, shall contain a provision making them subject to all of the provisions stipulated in this Agreement. With respect to any conflict between such federal requirements and the terms of this Agreement and/or the provisions of state law and except as otherwise required under federal law or regulation, the more stringent requirement shall control [SIGNATURES ON FOLLOWING PAGE]       Packet Pg. 490 - 18 - SIGNATURE PAGE FOR MAINTENANCE SERVICES AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND HORIZONS CONSTRUCTION COMPANY INTERNATIONAL, INC. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the date first written above. CITY OF SAN BERNARDINO APPROVED BY: Rochelle Clayton, Acting City Manager ATTESTED BY: Genoveva Rocha,CMC City Clerk APPROVED AS TO FORM: Best Best & Krieger LLP City Attorney Horizons Construction Company International, Inc By: Its: Printed Name: By: Its: Printed Name: ____________________________________ Contractor’s License Number ____________________________________ DIR Registration Number       Packet Pg. 491 EXHIBIT A EXHIBIT A SCOPE OF SERVICES/SCHEDULE OF SERVICES       Packet Pg. 492 EXHIBIT A       Packet Pg. 493 EXHIBIT A       Packet Pg. 494 EXHIBIT A       Packet Pg. 495 EXHIBIT B EXHIBIT B       Packet Pg. 496 EXHIBIT C       Packet Pg. 497 EXHIBIT C EXHIBIT C FEDERAL CONTRACT PROVISIONS During the performance of this Agreement, Consultant shall comply with all applicable federal laws and regulations including, but not limited to, the federal contract provisions in this Exhibit “C”. 1.REQUIRED CONTRACT PROVISIONS IN ACCORDANCE WITH APPENDIX II TO PART 200 – CONTRACT PROVISIONS FOR NON-FEDERAL ENTITY CONTRACTS UNDER FEDERAL AWARDS (2 C.F.R. § 200.327) (a) Appendix II to Part 200 (A); Appendix II to Part 200 (B): Remedies for Breach; Termination for Cause/Convenience. The Contract Documents include remedies for breach and termination for cause and convenience. (b) Appendix II to Part 200 (C) – Equal Employment Opportunity: If this Agreement meets the definition of a “federal assisted construction contract” in 41 CFR § 60-1.3, Consultant agrees as follows during the performance of this Agreement: (i) The Consultant will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (ii) The Consultant will, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. (iii) The Consultant will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Consultant's legal duty to furnish information. (iv) The Consultant will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's       Packet Pg. 498 EXHIBIT C commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (v) The Consultant will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (vi) The Consultant will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (vii) In the event of the Consultant's noncompliance with the nondiscrimination clauses of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (viii) The Consultant will include the portion of the sentence immediately preceding paragraph (i) and the provisions of paragraphs (i) through (vii) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Consultant will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Consultant may request the United States to enter into such litigation to protect the interests of the United States. The City further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the City so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the Agreement. The City agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of the Consultant and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance. The City further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction       Packet Pg. 499 EXHIBIT C contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the City agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: cancel, terminate, or suspend in whole or in part the grant (contract, loan, insurance, guarantee) for this project; refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. (c) Appendix II to Part 200 (D) – Davis-Bacon Act: (i) When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. Sections 3141-3148) as supplemented by Department of Labor regulations (29 C.F.R. Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). (ii) In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-Federal contractor must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal Contractor must report all suspected or reported violations to the Federal awarding agency. (d) Appendix II to Part 200 (D) – Copeland “Anti-Kickback” Act: (i)All prime construction contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (18 U.S.C. Section 874 and 40 U.S.C. Section 3145), as supplemented by Department of Labor regulations (29 C.F.R. Part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). (ii)The Copeland “Anti-Kickback” Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal contractor must report all suspected or reported violations to the Federal awarding agency. (e) Appendix II to Part 200 (E) – Contract Work Hours and Safety Standards Act: (i) Overtime Requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek.       Packet Pg. 500 EXHIBIT C (ii) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (ii) of this section the Consultant and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (ii) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (ii) of this section. (iii) Withholding for unpaid wages and liquidated damages. The City shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or subcontractor under any such contract or any other Federal contract with the Consultant, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the Consultant, such sums as may be determined to be necessary to satisfy any liabilities of Consultant or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (iii) of this section. (iv) Subcontracts. The Consultant or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (ii) through (v) of this Section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The Consultant shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (ii) through (v) of this Section. (f) Appendix II to Part 200 (F) – Rights to Inventions Made Under a Contract or Agreement: If the Federal award meets the definition of “funding agreement” under 37 CFR § 401.2 (a) and the Consultant wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the Consultant must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.. (g) Appendix II to Part 200 (G) – Clean Air Act and Federal Water Pollution Control Act: (i) Pursuant to the Clean Air Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. (ii) Pursuant to the Federal Water Pollution Control Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate       Packet Pg. 501 EXHIBIT C Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. (h) Appendix II to Part 200 (H) – Debarment and Suspension: (i) This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such Consultant is required to verify that none of the Consultant, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). (ii) Consultant must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. (iii) This certification is a material representation of fact relied upon by City. If it is later determined that Consultant did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. (iv) Consultant warrants that it is not debarred, suspended, or otherwise excluded from or ineligible for participation in any federal programs. Consultant also agrees to verify that all subcontractors performing work under this Agreement are not debarred, disqualified, or otherwise prohibited from participation in accordance with the requirements above. Consultant further agrees to notify the City in writing immediately if Consultant or its subcontractors are not in compliance during the term of this Agreement. (i) Appendix II to Part 200 (I) – Byrd Anti-Lobbying Act: Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the awarding agency. (j) Appendix II to Part 200 (J) – §200.323 Procurement of Recovered Materials: (i) Consultant shall comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement. (ii) In the performance of this Agreement, the Consultant shall make maximum use of products containing recovered materials that are EPA-designated items unless the product cannot be acquired: competitively within a timeframe providing for compliance with the contract performance schedule; meeting contract performance requirements; or at a reasonable price.       Packet Pg. 502 EXHIBIT C (iii) Information about this requirement, along with the list of EPA-designate items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program. (iv) The Consultant also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act.” (k) Appendix II to Part 200 (K) – §200.216 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment: (i) Consultant shall not contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system funded under this Agreement. As described in Public Law 115–232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). (1) For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities). (2) Telecommunications or video surveillance services provided by such entities or using such equipment. (3) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. (ii) See Public Law 115-232, section 889 for additional information. (l) Appendix II to Part 200 (L) – §200.322 Domestic Preferences for Procurement: (i) Consultant shall, to the greatest extent practicable, purchase, acquire, or use goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subcontracts. (ii) For purposes of this section: (1) “Produced in the United States’’ means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. (2) ‘‘Manufactured products’’ means items and construction materials composed in whole or in part of nonferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber.       Packet Pg. 503 EXHIBIT C 2.CONTRACTING WITH SMALL AND MINORITY FIRMS, WOMEN’S BUSINESS ENTERPRISE AND LABOR SURPLUS AREA FIRMS (2 C.F.R. § 200.321) (a) Consultant shall be subject to 2 C.F.R. § 200.321 and will take affirmative steps to assure that minority firms, women’s business enterprises, and labor surplus area firms are used when possible and will not be discriminated against on the grounds of race, color, religious creed, sex, or national origin in consideration for an award. (b) Affirmative steps shall include: (i) Placing qualified small and minority businesses and women's business enterprises on solicitation lists; (ii) Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; (iii) Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority business, and women's business enterprises; (iv) Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority business, and women's business enterprises; and (v) Using the services/assistance of the Small Business Administration (SBA), and the Minority Business Development Agency (MBDA) of the Department of Commerce. (c) Consultant shall submit evidence of compliance with the foregoing affirmative steps when requested by the City. 3.COMPLIANCE WITH U.S. DEPARTMENT OF THE TREASURY CORONAVIRUS LOCAL FISCAL RECOVERY FUND AWARD TERMS AND CONDITIONS (a) Maintenance of and Access to Records. Consultant shall maintain records and financial documents sufficient to evidence compliance with section 603(c) of the Act, Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing. Consultant agrees to provide the City, Treasury Office of Inspector General and the Government Accountability Office, or any of their authorized representatives access to any books, documents, papers, and records (electronic an otherwise) of the Consultant which are directly pertinent to this Agreement for the purposes of conducting audits or other investigations. Records shall be maintained by Consultant for a period of five (5) years after completion of the Project. (b) Compliance with Federal Regulations. Consultant agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to section 603(f) of the Act, and guidance issued by Treasury regarding the foregoing. Consultant also agrees to comply with all other applicable federal statutes, regulations, and executive orders, including, without limitation, the following: (i) Universal Identifier and System for Award Management (SAM), 2 C.F.R. Part 25, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 25 is hereby incorporated by reference.       Packet Pg. 504 EXHIBIT C (ii) Reporting Subaward and Executive Compensation Information, 2 C.F.R. Part 170, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 170 is hereby incorporated by reference. (iii) OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement), 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to 2 C.F.R. Part 180 and Treasury’s implementing regulation at 31 C.F.R. Part 19. (iv) Recipient Integrity and Performance Matters, pursuant to which the award term set forth in 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference. (v) Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R. Part 20. (vi) New Restrictions on Lobbying, 31 C.F.R. Part 21. (vii) Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. §§ 4601-4655) and implementing regulations. (c) Compliance with Federal Statutes and Regulations Prohibiting Discrimination. Consultant agrees to comply with statutes and regulations prohibiting discrimination applicable to the CSLFRF program including, without limitation, the following: (i) Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury’s implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance. (ii) The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability. (iii) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance. (iv) The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance. (v) Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. (d) False Statements. Consultant understands that making false statements or claims in connection with the CSLFRF program is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties,       Packet Pg. 505 EXHIBIT C debarment from participating in federal awards or contracts, and/or any other remedy available by law. (e) Protections for Whistleblowers. (i) In accordance with 41 U.S.C. § 4712, Consultant may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant. (ii) The list of persons and entities referenced in the paragraph above includes the following: (1) A member of Congress or a representative of a committee of Congress; (2) An Inspector General; (3) The Government Accountability Office; (4) A Treasury employee responsible for contract or grant oversight or management; (5) An authorized official of the Department of Justice or other law enforcement agency; (6) A court or grand jury; or (7) A management official or other employee of Consultant, or a subcontractor who has the responsibility to investigate, discover, or address misconduct. (f) Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Consultant is encouraged to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company-owned, rented or personally owned vehicles, and encourage its subcontractors to do the same (g) Reducing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Consultant should encourage its employees and subcontractors to adopt and enforce policies that ban text messaging while driving, and Consultant should establish workplace safety policies to decrease accidents caused by distracted drivers. (h) Assurances of Compliance with Civil Rights Requirements. The Civil Rights Restoration Act of 1987 provides that the provisions of this assurance apply to the Project, including, but not limited to, the following: (i) Consultant ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds,       Packet Pg. 506 EXHIBIT C of any person in the United States on the ground of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at 31 CFR Part 22 and other pertinent executive orders such as Executive Order 13166; directives; circulars; policies; memoranda and/or guidance documents. (ii) Consultant acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency (LEP),” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, are limited in their English proficiency. Consultant understands that the denial of access to persons to its programs, services and activities because of their limited proficiency in English is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964. Accordingly, Consultant shall initiate reasonable steps, or comply with Treasury’s directives, to ensure meaningful access to its programs, services and activities to LEP persons. Consultant understands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary to ensure effective communication in the Project. (iii) Consultant agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services and activities. As a resource, the Department of the Treasury has published its LEP guidance at 70 FR 6067. For more information on LEP, please visit http://www.lep.gov. (iv) Consultant acknowledges and agrees that compliance with this assurance constitutes a condition of continued receipt of federal financial assistance and is binding upon Consultant and Consultant’s successors, transferees and assignees for the period in which such assistance is provided. (v) Consultant agrees to incorporate the following language in every contract or agreement subject to Title VI and its regulations between the Consultant and the Consultant’s subcontractors, successors, transferees and assignees: The subcontractor, successor, transferee and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding from a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also extends protection to persons with “Limited English proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. § 2000d et seq., as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). (vi) Consultant understands and agrees that if any real property or structure is provided or improved with the aid of federal financial assistance by the Department of the Treasury, this assurance obligates the Consultant, or in the case of a subsequent transfer, the transferee, for the period during which the real property or structure is used for a purpose for which the federal financial assistance is extended or for another purpose involving the provision of similar services or benefits. If any personal property is provided, this assurance obligates the Consultant for the period during which it retains ownership or possession of the property.       Packet Pg. 507 EXHIBIT C (vii) Consultant shall cooperate in any enforcement or compliance review activities by the Department of the Treasury of the aforementioned obligations. Enforcement may include investigation, arbitration, mediation, litigation, and monitoring of any settlement agreements that may result from these actions. Consultant shall comply with information requests, on-site compliance reviews, and reporting requirements. (viii) Consultant shall maintain a complaint log and inform the Department of the Treasury of any accusations of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act of 1964 and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. Consultant must also inform the Department of the Treasury if Consultant has received no complaints under Title VI. (ix) Consultant must provide documentation of an administrative agency’s or court’s findings of non-compliance of Title VI and efforts to address the non-compliance, including any voluntary compliance or other agreements between the Consultant and the administrative agency that made the finding. If the Consultant settles a case or matter alleging such discrimination, Consultant must provide documentation of the settlement. If Consultant has not been the subject of any court or administrative agency finding of discrimination, please so state. (x) If Consultant makes sub-awards to other agencies or other entities, Consultant is responsible for assuring that sub-recipients also comply with Title VI and all of the applicable authorities covered in this assurance.       Packet Pg. 508 - 1 - CITY OF SAN BERNARDINO MAINTENANCE SERVICES AGREEMENT 1. PARTIES AND DATE. This Agreement is made and entered into this 4th day of December 2024 by and between the City of San Bernardino, a municipal corporation organized under the laws of the State of California with its principal place of business at Vanir Tower, 290 North D Street, San Bernardino, California 92401, County of San Bernardino, State of California (“City”) and Hardy and Harper, Inc, a Corporation with its principal place of business at 32 Rancho Circle, Lake Forest, California 92630 (“Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement. 2. RECITALS. 2.1 Contractor. Contractor desires to perform and assume responsibility for the provision of certain maintenance services required by the City on the terms and conditions set forth in this Agreement. Contractor represents that it is experienced in providing asphalt street segment and maintenance repair services to public clients, that it and its employees or subcontractors have all necessary licenses and permits to perform the Services in the State of California, and that is familiar with the plans of City. Contractor shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. 2.2 Project. City desires to engage Contractor to render such services for the asphalt maintenance and street segment repair services program (“Project”) as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Contractor promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional asphalt maintenance and street segment repair services necessary for the Project (“Services”). The Services are more particularly described in Exhibit “A” attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term. The term of this Agreement shall be from December 4, 2024, to December 31, 2026, unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than four additional years. Contractor shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services.       Packet Pg. 509 - 2 - 3.2 Responsibilities of Contractor. 3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Contractor or under its supervision. Contractor will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Contractor on an independent contractor basis and not as an employee. Contractor retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Contractor shall also not be employees of City and shall at all times be under Contractor’s exclusive direction and control. Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation insurance. 3.2.2 Schedule of Services. Contractor shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit “B” attached hereto and incorporated herein by reference. Contractor represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Contractor’s conformance with the Schedule, City shall respond to Contractor’s submittals in a timely manner. Upon request of City, Contractor shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements. All work prepared by Contractor shall be subject to the approval of City. 3.2.4 City’s Representative. The City hereby designates Ernesto Salinas, Interim Director of Parks and Recreation, Operations and Forestry (or his or her designee, to act as its representative for the performance of this Agreement (“City’s Representative”). City’s Representative shall have the power to act on behalf of the City for all purposes under this Agreement. Contractor shall not accept direction or orders from any person other than the City’s Representative or his or her designee. 3.2.5 Contractor’s Representative. Contractor hereby designates Michael Amundson or his or her designee, to act as its representative for the performance of this Agreement (“Contractor’s Representative”). Contractor’s Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement. The Contractor’s Representative shall supervise and direct the Services, using his or her best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.6 Coordination of Services. Contractor agrees to work closely with City staff in the performance of Services and shall be available to City’s staff, consultants and other staff at all reasonable times. 3.2.7 Standard of Care; Performance of Employees. Contractor shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represents and maintains that it is skilled in the professional calling       Packet Pg. 510 - 3 - necessary to perform the Services. Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Contractor shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Contractor’s failure to comply with the standard of care provided for herein. Any employee of the Contractor or its sub-contractors who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Contractor and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.8 Period of Performance and Liquidated Damages. Contractor shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”). Contractor shall perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits “A” or “B” attached hereto, or which may be provided separately in writing to the Contractor. Contractor agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such completion schedule or Project milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage. Pursuant to Government Code Section 53069.85, Contractor shall pay to the City as fixed and liquidated damages, and not as a penalty, the sum of $100 Dollars (ONE-HUNDRED DOLLARS) per day for each and every calendar day of delay beyond the Performance Time or beyond any completion schedule or Project milestones established pursuant to this Agreement. 3.2.9 Disputes. Should any dispute arise respecting the true value of any work done, of any work omitted, or of any extra work which Contractor may be required to do, or respecting the size of any payment to Contractor during the performance of this Contract, Contractor shall continue to perform the Work while said dispute is decided by the City. If Contractor disputes the City’s decision, Contractor shall have such remedies as may be provided by law. 3.2.10 Laws and Regulations; Employee/Labor Certifications. Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with Services. If the Contractor performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Contractor shall be solely responsible for all costs arising therefrom. City is a public entity of the State of California subject to certain provisions of the Health & Safety Code, Government Code, Public Contract Code, and Labor Code of the State. It is stipulated and agreed that all provisions of the law applicable to the public contracts of a municipality are a part of this Agreement to the same extent as though set forth herein and will be complied with. These include but are not limited to the payment of prevailing wages, the stipulation that eight (8) hours’ labor shall constitute a legal day’s work and that no worker shall be permitted to work in excess of eight (8) hours during any one calendar day except as permitted by law. Contractor shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless,       Packet Pg. 511 - 4 - pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.2.10.1 Employment Eligibility; Contractor. By executing this Agreement, Contractor verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time. Such requirements and restrictions include, but are not limited to, examination and retention of documentation confirming the identity and immigration status of each employee of the Contractor. Contractor also verifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the term of the Agreement. Contractor shall avoid any violation of any such law during the term of this Agreement by participating in an electronic verification of work authorization program operated by the United States Department of Homeland Security, by participating in an equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired employees, or by some other legally acceptable method. Contractor shall maintain records of each such verification, and shall make them available to the City or its representatives for inspection and copy at any time during normal business hours. The City shall not be responsible for any costs or expenses related to Contractor’s compliance with the requirements provided for in Section 3.2.10 or any of its sub-sections. 3.2.10.2 Employment Eligibility; Subcontractors, Sub-subcontractors and Consultants. To the same extent and under the same conditions as Contractor, Contractor shall require all of its subcontractors, sub-subcontractors and consultants performing any work relating to the Project or this Agreement to make the same verifications and comply with all requirements and restrictions provided for in Section 3.2.10.1. 3.2.10.3 Employment Eligibility; Failure to Comply. Each person executing this Agreement on behalf of Contractor verifies that they are a duly authorized officer of Contractor, and understands that any of the following shall be grounds for the City to terminate the Agreement for cause: (1) failure of Contractor or its subcontractors, sub- subcontractors or consultants to meet any of the requirements provided for in Sections 3.2.10.1 or 3.2.10.2; (2) any misrepresentation or material omission concerning compliance with such requirements (including in those verifications provided to the Contractor under Section 3.2.10.2); or (3) failure to immediately remove from the Project any person found not to be in compliance with such requirements. 3.2.10.4 Labor Certification. By its signature hereunder, Contractor certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Workers’ Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.2.10.5 Equal Opportunity Employment. Contractor represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.       Packet Pg. 512 - 5 - 3.2.10.6 Air Quality. Contractor must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the California Air Resources Board (CARB). Contractor shall specifically be aware of the CARB limits and requirements’ application to “portable equipment”, which definition is considered by CARB to include any item of equipment with a fuel-powered engine. Contractor shall indemnify City against any fines or penalties imposed by CARB or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Contractor, its subcontractors, or others for whom Contractor is responsible under its indemnity obligations provided for in this Agreement. 3.2.10.7 Water Quality. (A) Management and Compliance. To the extent applicable, Contractor’s Services must account for, and fully comply with, all local, state and federal laws, rules and regulations that may impact water quality compliance, including, without limitation, all applicable provisions of the Federal Water Pollution Control Act (33 U.S.C. §§ 1300); the California Porter-Cologne Water Quality Control Act (Cal Water Code §§ 13000-14950); laws, rules and regulations of the Environmental Protection Agency and the State Water Resources Control Board; the City’s ordinances regulating discharges of storm water; and any and all regulations, policies, or permits issued pursuant to any such authority regulating the discharge of pollutants, as that term is used in the Porter-Cologne Water Quality Control Act, to any ground or surface water in the State. (B) Liability for Non-Compliance. Failure to comply with the laws, regulations and policies described in this Section is a violation of law that may subject Contractor or City to penalties, fines, or additional regulatory requirements. Contractor shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from and against any and all fines, penalties, claims or other regulatory requirements imposed as a result of Contractor’s non-compliance with the laws, regulations and policies described in this Section, unless such non-compliance is the result of the sole established negligence, willful misconduct or active negligence of the City, its officials, officers, agents, employees or authorized volunteers. (C) Training. In addition to any other standard of care requirements set forth in this Agreement, Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them without impacting water quality in violation of the laws, regulations and policies described in this Section. Contractor further warrants that it, its employees and subcontractors will receive adequate training, as determined by City, regarding the requirements of the laws, regulations and policies described in this Section as they may relate to the Services provided under this Agreement. Upon request, City will provide Contractor with a list of training programs that meet the requirements of this paragraph. 3.2.11 Insurance.       Packet Pg. 513 - 6 - 3.2.11.1 Time for Compliance. Contractor shall not commence Work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this Section. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this Section. 3.2.11.2 Minimum Requirements. Contractor shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Contractor, its agents, representatives, employees or subcontractors. Contractor shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage: (A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto); (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance; (4) Privacy/Network Security (Cyber), in a form and with insurance companies acceptable to City; The policy shall not contain any exclusion contrary to the Agreement, including but not limited to endorsements or provisions limiting coverage for (1) contractual liability (including but not limited to ISO CG 24 26 or 21 29); or (2) cross liability for claims or suits by one insured against another. (B) Minimum Limits of Insurance. Contractor shall maintain limits no less than: (1) General Liability: $2,000,000 MINIMUM; and $4,000,0000 aggregate per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used including, but not limited to, form CG 2503, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 MINIMUM per accident for bodily injury and property damage; (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 MINIMUM; per accident for bodily injury or disease; Defense costs shall be paid in addition to the limits. (C) Notices; Cancellation or Reduction of Coverage. At least fifteen (15) days prior to the expiration of any such policy, evidence showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or materially reduced, Contractor shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, the City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by the City will be promptly reimbursed by Contractor or the City may withhold amounts sufficient to pay premium from Contractor payments. In the alternative, the City may suspend or terminate this Agreement. (D) Additional Insured. The City of San Bernardino, its directors, officials, officers, employees, agents, and volunteers shall be named as additional insureds on Contractor’s and its subcontractors’ policies of commercial general liability and       Packet Pg. 514 - 7 - automobile liability insurance using the endorsements and forms specified herein or exact equivalents. 3.2.11.3 Insurance Endorsements. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms supplied or approved by the City to add the following provisions to the insurance policies: (A) General Liability. The general liability policy shall include or be endorsed (amended) to state that: (1) using ISO CG forms 20 10 and 20 37, or endorsements providing the exact same coverage, the City of San Bernardino, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insured with respect to the Services or ongoing and complete operations performed by or on behalf of the Contractor, including materials, parts or equipment furnished in connection with such work; and (2) using ISO form 20 01, or endorsements providing the exact same coverage, the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Contractor’s scheduled underlying coverage. Any excess insurance shall contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of the City, before the City’s own primary insurance or self-insurance shall be called upon to protect it as a named insured. Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Contractor’s insurance and shall not be called upon to contribute with it in any way. Notwithstanding the minimum limits set forth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.3(A). (B) Automobile Liability. The automobile liability policy shall include or be endorsed (amended) to state that: (1) the City, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Contractor or for which the Contractor is responsible; and (2) the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Contractor’s scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Contractor’s insurance and shall not be called upon to contribute with it in any way. Notwithstanding the minimum limits set forth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.3(B). (C) Workers’ Compensation and Employer’s Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work performed by the Contractor. (D) All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days (10 days for nonpayment of premium) prior written notice by certified mail, return receipt requested, has been given to the City; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials, officers, employees, agents, and volunteers.       Packet Pg. 515 - 8 - Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officials, officers, employees, agents and volunteers, or any other additional insureds. 3.2.11.4 Separation of Insureds; No Special Limitations; Waiver of Subrogation. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, employees, agents, and volunteers. All policies shall waive any right of subrogation of the insurer against the City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, and shall require similar written express waivers and insurance clauses from each of its subcontractors. 3.2.11.5 Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. Contractor shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its directors, officials, officers, employees, agents, and volunteers; or (2) the Contractor shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 3.2.11.6 Subcontractor Insurance Requirements. Contractor shall not allow any subcontractors to commence work on any subcontract relating to the work under the Agreement until they have provided evidence satisfactory to the City that they have secured all insurance required under this Section. If requested by Contractor, the City may approve different scopes or minimum limits of insurance for particular subcontractors. The Contractor and the City shall be named as additional insureds on all subcontractors’ policies of Commercial General Liability using ISO form 20 38, or coverage at least as broad. 3.2.11.7 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating no less than A:VIII, licensed to do business in California, and satisfactory to the City. 3.2.11.8 Verification of Coverage. Contractor shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. 3.2.11.9 Reporting of Claims. Contractor shall report to the City, in addition to Contractor’s insurer, any and all insurance claims submitted by Contractor in connection with the Services under this Agreement. 3.2.12 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times       Packet Pg. 516 - 9 - be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.2.13 Bonds. 3.2.13.1 Performance Bond. If required by law or otherwise specifically requested by City in Exhibit “C” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Agreement a Performance Bond in the amount of the total, not-to-exceed compensation indicated in this Agreement, and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until it has been received and approved by the City. 3.2.13.2 Payment Bond. If required by law or otherwise specifically requested by City in Exhibit “C” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Agreement a Payment Bond in the amount of the total, not-to-exceed compensation indicated in this Agreement, and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until it has been received and approved by the City. 3.2.13.3 Bond Provisions. Should, in City’s sole opinion, any bond become insufficient or any surety be found to be unsatisfactory, Contractor shall renew or replace the affected bond within 10 days of receiving notice from City. In the event the surety or Contractor intends to reduce or cancel any required bond, at least thirty (30) days prior written notice shall be given to the City, and Contractor shall post acceptable replacement bonds at least ten (10) days prior to expiration of the original bonds. No further payments shall be deemed due or will be made under this Agreement until any replacement bonds required by this Section are accepted by the City. To the extent, if any, that the total compensation is increased in accordance with the Agreement, the Contractor shall, upon request of the City, cause the amount of the bonds to be increased accordingly and shall promptly deliver satisfactory evidence of such increase to the City. To the extent available, the bonds shall further provide that no change or alteration of the Agreement (including, without limitation, an increase in the total compensation, as referred to above), extensions of time, or modifications of the time, terms, or conditions of payment to the Contractor, will release the surety. If the Contractor fails to furnish any required bond, the City may terminate this Agreement for cause. 3.2.13.4 Surety Qualifications. Only bonds executed by an admitted surety insurer, as defined in Code of Civil Procedure Section 995.120, shall be accepted. The surety must be a California-admitted surety with a current A.M. Best’s rating no less than A:VIII and satisfactory to the City. If a California-admitted surety insurer issuing bonds does not meet these requirements, the insurer will be considered qualified if it is in conformance with Section 995.660 of the California Code of Civil Procedure, and proof of such is provided to the City.       Packet Pg. 517 - 10 - 3.2.14 Accounting Records. Contractor shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Contractor shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.2.15 Work Site. 3.2.15.1 Inspection Of Site. Contractor shall visit sites where Services are to be performed and shall become acquainted with all conditions affecting the Services prior to commencing the Services. Contractor shall make such examinations as it deems necessary to determine the condition of the work sites, its accessibility to materials, workmen and equipment, and to determine Contractor’s ability to protect existing surface and subsurface improvements. No claim for allowances–time or money–will be allowed as to such matters after commencement of the Services. 3.2.15.2 Field Measurements. Contractor shall make field measurements, verify field conditions and shall carefully compare such field measurements and conditions and other information known to Contractor with the Contract Documents, including any plans, specifications, or scope of work before commencing Services. Errors, inconsistencies or omissions discovered shall be reported to the City immediately and prior to performing any Services or altering the condition. 3.2.16 Loss and Damage. Contractor shall be responsible for all loss and damage which may arise out of the nature of the Services agreed to herein, or from the action of the elements, or from any unforeseen difficulties which may arise or be encountered in the prosecution of the Services until the same is fully completed and accepted by City. 3.2.17 Warranty. Contractor warrants all Services under the Contract (which for purposes of this Section shall be deemed to include unauthorized work which has not been removed and any non-conforming materials incorporated into the work) to be of good quality and free from any defective or faulty material and workmanship. Contractor agrees that for a period of one year (or the period of time specified elsewhere in the Contract or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the work, whichever is later) after the date of final acceptance, Contractor shall within ten (10) days after being notified in writing by the City of any defect in the Services or non-conformance of the Services to the Contract, commence and prosecute with due diligence all Services necessary to fulfill the terms of the warranty at its sole cost and expense. Contractor shall act sooner as requested by the City in response to an emergency. In addition, Contractor shall, at its sole cost and expense, repair and replace any portions of the work (or work of other contractors) damaged by its defective Services or which becomes damaged in the course of repairing or replacing defective work. For any work so corrected, Contractor’s obligation hereunder to correct defective work shall be reinstated for an additional one year period, commencing with the date of acceptance of such corrected work. Contractor shall perform such tests as the City may require to verify that any corrective actions, including, without limitation, redesign, repairs, and replacements comply with the requirements of the Contract. All costs associated with such corrective actions and testing, including the removal, replacement, and reinstitution of equipment and materials necessary to gain access, shall be the sole responsibility of the Contractor. All warranties and guarantees of subcontractors, suppliers and manufacturers with respect to any       Packet Pg. 518 - 11 - portion of the work, whether express or implied, are deemed to be obtained by Contractor for the benefit of the City, regardless of whether or not such warranties and guarantees have been transferred or assigned to the City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of the City. In the event that Contractor fails to perform its obligations under this Section, or under any other warranty or guaranty under this Contract, to the reasonable satisfaction of the City, the City shall have the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand. 3.3 Fees and Payments. 3.3.1 Compensation. Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit “B” attached hereto and incorporated herein by reference. The total compensation shall not exceed $2,927,607 (TWO-MILLION, NINE-HUNDRED TWENTY-SEVEN THOUSAND, SIX- HUNDRED SEVEN DOLLARS AND NO CENTS) without written approval of City’s Director of Finance and Management Services. Extra work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation. Contractor shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Contractor. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Deductions. City may deduct or withhold, as applicable, from each progress payment an amount necessary to protect City from loss because of: (1) stop payment notices as allowed by state law; (2) unsatisfactory prosecution of the Services by Contractor; (3) sums representing expenses, losses, or damages as determined by the City, incurred by the City for which Contractor is liable under the Agreement; and (4) any other sums which the City is entitled to recover from Contractor under the terms of the Agreement or pursuant to state law, including Section 1727 of the California Labor Code. The failure by the City to deduct any of these sums from a progress payment shall not constitute a waiver of the City's right to such sums. 3.3.4 Reimbursement for Expenses. Contractor shall not be reimbursed for any expenses unless authorized in writing by City. 3.3.5 Extra Work. At any time during the term of this Agreement, City may request that Contractor perform Extra Work. As used herein, “Extra Work” means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Contractor shall not perform, nor be compensated for, Extra Work without written authorization from City’s Representative. 3.3.6 Prevailing Wages. Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. If the Services are being performed as part of an applicable “public       Packet Pg. 519 - 12 - works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Contract. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at Contractor’s principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4. 3.3.7 Registration/DIR Compliance. If the Services are being performed as part of an applicable “public works” or “maintenance” project, and if the total compensation is $15,000 or more, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Contractor shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. This Project may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Contractor’s sole responsibility to comply with all applicable registration and labor compliance requirements. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1. Any stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor that affect Contractor’s performance of Services, including any delay, shall be Contractor’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Contractor caused delay and shall not be compensable by the City. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor. 3.4 Termination of Agreement. 3.4.1 Grounds for Termination. City may, by written notice to Contractor, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Contractor of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Contractor shall be compensated only for those services which have been adequately rendered to City, and Contractor shall be entitled to no further compensation. Contractor may not terminate this Agreement except for cause. 3.4.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Contractor to provide all finished or unfinished Documents and Data and other information of any kind prepared by Contractor in connection with the performance of Services       Packet Pg. 520 - 13 - under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request. 3.4.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.5 General Provisions. 3.5.1 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: Contractor: Michael Amundson 32 Rancho Circle Lake Forest, CA 92630 City: City of San Bernardino Vanir Tower, 290 North D Street San Bernardino, CA 92401 Attn: ERNESTO SALINAS With Copy To: City of San Bernardino Vanir Tower, 290 North D Street San Bernardino, CA 92401 Attn: City Attorney Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.2 Indemnification. 3.5.2.1 Scope of Indemnity. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold the City, its officials, employees, agents and volunteers free and harmless from any and all claims, demands, causes of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees, settlements, loss, damage or injury of any kind, in law or equity, regardless of whether the allegations are false, fraudulent, or groundless, to property or persons, including wrongful death, (collectively, “Claims”) in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Contractor, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Contractor’s Services, the Project or this Agreement, including without limitation the payment of all expert witness fees, attorneys’ fees and other related costs and expenses. Notwithstanding the foregoing, to the extent required by Civil Code section 2782, Contractor’s indemnity obligation shall not apply to       Packet Pg. 521 - 14 - liability for damages for death or bodily injury to persons, injury to property, or any other loss, damage or expense which is caused by the sole or active negligence or willful misconduct of the City or the City’s agents, servants, or independent contractors who are directly responsible to the City. 3.5.2.2 Additional Indemnity Obligations. Contractor shall defend, with counsel of City’s choosing and at Contractor’s own cost, expense and risk, any and all Claims covered by this indemnification section that may be brought or instituted against City or its officials, employees, agents and volunteers. In addition, Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or its officials, employees, agents and volunteers as part of any such claim, suit, action or other proceeding. Contractor shall also reimburse City for the cost of any settlement paid by City or its officials, employees, agents and volunteers as part of any such claim, suit, action or other proceeding. Such reimbursement shall include payment for City’s attorney’s fees and costs, including expert witness fees. Contractor shall reimburse City and its officials, employees, agents and volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor’s obligation to indemnify shall survive expiration or termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received by the City, its officials, employees, agents and volunteers. 3.5.3 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in San Bernardino County, California. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Contractor. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor shall be barred from bringing and maintaining a valid lawsuit against the City. 3.5.4 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.5.5 City’s Right to Employ Other Contractors. City reserves right to employ other contractors in connection with this Project. 3.5.6 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties. 3.5.7 Assignment or Transfer. Contractor shall not assign, hypothecate or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.8 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term       Packet Pg. 522 - 15 - referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Contractor include all personnel, employees, agents, and subcontractors of Contractor, except as otherwise specified in this Agreement. All references to City include its officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content or intent of this Agreement. 3.5.9 Amendment; Modification. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.10 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise. 3.5.11 No Third Party Beneficiaries. Except to the extent expressly provided for in Section 3.5.7, there are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.12 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.13 Prohibited Interests. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Contractor further agrees to file, or shall cause its employees or subcontractors to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.14 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.15 Authority to Enter Agreement. Contractor has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.16 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.5.17 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations,       Packet Pg. 523 - 16 - understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.5.18 Electronic Signature. Each Party acknowledges and agrees that this Agreement may be executed by electronic or digital signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature. 3.5.19 Fleet Compliance. 3.5.19.1 To the extent applicable, Contractor, shall comply, and shall ensure all subcontractors comply, with all requirements of the most current version of the California Air Resources Board (“CARB”) including, without limitation, all applicable terms of Title 13, California Code of Regulations Division 3, Chapter 9 and all pending amendments (“Regulation”). A Fleet Compliance Certification form is attached hereto to this Agreement as Exhibit “D” and incorporated herein by this reference. 3.5.19.2 Throughout Project, and for three (3) years thereafter, Contractor shall make available for inspection and copying any and all documents or information associated with Contractor’s and subcontractors’ fleet including, without limitation, the CRCs, fuel/refueling records, maintenance records, emissions records, and any other information the Contractor is required to produce, keep or maintain pursuant to the Regulation upon two (2) calendar days’ notice from the City. 3.5.19.3 Contractor shall be solely liable for any and all costs associated with complying with the Regulation as well as for any and all penalties, fines, damages, or costs associated with any and all violations, or failures to comply with the Regulation. Contractor shall defend, indemnify and hold harmless the City, its officials, officers, employees and authorized volunteers free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Regulation. 3.6 Federal Provisions Funds from the Coronavirus State Fiscal Recovery Fund and/or the Coronavirus Local Fiscal Recovery Fund, together known as the Coronavirus State and Local Fiscal Recovery Funds (“CSLFRF”) program, will be used to fund all or a portion of this Agreement. As applicable, Consultant shall comply with all federal requirements including, but not limited to, the following, all of which are expressly incorporated herein by reference: 3.6.1 Sections 602 and 603 of the Social Security Act as added by Section 9901 of the American Rescue Plan Act of 2021 (the “Act”); 3.6.2 U.S. Department of the Treasury (“Treasury”) Final Rule for the Act; 3.6.3 Treasury Compliance and Reporting Guidance for the Act; 3.6.4 C.F.R. Part 200 – Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, other than such provisions as the U.S. Department of the Treasury may determine are       Packet Pg. 524 - 17 - inapplicable to the CSLFRF program and subject to such exceptions as may be otherwise provided by the U.S. Department of the Treasury; 3.6.6 Treasury Coronavirus Local Fiscal Recovery Fund Award Terms and Conditions; and 3.7.7 Federal contract provisions attached hereto as Exhibit “C” and incorporated herein by reference. Subcontracts, if any, shall contain a provision making them subject to all of the provisions stipulated in this Agreement. With respect to any conflict between such federal requirements and the terms of this Agreement and/or the provisions of state law and except as otherwise required under federal law or regulation, the more stringent requirement shall control [SIGNATURES ON FOLLOWING PAGE]       Packet Pg. 525 - 18 - SIGNATURE PAGE FOR MAINTENANCE SERVICES AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND HARDY AND HARPER, INC. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the date first written above. CITY OF SAN BERNARDINO APPROVED BY: Rochelle Clayton, Acting City Manager ATTESTED BY: Genoveva Rocha,CMC City Clerk APPROVED AS TO FORM: Best Best & Krieger LLP City Attorney Hardy and Harper, Inc By: Its: Printed Name: By: Its: Printed Name: ____________________________________ Contractor’s License Number ____________________________________ DIR Registration Number       Packet Pg. 526 EXHIBIT A EXHIBIT A SCOPE OF SERVICES/SCHEDULE OF SERVICES       Packet Pg. 527 EXHIBIT A       Packet Pg. 528 EXHIBIT A       Packet Pg. 529 EXHIBIT A       Packet Pg. 530 EXHIBIT B EXHIBIT B       Packet Pg. 531 EXHIBIT C       Packet Pg. 532 EXHIBIT C EXHIBIT C FEDERAL CONTRACT PROVISIONS During the performance of this Agreement, Consultant shall comply with all applicable federal laws and regulations including, but not limited to, the federal contract provisions in this Exhibit “C”. 1.REQUIRED CONTRACT PROVISIONS IN ACCORDANCE WITH APPENDIX II TO PART 200 – CONTRACT PROVISIONS FOR NON-FEDERAL ENTITY CONTRACTS UNDER FEDERAL AWARDS (2 C.F.R. § 200.327) (a) Appendix II to Part 200 (A); Appendix II to Part 200 (B): Remedies for Breach; Termination for Cause/Convenience. The Contract Documents include remedies for breach and termination for cause and convenience. (b) Appendix II to Part 200 (C) – Equal Employment Opportunity: If this Agreement meets the definition of a “federal assisted construction contract” in 41 CFR § 60-1.3, Consultant agrees as follows during the performance of this Agreement: (i) The Consultant will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (ii) The Consultant will, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. (iii) The Consultant will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Consultant's legal duty to furnish information. (iv) The Consultant will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.       Packet Pg. 533 EXHIBIT C (v) The Consultant will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (vi) The Consultant will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (vii) In the event of the Consultant's noncompliance with the nondiscrimination clauses of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (viii) The Consultant will include the portion of the sentence immediately preceding paragraph (i) and the provisions of paragraphs (i) through (vii) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Consultant will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Consultant may request the United States to enter into such litigation to protect the interests of the United States. The City further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the City so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the Agreement. The City agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of the Consultant and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance. The City further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the       Packet Pg. 534 EXHIBIT C Executive Order. In addition, the City agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: cancel, terminate, or suspend in whole or in part the grant (contract, loan, insurance, guarantee) for this project; refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. (c) Appendix II to Part 200 (D) – Davis-Bacon Act: (i) When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. Sections 3141-3148) as supplemented by Department of Labor regulations (29 C.F.R. Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). (ii) In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-Federal contractor must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal Contractor must report all suspected or reported violations to the Federal awarding agency. (d) Appendix II to Part 200 (D) – Copeland “Anti-Kickback” Act: (i)All prime construction contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (18 U.S.C. Section 874 and 40 U.S.C. Section 3145), as supplemented by Department of Labor regulations (29 C.F.R. Part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). (ii)The Copeland “Anti-Kickback” Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal contractor must report all suspected or reported violations to the Federal awarding agency. (e) Appendix II to Part 200 (E) – Contract Work Hours and Safety Standards Act: (i) Overtime Requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. (ii) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (ii) of this section the Consultant and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such       Packet Pg. 535 EXHIBIT C contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (ii) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (ii) of this section. (iii) Withholding for unpaid wages and liquidated damages. The City shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or subcontractor under any such contract or any other Federal contract with the Consultant, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the Consultant, such sums as may be determined to be necessary to satisfy any liabilities of Consultant or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (iii) of this section. (iv) Subcontracts. The Consultant or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (ii) through (v) of this Section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The Consultant shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (ii) through (v) of this Section. (f) Appendix II to Part 200 (F) – Rights to Inventions Made Under a Contract or Agreement: If the Federal award meets the definition of “funding agreement” under 37 CFR § 401.2 (a) and the Consultant wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the Consultant must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.. (g) Appendix II to Part 200 (G) – Clean Air Act and Federal Water Pollution Control Act: (i) Pursuant to the Clean Air Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. (ii) Pursuant to the Federal Water Pollution Control Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000.       Packet Pg. 536 EXHIBIT C (h) Appendix II to Part 200 (H) – Debarment and Suspension: (i) This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such Consultant is required to verify that none of the Consultant, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). (ii) Consultant must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. (iii) This certification is a material representation of fact relied upon by City. If it is later determined that Consultant did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. (iv) Consultant warrants that it is not debarred, suspended, or otherwise excluded from or ineligible for participation in any federal programs. Consultant also agrees to verify that all subcontractors performing work under this Agreement are not debarred, disqualified, or otherwise prohibited from participation in accordance with the requirements above. Consultant further agrees to notify the City in writing immediately if Consultant or its subcontractors are not in compliance during the term of this Agreement. (i) Appendix II to Part 200 (I) – Byrd Anti-Lobbying Act: Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the awarding agency. (j) Appendix II to Part 200 (J) – §200.323 Procurement of Recovered Materials: (i) Consultant shall comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement. (ii) In the performance of this Agreement, the Consultant shall make maximum use of products containing recovered materials that are EPA-designated items unless the product cannot be acquired: competitively within a timeframe providing for compliance with the contract performance schedule; meeting contract performance requirements; or at a reasonable price.       Packet Pg. 537 EXHIBIT C (iii) Information about this requirement, along with the list of EPA-designate items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program. (iv) The Consultant also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act.” (k) Appendix II to Part 200 (K) – §200.216 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment: (i) Consultant shall not contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system funded under this Agreement. As described in Public Law 115–232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). (1) For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities). (2) Telecommunications or video surveillance services provided by such entities or using such equipment. (3) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. (ii) See Public Law 115-232, section 889 for additional information. (l) Appendix II to Part 200 (L) – §200.322 Domestic Preferences for Procurement: (i) Consultant shall, to the greatest extent practicable, purchase, acquire, or use goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subcontracts. (ii) For purposes of this section: (1) “Produced in the United States’’ means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. (2) ‘‘Manufactured products’’ means items and construction materials composed in whole or in part of nonferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber.       Packet Pg. 538 EXHIBIT C 2.CONTRACTING WITH SMALL AND MINORITY FIRMS, WOMEN’S BUSINESS ENTERPRISE AND LABOR SURPLUS AREA FIRMS (2 C.F.R. § 200.321) (a) Consultant shall be subject to 2 C.F.R. § 200.321 and will take affirmative steps to assure that minority firms, women’s business enterprises, and labor surplus area firms are used when possible and will not be discriminated against on the grounds of race, color, religious creed, sex, or national origin in consideration for an award. (b) Affirmative steps shall include: (i) Placing qualified small and minority businesses and women's business enterprises on solicitation lists; (ii) Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; (iii) Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority business, and women's business enterprises; (iv) Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority business, and women's business enterprises; and (v) Using the services/assistance of the Small Business Administration (SBA), and the Minority Business Development Agency (MBDA) of the Department of Commerce. (c) Consultant shall submit evidence of compliance with the foregoing affirmative steps when requested by the City. 3.COMPLIANCE WITH U.S. DEPARTMENT OF THE TREASURY CORONAVIRUS LOCAL FISCAL RECOVERY FUND AWARD TERMS AND CONDITIONS (a) Maintenance of and Access to Records. Consultant shall maintain records and financial documents sufficient to evidence compliance with section 603(c) of the Act, Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing. Consultant agrees to provide the City, Treasury Office of Inspector General and the Government Accountability Office, or any of their authorized representatives access to any books, documents, papers, and records (electronic an otherwise) of the Consultant which are directly pertinent to this Agreement for the purposes of conducting audits or other investigations. Records shall be maintained by Consultant for a period of five (5) years after completion of the Project. (b) Compliance with Federal Regulations. Consultant agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to section 603(f) of the Act, and guidance issued by Treasury regarding the foregoing. Consultant also agrees to comply with all other applicable federal statutes, regulations, and executive orders, including, without limitation, the following: (i) Universal Identifier and System for Award Management (SAM), 2 C.F.R. Part 25, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 25 is hereby incorporated by reference.       Packet Pg. 539 EXHIBIT C (ii) Reporting Subaward and Executive Compensation Information, 2 C.F.R. Part 170, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 170 is hereby incorporated by reference. (iii) OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement), 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to 2 C.F.R. Part 180 and Treasury’s implementing regulation at 31 C.F.R. Part 19. (iv) Recipient Integrity and Performance Matters, pursuant to which the award term set forth in 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference. (v) Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R. Part 20. (vi) New Restrictions on Lobbying, 31 C.F.R. Part 21. (vii) Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. §§ 4601-4655) and implementing regulations. (c) Compliance with Federal Statutes and Regulations Prohibiting Discrimination. Consultant agrees to comply with statutes and regulations prohibiting discrimination applicable to the CSLFRF program including, without limitation, the following: (i) Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury’s implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance. (ii) The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability. (iii) Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance. (iv) The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance. (v) Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. (d) False Statements. Consultant understands that making false statements or claims in connection with the CSLFRF program is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties,       Packet Pg. 540 EXHIBIT C debarment from participating in federal awards or contracts, and/or any other remedy available by law. (e) Protections for Whistleblowers. (i) In accordance with 41 U.S.C. § 4712, Consultant may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant. (ii) The list of persons and entities referenced in the paragraph above includes the following: (1) A member of Congress or a representative of a committee of Congress; (2) An Inspector General; (3) The Government Accountability Office; (4) A Treasury employee responsible for contract or grant oversight or management; (5) An authorized official of the Department of Justice or other law enforcement agency; (6) A court or grand jury; or (7) A management official or other employee of Consultant, or a subcontractor who has the responsibility to investigate, discover, or address misconduct. (f) Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Consultant is encouraged to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company-owned, rented or personally owned vehicles, and encourage its subcontractors to do the same (g) Reducing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Consultant should encourage its employees and subcontractors to adopt and enforce policies that ban text messaging while driving, and Consultant should establish workplace safety policies to decrease accidents caused by distracted drivers. (h) Assurances of Compliance with Civil Rights Requirements. The Civil Rights Restoration Act of 1987 provides that the provisions of this assurance apply to the Project, including, but not limited to, the following: (i) Consultant ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds,       Packet Pg. 541 EXHIBIT C of any person in the United States on the ground of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at 31 CFR Part 22 and other pertinent executive orders such as Executive Order 13166; directives; circulars; policies; memoranda and/or guidance documents. (ii) Consultant acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency (LEP),” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, are limited in their English proficiency. Consultant understands that the denial of access to persons to its programs, services and activities because of their limited proficiency in English is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964. Accordingly, Consultant shall initiate reasonable steps, or comply with Treasury’s directives, to ensure meaningful access to its programs, services and activities to LEP persons. Consultant understands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary to ensure effective communication in the Project. (iii) Consultant agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services and activities. As a resource, the Department of the Treasury has published its LEP guidance at 70 FR 6067. For more information on LEP, please visit http://www.lep.gov. (iv) Consultant acknowledges and agrees that compliance with this assurance constitutes a condition of continued receipt of federal financial assistance and is binding upon Consultant and Consultant’s successors, transferees and assignees for the period in which such assistance is provided. (v) Consultant agrees to incorporate the following language in every contract or agreement subject to Title VI and its regulations between the Consultant and the Consultant’s subcontractors, successors, transferees and assignees: The subcontractor, successor, transferee and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding from a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also extends protection to persons with “Limited English proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. § 2000d et seq., as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). (vi) Consultant understands and agrees that if any real property or structure is provided or improved with the aid of federal financial assistance by the Department of the Treasury, this assurance obligates the Consultant, or in the case of a subsequent transfer, the transferee, for the period during which the real property or structure is used for a purpose for which the federal financial assistance is extended or for another purpose involving the provision of similar services or benefits. If any personal property is provided, this assurance obligates the Consultant for the period during which it retains ownership or possession of the property.       Packet Pg. 542 EXHIBIT C (vii) Consultant shall cooperate in any enforcement or compliance review activities by the Department of the Treasury of the aforementioned obligations. Enforcement may include investigation, arbitration, mediation, litigation, and monitoring of any settlement agreements that may result from these actions. Consultant shall comply with information requests, on-site compliance reviews, and reporting requirements. (viii) Consultant shall maintain a complaint log and inform the Department of the Treasury of any accusations of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act of 1964 and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. Consultant must also inform the Department of the Treasury if Consultant has received no complaints under Title VI. (ix) Consultant must provide documentation of an administrative agency’s or court’s findings of non-compliance of Title VI and efforts to address the non-compliance, including any voluntary compliance or other agreements between the Consultant and the administrative agency that made the finding. If the Consultant settles a case or matter alleging such discrimination, Consultant must provide documentation of the settlement. If Consultant has not been the subject of any court or administrative agency finding of discrimination, please so state. (x) If Consultant makes sub-awards to other agencies or other entities, Consultant is responsible for assuring that sub-recipients also comply with Title VI and all of the applicable authorities covered in this assurance.       Packet Pg. 543 - 1 - REQUEST FOR VENDOR QUOTES FOR CITY OF SAN BERNARDINO FOR RFQ F-24-4025 ASPHALT MAINTENANCE AND REPAIR CITY OF SAN BERNARDINO 290 North D Street San Bernardino, California 92401 Telephone: (909) 384-7272 https://www.sbcity.org       Packet Pg. 544 - 2 - REQUEST FOR VENDOR PRICE QUOTES PROJECT NO. RFQ F -24-4025 ASPHALT MAINTENANCE AND REPAIR PUBLIC NOTICE IS HEREBY GIVEN that vendor price quotes (“Quotes”) will be received by the City of San Bernardino (“City”) electronically through the City’s online bid management provider (“PlanetBids”), before 3:00 pm, on November 7, 2024. Quotes may NOT be submitted by fax, email, telephone, mail, hand delivery, or other means; any Quotes received through any means other than PlanetBids will be returned to the Vendor unopened. The award of this contract is subject to available budget adequate to carry out the provisions of the proposed agreement including the identified scope of work. The City reserves the right to reject any or all Quotes. The City is committed to inclusion and diversity and welcomes proposals and bids from contractors, consultants, and vendors of all faiths, creeds, ancestries, and ethnicities without regard to disability, gender identity, sexual orientation, or immigration status. The City condemns and will not tolerate prejudice, racism, bigotry, hatred, bullying, or violence towards any group within or outside of our community. Public Works Prevailing Wage and Contractor Registration Certain labor categories under this project may be subject to prevailing wages as identified in the State of California Labor Code commencing at sections 1720 et seq. and 1770 et seq. If applicable, employees working in these categories at the site must be paid not less than the basic hourly rates of pay and fringe benefits established by the California Department of Industrial Relations (“DIR”). Copies of the State of California wage schedules are available for review at www.dir.ca.gov/dlsr/. In addition, a copy of the prevailing rate of per diem wages will be made available at the City upon request. The successful Vendor shall post a copy of the prevailing wage rates at each job site. It shall be mandatory upon the Vendor to whom the Agreement is awarded, and upon any subcontractors, to comply with all Labor Code provisions, which include but are not limited to the payment of not less than the said specified prevailing wage rates to all workers employed by them in the execution of the Agreement, employment of apprentices, hours of labor and debarment of contractors and subcontractors. Pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the DIR. No proposal will be accepted nor any contract entered into without proof of the Vendor’s and subcontractors’ current registration with the DIR to perform public work. If awarded a contract, the Vendor and its subcontractors, of any tier, shall maintain active registration with the DIR for the duration of the project. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1. The contract awarded pursuant to this request may also be subject to compliance monitoring and enforcement by the DIR.       Packet Pg. 545 - 3 - I. REQUEST FOR QUOTES The City is requesting Quotes from qualified vendors 1 (“Vendors”) for ASPHALT MAINTENANCE AND REPAIR services (“Project/Equipment”). To serve and promote the welfare of its residents, the City intends to procure the Project/Equipment, as described below. A. Scope of Work/Services The Project/Equipment sought under this request are set forth in more detail in Attachment “A”, attached hereto and incorporated herein by this reference. Notwithstanding the inclusion of such Project/Equipment in Attachment “A”, the final scope of Project/Equipment negotiated between City and the successful Vendor shall be set forth in the Maintenance Services Agreement (“Agreement”) executed by and between City and the successful Vendor. A copy of the Agreement is attached hereto as Attachment “B” and incorporated herein by this reference. B. Project Manager The Project Manager for the City regarding this request will be Michelle Parra, Buyer, Purchasing Division, purchasing@sbcity.org, or a designated representative, who will coordinate the assistance to be provided by the City to the Vendor. C. Requests for Clarification All questions, requests for interpretations, or clarifications, either administrative or technical must be requested in writing and will be answered in writing through PlanetBids. To ensure a response, questions must be received in writing no later than October 29, 2024, before 3:00 pm local time. D. Meeting – N/A E. Site Examination -N/A F. Submittal Requirements of Vendor Price Quote The Quote must be received before 3:00 pm local time, on or before November 7, 2024, through PlanetBids. It is solely the responsibility of Vendor to see that its Quote is properly submitted to PlanetBids in proper form and prior to the stated closing time. PlanetBids will not accept late Quotes. The City will only consider Quotes that have transmitted successfully and have been issued a confirmation number with a time stamp from PlanetBids indicating that the Quote was submitted successfully. Vendors experiencing any technical difficulties with the Quote submission process may contact PlanetBids Support at 1-818-9921771. Neither the City nor PlanetBids make any guarantee as to the timely availability of assistance or assurance that any given problem will be resolved by the Quote submission date and/or time. Vendors to provide a Quote for the scope of Project/Equipment as set forth in in the Vendor Quote Form attached hereto as Attachment “C” and incorporated herein by this reference.. Vendors submitting a Quote agree to furnish services to the City in accordance with the Quote submitted, and to be bound by the terms and conditions of this Request for Vendor Price Quote. Vendor is certifying that it takes no exceptions to the request, including but not limited to, the Agreement. 1Use of the term “Vendor(s)” shall mean individual proprietorship, partnership, Limited Liability Company, corporation or joint venture.       Packet Pg. 546 - 4 - G. Selection Process The City will evaluate and award to the responsible Vendor offering the needed quality of supply or work or service at the lowest quotation or determined to be in the best interest of the City. During the evaluation process, the City reserves the right, to request additional information or clarifications from Vendors, or to allow corrections of errors or omissions. H. General Conditions 1. General: It is solely the responsibility of the Vendor to see that its Quote is properly submitted to PlanetBids in proper form and prior to the stated closing time. PlanetBids will not accept late Quotes. 2. Amendments to Request: The City reserves the right to amend the request or issue to all Vendors addenda to answer questions for clarification. 3. Non-Responsive Quotes : A Quote may be considered non-responsive if conditional or incomplete. 4. Costs for Preparing: The City will not compensate any Vendor for the cost of preparing any Quote, and all materials submitted with a Quote shall become the property of the City. The City will retain all Quotes submitted and may use any idea in a Quote regardless of whether that Quote is selected. 5. Price Validity: Quotes provided by Proposers in response to this request are valid for __90__ days from the due date. The City intends to award the Agreement within this time but may request an extension from the Vendors to hold pricing, until negotiations are complete and the Agreement is awarded. 6. Availability to Perform Work: Vendor must be available to begin Project/Equipment within __30____ working days of the contract being awarded and must complete all Project/Equipment within _____30 per project_____ [***INSERT “working” or “calendar”***] days. 7. Additional Costs to Perform Work/Services: The Vendor’s Quote is inclusive of all cost and applicable taxes. Vendor is responsible for all building permit fees, applicable renderings, plans, documentation and fees required by the Agreement. Vendor will be required to maintain at its own cost the necessary insurance as required by the Agreement and a City business license. 8. Vendor License: As applicable, Vendors shall be properly licensed for the services they provide. Pursuant to Section 7028.15 of the Business and Professions Code and Section 3300 of the Public Contract Code, all Vendors must possess proper licenses for the performance of this Agreement in the following classification(s): A-General Engineering Contractor, C8-Concrete Contractor, C12-Earthwork and Paving Contractors. Subcontractors must possess the appropriate licenses for specialty work. Pursuant to Section 7028.5 of the Business and Professions Code, the City shall consider any Quote submitted by a Vendor not currently licensed in accordance with state law to be nonresponsive. The City shall have the right to request, and proposers shall provide within five (5) calendar days, evidence satisfactory to the City of all valid license(s) currently held by Vendor and each of the Vendor’s subcontractors before awarding the Agreement 9. Additional Reservation of Rights by City: The City reserves the right to reject any and all Quotes. The City reserves the right to withdraw this Request for Vendor Quotes at any time without prior notice and the City makes no representations that a contract will be awarded to any Vendor responding to this Request for Vendor Quotes. The City reserves the right to postpone any deadlines required by this Request for Vendor Quotes, including, but not limited to the submittal date outlined in Section F of this Request for Vendor Quotes.       Packet Pg. 547 - 5 - [END OF SECTION]       Packet Pg. 548 - 6 - ATTACHMENT “A” PROPOSED SCOPE OF PROJECT/EQUIPMENT SERVICES The Vendor will furnish all materials, renderings, equipment, tools, removal, installation, labor, coordination, permits, supervision, freight, and incidentals (including tax) as necessary to perform and complete the project pursuant to the Request for Vendor Quotes and the Agreement. The following is a non-inclusive description of the project work and/or goods to be provided. Asphalt Maintenance and Repair General. The City of San Bernardino has approximately 534 center lane miles, approximately 45 parking lots at City parks and City owned facilities, and nearly 120 alleys with asphalt pavement. The City is responsible for repairing, maintaining, and replacing (as needed) asphalt pavement at all these locations through a combined effort between the Engineering and Operations and Maintenance (O&M) Divisions of Public Works. The O&M Division performs minor maintenance and temporary repairs of many asphalt streets and parking lots while the Engineering Division manages larger projects. This project addresses minor to medium-sized asphalt repairs on City streets, parking lots, alleys, and other related infrastructure and is administered through the O&M division. It seeks the services of an experienced, fully licensed contractor for Asphalt Maintenance Repair Services with experience in municipal settings. Terms. For purposes of this scope of services and any related documents, the following terms are defined: • Contract Administrator. The Contract Administrator is defined as the City representative responsible for administering the contract and ensuring the vendor services agreement is appropriately followed. This designation is assigned to the Operations and Maintenance Division Manager of Public Works. The Streets Supervisor is assigned as the alternate for this project. • Vendor. This refers to the asphalt maintenance and repair maintenance contractor and any of his or her assigned representatives. Materials . All asphalt materials shall meet the standard requirement of Section 400 of the Green Book standard specification for Public Works Construction, latest edition. Materials shall also be free of any residues caused by the artificial distillation of coal, coal tar, or paraffin. The material shall also be free of water and must be of the same kind/texture for the entire job. All types must be of PG6410 grade. Contractor must have the ability to supply the following: Asphalt Material • Type 3/4” • Type ½” • Type 3/8” • Type extra fine       Packet Pg. 549 - 7 - • Asphalt emulsion SS 1h Reporting and Notification. The vendor will be required to notify the Contract Administrator 24 hours prior to any scheduled work. Before and after pictures of work are required and will be sent to the contract administrator after completion of each job or work task. Hours of Operation. All work will be performed Monday to Saturday within the hours of 7 a.m. to 9 p.m. unless otherwise exempted by the Contract Administrator. Customer Service and After-Hours Notification. The vendor is required to have a dedicated after -hours notification line monitored and answered by an employee who can dispatch crews should an after-hour emergency or urgent issue occur. Special Projects. The Contract Administrator will determine when areas of maintenance may require significant upgrades that are not within the normal scope of the maintenance services agreement. In such cases, a quote will be requested for the desired work performed and work may begin once approved and a purchase order is issued. Requests from The Public. The vendor is prohibited from taking direct requests from any residents, City staff (not affiliated with the Operations and Maintenance Division), or any other organizations. The vendor will make every effort to politely inform the requesting individual to contact the Contract Administrator or San Bernardino’s Help Line. Any instance of work performed as a result of a direct request outside of the Contract Administrator will be cause for termination of the vendor services agreement. Licenses The Vendor shall confirm that it has all licenses (A, Class C-8, and Class C- 12), permits, certifications, qualifications, and approvals of whatever nature that are legally required to provide asphalt paving/repair services, including a City business license, and that such license and approvals shall be maintained throughout the term of this Contract. Safety Requirements. Vendor’s employees shall wear appropriate personal protection equipment as required. Traffic Control. Traffic control is the responsibility of the vendor to implement; however, the contract administrator may assist as needed for larger lane or road closures which may require an official traffic control plan. Contractor Compliance/Other Info. If the Contract Administrator determines that there are deficiencies in the performance of this project, he or she will provide a written notice to the contractor stating the deficiencies and specifying a time frame to correct the specified deficiencies. This time frame shall be at least a 30-day notice or as determined by the Contract Administrator to correct the specified deficiencies.       Packet Pg. 550 - 8 - Should the contractor fail to correct any deficiencies within the stated time frame, the Contract Administrator may exercise the following measures: a. Deduct from the contractor’s payment the amount necessary to correct the deficiency, including City overhead costs and impose a deficiency deduction. b. Withhold the entire or partial payment. c. Terminate the contract. Technical Specifications Technical. The vendor shall provide manpower, tools, equipment, and materials to perform minor to medium-sized asphalt repair or construction services. The vendor shall possess a valid Class C12 Earthwork and Paving contractor license from the State of California at the time of this quote and for the duration of this contract. The v endor’s staff will have the applicable training, certifications, and skills necessary to perform the services required as requested in this request for quotes. Services Required Asphalt Overlay (Machine Method). The vendor shall place a 1” thick overlay of PG70-10 ½” over an existing asphalt-leveling course or a PG70 10 3/4” patch. Lap edges tee cut twelve inches. The areas normally range in size from 10 to 100 square feet, but some requests may be larger. A tack coat is required. Please note: If an existing patch or temporary material is too high, the vendor will scrape down and/or saw cut and remove the existing patch prior to overlay. Saw-cutting is absorbed with the cost provided for this task and is not billed separately. Slurry Seal Single Coat. Slurry seal single coat shall be Guard top as manufactured by Industrial Asphalt or of any equal kind. It shall be applied with 15% water mix at 20 gallons per every 1,000 square foot area. The vendor will remove, clean, and scrape any accumulation of oil and foreign matter prior to the application of the slurry seal. The oil seal and crack filler to be applied shall conform to Section 37-1 of Caltrans Standard Specification, current edition. Oil and crack filler costs are incl uded in the price quoted for a slurry seal single coat by the vendor. Payment is based on square footage. Slurry Seal Double Coat. Slurry seal double coat shall be Guard top as manufactured by Industrial Asphalt or of any equal kind. It shall be applied with 15% water mix at 30 gallons per every 1,000 square foot area. The vendor will remove, clean, and scrape any accumulation of oil and foreign matter prior to the application of the slurry seal. The oil seal and crack filler to be applied shall conform to Sections 37-1 and 37-2 of Caltrans Standard Specification, current editions. Oil and crack filler costs are included in the price quoted for a slurry seal single coat by the vendor. Payment is based on square footage.       Packet Pg. 551 - 9 - Asphalt Berm. Asphalt berm shall be placed per City standards unless otherwise exempted by the Contract Administrator. Some special berms may be requested for flood-prone areas and may require a height of up to 10”. Rubberized Crack Sealing. Crack sealing work will include cleaning and sealing asphalt pavement cracks ¼” and greater in width. The crack filler shall be a mixture of paving asphalt and ground rubber or ground rubber and polymer that confirms to current Caltrans standards. The gradation of the ground rubber shall be such that 100% will pass a No. 8 sieve. All cracks shall be blown free of loose materials with a high- pressure nozzle (at least 90 psi or greater). All excess materials such as sand shall b e swept upon job completion. Striping and Marking. The City will provide striping and marking services for completed jobs that may require it. Should striping be requested of the vendor, a separate quote will be requested. Emergency Response. The vendor shall respond to emergencies within 2 hours of request by the Contract Administrator or his representative.       Packet Pg. 552 - 10 - ATTACHMENT “C” VENDOR QUOTE FORM VENDOR NAME: ADDRESS: PHONE: The undersigned, hereby declare that they have carefully examined the location of the proposed work, familiarized themselves with the local conditions affecting the cost of the work, and have read and examined the terms and conditions for the following Project: ASPHALT MAINTENANCE AND REPAIR The undersigned, hereby propose to furnish all labor, materials, equipment, tools, transportation, and services, and to discharge all duties and obligations necessary and required to perform and complete the Project in strict accordance with the Vendor Price Quote for the ELECTRONICALLY SUBMITTED TOTAL VENDOR QUOTE PRICE. Item No. Description Quantity Unit Cost Total Amount TOTAL VENDOR QUOTE Total Number of Additional Pages: I hereby declare under penalty of perjury that the foregoing is true and correct. Submitted By: Title: (Authorized Representative Signature) Print Name : Contractor’s License Number and Classification: DIR Registration Number (if applicable): ____________________________       Packet Pg. 553 - 11 - ATTACHMENT “B” [INSERT TYPE OF AGREEMENT ] SAMPLE AGREEMENT- DO NOT COMPLETE [***MODEL MAINTENANCE SERVICES AGREEMENT- REMOVE THIS TITLE WHEN USED***] [TO BE INSERTED ON CITY OF SAN BERNARDINO LETTERHEAD] [***FOR MAINTENANCE SERVICES – DEFINED AS: (1) Routine, recurring, and usual work for the preservation or protection of any publicly owned or publicly operated facility for its intended purposes. (2) Minor repainting. (3) Resurfacing of streets and highways at less than one inch. (4) Landscape maintenance, including mowing, watering, trimming, pruning, planting, replacement of plants, and servicing of irrigation and sprinkler systems. (5) Work performed to keep, operate, and maintain publicly owned water, power, or waste disposal systems, including, but not limited to, dams, reservoirs, powerplants, and electrical transmission lines of 230,000 volts and higher.**] CITY OF SAN BERNARDINO MAINTENANCE SERVICES AGREEMENT 1. PARTIES AND DATE . This Agreement is made and entered into this [***INSERT DAY***] day of [***INSERT MONTH***], 2024 by and between the City of San Bernardino, a municipal corporation organized under the laws of the State of California with its principal place of business at Vanir Tower, 290 North D Street, San Bernardino, California 92401, County of San Bernardino, State of California (“City ”) and [***INSERT NAME***], a [***[INSERT TYPE OF ENTITY - CORPORATION, PARTNERSHIP, SOLE PROPRIETORSHIP OR OTHER LEGAL ENTITY]***] wit h its principal place of business at [***INSERT ADDRESS***] (“Contractor”). City and Contractor are sometimes individually referred to as “Party ” and collectively as “Parties ” in this Agreement.       Packet Pg. 554 - 12 - 2. RECITALS. 2.1 Contractor. Contractor desires to perform and assume responsibility for the provision of certain maintenance services required by the City on the terms and conditions set forth in this Agreement. Contractor represents that it is experienced in providing [***INSERT TYPE OF SERVICES***] services to public clients, that it and its employees or subcontractors have all necessary licenses and permits to perform the Services in the State of California, and that is familiar with the plans of City. Contractor shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. 2.2 Project. City desires to engage Contractor to render such services for the [***INSERT NAME OF PROJECT***] project (“Project ”) as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Contractor promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional [***INSERT TYPE OF SERVICES***] maintenance services necessary for the Project (“Services”). The Services are more particularly described in Exhibit “A” attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term. The term of this Agreement shall be from [***INSERT START DATE***] to [***INSERT ENDING DATE***], unless earlier terminated as provided herein. [***INSERT THE FOLLOWING SENTENCE FOR MULTI -YEAR, AUTOMATIC RENEWAL NOT TO EXCEED THREE CONSECUTIVE YEARS; OTHERWISE, ALWAYS DELETE: The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than [INSERT NUMBER] additional one-year terms.***] Contractor shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services. 3.2 Responsibilities of Contractor. 3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Contractor or under its supervision. Contractor will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Contractor on an independent contractor basis and not as an employee. Contractor retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Contractor shall also not be employees of City and shall at all times be       Packet Pg. 555 - 13 - under Contractor’s exclusive direction and control. Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers ’ compensation insurance. 3.2.2 Schedule of Services. Contractor shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit “B” attached hereto and incorporated herein by reference. Contractor represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Contractor’s conformance with the Schedule, City shall respond to Contractor’s submittals in a timely manner. Upon request of City, Contractor shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements. All work prepared by Contractor shall be subject to the approval of City. 3.2.4 City’s Representative. The City hereby designates [***INSERT NAME OR TITLE***], or his or her designee, to act as its representative for the performance of this Agreement (“City ’s Representative”). City ’s Representative shall have the power to act on behalf of the City for all purposes under this Agreement. Contractor shall not accept direction or orders from any person other than the City’s Representative or his or her designee. 3.2.5 Contractor’s Representative. Contractor hereby designates [***INSERT NAME OR TITLE***], or his or her designee, to act as its representative for the performance of this Agreement (“Contractor’s Representative”). Contractor’s Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement. The Contractor’s Representative shall supervise and direct the Services, using his or her best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.6 Coordination of Services. Contractor agrees to work closely with City staff in the performance of Services and shall be available to City’s staff, consultants and other staff at all reasonable times. 3.2.7 Standard of Care; Performance of Employees. Contractor shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represents and maintains that it is skilled in the professional calling necessary to perform the Services. Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Contractor shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Contractor’s failure to comply with the standard of care provided for herein. Any       Packet Pg. 556 - 14 - employee of the Contractor or its sub-contractors who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Contractor and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.8 Period of Performance and Liquidated Damages. Contractor shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”). Contractor shall perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits “A” or “B” attached hereto, or which may be provided separately in writing to the Contractor. Contractor agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such completion schedule or Project milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage. [***INCLUDE THE FOLLOWING SENTENCE ONLY IF YOU’RE INCLUDING LD’S – DELETE OTHERWISE – DON’T SIMPLY INSERT $0; ALSO DELETE “AND LIQUIDATED DAMAGES” FROM TITLE OF SECTION ***]Pursuant to Government Code Section 53069.85, Contractor shall pay to the City as fixed and liquidated damages, and not as a penalty, the sum of [***INSERT WRITTEN DOLLAR AMOUNT***] Dollars ($[***INSERT NUMERICAL DOLLAR AMOUNT***]) per day for each and every calendar day of delay beyond the Performance Time or beyond any completion schedule or Project milestones established pursuant to this Agreement. 3.2.9 Disputes. Should any dispute arise respecting the true value of any work done, of any work omitted, or of any extra work which Contractor may be required to do, or respecting the size of any payment to Contractor during the performance of this Contract, Contractor shall continue to perform the Work while said dispute is decided by the City. If Contractor disputes the City’s decision, Contractor shall have such remedies as may be provided by law. 3.2.10 Laws and Regulations; Employee/Labor Certifications. Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with Services. If the Contractor performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Contractor shall be solely responsible for all costs arising therefrom. City is a public entity of the State of California subject to certain provisions of the Health & Safety Code, Government Code, Public Contract Code, and Labor Code of the State. It is stipulated and agreed that all provisions of the law applicable to the public contracts of a municipality are a part of this Agreement to the same extent as though set forth herein and will be complied with. These include but are not limited to the payment of prevailing wages, the stipulation that eight (8) hours’ labor shall constitute a legal day’s work and that no worker shall be permitted to work in excess of eight (8) hours during any one calendar day except as permitted by law. Contractor shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.       Packet Pg. 557 - 15 - 3.2.10.1 Employment Eligibility; Contractor. By executing this Agreement, Contractor verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time. Such requirements and restrictions include, but are not limited to, examination and retention of documentation confirming the identity and immigration status of each employee of the Contractor. Contractor also verifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the term of the Agreement. Contractor shall avoid any violation of any such law during the term of this Agreement by participating in an electronic verification of work authorization program operated by the United States Department of Homeland Security, by participating in an equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired employees, or by some other legally acceptable method. Contractor shall maintain records of each such verification, and shall make them available to the City or its representatives for inspection and copy at any time during normal business hours. The City shall not be responsible for any costs or expenses related to Contractor’s compliance with the requirements provided for in Section 3.2.10 or any of its sub-sections. 3.2.10.2 Employment Eligibility; Subcontractors, Sub-subcontractors and Consultants. To the same extent and under the same conditions as Contractor, Contractor shall require all of its subcontractors, sub-subcontractors and consultants performing any work relating to the Project or this Agreement to make the same verifications and comply with all requirements and restrictions provided for in Section 3.2.10.1. 3.2.10.3 Employment Eligibility; Failure to Comply. Each person executing this Agreement on behalf of Contractor verifies that they are a duly authorized officer of Contractor, and understands that any of the following shall be grounds for the City to terminate the Agreement for cause: (1) failure of Contractor or its subcontractors, sub- subcontractors or consultants to meet any of the requirements provided for in Sections 3.2.10.1 or 3.2.10.2; (2) any misrepresentation or material omission concerning compliance with such requirements (including in those verifications provided to the Contractor under Section 3.2.10.2); or (3) failure to immediately remove from the Project any person found not to be in compliance with such requirements. 3.2.10.4 Labor Certification. By its signature hereunder, Contractor certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Workers’ Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.2.10.5 Equal Opportunity Employment. Contractor represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. 3.2.10.6 Air Quality. Contractor must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the California Air       Packet Pg. 558 - 16 - Resources Board (CARB). Contractor shall specifically be aware of the CARB limits and requirements’ application to “portable equipment ”, which definition is considered by CARB to include any item of equipment with a fuel-powered engine. Contractor shall indemnify City against any fines or penalties imposed by CARB or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Contractor, its subcontractors, or others for whom Contractor is responsible under its indemnity obligations provided for in this Agreement. 3.2.10.7 Water Quality. (A) Management and Compliance. To the extent applicable, Contractor’s Services must account for, and fully comply with, all local, state and federal laws, rules and regulations that may impact water quality compliance, including, without limitation, all applicable provisions of the Federal Water Pollution Control Act (33 U.S.C. §§ 1300); the California Porter-Cologne Water Quality Control Act (Cal Water Code §§ 13000-14950); laws, rules and regulations of the Environmental Protection Agency and the State Water Resources Control Board; the City’s ordinances regulating discharges of storm water; and any and all regulations, policies, or permits issued pursuant to any such authority regulating the discharge of pollutants, as that term is used in the Porter-Cologne Water Quality Control Act, to any ground or surface water in the State. (B) Liability for Non-Compliance. Failure to comply with the laws, regulations and policies described in this Section is a violation of law that may subject Contractor or City to penalties, fines, or additional regulatory requirements. Contractor shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from and against any and all fines, penalties, claims or other regulatory requirements imposed as a result of Contractor’s non-compliance with the laws, regulations and policies described in this Section, unless such non-compliance is the result of the sole established negligence, willful misconduct or active negligence of the City, its officials, officers, agents, employees or authorized volunteers. (C) Training. In addition to any other standard of care requirements set forth in this Agreement, Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them without impacting water quality in violation of the laws, regulations and policies described in this Section. Contractor further warrants that it, its employees and subcontractors will receive adequate training, as determined by City, regarding the requirements of the laws, regulations and policies described in this Section as they may relate to the Services provided under this Agreement. Upon request, City will provide Contractor with a list of training programs that meet the requirements of this paragraph. 3.2.11 Insurance. [***CITY RISK MANAGER TO REVIEW TO DETERMINE WHETHER REQUIREMENTS AND LIMITS ARE ACCEPTABLE***] 3.2.11.1 Time for Compliance. Contractor shall not commence Work under this Agreement until it has provided evidence satisfactory to the City that it has secured       Packet Pg. 559 - 17 - all insurance required under this Section. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this Section. 3.2.11.2 Minimum Requirements. Contractor shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Contractor, its agents, representatives, employees or subcontractors. Contractor shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage: (A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability : Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto); (3) Workers’ Compensation and Employer’s Liability: Workers ’ Compensation insurance as required by the State of California and Employer’s Liability Insurance; (4) Privacy/Network Security (Cyber), in a form and with insurance companies acceptable to City; and (5) Aviation and/or Drone Liability, in a form and with insurance companies acceptable to City. [***DELETE IF AVIATION LIABILITY IS NOT REQUIRED***]The policy shall not contain any exclusion contrary to the Agreement, including but not limited to endorsements or provisions limiting coverage for (1) contractual liability (including but not limited to ISO CG 24 26 or 21 29); or (2) cross liability for claims or suits by one insured against another. (B) Minimum Limits of Insurance. Contractor shall maintain limits no less than: (1) General Liability:[***INSERT AMOUNT - TYPICALLY $2,000,000 MINIMUM; and $4,000,0000 aggregate. HOWEVER, AMOUNT OF INSURANCE REQUIRED DEPENDS UPON NATURE OF CONTRACT AND RISK TO CITY. PLEASE CONTACT RISK MANAGEMENT TO CONFIRM AMOUNT***] per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used including, but not limited to, form CG 2503, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability:[***INSERT AMOUNT - TYPICALLY $1,000,000 MINIMUM; HOWEVER, AMOUNT OF INSURANCE REQUIRED DEPENDS UPON NATURE OF CONTRACT AND RISK TO CITY. PLEASE CONTACT RISK MANAGEMENT TO CONFIRM AMOUNT***] per accident for bodily injury and property damage; (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of [***INSERT AMOUNT - TYPICALLY $1,000,000 MINIMUM; HOWEVER, AMOUNT OF INSURANCE REQUIRED DEPENDS UPON NATURE OF CONTRACT AND RISK TO CITY. PLEASE CONTACT RISK MANAGEMENT TO CONFIRM AMOUNT***] per accident for bodily injury or disease; (4) Cyber Liability: :[***INSERT AMOUNT - TYPICALLY $1,000,000 PER OCCURRENCE/AGGREGATE; HOWEVER, AMOUNT OF INSURANCE REQUIRED DEPENDS UPON NATURE OF CONTRACT AND RISK TO CITY. PLEASE CONTACT RISK MANAGEMENT TO CONFIRM AMOUNT***] for privacy breaches, system breaches, denial/loss of service, and introduction, implantation or spread of malicious software code; (5) Aviation/Drone Liability: [***INSERT AMOUNT - TYPICALLY $1,000,000 PER OCCURRENCE LIMIT; HOWEVER, AMOUNT OF INSURANCE REQUIRED DEPENDS UPON NATURE OF CONTRACT AND RISK TO CITY. PLEASE CONTACT RISK MANAGEMENT TO CONFIRM       Packet Pg. 560 - 18 - AMOUNT***] for bodily injury and property damage.[***DELETE IF AVIATION LIABILITY NOT REQUIRED***] Defense costs shall be paid in addition to the limits. (C) Notices; Cancellation or Reduction of Coverage. At least fifteen (15) days prior to the expiration of any such policy, evidence showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or materially reduced, Contractor shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, the City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by the City will be promptly reimbursed by Contractor or the City may withhold amounts sufficient to pay premium from Contractor payments. In the alternative, the City may suspend or terminate this Agreement. (D) Additional Insured. The City of San Bernardino, its directors, officials, officers, employees, agents, and volunteers shall be named as additional insureds on Contractor’s and its subcontractors ’ policies of commercial general liability and automobile liability insurance using the endorsements and forms specified herein or exact equivalents. 3.2.11.3 Insurance Endorsements. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms supplied or approved by the City to add the following provisions to the insurance policies: (A) General Liability. The general liability policy shall include or be endorsed (amended) to state that: (1) using ISO CG forms 20 10 and 20 37, or endorsements providing the exact same coverage, the City of San Bernardino, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insured with respect to the Services or ongoing and complete operations performed by or on behalf of the Contractor, including materials, parts or equipment furnished in connection with such work; and (2) using ISO form 20 01, or endorsements providing the exact same coverage, the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Contractor’s scheduled underlying coverage. Any excess insurance shall contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of the City, before the City ’s own primary insurance or self-insurance shall be called upon to protect it as a named insured. Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Contractor’s insurance and shall not be called upon to contribute with it in any way. Notwithstanding the minimum limits set forth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.3(A). (B) Automobile Liability. The automobile liability policy shall include or be endorsed (amended) to state that: (1) the City, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Contractor or for which the Contractor is responsible; and (2) the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers,       Packet Pg. 561 - 19 - employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Contractor’s scheduled underlying coverage. Any insurance or self -insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Contractor’s insurance and shall not be called upon to contribute with it in any way. Notwithstanding the minimum limits set forth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.3(B). (C) Workers’ Compensation and Employer’s Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work performed by the Contractor. (D) All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days (10 days for nonpayment of premium) prior written notice by certified mail, return receipt requested, has been given to the City; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials , officers, employees, agents, and volunteers. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officials, officers, employees, agents and volunteers, or any other additional insureds. 3.2.11.4 Separation of Insureds; No Special Limitations; Waiver of Subrogation. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, employees, agents, and volunteers. All policies shall waive any right of subrogation of the insurer against the City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, and shall require similar written express waivers and insurance clauses from each of its subcontractors. 3.2.11.5 Deductibles and Self -Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. Contractor shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its directors, officials, officers, employees, agents, and volunteers; or (2) the Contractor shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 3.2.11.6 Subcontractor Insurance Requirements. Contractor shall not allow any subcontractors to commence work on any subcontract relating to the work under the Agreement until they have provided evidence satisfactory to the City that they have secured all insurance required under this Section. If requested by Contractor, the City may approve different scopes or minimum limits of insurance for particular subcontractors . The Contractor and the City shall be named as additional insureds on all subcontractors’ policies of Commercial General Liability using ISO form 20 38, or coverage at least as broad.       Packet Pg. 562 - 20 - 3.2.11.7 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating no less than A:VIII, licensed to do business in California, and satisfactory to the City. 3.2.11.8 Verification of Coverage. Contractor shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. 3.2.11.9 Reporting of Claims. Contractor shall report to the City, in addition to Contractor’s insurer, any and all insurance claims submitted by Contractor in connection with the Services under this Agreement. 3.2.12 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.2.13 Bonds. [***NOTE (READ AND DELETE THIS BLOCK BEFORE USING MODEL): Some maintenance projects of more than $25,000 will require payment bonds by law. See generally Civil Code Section 9550 or speak to the City’s Purchasing Team or City Attorney***] 3.2.13.1 Performance Bond. If required by law or otherwise specifically requested by City in Exhibit “C” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Agreement a Performance Bond in the amount of the total, not-to-exceed compensation indicated in this Agreement, and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until it has been received and approved by the City. 3.2.13.2 Payment Bond. If required by law or otherwise specifically requested by City in Exhibit “C” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Agreement a Payment Bond in the amount of the total, not -to-exceed compensation indicated in this Agreement, and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until it has been received and approved by the City.       Packet Pg. 563 - 21 - 3.2.13.3 Bond Provisions. Should, in City’s sole opinion, any bond become insufficient or any surety be found to be unsatisfactory, Contractor shall renew or replace the affected bond within 10 days of receiving notice from City. In the event the surety or Contractor intends to reduce or cancel any required bond, at least thirty (30) days prior written notice shall be given to the City, and Contractor shall post acceptable replacement bonds at least ten (10) days prior to expiration of the original bonds. No further payments shall be deemed due or will be made under this Agreement until any replacement bonds required by this Section are accepted by the City. To the extent, if any, that the total compensation is increased in accordance with the Agreement, the Contractor shall, upon request of the City, cause the amount of the bonds to be increased accordingly and shall promptly deliver satisfactory evidence of such increase to the City. To the extent available, the bonds shall further provide that no change or alteration of the Agreement (including, without limitation, an increase in the total compensation, as referred to above), extensions of time, or modifications of the time, terms, or conditions of payment to the Contractor, will release the surety. If the Contractor fails to furnish any required bond, the City may terminate this Agreement for cause. 3.2.13.4 Surety Qualifications. Only bonds executed by an admitted surety insurer, as defined in Code of Civil Procedure Section 995.120, shall be accepted. The surety must be a California-admitted surety with a current A.M. Best’s rating no less than A:VIII and satisfactory to the City. If a California-admitted surety insurer issuing bonds does not meet these requirements, the insurer will be considered qualified if it is in conformance with Section 995.660 of the California Code of Civil Procedure, and proof of such is provided to the City. 3.2.14 Accounting Records. Contractor shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Contractor shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.2.15 Work Site. 3.2.15.1 Inspection Of Site. Contractor shall visit sites where Services are to be performed and shall become acquainted with all conditions affecting the Services prior to commencing the Services. Contractor shall make such examinations as it deems necessary to determine the condition of the work sites, its accessibility to materials, workmen and equipment, and to determine Contractor’s ability to protect existing surface and subsurface improvements. No claim for allowances–time or money–will be allowed as to such matters after commencement of the Services. 3.2.15.2 Field Measurements. Contractor shall make field measurements, verify field conditions and shall carefully compare such field measurements and conditions and other information known to Contractor with the Contract Documents, including any plans, specifications, or scope of work before commencing Services. Errors, inconsistencies or omissions discovered shall be reported to the City immediately and prior to performing any Services or altering the condition. 3.2.16 Loss and Damage. Contractor shall be responsible for all loss and damage which may arise out of the nature of the Services agreed to herein, or from the action of       Packet Pg. 564 - 22 - the elements, or from any unforeseen difficulties which may arise or be encountered in the prosecution of the Services until the same is fully completed and accepted by City . 3.2.17 Warranty. Contractor warrants all Services under the Contract (which for purposes of this Section shall be deemed to include unauthorized work which has not been removed and any non-conforming materials incorporated into the work) to be of good quality and free from any defective or faulty material and workmanship. Contractor agrees that for a period of one year (or the period of time specified elsewhere in the Contract or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the work, whichever is later) after the date of final acceptance, Contractor shall within ten (10) days after being notified in writing by the City of any defect in the Services or non-conformance of the Services to the Contract, commence and prosecute with due diligence all Services necessary to fulfill the terms of the warranty at its sole cost and expense. Contractor shall act sooner as requested by the City in response to an emergency. In addition, Contractor shall, at its sole cost and expense, repair and replace any portions of the work (or work of other contractors) damaged by its defective Services or which becomes damaged in the course of repairing or replacing defective work. For any work so corrected, Contractor’s obligation hereunder to correct defective work shall be reinstated for an additional one year period, commencing with the date of acceptance of such corrected work. Contractor shall perform such tests as the City may require to verify that any corrective actions, including, without limitation, redesign, repairs, and replacements comply with the requirements of the Contract. All costs associated with such corrective actions and testing, including the removal, replacement, and reinstitution of equipment and materials necessary to gain access, shall be the sole responsibility of the Contractor. All warranties and guarantees of subcontractors, suppliers and manufacturers with respect to any portion of the work , whether express or implied, are deemed to be obtained by Contractor for the benefit of the City , regardless of whether or not such warranties and guarantees have been transferred or assigned to the City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of the City. In the event that Contractor fails to perform its obligations under this Section, or under any other warranty or guaranty under this Contract, to the reasonable satisfaction of the City, the City shall have the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand. 3.3 Fees and Payments. 3.3.1 Compensation. Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit “C” attached hereto and incorporated herein by reference. The total compensation shall not exceed [***INSERT WRITTEN DOLLAR AMOUNT***] ($[***INSERT NUMERICAL DOLLAR AMOUNT***]) without written approval of City’s [***INSERT TITLE***]. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation. Contractor shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Contractor. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon.       Packet Pg. 565 - 23 - 3.3.3 Deductions. City may deduct or withhold, as applicable, from each progress payment an amount necessary to protect City from loss because of: (1) stop payment notices as allowed by state law; (2) unsatisfactory prosecution of the Services by Contractor; (3) sums representing expenses, losses, or damages as determined by the City, incurred by the City for which Contractor is liable under the Agreement; and (4) any other sums which the City is entitled to recover from Contractor under the terms of the Agreement or pursuant to state law, including Section 1727 of the California Labor Code. The failure by the City to deduct any of these sums from a progress payment shall not constitute a waiver of the City 's right to such sums. 3.3.4 Reimbursement for Expenses. Contractor shall not be reimbursed for any expenses unless authorized in writing by City. 3.3.5 Extra Work. At any time during the term of this Agreement, City may request that Contractor perform Extra Work. As used herein, “Extra Work ” means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Contractor shall not perform, nor be compensated for, Extra Work without written authorization from City ’s Representative. 3.3.6 Prevailing Wages. Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600 0, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects . If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Contract. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at Contractor’s principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4. 3.3.7 Registration/DIR Compliance . If the Services are being performed as part of an applicable “public works” or “maintenance” project, and if the total compensation is $15,000 or more, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Contractor shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. This Project may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be       Packet Pg. 566 - 24 - Contractor’s sole responsibility to comply with all applicable registration and labor compliance requirements. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1. Any stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor that affect Contractor’s performance of Services, including any delay, shall be Contractor’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Contractor caused delay and shall not be compensable by the City. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor. 3.4 Termination of Agreement. 3.4.1 Grounds for Termination. City may, by written notice to Contractor, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Contractor of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Contractor shall be compensated only for those services which have been adequately rendered to City, and Contractor shall be entitled to no further compensation. Contrac tor may not terminate this Agreement except for cause. 3.4.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Contractor to provide all finished or unfinished Documents and Data and other information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request. 3.4.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.5 General Provisions. 3.5.1 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: Contractor: [***INSERT NAME, ADDRESS & CONTACT PERSON***] City: City of San Bernardino Vanir Tower, 290 North D Street San Bernardino, CA 92401 Attn: [***INSERT NAME & DEPARTMENT***] With Copy To: City of San Bernardino Vanir Tower, 290 North D Street       Packet Pg. 567 - 25 - San Bernardino, CA 92401 Attn: City Attorney Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.2 Indemnification. 3.5.2.1 Scope of Indemnity. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold the City, its officials, employees, agents and volunteers free and harmless from any and all claims, demands, causes of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees, settlements, loss, damage or injury of any kind, in law or equity, regardless of whether the allegations are false, fraudulent, or groundless, to property or persons, including wrongful death, (collectively, “Claims”) in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Contractor, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Contractor’s S ervices, the Project or this Agreement, including without limitation the payment of all expert witness fees, attorneys’ fees and other related costs and expenses. Notwithstanding the foregoing, to the extent required by Civil Code section 2782, Contractor’s indemnity obligation shall not apply to liability for damages for death or bodily injury to persons, injury to property, or any other loss, damage or expense which is caused by the the sole or active negligence or willful misconduct of the City or the City’s agents, servants, or independent contractors who are directly responsible to the City. 3.5.2.2 Additional Indemnity Obligations. Contractor shall defend, with counsel of City’s choosing and at Contractor’s own cost, expense and risk, any and all Claims covered by this indemnification section that may be brought or instituted against City or its officials, employees, agents and volunteers. In addition, Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or its officials, employees, agents and volunteers as part of any such claim, suit, action or other proceeding. Contractor shall also reimburse City for the cost of any settlement paid by City or its officials, employees, agents and volunteers as part of any such claim, suit, action or other proceeding. Such reimbursement shall include payment for City’s attorney’s fees and costs, including expert witness fees. Contractor shall reimburse City and its officials, employees, agents and volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor’s obligation to indemnify shall survive expiration or termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received by the City, its officials, employees, agents and volunteers. 3.5.3 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in San Bernardino County, California. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Contractor. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise       Packet Pg. 568 - 26 - satisfied as specified herein, Contractor shall be barred from bringing and maintaining a valid lawsuit against the City. 3.5.4 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.5.5 City’s Right to Employ Other Contractors. City reserves right to employ other contractors in connection with this Project. 3.5.6 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties. 3.5.7 Assignment or Transfer. Contractor shall not assign, hypothecate or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.8 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Contractor include all personnel, employees, agents, and subcontractors of Contractor, except as otherwise specified in this Agreement. All references to City include its officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content or intent of this Agreement. 3.5.9 Amendment; Modification. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.10 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise. 3.5.11 No Third Party Beneficiaries. Except to the extent expressly provided for in Section 3.5.7, there are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.12 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.13 Prohibited Interests. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement.       Packet Pg. 569 - 27 - Contractor further agrees to file, or shall cause its employees or subcontractors to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.14 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.15 Authority to Enter Agreement. Contractor has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.16 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.5.17 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.5.18 Electronic Signature. Each Party acknowledges and agrees that this Agreement may be executed by electronic or digital signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature. 3.5.19 Fleet Compliance. 3.5.19.1 To the extent applicable, Contractor, shall comply, and shall ensure all subcontractors comply, with all requirements of the most current version of the California Air Resources Board (“CARB”) including, without limitation, all applicable terms of Title 13, California Code of Regulations Division 3, Chapter 9 and all pending amendments (“Regulation”). A Fleet Compliance Certification form is attached hereto to this Agreement as Exhibit “D” and incorporated herein by this reference. 3.5.19.2 Throughout Project, and for three (3) years thereafter, Contractor shall make available for inspection and copying any and all documents or information associated with Contractor’s and subcontractors’ fleet including, without limitation, the CRCs, fuel/refueling records, maintenance records, emissions records, and any other information the Contractor is required to produce, keep or maintain pursuant to the Regulation upon two (2) calendar days’ notice from the City. 3.5.19.3 Contractor shall be solely liable for any and all costs associated with complying with the Regulation as well as for any and all penalties, fines, damages, or costs associated with any and all violations, or failures to comply with the Regulation. Contractor shall defend, indemnify and hold harmless the City, its officials, officers, employees and authorized volunteers free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Regulation.       Packet Pg. 570 - 28 - 3.5.20 Federal Provisions.[***INCLUDE THIS SECTION ONLY IF APPLICABLE; DELETE OTHERWISE AND DELETE ASSOCIATED EXHIBIT. IF APPLICABLE, YOU MAY ALSO NEED TO INCLUDE SOME INFORMATION IN THE RFP. CONSULT AGENCY COUNSEL IF NECESSARY***]When funding for the Services is provided, in whole or in part, by an agency of the federal government, Contractor shall also fully and adequately comply with the provisions included in Exhibit “E” attached hereto and incorporated herein by reference (“Federal Requirements”). With respect to any conflict between such Federal Requirements and the terms of this Agreement and/or the provisions of state law, the more stringent requirement shall control. [SIGNATURES ON FOLLOWING PAGE]       Packet Pg. 571 - 29 - SIGNATURE PAGE FOR MAINTENANCE SERVICES AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND [***INSERT NAME***] IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the date first written above. CITY OF SAN BERNARDINO APPROVED BY: [***INSERT NAME***], [***INSERT TITLE***] ATTESTED BY: [***INSERT NAME***], City Clerk APPROVED AS TO FORM: Best Best & Krieger LLP City Attorney [***INSERT NAME OF CONTRACTOR***] [IF CORPORATION, TWO SIGNATURES, PRESIDENT OR VICE PRESIDENT AND SECRETARY OR TREASURER REQUIRED] By: Its: Printed Name: [DELETE THE FOLLOWING SIGNATURE LINE IF NOT REQUIRED] By: Its: Printed Name: ____________________________________ Contractor’s License Number ____________________________________ DIR Registration Number       Packet Pg. 572 EXHIBIT A EXHIBIT A SCOPE OF SERVICES [***INSERT SCOPE***]       Packet Pg. 573 EXHIBIT B EXHIBIT B SCHEDULE OF SERVICES [***INSERT SCHEDULE***]       Packet Pg. 574 EXHIBIT C EXHIBIT C COMPENSATION [***INSERT RATES & AUTHORIZED REIMBURSABLE EXPENSES***] [***SEE SECTION 3.2.13 ABOVE AND IF APPLICABLE, INSERT PERFORMANCE/PAYMENT BONDS ON THE NEXT PAGE; IF NOT REQUIRED, STATE THAT THEY ARE NOT REQUIRED***]       Packet Pg. 575 EXHIBIT D EXHIBIT D FLEET COMPLIANCE CERTIFICATION Bidder hereby acknowledges that they have reviewed the California Air Resources Board’s policies, rules and regulations and are familiar with the requirements of Title 13, California Code of Regulations, Division 3, Chapter 9, effective on January 1, 2024 (the “Regulation”). Bidder hereby certifies, subject to penalty for perjury, that the option checked below relating to the Bidder’s fleet, and/or that of their subcontractor(s) (“Fleet”) is true and correct: The Fleet is subject to the requirements of the Regulation, and the appropriate Certificate(s) of Reported Compliance have been attached hereto. The Fleet is exempt from the Regulation under section 2449.1(f)(2), and a signed description of the subject vehicles, and reasoning for exemption has been attached hereto. Bidder and/or their subcontractor is unable to procure R99 or R100 renewable diesel fuel as defined in the Regulation pursuant to section 2449.1(f)(3). Bidder shall keep detailed records describing the normal refueling methods, their attempts to procure renewable diesel fuel and proof that shows they were not able to procure renewable diesel (i.e. third party correspondence or vendor bids). The Fleet is exempt from the requirements of the Regulation pursuant to section 2449(i)(4) because this Project has been deemed an Emergency, as defined under section 2449(c)(18). Bidder shall only operate the exempted vehicles in the emergency situation and records of the exempted vehicles must be maintained, pursuant to section 2449(i)(4). The Fleet does not fall under the Regulation or are otherwise exempted and a detailed reasoning is attached hereto. Name of Bidder:_________________________________________________ Signature: __________________________________________________ Name: __________________________________________________ Title: __________________________________________________ Date: __________________________________________________       Packet Pg. 576 - 2 - [***INCLUDE THIS EXHIBIT (AND CORRESPONDING AGREEMENT PROVISION) ONLY IF APPLICABLE; DELETE OTHERWISE. IF APPLICABLE, YOU MAY ALSO NEED TO INCLUDE SOME INFORMATION IN THE RFP. CONSULT THE CITY ATTORNEY IF NECESSARY***] EXHIBIT E FEDERAL REQUIREMENTS [***INSERT ALL FORMS, PROVISIONS AND OTHER REQUIREMENTS OF THE FEDERAL FUNDING SOURCE***]       Packet Pg. 577 REQUEST FOR VENDOR QUOTES Project No. RFQ F-24-4025 ASPHALT MAINTENANCE AND REPAIR 3 OF 46 SAMPLE ARPA CONTRACT TERMS AND EXHIBIT [***AGREEMENTS USING ARPA FUNDS MUST CONTAIN THE FOLLOWING LANGUAGE AND EXHIBIT***] [***INSERT THE LANGUAGE BELOW AS THE LAST SECTION OF THE AGREEMENT***] 1.1 Federal Provisions. Funds from the Coronavirus State Fiscal Recovery Fund and/or the Coronavirus Local Fiscal Recovery Fund, together known as the Coronavirus State and Local Fiscal Recovery Funds (“CSLFRF”) program, will be used to fund all or a portion of this Agreement. As applicable, Consultant shall comply with all federal requirements including, but not limited to, the following, all of which are expressly incorporated herein by reference: 1.1.1 Sections 602 and 603 of the Social Security Act as added by Section 9901 of the American Rescue Plan Act of 2021 (the “Act”); 1.1.2 U.S. Department of the Treasury (“Treasury”) Final Rule for the Act; 1.1.3 Treasury Compliance and Reporting Guidance for the Act; 1.1.4 2 C.F.R. Part 200 – Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, other than such provisions as the U.S. Department of the Treasury may determine are inapplicable to the CSLFRF program and subject to such exceptions as may be otherwise provided by the U.S. Department of the Treasury; 1.1.5 Treasury Coronavirus Local Fiscal Recovery Fund Award Terms and Conditions; and 1.1.6 Davis-Bacon Act and Related Acts – as this Agreement involves construction work, including street rehabilitation, the Davis-Bacon Act and related labor standards shall apply, requiring that all laborers and mechanics employed by contractors or subcontractors on projects funded in whole or in part by federal funds are paid wages at rates not less than those prevailing on similar projects in the locality, as determined by the Secretary of Labor, in accordance with the Davis -Bacon Act (40 U.S.C. §§ 3141-3148); 1.1.7 Federal contract provisions attached hereto as Exhibit “X” and incorporated herein by reference. Subcontracts, if any, shall contain a provision making them subject to all of the provisions stipulated in this Agreement. With respect to any conflict between such federal requirements and the terms of this Agreement and/or the provisions of state law and except as otherwise required under federal law or regulation, the more stringent requirement shall control.       Packet Pg. 578 REQUEST FOR VENDOR QUOTES Project No. RFQ F-24-4025 ASPHALT MAINTENANCE AND REPAIR 4 OF 46 [***INSERT AS FINAL EXHIBIT OF AGREEMENT***] EXHIBIT "X" FEDERAL CONTRACT PROVISIONS During the performance of this Agreement, Consultant shall comply with all applicable federal laws and regulations including, but not limited to, the federal contract provisions in this Exhibit “X”. REQUIRED CONTRACT PROVISIONS IN ACCORDANCE WITH APPENDIX II TO PART 200 – CONTRACT PROVISIONS FOR NON-FEDERAL ENTITY CONTRACTS UNDER FEDERAL AWARDS (2 C.F.R. § 200.327) Appendix II to Part 200 (A); Appendix II to Part 200 (B): Remedies for Breach; Termination for Cause/Convenience. The Contract Documents include remedies for breach and termination for cause and convenience. Appendix II to Part 200 (C) – Equal Employment Opportunity: If this Agreement meets the definition of a “federal assisted construction contract” in 41 CFR § 60-1.3, Consultant agrees as follows during the performance of this Agreement: The Consultant will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. The Consultant will, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Consultant's legal duty to furnish information. The Consultant will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said       Packet Pg. 579 REQUEST FOR VENDOR QUOTES Project No. RFQ F-24-4025 ASPHALT MAINTENANCE AND REPAIR 5 OF 46 labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. The Consultant will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. The Consultant will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. In the event of the Consultant's noncompliance with the nondiscrimination clauses of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. The Consultant will include the portion of the sentence immediately preceding paragraph (i) and the provisions of paragraphs (i) through (vii) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Consultant will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Consultant may request the United States to enter into such litigation to protect the interests of the United States. The City further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the City so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the Agreement. The City agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of the Consultant and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance. The City further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the City agrees that if it fails or refuses to comply with       Packet Pg. 580 REQUEST FOR VENDOR QUOTES Project No. RFQ F-24-4025 ASPHALT MAINTENANCE AND REPAIR 6 OF 46 these undertakings, the administering agency may take any or all of the following actions: cancel, terminate, or suspend in whole or in part the grant (contract, loan, insurance, guarantee) for this project; refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. Appendix II to Part 200 (D) – Davis -Bacon Act: Applicable to this Agreement since it involves construction work, including street rehabilitation, funded by ARPA. All laborers and mechanics employed by contractors or subcontractors on federally funded projects must be paid wages at rates not less than those prevailing on similar projects in the locality, as determined by the Secretary of Labor, in accordance with the Davis -Bacon Act (40 U.S.C. §§ 3141-3148). The Consultant must ensure that all employees are paid the proper prevailing wage rates and fringe benefits as required by law. The Consultant must submit weekly certified payrolls and maintain proper documentation in accordance with Davis-Bacon and Related Acts regulations. Appendix II to Part 200 (D) – Copeland “Antti-Kickback” Act: The Copeland Act provisions are applicable to this Agreement. The Consultant and subcontractors are prohibited from inducing employees to give up any part of their compensation under this Agreement, and must comply with anti-kickback provisions in accordance with 18 U.S.C. 874. Appendix II to Part 200 (E) – Contract Work Hours and Safety Standards Act: Overtime Requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (ii) of this section the Consultant and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (ii) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (ii) of this section. Withholding for unpaid wages and liquidated damages. The City shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or subcontractor under any such contract or any other Federal contract with the Consultant, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the Consultant, such sums as       Packet Pg. 581 REQUEST FOR VENDOR QUOTES Project No. RFQ F-24-4025 ASPHALT MAINTENANCE AND REPAIR 7 OF 46 may be determined to be necessary to satisfy any liabilities of Consultant or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (iii) of this section. Subcontracts. The Consultant or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (ii) through (v) of this Section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The Consultant shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (ii) through (v) of this Section. Appendix II to Part 200 (F) – Rights to Inventions Made Under a Contract or Agreement: If the Federal award meets the definition of “funding agreement” under 37 CFR § 401.2 (a) and the Consultant wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the Consultant must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.. Appendix II to Part 200 (G) – Clean Air Act and Federal Water Pollution Control Act: Pursuant to the Clean Air Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. Pursuant to the Federal Water Pollution Control Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. Appendix II to Part 200 (H) – Debarment and Suspension: This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such Consultant is required to verify that none of the Consultant, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). Consultant must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. This certification is a material representation of fact relied upon by City. If it is later determined that Consultant did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. Consultant warrants that it is not debarred, suspended, or otherwise excluded from or ineligible for participation in any federal programs. Consultant also agrees to verify that all subcontractors performing       Packet Pg. 582 REQUEST FOR VENDOR QUOTES Project No. RFQ F-24-4025 ASPHALT MAINTENANCE AND REPAIR 8 OF 46 work under this Agreement are not debarred, disqualified, or otherwise prohibited from participation in accordance with the requirements above. Consultant further agrees to notify the City in writing immediately if Consultant or its subcontractors are not in compliance during the term of this Agreement. Appendix II to Part 200 (I) – Byrd Anti -Lobbying Act: Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the awarding agency. Appendix II to Part 200 (J) – §200.323 Procurement of Recovered Materials: Consultant shall comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement. In the performance of this Agreement, the Consultant shall make maximum use of products containing recovered materials that are EPA-designated items unless the product cannot be acquired: competitively within a timeframe providing for compliance with the contract performance schedule; meeting contract performance requirements; or at a reasonable price. Information about this requirement, along with the list of EPA-designate items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive- procurement-guideline-cpg-program. The Consultant also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act.” Appendix II to Part 200 (K) – §200.216 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment: Consultant shall not contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system funded under this Agreement. As described in Public Law 115–232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities).       Packet Pg. 583 REQUEST FOR VENDOR QUOTES Project No. RFQ F-24-4025 ASPHALT MAINTENANCE AND REPAIR 9 OF 46 Telecommunications or video surveillance services provided by such entities or using such equipment. Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. See Public Law 115-232, section 889 for additional information. Appendix II to Part 200 (L) – §200.322 Domestic Preferences for Procurement: Consultant shall, to the greatest extent practicable, purchase, acquire, or use goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subcontracts. For purposes of this section: “Produced in the United States’’ means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. ‘‘Manufactured products’’ means items and construction materials composed in whole or in part of nonferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. CONTRACTING WITH SMALL AND MINORITY FIRMS, WOMEN’S BUSINESS ENTERPRISE AND LABOR SURPLUS AREA FIRMS (2 C.F.R. § 200.321) The Consultant shall be subject to 2 C.F.R. § 200.321 and will take all necessary affirmative steps to ensure that small businesses, minority-owned firms, women’s business enterprises, and labor surplus area firms are used when possible. These firms will not be discriminated against based on race, color, religious creed, sex, sexual orientation, gender identity, or national origin in consideration for an award. Consultant shall be subject to 2 C.F.R. § 200.321 and will take affirmative steps to assure that minority firms, women’s business enterprises, and labor surplus area firms are used when possible and will not be discriminated against on the grounds of race, color, religious creed, sex, or national origin in consideration for an award. Affirmative steps shall include: Placing qualified small and minority businesses and women's business enterprises on solicitation lists. The Consultant must actively maintain and use solicitation lists that include qualified small and minority businesses and women’s business enterprises. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources. The Consultant shall take affirmative steps to solicit bids from these businesses as potential sources for subcontracting opportunities under this Agreement.       Packet Pg. 584 REQUEST FOR VENDOR QUOTES Project No. RFQ F-24-4025 ASPHALT MAINTENANCE AND REPAIR 10 OF 46 Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority business, and women's business enterprises. The Consultant shall divide larger projects into smaller, economically feasible tasks where possible, without compromising the quality or efficiency of the work. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority business, and women's business enterprises. The Consultant shall set work schedules that provide flexibility and encourage participation by these firms. Using the services/assistance of the Small Business Administration (SBA), and the Minority Business Development Agency (MBDA) of the Department of Commerce.The Consultant will leverage the resources of the SBA and MBDA to engage with minority-owned, women-owned, and labor surplus area businesses. Consultant shall submit evidence of compliance with the foregoing affirmative steps when requested by the City. Requiring prime contractors, if subcontracts are to be let, to take the affirmative steps listed in paragraphs (a) through (c) of this section. The Consultant shall ensure that any prime contractors involved also comply with these affirmative steps, as required by 2 C.F.R. § 200.321. The Consultant shall submit evidence of compliance with the above affirmative steps when requested by the City. COMPLIANCE WITH U.S. DEPARTMENT OF THE TREASURY CORONAVIRUS LOCAL FISCAL RECOVERY FUND AWARD TERMS AND CONDITIONS Maintenance of and Access to Records. Consultant shall maintain records and financial documents sufficient to evidence compliance with section 603(c) of the Act, Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing. Consultant agrees to provide the City, Treasury Office of Inspector General, and the Government Accountability Office, or any of their authorized representatives, access to any books, documents, papers, and records (electronic and otherwise) of the Consultant which are directly pertinent to this Agreement for the purposes of conducting audits or other investigations. Records shall be maintained by the Consultant for a period of five (5) years after completion of the Project Compliance with Federal Regulations. Consultant agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to section 603(f) of the Act, and guidance issued by Treasury regarding the foregoing. Consultant also agrees to comply with all other applicable federal statutes, regulations, and executive orders, including, without limitation, the following: Universal Identifier and System for Award Management (SAM), 2 C.F.R. Part 25, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 25 is hereby incorporated by reference. Reporting Subaward and Executive Compensation Information, 2 C.F.R. Part 170, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 170 is hereby incorporated by reference. OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement), 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier       Packet Pg. 585 REQUEST FOR VENDOR QUOTES Project No. RFQ F-24-4025 ASPHALT MAINTENANCE AND REPAIR 11 OF 46 covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to 2 C.F.R. Part 180 and Treasury’s implementing regulation at 31 C.F.R. Part 19. Recipient Integrity and Performance Matters, pursuant to which the award term set forth in 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference. Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R. Part 20. New Restrictions on Lobbying, 31 C.F.R. Part 21. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. §§ 4601- 4655) and implementing regulations. Compliance with Federal Statutes and Regulations Prohibiting Discrimination. Consultant agrees to comply with statutes and regulations prohibiting discrimination applicable to the CSLFRF program including, without limitation, the following: Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury’s implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. False Statements. Consultant understands that making false statements or claims in connection with the CSLFRF program is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law. Protections for Whistleblowers. In accordance with 41 U.S.C. § 4712, Consultant may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant.       Packet Pg. 586 REQUEST FOR VENDOR QUOTES Project No. RFQ F-24-4025 ASPHALT MAINTENANCE AND REPAIR 12 OF 46 The list of persons and entities referenced in the paragraph above includes the following: A member of Congress or a representative of a committee of Congress; An Inspector General; The Government Accountability Office; A Treasury employee responsible for contract or grant oversight or management; An authorized official of the Department of Justice or other law enforcement agency; A court or grand jury; or A management official or other employee of Consultant, or a subcontractor who has the responsibility to investigate, discover, or address misconduct. Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Consultant is encouraged to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company -owned, rented or personally owned vehicles, and encourage its subcontractors to do the same Reducing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Consultant should encourage its employees and subcontractors to adopt and enforce policies that ban text messaging while driving, and Consultant should establish workplace safety policies to decrease accidents caused by distracted drivers. Assurances of Compliance with Civil Rights Requirements. The Civil Rights Restoration Act of 1987 provides that the provisions of this assurance apply to the Project, including, but not limited to, the following: Consultant ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at 31 CFR Part 22 and other pertinent executive orders such as Executive Order 13166; directives; circulars; policies; memoranda and/or guidance documents. Consultant acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency (LEP),” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, are limited in their English proficiency. Consultant understands that the denial of access to persons to its programs, services and activities because of their limited proficiency in English is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964. Accordingly, Consultant shall initiate reasonable steps, or comply with Treasury’s directives, to ensure meaningful access to its programs, services and activities to LEP persons. Consultant understands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary to ensure effective communication in the Project. Consultant agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services and activities. As a resource, the       Packet Pg. 587 REQUEST FOR VENDOR QUOTES Project No. RFQ F-24-4025 ASPHALT MAINTENANCE AND REPAIR 13 OF 46 Department of the Treasury has published its LEP guidance at 70 FR 6067. For more information on LEP, please visit http://www.lep.gov. Consultant acknowledges and agrees that compliance with this assurance constitutes a condition of continued receipt of federal financial assistance and is binding upon Consultant and Consultant’s successors, transferees and assignees for the period in which such assistance is provided. Consultant agrees to incorporate the following language in every contract or agreement subject to Title VI and its regulations between the Consultant and the Consultant’s subcontractors, successors, transferees and assignees: The subcontractor, successor, transferee and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding from a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also extends protection to persons with “Limited English proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. § 2000d et seq., as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Consultant understands and agrees that if any real property or structure is provided or improved with the aid of federal financial assistance by the Department of the Treasury, this assurance obligates the Consultant, or in the case of a subsequent transfer, the transferee, for the period during which the real property or structure is used for a purpose for which the federal financial assistance is extended or for another purpose involving the provision of similar services or benefits. If any personal property is provided, this assurance obligates the Consultant for the period during which it retains ownership or possession of the property. Consultant shall cooperate in any enforcement or compliance review activities by the Department of the Treasury of the aforementioned obligations. Enforcement may include investigation, arbitration, mediation, litigation, and monitoring of any settlement agreements that may result from these actions. Consultant shall comply with information requests, on-site compliance reviews, and reporting requirements. Consultant shall maintain a complaint log and inform the Department of the Treasury of any accusations of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act of 1964 and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. Consultant must also inform the Department of the Treasury if Consultant has received no complaints under Title VI. Consultant must provide documentation of an administrative agency’s or court’s findings of non- compliance of Title VI and efforts to address the non-compliance, including any voluntary compliance or other agreements between the Consultant and the administrative agency that made the finding. If the Consultant settles a case or matter alleging such discrimination, Consultant must provide documentation of the settlement. If Consultant has not been the subject of any court or administrative agency finding of discrimination, please so state.       Packet Pg. 588 REQUEST FOR VENDOR QUOTES Project No. RFQ F-24-4025 ASPHALT MAINTENANCE AND REPAIR 14 OF 46 If Consultant makes sub -awards to other agencies or other entities, Consultant is responsible for assuring that sub-recipients also comply with Title VI and all of the applicable authorities covered in this assurance.       Packet Pg. 589 Attachment 5 Fact Sheet on the Types of Asphalt Surface Damage and Suggested Repairs Because of its durability, asphalt remains the most common type of road surfacing material used for streets, roads, and parking lots in the United States. Unfortunately, asphalt is not foolproof and will sustain damage over time. This damage is most represented in the form of potholes. Potholes, however, are not the only type of surface damage on asphalt streets and the suggested repairs will vary depending on the desired outcome and desired timespan. The below table describes the type of asphalt surface damage and suggested methods of repair (whether temporary or longer term). Type Description and Suggested Method of Repair Asphalt Cracks Most common type of pavement damage. Vary in size but most are thin and may run deep into the surface of the asphalt pavement. These are typically resolved with a process called crack-sealing. If left unrepaired, it may lead to large potholes or full street deterioration which would require street resurfacing. Potholes The most commonly-reported asphalt damage by residents and motorists, potholes occur when cracks grow large enough to allow water to seep into the asphalt and break it apart. This results in large or small holes in the surface (sometimes, deep into the sublayers of the street). Potholes are generally repaired with asphalt mix (hot or cold) depending on size and depth. Pothole repairs are always temporary and will usually return if the pavement is not resurfaced. Rains will generally cause potholes to reappear (especially once the weather warms up). Alligatoring Alligatoring is typically the result of the expansion or contraction of asphalt due to weather/temperature changes. As its names implies, the surface of the street will resemble the scales of an alligator. If left untreated, it can result in large segments of asphalt deterioration. Resurfacing or hot mix-segment repairs are effective options although completely rehabilitating the street section is best. Ruts Ruts are best described as deep depressions (dips or mounds) in the middle of the pavement or near the edges. They are typically caused by heavy loads and/or excessive traffic volume. Most ruts are found near industrial areas where large trucks are common or at bus stop intersections. Ruts may be repaired with grinding and resurfacing treatments but are best resolved with a full rehabilitation of the street segment. Raveling Raveling occurs when asphalt particles flake off the surface of the asphalt pavement. Once the top layer wears off and the underlying aggregate is exposed, decreased traction will become common and further deterioration of the surface will occur. Raveling may be repaired with a resurfacing treatment but it is important that it be caught early on. Hot mix segment repairs may be a good option.       Packet Pg. 590 Images of Type of Asphalt Damages Asphalt Cracks Alligatoring Traditional Pothole       Packet Pg. 591 Ruts Raveling       Packet Pg. 592       Packet Pg. 593       Packet Pg. 594       Packet Pg. 595       Packet Pg. 596       Packet Pg. 597       Packet Pg. 598       Packet Pg. 599       Packet Pg. 600       Packet Pg. 601 2 4 3 4 DISCUSSION City of San Bernardino Request for Council Action Date:December 4, 2024 To:Honorable Mayor and City Council Members From:Rochelle Clayton, Acting City Manager; Ernesto Salinas, Interim Director of Parks and Recreation Department:Parks and Recreation, Operations and Forestry Subject:Issuance of a Purchase Order with Transwest Truck Center, LLC for Two Graffiti Abatement Trucks (All Wards) Recommendation It is recommended that the Mayor and City Council of the City of San Bernardino, California: 1. Authorize the purchase of two outfitted graffiti abatement trucks from Transwest Truck Center, LLC. in the amount of $403,401.74; and 2. Authorize the Director of Finance and Management Services to issue a purchase order not to exceed the amount of $403,401.74 Executive Summary A purchase order in the amount of $403,401.74 is requested for the purchase of two outfitted graffiti abatement trucks and related equipment from Transwest Truck Center, LLC. of Fontana, CA. These trucks will significantly improve our graffiti abatement efforts and reduce completion times for resident requests. Background The Operations and Maintenance Division (O&M) is responsible for the maintenance, repair, beautification, and clean-up of City-owned infrastructure, properties, and rights of way. It is also responsible for ensuring the City is kept free of graffiti and blight on City- owned buildings, infrastructure, and private property buildings within view of public streets and roads. This also includes graffiti abatement at parks, curbs, sidewalks, and traffic signal intersections, to name a few. To further support these measures, the Mayor and City Council allocated $1,000,000 in ARPA funds towards the City’s Graffiti Abatement program on October 20, 2021.       Packet Pg. 602 2 4 3 4 Discussion The City of San Bernardino prides itself in keeping the City clean and free of graffiti. In an effort to abate graffiti more efficiently, Staff researched the availability of modernized equipment and related components designed to provide an immediate availability of various paint colors and multiple spray guns on specially outfitted truck beds. These types of outfitted trucks will reduce the number of trips to the yard and/or our paint shop to retrieve supplies and will provide additional spray guns for immediate use. Modernizing equipment has been a desire of the City’s senior leadership and has been supported by Council. These trucks will fulfill that request. In collaboration with Procurement, staff built technical specifications for two specially outfitted graffiti abatement trucks that are capable of carrying equipment, paint trays, pressure washing attachments, and paint spray guns. In October of 2024, a solicitation for quotes was posted on the City’s website via RFQ F-24-4024 and results were soon thereafter received. Within the solicitation request, it was noted that funding for these trucks would come from the American Rescue Plan Act. This solicitation was based on lowest bid. Only one vendor submitted a quote and met all the City’s purchasing requirements. The table below describes the cost per truck and overall total. Table 1. Costs Vendor Location Cost Per Unit Transwest Truck Center, LLC. Fontana, CA $201,700.87 TOTAL (Qty. 2): $403,401.74 Staff is confident this vendor will provide the required trucks in a timely manner. Additionally, the quoted price is consistent with current market prices. 2021-2025 Strategic Targets and Goals This project is aligned with Goal No. 2: Focused, Aligned Leadership and Unified Community. It is also aligned with Key Target 2b: Evaluate operations and performance investment in resources, technology, and tools to continually improve organizational efficiency and effectiveness Fiscal Impact There is no impact to the General Fund as ARPA funding will be used for the purchase of these graffiti abatement trucks. Conclusion It is recommended that the Mayor and City Council of the City of San Bernardino, California:       Packet Pg. 603 2 4 3 4 1. Authorize the purchase of two outfitted graffiti abatement trucks from Transwest Truck Center, LLC. in the amount of $403,401.74; and 2. Authorize the Director of Finance and Management Services to issue a purchase order not to exceed the amount of $403,401.74 Attachments Attachment 1 Good Purchases Agreement (Transwest Truck Center) Attachment 2 Bid Documents– RFQ F-24-4024 Attachment 3 Vendor Quote Ward All Wards. Synopsis of Previous Council Actions October 20, 2021 Mayor and City Council allocated $1,000,000 in ARPA funds towards the City’s Graffiti Abatement program on October 20, 2021.       Packet Pg. 604 1 5 9 4 7 CITY OF SAN BERNARDINO GOODS PURCHASE AGREEMENT This Goods Purchase Agreement (“Agreement”) is entered into this 4th day of December, 2024, by and between the City of San Bernardino, a charter city and municipal corporation organized under the laws of the State of California with its principal place of business at Vanir Tower, 290 North D Street, San Bernardino, California 92401, County of San Bernardino, State of California (“City”), and Transwest Truck Center, a Limited Liability Corporation, with its principal place of business at 10150 Cherry Ave, Fontana CA 92235 (“Supplier”). City and Supplier are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement. Section 1. DEFINITIONS. A. “Goods” means all machinery, equipment, supplies, items, parts, materials, labor or other services, including design, engineering and installation services, provided by Supplier as specified in Exhibit “A,” attached hereto and incorporated herein by reference. B. “Delivery Date(s)” means that date or dates upon which the Goods is to be delivered to City, ready for approval, testing and/or use as specified in Exhibit “B.” Section 2. MATERIALS AND WORKMANSHIP. When Exhibit “A” specifies machinery, equipment or material by manufacturer, model or trade name, no substitution will be made without City’s written approval. Machinery, equipment or material installed in the Goods without the approval required by this Section 2 will be deemed to be defective material for purposes of Section 4. Where machinery, equipment or materials are referred to in Exhibit “A” as equal to any particular standard, City will decide the question of equality. When requested by City, Supplier will furnish City with the name of the manufacturer, the performance capabilities and other pertinent information necessary to properly determine the quality and suitability of any machines, equipment and material to be incorporated in the Goods. Material samples will be submitted at City’s request. Section 3. INSPECTIONS AND TESTS. City shall have the right to inspect and/or test the Goods prior to acceptance. If upon inspection or testing the Goods or any portion thereof are found to be nonconforming, unsatisfactory, defective, of inferior quality or workmanship, or fail to meet any requirements or specifications contained in Exhibit “A,” then without prejudice to any other rights or remedies, City may reject the Goods or exercise any of its rights under Section 4.C. The inspection, failure to make inspection, acceptance of goods, or payment for goods shall not impair City’s right to reject nonconforming goods, irrespective of City’s failure to notify Supplier of a rejection of nonconforming goods or revocation of acceptance thereof or to specify with particularity any defect in nonconforming goods after       Packet Pg. 605 2 5 9 4 7 rejection or acceptance thereof. Section 4. WARRANTY. A. Supplier warrants that the Goods will be of merchantable quality and free from defects in design, engineering, material, and workmanship for a period of two (2) years, or such longer period as provided by a manufacturer’s warranty or as agreed to by Supplier and City, from the date of final written acceptance of the Goods by City as required for final payment under Section 7. Supplier further warrants that any services provided in connection with the Goods will be performed in a professional and workmanlike manner and in accordance with the highest industry standards. B. Supplier further warrants that all machinery, equipment, or process included in the Goods will meet the performance requirements and specifications specified in Exhibit “A” and shall be fit for the purpose intended. City’s inspection, testing, approval, or acceptance of any such machinery, equipment, or process will not relieve Supplier of its obligations under this Section 4.B. C. For any breach of the warranties contained in Section 4.A and Section 4.B, Supplier will, immediately after receiving notice from City, at the option of City, and at Supplier’s own expense and without cost to City: 1. Repair the defective Goods; 2. Replace the defective Goods with conforming Goods, F.O.B. City’s plant, office or other location of City where the Goods was originally performed or delivered; or 3. Repay to City the purchase price of the defective Goods. If City selects repair or replacement, any defects will be remedied without cost to City, including but not limited to, the costs of removal, repair, and replacement of the defective Goods, and reinstallation of new Goods. All such defective Goods that is so remedied will be similarly warranted as stated above. In addition, Supplier will repair or replace other items of the Goods which may have been damaged by such defects or the repairing of the same, all at its own expense and without cost to City. D. Supplier also warrants that the Goods is free and clear of all liens and encumbrances whatsoever, that Supplier has a good and marketable title to same, and that Supplier owns or has a valid license for all of the proprietary technology and intellectual property incorporated within the Goods. Supplier agrees to indemnify, defend, and hold City harmless against any and all third party claims resulting from the breach or inaccuracy of any of the foregoing warranties. E. In the event of a breach by Supplier of its obligations under this Section 4, City will not be limited to the remedies set forth in this Section 4, but will have all the rights       Packet Pg. 606 3 5 9 4 7 and remedies permitted by applicable law, including without limitation, all of the rights and remedies afforded to City under the California Commercial Code. Section 5. PRICES. Unless expressly provided otherwise, all prices and fees specified in Exhibit “C,” attached hereto and incorporated herein by reference, are firm and shall not be subject to change without the written approval of City. No extra charges of any kind will be allowed unless specifically agreed to in writing by City’s authorized representative. The total price shall include (i) all federal, state and local sales, use, excise, privilege, payroll, occupational and other taxes applicable to the Goods furnished to City hereunder; and (ii) all charges for packing, freight and transportation to destination. Section 6. CHANGES. City, at any time, by a written order, and without notice to any surety, may make changes in the Goods, including but not limited to, City’s requirements and specifications. If such changes affect the cost of the Goods or time required for its performance, an equitable adjustment will be made in the price or time for performance or both. Any change in the price necessitated by such change will be agreed upon between City and Supplier and such change will be authorized by a change order document signed by City and accepted by Supplier. Section 7. PAYMENTS. A. Terms of payment, are net thirty (30) days, less any applicable retention, after receipt of invoice, or completion of applicable Progress Milestones. Final payment shall be made by City after Supplier has satisfied all contractual requirements. Payment of invoices shall not constitute acceptance of Goods. B. If Progress Milestones have been specified in Exhibit “B,” then payments for the Goods will be made as the requirements of such Progress Milestones are met. Progress payments for the Goods will be made by City upon proper application by Supplier during the progress of the Goods and according to the terms of payment as specified in Exhibit “B.” Supplier’s progress billing invoice will include progress payments due for the original scope of work and changes. Each “Item for Payment” shown in Exhibit “B” and each change order will be itemized on the invoice. Invoices for cost plus work, whether part of Exhibit “B” or a change order, must have subcontractor and/or supplier invoices attached to Supplier’s invoice. Other format and support documents for invoices will be determined by City in advance of the first invoice cycle. C. Payments otherwise due may be withheld by City on account of defective Goods not remedied, liens or other claims filed, reasonable evidence indicating probable filing of liens or other claims, failure of Supplier to make payments properly to its subcontractors or for material or labor, the failure of Supplier to perform any of its other obligations under the Agreement, or to protect City against any liability arising out of Supplier’s failure to pay or discharge taxes or other obligations. If the causes for which       Packet Pg. 607 4 5 9 4 7 payment is withheld are removed, the withheld payments will be made promptly. If the said causes are not removed within a reasonable period after written notice, City may remove them at Supplier’s expense. D. Payment of the final Progress Milestone payment or any retention will be made by City upon: 1. Submission of an invoice for satisfactory completion of the requirements of a Progress Milestone as defined in Exhibit “B” and in the amount associated with the Progress Milestone; 2. Written acceptance of the Goods by City; 3. Delivery of all drawings and specifications, if required by City; 4. Delivery of executed full releases of any and all liens arising out of this Agreement; and 5. Delivery of an affidavit listing all persons who might otherwise be entitled to file, claim, or maintain a lien of any kind or character, and containing an averment that all of the said persons have been paid in full. If any person refuses to furnish an actual release or receipt in full, Supplier may furnish a bond satisfactory to City to indemnify City against any claim or lien at no cost to City. E. Acceptance by Supplier of payment of the final Progress Milestone payment pursuant to Section 7.D will constitute a waiver, release and discharge of any and all claims and demands of any kind or character which Supplier then has, or can subsequently acquire against City, its successors and assigns, for or on account of any matter or thing arising out of, or in any manner connected with, the performance of this Agreement. However, payment for the final Progress Milestone by City will not constitute a waiver, release or discharge of any claims or demands which City then has, or can subsequently acquire, against Supplier, its successors and assigns, for or on account of any matter or thing arising out of, or in any manner connected with, the performance of this Agreement. Section 8. SCHEDULE FOR DELIVERY. A. The time of Supplier’s performance is of the essence for this Agreement. The Goods will be delivered in accordance with the schedule set forth in Exhibit “B.” Supplier must immediately notify City in writing any time delivery is behind schedule or may not be completed on schedule. In addition to any other rights City may have under this Agreement or at law, Supplier shall pay City the sum of $10 dollars per item of Goods for each calendar day for which the item of Goods is unavailable beyond the scheduled delivery date(s) specified in Exhibit “B.” Delays due to national shortages of supplies or       Packet Pg. 608 5 5 9 4 7 supply change issue will be considered when waiving delay fees by the contract administrator. B. In the event that the Goods is part of a larger project or projects that require the coordination of multiple contractors or suppliers, then Supplier will fully cooperate in scheduling the delivery so that City can maximize the efficient completion of such project(s). Section 9. TAXES. A. Supplier agrees to timely pay all sales and use tax (including any value added or gross receipts tax imposed similar to a sales and use tax) imposed by any federal, state or local taxing authority on the ultimate purchase price of the Goods provided under this Agreement. B. Supplier will withhold, and require its subcontractors, where applicable, to withhold all required taxes and contributions of any federal, state or local taxing authority which is measured by wages, salaries or other remuneration of its employees or the employees of its subcontractors. Supplier will deposit, or cause to be deposited, in a timely manner with the appropriate taxing authorities all amounts required to be withheld. C. All other taxes, however denominated or measured, imposed upon the price of the Goods provided hereunder, will be the responsibility of Supplier. In addition, all taxes assessed by any taxing jurisdiction based on Supplier property used or consumed in the provision of the Goods such as and including ad valorem, use, personal property and inventory taxes will be the responsibility of Supplier. D. Supplier will, upon written request, submit to City written evidence of any filings or payments of all taxes required to be paid by Supplier hereunder. Section 10. INDEPENDENT CONTRACTOR. Supplier enters into this Agreement as an independent contractor and not as an employee of City. Supplier shall have no power or authority by this Agreement to bind City in any respect. Nothing in this Agreement shall be construed to be inconsistent with this relationship or status. All employees, agents, contractors or subcontractors hired or retained by the Supplier are employees, agents, contractors or subcontractors of the Supplier and not of City. City shall not be obligated in any way to pay any wage claims or other claims made against Supplier by any such employees, agents, contractors or subcontractors or any other person resulting from performance of this Agreement. Section 11. SUBCONTRACTS. Unless otherwise specified, Supplier must obtain City’s written permission before subcontracting any portion of the Goods. Except for the insurance requirements in Section 13.A, all subcontracts and orders for the purchase or rental of supplies, materials or equipment, or any other part of the Goods, will require that the subcontractor be bound       Packet Pg. 609 6 5 9 4 7 by and subject to all of the terms and conditions of the Agreement. No subcontract or order will relieve Supplier from its obligations to City, including, but not limited to Supplier’s insurance and indemnification obligations. No subcontract or order will bind City. Section 12. TITLE AND RISK OF LOSS. Unless otherwise agreed, City will have title to, and risk of loss of, all completed and partially completed portions of the Goods upon delivery, as well as materials delivered to and stored on City property which are intended to become a part of the Goods. However, Supplier will be liable for any loss or damage to the Goods and/or the materials caused by Supplier or its subcontractors, their agents or employees, and Supplier will replace or repair said Goods or materials at its own cost to the complete satisfaction of City. Notwithstanding the foregoing, in the event that the City has paid Supplier for all or a portion of the Goods which remains in the possession of Supplier, then City shall have title to, and the right to take possession of, such Goods at any time following payment therefor. Risk of loss for any Goods which remains in the possession of Supplier shall remain with Supplier until such Goods has been delivered or City has taken possession thereof. Supplier will have risk of loss or damage to Supplier’s property used in the construction of the Goods but which does not become a part of the Goods. Section 13. INDEMNIFICATION. A. Supplier shall defend, indemnify and hold the City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions, negligence or willful misconduct of Supplier, its officials, officers, employees, agents, subcontractors and subconsultants arising out of or in connection with the Goods or the performance of this Agreement, including without limitation the payment of all consequential damages and attorneys’ fees and other related costs and expenses except such loss or damage which was caused by the sole negligence or willful misconduct of the City. B. Supplier’s defense obligation for any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against the City, its officials, officers, employees, agents, or volunteers shall be at Supplier’s own cost, expense, and risk. Supplier shall pay and satisfy any judgment, award, or decree that may be rendered against City or its officials, officers, employees, agents, or volunteers, in any such suit, action, or other legal proceeding. Supplier shall reimburse City and its officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. C. Supplier’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its officials, officers, employees, agents or volunteers.       Packet Pg. 610 7 5 9 4 7 Section 14. INSURANCE. A. General. Supplier shall take out and maintain: 1. Commercial General Liability Insurance, of at least $2,000,000 per occurrence/ $4,000,000 aggregate for bodily injury, personal injury and property damage, at least as broad as Insurance Services Office Commercial General Liability most recent Occurrence Form CG 00 01; 2. Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, of at least $1,000,000 per accident for bodily injury and property damage, at least as broad as most recent Insurance Services Office Form Number CA 00 01 covering automobile liability, Code 1 (any auto); 3. Workers’ Compensation in compliance with applicable statutory requirements and Employer's Liability Coverage of at least $1,000,000 per occurrence; and 4. Pollution Liability Insurance of at least $1,000,000 per occurrence and $2,000,000 aggregate shall be provided by the Supplier if transporting hazardous materials. 5. If Supplier is also the manufacturer of any equipment included in the Goods, Supplier shall carry Product Liability and/or Errors and Omissions Insurance which covers said equipment with limits of not less than $1,000,000. 6. Privacy/Network Security (Cyber Liability), of at least $1,000,000 per occurrence and aggregate for: (1) privacy breaches, (2) system breaches, (3) denial or loss of service, and (4) the introduction, implantation or spread of malicious software code, in a form and with insurance companies acceptable to the City. B. Additional Insured; Primary; Waiver of Subrogation; No Limitation on Coverage. The policies required under this Section shall give City, its officials, officers, employees, agents or volunteers additional insured status. Such policies shall contain a provision stating that Supplier’s policy is primary insurance and that any insurance, self- insurance or other coverage maintained by the City or any additional insureds shall not be called upon to contribute to any loss, and shall contain or be endorsed with a waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers. The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as additional insured pursuant to this Agreement.       Packet Pg. 611 8 5 9 4 7 C. Insurance Carrier. All insurance required under this Section is to be placed with insurers with a current A.M. Best’s rating no less than A-:VII, licensed to do business in California, and satisfactory to the City. D. Evidence of Insurance. Supplier shall furnish City with original certificates of insurance and endorsements effecting coverage required by the Agreement. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms supplied or approved by the City. All certificates and endorsements must be received and approved by the City before delivery commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. E. Subcontractors. All subcontractors shall meet the requirements of this Section before commencing work. In addition, Supplier shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. F. Freight. Supplier shall ensure that third party shippers contracted by Supplier have adequate insurance coverage for the shipped Goods. Section 15. LIENS. A. Supplier, subcontractors and suppliers will not make, file or maintain a mechanic’s or other lien or claim of any kind or character against the Goods, for or on account of any labor, materials, fixtures, tools, machinery, equipment, or any other things furnished, or any other work done or performance given under, arising out of, or in any manner connected with the Agreement (such liens or claims referred to as “Claims”); and Supplier, subcontractor and suppliers expressly waive and relinquish any and all rights which they now have, or may subsequently acquire, to file or maintain any Claim and Supplier, subcontractor and suppliers agree that this provision waiving the right of Claims will be an independent covenant. B. Supplier will save and hold City harmless from and against any and all Claims that may be filed by a subcontractor, supplier or any other person or entity and Supplier will, at its own expense, defend any and all actions based upon such Claims and will pay all charges of attorneys and all costs and other expenses arising from such Claims. Section 16. TERMINATION OF AGREEMENT BY CITY. A. Should Supplier at any time refuse or fail to deliver the Goods with promptness and diligence, or to perform any of its other obligations under the Agreement, City may terminate Supplier’s right to proceed with the delivery of the Goods by written notice to Supplier. In such event City may obtain the Goods by whatever method it may deem expedient, including the hiring of another contractor or other contractors and, for that purpose, may take possession of all materials, machinery, equipment, tools and       Packet Pg. 612 9 5 9 4 7 appliances and exercise all rights, options and privileges of Supplier. In such case Supplier will not be entitled to receive any further payments until the Goods is delivered. If City’s cost of obtaining the Goods, including compensation for additional managerial and administrative services, will exceed the unpaid balance of the Agreement, Supplier will be liable for and will pay the difference to City. B. City may, for its own convenience, terminate Supplier’s right to proceed with the delivery of any portion or all of the Goods by written notice to Supplier. Such termination will be effective in the manner specified in such notice, will be without prejudice to any claims which City may have against Supplier, and will not affect the obligations and duties of Supplier under the Agreement with respect to portions of the Goods not terminated. C. On receipt of notice under Section 16.B, Supplier will, with respect to the portion of the Goods terminated, unless the notice states otherwise, 1. Immediately discontinue such portion of the Goods and the placing of orders for materials, facilities, and supplies in connection with the Goods, 2. Unless otherwise directed by City, make every reasonable effort to procure cancellation of all existing orders or contracts upon terms satisfactory to City; and 3. Deliver only such portions of the Goods which City deems necessary to preserve and protect those portions of the Goods already in progress and to protect material, plant and equipment at the Goods site or in transit to the Goods site. D. Upon termination pursuant to Section 16.B, Supplier will be paid a pro rata portion of the compensation in the Agreement for any portion of the terminated Goods already delivered, including material and services for which it has made firm contracts which are not canceled, it being understood that City will be entitled to such material and services. Upon determination of the amount of said pro rata compensation, City will promptly pay such amount to Supplier upon delivery by Supplier of the releases of liens and affidavit, pursuant to Section 7.C. Section 17. FORCE MAJEURE A. Supplier shall not be held responsible for failure or delay in shipping nor City for failure or delay in accepting goods described herein if such failure or delay is due to a Force Majeure Event. B. A Force Majeure Event shall mean an event that materially affects a Party’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the work); (4) pandemics, epidemics or quarantine restrictions; and (5) strikes       Packet Pg. 613 10 5 9 4 7 and other organized labor action occurring at the project site and the effects thereof on the work, only to the extent such strikes and other organized labor action are beyond the control of Supplier and its subcontractors, of every tier, and to the extent the effects thereof cannot be avoided by use of replacement workers. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority. C. In the event of any such excused interference with shipments, City shall have the option either to reduce the quantity provided for in the order accordingly or to exercise its right of cancellation as set forth in this Agreement. Section 18. MISCELLANEOUS PROVISIONS. A. Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address or at such other address as the respective parties may provide in writing for this purpose: CITY: City of San Bernardino Vanir Tower, 290 North D Street San Bernardino, CA 92401 Attn: Ernesto Salinas, Interim Director, Parks and Recreation, Ops and Forestry With Copy To: City of San Bernardino Vanir Tower, 290 North D Street San Bernardino, CA 92401 Attn: City Attorney SUPPLIER: Transwest Truck Center, LLC 10150 Cherry Ave, Fontana CA 92235 Attn: Micah Radnick or Representative Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. B. Assignment or Transfer. Supplier shall not assign or transfer any interest in this Agreement whether by assignment or novation, without the prior written consent of the City, which will not be unreasonably withheld. Provided, however, that claims for       Packet Pg. 614 11 5 9 4 7 money due or to become due Supplier from the City under this Agreement may be assigned to a financial institution or to a trustee in bankruptcy, without such approval. Notice of any assignment or transfer, whether voluntary or involuntary, shall be furnished promptly to the City. C. Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties. D. Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. E. Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise. F. Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in San Bernardino County. G. Attorneys’ Fees and Costs. If any action in law or equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, each Party shall pay its own attorneys’ fees. H. Interpretation. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. I. No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. J. Authority to Enter Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right and authority to make this Agreement and bind each respective Party. K. Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. L. Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. M. City’s Right to Employ Other Suppliers. City reserves its right to employ other contractors in connection with the Goods. N. Entire Agreement. This Agreement constitutes the entire agreement between the Parties relative to the Goods specified herein. There are no understandings,       Packet Pg. 615 12 5 9 4 7 agreements, conditions, representations, warranties or promises with respect to this Agreement, except those contained in or referred to in the writing. O. Electronic Signature. Each Party acknowledges and agrees that this Agreement may be executed by electronic or digital signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature. [SIGNATURES ON FOLLOWING PAGE]       Packet Pg. 616 13 5 9 4 7 SIGNATURE PAGE TO GOODS PURCHASE AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND TRANSWEST TRUCK CENTER, LLC. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date first above written. CITY OF SAN BERNARDINO APPROVED BY: Rochelle Clayton Acting City Manager ATTESTED BY: Genoveva Rocha, CMC City Clerk APPROVED AS TO FORM: Best Best & Krieger LLP City Attorney TRANSWEST TRUCK CENTER, LLC Signature Name Title       Packet Pg. 617 14 5 9 4 7 Exhibit A Goods Specifications       Packet Pg. 618 15 5 9 4 7       Packet Pg. 619 16 5 9 4 7       Packet Pg. 620 17 5 9 4 7       Packet Pg. 621 18 5 9 4 7 Exhibit B Schedule of Delivery       Packet Pg. 622 19 5 9 4 7 Exhibit C Fee Schedule       Packet Pg. 623 20 5 9 4 7 ARPA CONTRACT TERMS AND EXHIBIT 1.1 Federal Provisions. Funds from the Coronavirus State Fiscal Recovery Fund and/or the Coronavirus Local Fiscal Recovery Fund, together known as the Coronavirus State and Local Fiscal Recovery Funds (“CSLFRF”) program, will be used to fund all or a portion of this Agreement. As applicable, Consultant shall comply with all federal requirements including, but not limited to, the following, all of which are expressly incorporated herein by reference: 1.1.1 Sections 602 and 603 of the Social Security Act as added by Section 9901 of the American Rescue Plan Act of 2021 (the “Act”); 1.1.2 U.S. Department of the Treasury (“Treasury”) Final Rule for the Act; 1.1.3 Treasury Compliance and Reporting Guidance for the Act; 1.1.4 2 C.F.R. Part 200 – Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, other than such provisions as the U.S. Department of the Treasury may determine are inapplicable to the CSLFRF program and subject to such exceptions as may be otherwise provided by the U.S. Department of the Treasury; 1.1.5 Treasury Coronavirus Local Fiscal Recovery Fund Award Terms and Conditions; and 1.1.6 Federal contract provisions attached hereto as Exhibit “D” and incorporated herein by reference. Subcontracts, if any, shall contain a provision making them subject to all of the provisions stipulated in this Agreement. With respect to any conflict between such federal requirements and the terms of this Agreement and/or the provisions of state law and except as otherwise required under federal law or regulation, the more stringent requirement shall control.       Packet Pg. 624 21 5 9 4 7 EXHIBIT "D" FEDERAL CONTRACT PROVISIONS During the performance of this Agreement, Consultant shall comply with all applicable federal laws and regulations including, but not limited to, the federal contract provisions in this Exhibit “D”. Section 19. REQUIRED CONTRACT PROVISIONS IN ACCORDANCE WITH APPENDIX II TO PART 200 – CONTRACT PROVISIONS FOR NON-FEDERAL ENTITY CONTRACTS UNDER FEDERAL AWARDS (2 C.F.R. § 200.327) A. Appendix II to Part 200 (A); Appendix II to Part 200 (B): Remedies for Breach; Termination for Cause/Convenience. The Contract Documents include remedies for breach and termination for cause and convenience. B. Appendix II to Part 200 (C) – Equal Employment Opportunity: If this Agreement meets the definition of a “federal assisted construction contract” in 41 CFR § 60-1.3, Consultant agrees as follows during the performance of this Agreement: 1. The Consultant will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant will, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. 3. The Consultant will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Consultant's legal duty to furnish information.       Packet Pg. 625 22 5 9 4 7 4. The Consultant will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 5. The Consultant will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 6. The Consultant will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. 7. In the event of the Consultant's noncompliance with the nondiscrimination clauses of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. 8. The Consultant will include the portion of the sentence immediately preceding paragraph (i) and the provisions of paragraphs (i) through (vii) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Consultant will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Consultant may request the United States to enter into such litigation to protect the interests of the United States. The City further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the City so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the Agreement. The City agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of the Consultant and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance.       Packet Pg. 626 23 5 9 4 7 The City further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the City agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: cancel, terminate, or suspend in whole or in part the grant (contract, loan, insurance, guarantee) for this project; refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. C. Appendix II to Part 200 (D) – Davis-Bacon Act: Not applicable to this Agreement since it is funded by CSLFRF. D. Appendix II to Part 200 (D) – Copeland “Antti-Kickback” Act: Not applicable to this Agreement since it is funded by CSLFRF. E. Appendix II to Part 200 (E) – Contract Work Hours and Safety Standards Act: 1. Overtime Requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. 2. Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (ii) of this section the Consultant and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (ii) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (ii) of this section. 3. Withholding for unpaid wages and liquidated damages. The City shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or subcontractor under any such contract or any other Federal contract with the Consultant, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the Consultant, such sums as may be determined to be necessary to satisfy any liabilities of Consultant or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (iii) of this section.       Packet Pg. 627 24 5 9 4 7 4. Subcontracts. The Consultant or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (ii) through (v) of this Section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The Consultant shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (ii) through (v) of this Section. F. Appendix II to Part 200 (F) – Rights to Inventions Made Under a Contract or Agreement: If the Federal award meets the definition of “funding agreement” under 37 CFR § 401.2 (a) and the Consultant wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the Consultant must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. G. Appendix II to Part 200 (G) – Clean Air Act and Federal Water Pollution Control Act: 1. Pursuant to the Clean Air Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. 2. Pursuant to the Federal Water Pollution Control Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. H. Appendix II to Part 200 (H) – Debarment and Suspension: 1.This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such Consultant is required to verify that none of the Consultant, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). 2. Consultant must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. 3. This certification is a material representation of fact relied upon by City. If it is later determined that Consultant did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment.       Packet Pg. 628 25 5 9 4 7 4. Consultant warrants that it is not debarred, suspended, or otherwise excluded from or ineligible for participation in any federal programs. Consultant also agrees to verify that all subcontractors performing work under this Agreement are not debarred, disqualified, or otherwise prohibited from participation in accordance with the requirements above. Consultant further agrees to notify the City in writing immediately if Consultant or its subcontractors are not in compliance during the term of this Agreement. I. Appendix II to Part 200 (I) – Byrd Anti-Lobbying Act: Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the awarding agency. J. Appendix II to Part 200 (J) – §200.323 Procurement of Recovered Materials: 1. Consultant shall comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement. 2. In the performance of this Agreement, the Consultant shall make maximum use of products containing recovered materials that are EPA-designated items unless the product cannot be acquired: competitively within a timeframe providing for compliance with the contract performance schedule; meeting contract performance requirements; or at a reasonable price. 3. Information about this requirement, along with the list of EPA-designate items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program. 4. The Consultant also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act.” K. Appendix II to Part 200 (K) – §200.216 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment: 1. Consultant shall not contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system funded under this Agreement. As described in Public Law 115–232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities).       Packet Pg. 629 26 5 9 4 7 (a) For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities). (b) Telecommunications or video surveillance services provided by such entities or using such equipment. (c) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. 2.See Public Law 115-232, section 889 for additional information. L. Appendix II to Part 200 (L) – §200.322 Domestic Preferences for Procurement: 1. Consultant shall, to the greatest extent practicable, purchase, acquire, or use goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subcontracts. 2. For purposes of this section: (a) “Produced in the United States’’ means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. (b) ‘‘Manufactured products’’ means items and construction materials composed in whole or in part of nonferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. Section 20. CONTRACTING WITH SMALL AND MINORITY FIRMS, WOMEN’S BUSINESS ENTERPRISE AND LABOR SURPLUS AREA FIRMS (2 C.F.R. § 200.321) A. Consultant shall be subject to 2 C.F.R. § 200.321 and will take affirmative steps to assure that minority firms, women’s business enterprises, and labor surplus area firms are used when possible and will not be discriminated against on the grounds of race, color, religious creed, sex, or national origin in consideration for an award. B. Affirmative steps shall include: 1. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; 2. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; 3. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority business, and women's business enterprises;       Packet Pg. 630 27 5 9 4 7 4. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority business, and women's business enterprises; and 5. Using the services/assistance of the Small Business Administration (SBA), and the Minority Business Development Agency (MBDA) of the Department of Commerce. C. Consultant shall submit evidence of compliance with the foregoing affirmative steps when requested by the City. Section 21. COMPLIANCE WITH U.S. DEPARTMENT OF THE TREASURY CORONAVIRUS LOCAL FISCAL RECOVERY FUND AWARD TERMS AND CONDITIONS A. Maintenance of and Access to Records. Consultant shall maintain records and financial documents sufficient to evidence compliance with section 603(c) of the Act, Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing. Consultant agrees to provide the City, Treasury Office of Inspector General and the Government Accountability Office, or any of their authorized representatives access to any books, documents, papers, and records (electronic an otherwise) of the Consultant which are directly pertinent to this Agreement for the purposes of conducting audits or other investigations. Records shall be maintained by Consultant for a period of five (5) years after completion of the Project. B. Compliance with Federal Regulations. Consultant agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to section 603(f) of the Act, and guidance issued by Treasury regarding the foregoing. Consultant also agrees to comply with all other applicable federal statutes, regulations, and executive orders, including, without limitation, the following: 1. Universal Identifier and System for Award Management (SAM), 2 C.F.R. Part 25, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 25 is hereby incorporated by reference. 2. Reporting Subaward and Executive Compensation Information, 2 C.F.R. Part 170, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 170 is hereby incorporated by reference. 3. OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement), 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to 2 C.F.R. Part 180 and Treasury’s implementing regulation at 31 C.F.R. Part 19. 4. Recipient Integrity and Performance Matters, pursuant to which the award term set forth in 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference. 5. Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R. Part 20. 6. New Restrictions on Lobbying, 31 C.F.R. Part 21. 7. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. §§ 4601-4655) and implementing regulations. C. Compliance with Federal Statutes and Regulations Prohibiting Discrimination. Consultant agrees to comply with statutes and regulations prohibiting discrimination applicable to the CSLFRF program including, without limitation, the following:       Packet Pg. 631 28 5 9 4 7 1. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury’s implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance. 2. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability. 3. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance. 4. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance. 5. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. D. False Statements. Consultant understands that making false statements or claims in connection with the CSLFRF program is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law. E. Protections for Whistleblowers. 1. In accordance with 41 U.S.C. § 4712, Consultant may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant. 2. The list of persons and entities referenced in the paragraph above includes the following: (a) A member of Congress or a representative of a committee of Congress; (b) An Inspector General; (c) The Government Accountability Office; (d) A Treasury employee responsible for contract or grant oversight or management; (e) An authorized official of the Department of Justice or other law enforcement agency; (f) A court or grand jury; or (g) A management official or other employee of Consultant, or a subcontractor who has the responsibility to investigate, discover, or address misconduct.       Packet Pg. 632 29 5 9 4 7 F. Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Consultant is encouraged to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company-owned, rented or personally owned vehicles, and encourage its subcontractors to do the same G. Reducing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Consultant should encourage its employees and subcontractors to adopt and enforce policies that ban text messaging while driving, and Consultant should establish workplace safety policies to decrease accidents caused by distracted drivers. H. Assurances of Compliance with Civil Rights Requirements. The Civil Rights Restoration Act of 1987 provides that the provisions of this assurance apply to the Project, including, but not limited to, the following: 1. Consultant ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at 31 CFR Part 22 and other pertinent executive orders such as Executive Order 13166; directives; circulars; policies; memoranda and/or guidance documents. 2. Consultant acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency (LEP),” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, are limited in their English proficiency. Consultant understands that the denial of access to persons to its programs, services and activities because of their limited proficiency in English is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964. Accordingly, Consultant shall initiate reasonable steps, or comply with Treasury’s directives, to ensure meaningful access to its programs, services and activities to LEP persons. Consultant understands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary to ensure effective communication in the Project. 3. Consultant agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services and activities. As a resource, the Department of the Treasury has published its LEP guidance at 70 FR 6067. For more information on LEP, please visit http://www.lep.gov. 4. Consultant acknowledges and agrees that compliance with this assurance constitutes a condition of continued receipt of federal financial assistance and is binding upon Consultant and Consultant’s successors, transferees and assignees for the period in which such assistance is provided. 5. Consultant agrees to incorporate the following language in every contract or agreement subject to Title VI and its regulations between the Consultant and the Consultant’s subcontractors, successors, transferees and assignees:       Packet Pg. 633 30 5 9 4 7 The subcontractor, successor, transferee and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding from a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also extends protection to persons with “Limited English proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. § 2000d et seq., as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). 6. Consultant understands and agrees that if any real property or structure is provided or improved with the aid of federal financial assistance by the Department of the Treasury, this assurance obligates the Consultant, or in the case of a subsequent transfer, the transferee, for the period during which the real property or structure is used for a purpose for which the federal financial assistance is extended or for another purpose involving the provision of similar services or benefits. If any personal property is provided, this assurance obligates the Consultant for the period during which it retains ownership or possession of the property. 7. Consultant shall cooperate in any enforcement or compliance review activities by the Department of the Treasury of the aforementioned obligations. Enforcement may include investigation, arbitration, mediation, litigation, and monitoring of any settlement agreements that may result from these actions. Consultant shall comply with information requests, on-site compliance reviews, and reporting requirements. 8. Consultant shall maintain a complaint log and inform the Department of the Treasury of any accusations of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act of 1964 and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. Consultant must also inform the Department of the Treasury if Consultant has received no complaints under Title VI. 9. Consultant must provide documentation of an administrative agency’s or court’s findings of non-compliance of Title VI and efforts to address the non-compliance, including any voluntary compliance or other agreements between the Consultant and the administrative agency that made the finding. If the Consultant settles a case or matter alleging such discrimination, Consultant must provide documentation of the settlement. If Consultant has not been the subject of any court or administrative agency finding of discrimination, please so state. 10. If Consultant makes sub-awards to other agencies or other entities, Consultant is responsible for assuring that sub-recipients also comply with Title VI and all of the applicable authorities covered in this assurance.       Packet Pg. 634 REQUEST FOR VENDOR QUOTES FOR CITY OF SAN BERNARDINO FOR RFQ F-24-4024 GRAFFITI ABATEMENT TRUCKS CITY OF SAN BERNARDINO 290 North D Street San Bernardino, California 92401 Telephone: (909) 384-7272 https://www.sbcit.org       Packet Pg. 635 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 2 OF 35 REQUEST FOR VENDOR PRICE QUOTES PROJECT NO. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCK PUBLIC NOTICE IS HEREBY GIVEN that vendor price quotes (“Quotes”) will be received by the City of San Bernardino (“City”) electronically through the City’s online bid management provider (“PlanetBids”), before 3:00 pm, on Tuesday, November 7, 2024. Quotes may NOT be submitted by fax, email, telephone, mail, hand delivery, or other means; any Quotes received through any means other than PlanetBids will be returned to the Vendor unopened. The award of this contract is subject to available budget adequate to carry out the provisions of the proposed agreement including the identified scope of work. The City reserves the right to reject any or all Quotes. The City is committed to inclusion and diversity and welcomes proposals and bids from contractors, consultants, and vendors of all faiths, creeds, ancestries, and ethnicities without regard to disability, gender identity, sexual orientation, or immigration status. The City condemns and will not tolerate prejudice, racism, bigotry, hatred, bullying, or violence towards any group within or outside of our community. Public Works Prevailing Wage and Contractor Registration N/A Certain labor categories under this project may be subject to prevailing wages as identified in the State of California Labor Code commencing at sections 1720 et seq. and 1770 et seq. If applicable, employees working in these categories at the site must be paid not less than the basic hourly rates of pay and fringe benefits established by the California Department of Industrial Relations (“DIR”). Copies of the State of California wage schedules are available for review at www.dir.ca.gov/dlsr/. In addition, a copy of the prevailing rate of per diem wages will be made available at the City upon request. The successful Vendor shall post a copy of the prevailing wage rates at each job site. It shall be mandatory upon the Vendor to whom the Agreement is awarded, and upon any subcontractors, to comply with all Labor Code provisions, which include but are not limited to the payment of not less than the said specified prevailing wage rates to all workers employed by them in the execution of the Agreement, employment of apprentices, hours of labor and debarment of contractors and subcontractors. Pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the DIR. No proposal will be accepted nor any contract entered into without proof of the Vendor’s and subcontractors’ current registration with the DIR to perform public work. If awarded a contract, the Vendor and its subcontractors, of any tier, shall maintain active registration with the DIR for the duration of the project. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1. The contract awarded pursuant to this request may also be subject to compliance monitoring and enforcement by the DIR. I. REQUEST FOR QUOTES The City is requesting Quotes from qualified vendors 1 (“Vendors”) for GRAFFITI ABATEMENT TRUCKS services (“Project/Equipment”). To serve and promote the welfare of its residents, the City intends to procure the Project/Equipment, as described below. 1Use of the term “Vendor(s)” shall mean individual proprietorship, partnership, Limited Liability Company, corporation or joint venture.       Packet Pg. 636 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 3 OF 35 A. Scope of Work/Services The Project/Equipment sought under this request are set forth in more detail in Attachment “A”, attached hereto and incorporated herein by this reference. Notwithstanding the inclusion of such Project/Equipment in Attachment “A”, the final scope of Project/Equipment negotiated between City and the successful Vendor shall be set forth in the Goods Purchase Agreement (“Agreement”) executed by and between City and the successful Vendor. A copy of the Agreement is attached hereto as Attachment “B” and incorporated herein by this reference. B. Project Manager The Project Manager for the City regarding this request will be Michelle Parra, Buyer, Purchasing Division, purchasing@sbcity.org or a designated representative, who will coordinate the assistance to be provided by the City to the Vendor. C. Requests for Clarification All questions, requests for interpretations , or clarifications, either administrative or technical must be requested in writing and will be answered in writing through PlanetBids. To ensure a response, questions must be received in writing no later than October 29, 2024, before 3:00 pm local time. D. Meeting – For this request, there is no meeting E. Site Examination-For this request, there is no meeting F. Submittal Requirements of Vendor Price Quote The Quote must be received before 3:00 pm local time, on or before November 7, 2024, through PlanetBids. It is solely the responsibility of Vendor to see that its Quote is properly submitted to PlanetBids in proper form and prior to the stated closing time. PlanetBids will not accept late Quotes. The City will only consider Quotes that have transmitted successfully and have been issued a confirmation number with a time stamp from PlanetBids indicating that the Quote was submitted successfully. Vendors experiencing any technical difficulties with the Quote submission process may contact PlanetBids Support at 1-818-992-1771. Neither the City nor PlanetBids make any guarantee as to the timely availability of assistance or assurance that any given problem will be resolved by the Quote submission date and/or time. Vendors to provide a Quote for the scope of Project/Equipment as set forth in in the Vendor Quote Form attached hereto as Attachment “C” and incorporated herein by this reference.. Vendors submitting a Quote agree to furnish services to the City in accordance with the Quote submitted, and to be bound by the terms and conditions of this Request for Vendor Price Quote. Vendor is certifying that it takes no exceptions to the request, including but not limited to, the Agreement. G. Selection Process The City will evaluate and award to the responsible Vendor offering the needed quality of supply or work or service at the lowest quotation or determined to be in the best interest of the City. During the evaluation process, the City reserves the right, to request additional information or clarifications from Vendors, or to allow corrections of errors or omissions. H. General Conditions 1. General: It is solely the responsibility of the Vendor to see that its Quote is properly submitted to PlanetBids in proper form and prior to the stated closing time. PlanetBids will not accept late Quotes. 2. Amendments to Request: The City reserves the right to amend the request or issue to all Vendors addenda to answer questions for clarification.       Packet Pg. 637 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 4 OF 35 3. Non-Responsive Quotes : A Quote may be considered non-responsive if conditional or incomplete. 4. Costs for Preparing: The City will not compensate any Vendor for the cost of preparing any Quote, and all materials submitted with a Quote shall become the property of the City. The City will retain all Quotes submitted and may use any idea in a Quote regardless of whether that Quote is selected. 5. Price Validity: Quotes provided by Proposers in response to this request are valid for 120 days from the due date. The City intends to award the Agreement within this time but may request an extension from the Vendors to hold pricing, until negotiations are complete and the Agreement is awarded. 6. Availability to Perform Work: Vendor must be available to begin Project/Equipment within 30 working days of the contract being awarded and must complete all Project/Equipment within 150 days. 7. Additional Costs to Perform Work/Services: The Vendor’s Quote is inclusive of all cost and applicable taxes. Vendor is responsible for all building permit fees, applicable renderings, plans, documentation and fees required by the Agreement. Vendor will be required to maintain at its own cost the necessary insurance as required by the Agreement and a City business license. 8. Vendor License: N/A As applicable, Vendors shall be properly licensed for the services they provide. 9. Additional Reservation of Rights by City: The City reserves the right to reject any and all Quotes. The City reserves the right to withdraw this Request for Vendor Quotes at any time without prior notice and the City makes no representations that a contract will be awarded to any Vendor responding to this Request for Vendor Quotes. The City reserves the right to postpone any deadlines required by this Request for Vendor Quotes, including, but not limited to the submittal date outlined in Section F of this Request for Vendor Quotes. [END OF SECTION]       Packet Pg. 638 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 5 OF 35 ATTACHMENT “A” PROPOSED SCOPE OF PROJECT/EQUIPMENT SERVICES The Vendor will furnish all materials, renderings, equipment, tools, removal, installation, labor, coordination, permits, supervision, freight, and incidentals (including tax) as necessary to perform and complete the project pursuant to the Request for Vendor Quotes and the Agreement. The following is a non-inclusive description of the project work and/or goods to be provided. Vehicle Item #1 Cumulative miles/hours shall not exceed 500-miles/8-hours at time of delivery. ALL VEHICLES MUST BE DELIVERED WITH FUEL TANK(S) FULL . The vehicle must meet all California emission standards and have all legal safety devices. NOTICE: TECHNICAL SPECIFICATIONS – The minimum requirements acceptable are listed below. Bidder(s) shall complete right-hand column indicating specific size and/or make and model of all components, when not exactly as specified or check Meets Specifications if car is exactly as set forth in the left-hand column. FAILURE TO COMPLETE THE COLUMNS BELOW MAY INVALIDATE BID. ALL COMPONENTS NOT “OEM” IN ORIGIN MUST BE IDENTIFIED ON THIS BID. The following specifications are for Two (2) Outfitted Graffiti Abatement Trucks Ford F-550 Regular Cab or equivalent. All specifications are “OR EQUAL” unless noted in Vehicle Specification sections. Two (2) Outfitted Graffiti Abatement Trucks Ford F- 550 Regular Cab or equivalent Meets Specifications Bidder Comments/Exceptions Yes or No CHASSIS: 1 GVWR – 19500 lbs. Wheelbase – 167.9” CA – 60” ENGINE: 2 6.7L equivalent or above liter V-8 gasoline with EFI. TRANSMISSION: 3 Heavy duty Ten [10] speed automatic transmission. 4 Heavy duty in radiator transmission oil cooler with a heavy-duty Hayden external transmission oil cooler or equal. DIFFERENTIAL: 5 3.73 E-Limited Slip.       Packet Pg. 639 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 6 OF 35 TRANSFER CASE: 6 Electronic shift. SUSPENSION: 7 Front Mono Beam with coil springs and stabilizer bar. 8 Rear multi-leaf springs 6830 lbs. minimum axle rating and stabilizer bar. SHOCKS: 9 Front & rear gas pressurized. BRAKES: 10 Four-wheel disc brakes with ABS. TIRES: 11 Five [5] LT-225/70 R19.5G ELECTRICAL: 12 12-volt, 240-amp alternator, one (1) heavy duty 750 CCA battery, dome & map lights, duel electrical horns, variable speed windshield wipers, power windows, power door locks, and cruise control. 13 There shall be a WHELEN Responder LP Series R1LPPACA (Amber) light bar mounted to a WHELEN Quick Fit QFFORD1W platform mounted at the top rear of the cab. 14 There shall be a WHELEN 400 Series Liner Super-LED Amber caution lights mounted to the upper rear facing of the CS and SS of the service body. GAUGES: 15 All gauges to be manual sweep arm type. Volt meter, gas gauge, oil pressure gauge, and coolant temperature gauge with digital as acceptable option. FUEL TANK: 16 One 40-gallon tank.       Packet Pg. 640 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 7 OF 35 CAB: 17 All metal construction with a tinted windshield. All rear glass to be privacy tinted glass. 18 Two [2] low mounted 6” X 9” outside rear view mirrors. The mirrors are to be mounted to provide clear vision past the service body. One inside day/night windshield mounted rear view mirror. 19 Factory installed air conditioning, fresh air heater and defroster, display screen system with blue tooth capability 20 Gray vinyl front 40/20/40 seat with lumbar support and a rear gray vinyl 60/40 flip up split rear seat, and black vinyl flooring. SERVICE BODY: 21 The service body shall be designed to allow at least 4 paint systems, a hot water blasting system, and arrow board (variations to truck service bed acceptable so long as the above fits safely and accessibly) 22 There shall be a back-up alarm mounted to the rear of the chassis. GRAFFITI ABATEMEENT SYSTEM: 23 4 paint systems with removal paint trays, gun holster 24 Hot water blasting system/12 GPM Hydraulic Pump 25 Safety lighting 26 Below Deck Tool Box 27 Paint well capable of holding 5-gallon containers 28 30-gallon headboard hydraulic reservoir BUMPERS: 29 Front chrome bumper. There is to be a Class III trailer hitch receiver mounted to the rear frame. 30 The truck is to come with an electronic trailer brake controller mounted under the dash with a six (6) wire trailer plug at the rear of the chassis mounted to the truck frame.       Packet Pg. 641 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 8 OF 35 COLOR: 31 Manufacturer’s standard white. OPTIONS: 32 A reverse camera shall be installed in such a manner so driver has a clear and unobstructed view of objects from a display located in the truck cab. WARRANTY: 33 Three year or 36,000-mile bumper to bumper. KEYS: 34 The vehicles are to come with four [4] sets of ignition, door, and service body keys and four [4] remote entry devices. MANUALS: 35 Two [2] complete sets of shop manuals and service manuals. Two [2] complete sets of parts manuals. VENDOR BUILD TIME AND DELIVERY: 36 Bidder must provide estimated build time and delivery date with bid submittal. OTHER: 37 Arrow Board (mounted on service body) 38 High Pressure wash system 39 Beacon lights (overhead rotating lights)       Packet Pg. 642 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 9 OF 35 EXECUTION HEREON IS CERTIFICATION THAT THE UNDERSIGNED HAS READ AND UNDERSTOOD THE INSTRUCTIONS, GENERAL CONDITIONS AND SPECIFICATIONS INCLUDED IN THIS REQUEST FOR QUOTATION AND THAT THE UNDERSIGNED’S PRINCIPAL IS FULLY BOUND AND COMMITTED. Vendor Must Complete This Section - VEHICLE DESCRIPTION ORDER DATE BUILD DATE DELIVERY DATE Vehicle Item #1 - Two (2) Outfitted Graffiti Abatement Trucks Ford F-550 Regular Cab or equivalent Item #1 Please enter your pricing here and in your electronic response on PublicPurchase.com. UNIT PRICE SALES TAX (8.75%) TIRE FEE ($1.75 EA TIRE) TOTAL EACH Company: Address: City: State: Zip: I hereby swear under penalty that the information provided is true and correct. Print name: Signed by: Date:       Packet Pg. 643 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 10 OF 35 ATTACHMENT “C” VENDOR QUOTE FORM VENDOR NAME: ADDRESS: PHONE: The undersigned, hereby declare that they have carefully examined the location of the proposed work, familiarized themselves with the local conditions affecting the cost of the work, and have read and examined the terms and conditions for the following Project: GRAFFITI ABATEMENT TRUCKS The undersigned, hereby propose to furnish all labor, materials, equipment, tools, transportation, and services, and to discharge all duties and obligations necessary and required to perform and complete the Project in strict accordance with the Vendor Price Quote for the ELECTRONICALLY SUBMITTED TOTAL VENDOR QUOTE PRICE. Item No. Description Quantity Unit Cost Total Amount TOTAL VENDOR QUOTE Total Number of Additional Pages: I hereby declare under penalty of perjury that the foregoing is true and correct. Submitted By: Title: (Authorized Representative Signature) Print Name : Contractor’s License Number and Classification: DIR Registration Number (if applicable): ____________________________       Packet Pg. 644 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 11 OF 35 SAMPLE ATTACHMENT “B” [INSERT TYPE OF AGREEMENT ] CITY OF SAN BERNARDINO GOODS PURCHASE AGREEMENT This Goods Purchase Agreement (“Agreement”) is entered into this [***INSERT DAY***] day of [***INSERT MONTH***], 2024, by and between the City of San Bernardino, a charter city and municipal corporation organized under the laws of the State of California with its principal place of business at Vanir Tower, 290 North D Street, San Bernardino, California 92401, County of San Bernardino, State of California (“City”), and [***INSERT NAME***], a [***INSERT TYPE OF ENTITY - CORPORATION, PARTNERSHIP, SOLE PROPRIETORSHIP OR OTHER LEGAL ENTITY***] with its principal place of business at [***INSERT ADDRESS***] (“Supplier”). City and Supplier are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement. Section 1. DEFINITIONS. A. “Goods” means all machinery, equipment, supplies, items, parts, materials, labor or other services, including design, engineering and installation services, provided by Supplier as specified in Exhibit “A,” attached hereto and incorporated herein by reference. B. “Delivery Date(s)” means that date or dates upon which the Goods is to be delivered to City, ready for approval, testing and/or use as specified in Exhibit “B.” Section 2. MATERIALS AND WORKMANSHIP. When Exhibit “A” specifies machinery, equipment or material by manufacturer, model or trade name, no substitution will be made without City’s written approval. Machinery, equipment or material installed in the Goods without the approval required by this Section 2 will be deemed to be defective material for purposes of Section 4 . Where machinery, equipment or materials are referred to in Exhibit “A” as equal to any particular standard, City will decide the question of equality. When requested by City, Supplier will furnish City with the name of the manufacturer, the performance capabilities and other pertinent information necessary to properly determine the quality and suitability of any machines, equipment and material to be incorporated in the Goods. Material samples will be submitted at City’s request. Section 3. INSPECTIONS AND TESTS. City shall have the right to inspect and/or test the Goods prior to acceptance. If upon inspection or testing the Goods or any portion thereof are found to be nonconforming, unsatisfactory, defective, of inferior quality or workmanship, or fail to meet any requirements or specifications contained in Exhibit “A,” then without prejudice to any other rights or remedies, City may reject the Goods or exercise any of its rights under Section 4.C. The inspection, failure to make inspection, acceptance of goods, or payment for goods shall not impair City’s right to reject nonconforming       Packet Pg. 645 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 12 OF 35 goods, irrespective of City’s failure to notify Supplier of a rejection of nonconforming goods or revocation of acceptance thereof or to specify with particularity any defect in nonconforming goods after rejection or acceptance thereof. Section 4. WARRANTY. A. Supplier warrants that the Goods will be of merchantable quality and free from defects in design, engineering, material, and workmanship for a period of two (2) years, or such longer period as provided by a manufacturer’s warranty or as agreed to by Supplier and City, from the date of final written acceptance of the Goods by City as required for final payment under Section 7. Supplier further warrants that any services provided in connection with the Goods will be performed in a professional and workmanlike manner and in accordance with the highest industry standards. B. Supplier further warrants that all machinery, equipment, or process included in the Goods will meet the performance requirements and specifications specified in Exhibit “A” and shall be fit for the purpose intended. City’s inspection, testing, approval, or acceptance of any such machinery, equipment, or process will not relieve Supplier of its obligations under this Section 4.B . C. For any breach of the warranties contained in Section 4.A and Section 4.B, Supplier will, immediately after receiving notice from City, at the option of City, and at Supplier’s own expense and without cost to City: 1. Repair the defective Goods; 2. Replace the defective Goods with conforming Goods, F.O.B. City’s plant, office or other location of City where the Goods was originally performed or delivered; or 3. Repay to City the purchase price of the defective Goods. If City selects repair or replacement, any defects will be remedied without cost to City, including but not limited to, the costs of removal, repair, and replacement of the defective Goods, and reinstallation of new Goods. All such defective Goods that is so remedied will be similarly warranted as stated above. In addition, Supplier will repair or replace other items of the Goods which may have been damaged by such defects or the repairing of the same, all at its own expense and without cost to City. D. Supplier also warrants that the Goods is free and clear of all liens and encumbrances whatsoever, that Supplier has a good and marketable title to same, and that Supplier owns or has a valid license for all of the proprietary technology and intellectual property incorporated within the Goods. Supplier agrees to indemnify, defend, and hold City harmless against any and all third party claims resulting from the breach or inaccuracy of any of the foregoing warranties. E. In the event of a breach by Supplier of its obligations under this Section 4, City will not be limited to the remedies set forth in this Section 4, but will have all the rights and remedies permitted by applicable law, including without limitation, all of the rights and remedies afforded to City under the California Commercial Code. Section 5. PRICES. Unless expressly provided otherwise, all prices and fees specified in Exhibit “C,” attached       Packet Pg. 646 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 13 OF 35 hereto and incorporated herein by reference, are firm and shall not be subject to change without the written approval of City. No extra charges of any kind will be allowed unless specifically agreed to in writing by City’s authorized representative. The total price shall include (i) all federal, state and local sales, use, excise, privilege, payroll, occupational and other taxes applicable to the Goods furnished to City hereunder; and (ii) all charges for packing, freight and transportation to destination. Section 6. CHANGES. City, at any time, by a written order, and without notice to any surety, may make changes in the Goods, including but not limited to, City’s requirements and specifications. If such changes affect the cost of the Goods or time required for its performance, an equitable adjustment will be made in the price or time for performance or both. Any change in the price necessitated by such change will be agreed upon between City and Supplier and such change will be authorized by a change order document signed by City and accepted by Supplier. Section 7. PAYMENTS. A. Terms of payment, are net thirty (30) days, less any applicable retention, after receipt of invoice, or completion of applicable Progress Milestones. Final payment shall be made by City after Supplier has satisfied all contractual requirements. Payment of invoices shall not constitute acceptance of Goods. B. If Progress Milestones have been specified in Exhibit “B,” then payments for the Goods will be made as the requirements of such Progress Milestones are met. Progress payments for the Goods will be made by City upon proper application by Supplier during the progress of the Goods and according to the terms of payment as specified in Exhibit “B.” Supplier’s progress billing invoice will include progress payments due for the original scope of work and changes. Each “Item for Payment” shown in Exhibit “B” and each change order will be itemized on the invoice. Invoices for cost plus work, whether part of Exhibit “B” or a change order, must have subcontractor and/or supplier invoices attached to Supplier’s invoice. Other format and support documents for invoices will be determined by City in advance of the first invoice cycle. C. Payments otherwise due may be withheld by City on account of defective Goods not remedied, liens or other claims filed, reasonable evidence indicating probable filing of liens or other claims, failure of Supplier to make payments properly to its subcontractors or for material or labor, the failure of Supplier to perform any of its other obligations under the Agreement, or to protect City against any liability arising out of Supplier’s failure to pay or discharge taxes or other obligations. If the causes for which payment is withheld are removed, the withheld payments will be made promptly. If the said causes are not removed within a reasonable period after written notice, City may remove them at Supplier’s expense. D. Payment of the final Progress Milestone payment or any retention will be made by City upon: 1. Submission of an invoice for satisfactory completion of the requirements of a Progress Milestone as defined in Exhibit “B” and in the amount associated with the Progress Milestone; 2. Written acceptance of the Goods by City;       Packet Pg. 647 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 14 OF 35 3. Delivery of all drawings and specifications, if required by City; 4. Delivery of executed full releases of any and all liens arising out of this Agreement; and 5. Delivery of an affidavit listing all persons who might otherwise be entitled to file, claim, or maintain a lien of any kind or character, and containing an averment that all of the said persons have been paid in full. If any person refuses to furnish an actual release or receipt in full, Supplier may furnish a bond satisfactory to City to indemnify City against any claim or lien at no cost to City. E. Acceptance by Supplier of payment of the final Progress Milestone payment pursuant to Section 7.D will constitute a waiver, release and discharge of any and all claims and demands of any kind or character which Supplier then has, or can subsequently acquire against City, its successors and assigns, for or on account of any matter or thing arising out of, or in any manner connected with, the performance of this Agreement. However, payment for the final Progress Milestone by City will not constitute a waiver, release or discharge of any claims or demands which City then has, or can subsequently acquire, against Supplier, its successors and assigns, for or on account of any matter or thing arising out of, or in any manner connected with, the performance of this Agreement. Section 8. SCHEDULE FOR DELIVERY. A. The time of Supplier’s performance is of the essence for this Agreement. The Goods will be delivered in accordance with the schedule set forth in Exhibit “B.” Supplier must immediately notify City in writing any time delivery is behind schedule or may not be completed on schedule. In addition to any other rights City may have under this Agreement or at law, Supplier shall pay City the sum of $[***INSERT AMOUNT***] per item of Goods for each calendar day for which the item of Goods is unavailable beyond the scheduled delivery date(s) specified in Exhibit “B.” B. In the event that the Goods is part of a larger project or projects that require the coordination of multiple contractors or suppliers, then Supplier will fully cooperate in scheduling the delivery so that City can maximize the efficient completion of such project(s). Section 9. TAXES. A. Supplier agrees to timely pay all sales and use tax (including any value added or gross receipts tax imposed similar to a sales and use tax) imposed by any federal, state or local taxing authority on the ultimate purchase price of the Goods provided under this Agreement. B. Supplier will withhold, and require its subcontractors, where applicable, to withhold all required taxes and contributions of any federal, state or local taxing authority which is measured by wages, salaries or other remuneration of its employees or the employees of its subcontractors. Supplier will deposit, or cause to be deposited, in a timely manner with the appropriate taxing authorities all amounts required to be withheld. C. All other taxes, however denominated or measured, imposed upon the price of the Goods provided hereunder, will be the responsibility of Supplier. In addition, all taxes assessed by any taxing jurisdiction based on Supplier property used or consumed in the provision of the Goods       Packet Pg. 648 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 15 OF 35 such as and including ad valorem, use, personal property and inventory taxes will be the responsibility of Supplier. D. Supplier will, upon written request, submit to City written evidence of any filings or payments of all taxes required to be paid by Supplier hereunder. Section 10. INDEPENDENT CONTRACTOR. Supplier enters into this Agreement as an independent contractor and not as an employee of City. Supplier shall have no power or authority by this Agreement to bind City in any respect. Nothing in this Agreement shall be construed to be inconsistent with this relationship or status. All employees, agents, contractors or subcontractors hired or retained by the Supplier are employees, agents, contractors or subcontractors of the Supplier and not of City. City shall not be obligated in any way to pay any wage claims or other claims made against Supplier by any such employees, agents, contractors or subcontractors or any other person resulting from performance of this Agreement. Section 11. SUBCONTRACTS. Unless otherwise specified, Supplier must obtain City’s written permission before subcontracting any portion of the Goods. Except for the insurance requirements in Section 13.A , all subcontracts and orders for the purchase or rental of supplies, materials or equipment, or any other part of the Goods, will require that the subcontractor be bound by and subject to all of the terms and conditions of the Agreement. No subcontract or order will relieve Supplier from its obligations to City, including, but not limited to Supplier’s insurance and indemnification obligations. No subcontract or order will bind City. Section 12. TITLE AND RISK OF LOSS. Unless otherwise agreed, City will have title to, and risk of loss of, all completed and partially completed portions of the Goods upon delivery, as well as materials delivered to and stored on City property which are intended to become a part of the Goods. However, Supplier will be liable for any loss or damage to the Goods and/or the materials caused by Supplier or its subcontractors, their agents or employees, and Supplier will replace or repair said Goods or materials at its own cost to the complete satisfaction of City. Notwithstanding the foregoing, in the event that the City has paid Supplier for all or a portion of the Goods which remains in the possession of Supplier, then City shall have title to, and the right to take possession of, such Goods at any time following payment therefor. Risk of loss for any Goods which remains in the possession of Supplier shall remain with Supplier until such Goods has been delivered or City has taken possession thereof. Supplier will have risk of loss or damage to Supplier’s property used in the construction of the Goods but which does not become a part of the Goods. Section 13. INDEMNIFICATION. A. Supplier shall defend, indemnify and hold the City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions, negligence or willful misconduct of Supplier, its officials, officers, employees, agents, subcontractors and subconsultants arising out of or in connection with the Goods or the performance of this Agreement, including without       Packet Pg. 649 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 16 OF 35 limitation the payment of all consequential damages and attorneys’ fees and other related costs and expenses except such loss or damage which was caused by the sole negligence or willful misconduct of the City. B. Supplier’s defense obligation for any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against the City, its officials, officers, employees, agents, or volunteers shall be at Supplier’s own cost, expense, and risk. Supplier shall pay and satisfy any judgment, award, or decree that may be rendered against City or its officials, officers, employees, agents, or volunteers, in any such suit, action, or other legal proceeding. Supplier shall reimburse City and its officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. C. Supplier’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its officials, officers, employees, agents or volunteers. Section 14. INSURANCE. A. General. Supplier shall take out and maintain: 1. Commercial General Liability Insurance, of at least $2,000,000 per occurrence/ $4,000,000 aggregate for bodily injury, personal injury and property damage, at least as broad as Insurance Services Office Commercial General Liability most recent Occurrence Form CG 00 01; 2. Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non -owned and hired vehicles, of at least $1,000,000 per accident for bodily injury and property damage, at least as broad as most recent Insurance Services Office Form Number CA 00 01 covering automobile liability, Code 1 (any auto); 3. Workers’ Compensation in compliance with applicable statutory requirements and Employer's Liability Coverage of at least $1,000,000 per occurrence; and 4. Pollution Liability Insurance of at least $1,000,000 per occurrence and $2,000,000 aggregate shall be provided by the Supplier if transporting hazardous materials. 5. If Supplier is also the manufacturer of any equipment included in the Goods, Supplier shall carry Product Liability and/or Errors and Omissions Insurance which covers said equipment with limits of not less than $1,000,000. 6. Privacy/Network Security (Cyber Liability), of at least $1,000,000 per occurrence and aggregate for: (1) privacy breaches, (2) system breaches, (3) denial or loss of service, and (4) the introduction, implantation or spread of malicious software code, in a form and with insurance companies acceptable to the City. B. Additional Insured; Primary; Waiver of Subrogation; No Limitation on Coverage. The policies required under this Section shall give City, its officials, officers, employees, agents or volunteers additional insured status. Such policies shall contain a provision stating that Supplier’s policy is primary insurance and that any insurance, self-insurance or other coverage maintained by the City or any additional insureds shall not be called upon to contribute to any loss, and shall contain or be endorsed with a waiver of subrogation in favor of the City, its officials, officers, employees,       Packet Pg. 650 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 17 OF 35 agents, and volunteers. The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as additional insured pursuant to this Agreement. C. Insurance Carrier. All insurance required under this Section is to be placed with insurers with a current A.M. Best’s rating no less than A-:VII, licensed to do business in California, and satisfactory to the City. D. Evidence of Insurance. Supplier shall furnish City with original certificates of insurance and endorsements effecting coverage required by the Agreement. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms supplied or approved by the City. All certificates and endorsements must be received and approved by the City before delivery commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. E. Subcontractors. All subcontractors shall meet the requirements of this Section before commencing work. In addition, Supplier shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. F. Freight. Supplier shall ensure that third party shippers contracted by Supplier have adequate insurance coverage for the shipped Goods. Section 15. LIENS. A. Supplier, subcontractors and suppliers will not make, file or maintain a mechanic’s or other lien or claim of any kind or character against the Goods, for or on account of any labor, materials, fixtures, tools, machinery, equipment, or any other things furnished, or any other work done or performance given under, arising out of, or in any manner connected with the Agreement (such liens or claims referred to as “Claims”); and Supplier, subcontractor and suppliers expressly waive and relinquish any and all rights which they now have, or may subsequently acquire, to file or maintain any Claim and Supplier, subcontractor and suppliers agree that this provision waiving the right of Claims will be an independent covenant. B. Supplier will save and hold City harmless from and against any and all Claims that may be filed by a subcontractor, supplier or any other person or entity and Supplier will, at its own expense, defend any and all actions based upon such Claims and will pay all charges of attorneys and all costs and other expenses arising from such Claims. Section 16. TERMINATION OF AGREEMENT BY CITY. A. Should Supplier at any time refuse or fail to deliver the Goods with promptness and diligence, or to perform any of its other obligations under the Agreement, City may terminate Supplier’s right to proceed with the delivery of the Goods by written notice to Supplier. In such event City may obtain the Goods by whatever method it may deem expedient, including the hiring of another contractor or other contractors and, for that purpose, may take possession of all materials, machinery, equipment, tools and appliances and exercise all rights, options and privileges of       Packet Pg. 651 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 18 OF 35 Supplier. In such case Supplier will not be entitled to receive any further payments until the Goods is delivered. If City’s cost of obtaining the Goods, including compensation for additional managerial and administrative services, will exceed the unpaid balance of the Agreement, Supplier will be liable for and will pay the difference to City. B. City may, for its own convenience, terminate Supplier’s right to proceed with the delivery of any portion or all of the Goods by written notice to Supplier. Such termination will be effective in the manner specified in such notice, will be without prejudice to any claims which City may have against Supplier, and will not affect the obligations and duties of Supplier under the Agreement with respect to portions of the Goods not terminated. C. On receipt of notice under Section 16.B , Supplier will, with respect to the portion of the Goods terminated, unless the notice states otherwise, 1. Immediately discontinue such portion of the Goods and the placing of orders for materials, facilities, and supplies in connection with the Goods, 2. Unless otherwise directed by City, make every reasonable effort to procure cancellation of all existing orders or contracts upon terms satisfactory to City; and 3. Deliver only such portions of the Goods which City deems necessary to preserve and protect those portions of the Goods already in progress and to protect material, plant and equipment at the Goods site or in transit to the Goods site. D. Upon termination pursuant to Section 16.B , Supplier will be paid a pro rata portion of the compensation in the Agreement for any portion of the terminated Goods already delivered, including material and services for which it has made firm contracts which are not canceled, it being understood that City will be entitled to such material and services. Upon determination of the amount of said pro rata compensation, City will promptly pay such amount to Supplier upon delivery by Supplier of the releases of liens and affidavit, pursuant to Section 7.C . Section 17. FORCE MAJEURE A. Supplier shall not be held responsible for failure or delay in shipping nor City for failure or delay in accepting goods described herein if such failure or delay is due to a Force Majeure Event. B. A Force Majeure Event shall mean an event that materially affects a Party’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the work); (4) pandemics, epidemics or quarantine restrictions; and (5) strikes and other organized labor action occurring at the project site and the effects thereof on the work, only to the extent such strikes and other organized labor action are beyond the control of Supplier and its subcontractors, of every tier, and to the extent the effects thereof cannot be avoided by use of replacement workers. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority.       Packet Pg. 652 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 19 OF 35 C. In the event of any such excused interference with shipments, City shall have the option either to reduce the quantity provided for in the order accordingly or to exercise its right of cancellation as set forth in this Agreement. Section 18. MISCELLANEOUS PROVISIONS. A. Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address or at such other address as the respective parties may provide in writing for this purpose: CITY: City of San Bernardino Vanir Tower, 290 North D Street San Bernardino, CA 92401 Attn: [***INSERT NAME AND TITLE***] With Copy To: City of San Bernardino Vanir Tower, 290 North D Street San Bernardino, CA 92401 Attn: City Attorney SUPPLIER: [***INSERT NAME, ADDRESS & CONTACT PERSON***] Such notice shall be deemed made when personally delivered or when mailed, forty -eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. B. Assignment or Transfer. Supplier shall not assign or transfer any interest in this Agreement whether by assignment or novation, without the prior written consent of the City, which will not be unreasonably withheld. Provided, however, that claims for money due or to become due Supplier from the City under this Agreement may be assigned to a financial institution or to a trustee in bankruptcy, without such approval. Notice of any assignment or transfer, whether voluntary or involuntary, shall be furnished promptly to the City. C. Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties. D. Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. E. Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise.       Packet Pg. 653 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 20 OF 35 F. Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in San Bernardino County. G. Attorneys’ Fees and Costs. If any action in law or equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, each Party shall pay its own attorneys’ fees. H. Interpretation. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. I. No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. J. Authority to Enter Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right and authority to make this Agreement and bind each respective Party. K. Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. L. Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. M. City’s Right to Employ Other Suppliers. City reserves its right to employ other contractors in connection with the Goods. N. Entire Agreement . This Agreement constitutes the entire agreement between the Parties relative to the Goods specified herein. There are no understandings, agreements, conditions, representations, warranties or promises with respect to this Agreement, except those contained in or referred to in the writing. O. Electronic Signature. Each Party acknowledges and agrees that this Agreement may be executed by electronic or digital signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature. [SIGNATURES ON FOLLOWING PAGE]       Packet Pg. 654 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 21 OF 35 SIGNATURE PAGE TO GOODS PURCHASE AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND [***INSERT NAME***] IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date first above written. CITY OF SAN BERNARDINO APPROVED BY: [***INSERT NAME***] City Manager ATTESTED BY: [***INSERT NAME***] City Clerk APPROVED AS TO FORM: Best Best & Krieger LLP City Attorney [***INSERT SUPPLIER NAME***] Signature Name Title       Packet Pg. 655 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 22 OF 35 Exhibit A Goods Specifications [ATTACHED]       Packet Pg. 656 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 23 OF 35 Exhibit B Delivery Schedule [ATTACHED]       Packet Pg. 657 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 24 OF 35 Exhibit C Fee Schedule [ATTACHED]       Packet Pg. 658 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 25 OF 35 ARPA CONTRACT TERMS AND EXHIBIT [***AGREEMENTS USING ARPA FUNDS MUST CONTAIN THE FOLLOWING LANGUAGE AND EXHIBIT***] [***INSERT THE LANGUAGE BELOW AS THE LAST SECTION OF THE AGREEMENT***] 1.1 Federal Provisions. Funds from the Coronavirus State Fiscal Recovery Fund and/or the Coronavirus Local Fiscal Recovery Fund, together known as the Coronavirus State and Local Fiscal Recovery Funds (“CSLFRF”) program, will be used to fund all or a portion of this Agreement. As applicable, Consultant shall comply with all federal requirements including, but not limited to, the following, all of which are expressly incorporated herein by reference: 1.1.1 Sections 602 and 603 of the Social Security Act as added by Section 9901 of the American Rescue Plan Act of 2021 (the “Act”); 1.1.2 U.S. Department of the Treasury (“Treasury”) Final Rule for the Act; 1.1.3 Treasury Compliance and Reporting Guidance for the Act; 1.1.4 2 C.F.R. Part 200 – Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, other than such provisions as the U.S. Department of the Treasury may determine are inapplicable to the CSLFRF program and subject to such exceptions as may be otherwise provided by the U.S. Department of the Treasury; 1.1.5 Treasury Coronavirus Local Fiscal Recovery Fund Award Terms and Conditions; and 1.1.6 Federal contract provisions attached hereto as Exhibit “X” and incorporated herein by reference. Subcontracts, if any, shall contain a provision making them subject to all of the provisions stipulated in this Agreement. With respect to any conflict between such federal requirements and the terms of this Agreement and/or the provisions of state law and except as otherwise required under federal law or regulation, the more stringent requirement shall control.       Packet Pg. 659 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 26 OF 35 [***INSERT AS FINAL EXHIBIT OF AGREEMENT***] EXHIBIT "X" FEDERAL CONTRACT PROVISIONS During the performance of this Agreement, Consultant shall comply with all applicable federal laws and regulations including, but not limited to, the federal contract provisions in this Exhibit “X”. Section 19. REQUIRED CONTRACT PROVISIONS IN ACCORDANCE WITH APPENDIX II TO PART 200 – CONTRACT PROVISIONS FOR NON-FEDERAL ENTITY CONTRACTS UNDER FEDERAL AWARDS (2 C.F.R. § 200.327) A. Appendix II to Part 200 (A); Appendix II to Part 200 (B): Remedies for Breach; Termination for Cause/Convenience. The Contract Documents include remedies for breach and termination for cause and convenience. B. Appendix II to Part 200 (C) – Equal Employment Opportunity: If this Agreement meets the definition of a “federal assisted construction contract” in 41 CFR § 60-1.3, Consultant agrees as follows during the performance of this Agreement: 1. The Consultant will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant will, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. 3. The Consultant will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Consultant's legal duty to furnish information.       Packet Pg. 660 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 27 OF 35 4. The Consultant will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 5. The Consultant will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 6. The Consultant will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. 7. In the event of the Consultant 's noncompliance with the nondiscrimination clauses of this Agreement or with any of the said rules, regulations, or orders, this Agreement may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. 8. The Consultant will include the portion of the sentence immediately preceding paragraph (i) and the provisions of paragraphs (i) through (vii) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Consultant will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Consultant may request the United States to enter into such litigation to protect the interests of the United States. The City further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the City so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the Agreement. The City agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of the Consultant and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance.       Packet Pg. 661 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 28 OF 35 The City further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the City agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: cancel, terminate, or suspend in whole or in part the grant (contract, loan, insurance, guarantee) for this project; refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. C. Appendix II to Part 200 (D) – Davis-Bacon Act: Not applicable to this Agreement since it is funded by CSLFRF. D. Appendix II to Part 200 (D) – Copeland “Antti-Kickback” Act: Not applicable to this Agreement since it is funded by CSLFRF. E. Appendix II to Part 200 (E) – Contract Work Hours and Safety Standards Act: 1. Overtime Requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. 2. Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (ii) of this section the Consultant and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (ii) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (ii) of this section. 3. Withholding for unpaid wages and liquidated damages. The City shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Consultant or subcontractor under any such contract or any other Federal contract with the Consultant , or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the Consultant, such sums as may be determined to be necessary to satisfy any liabilities of Consultant or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (iii) of this section. 4. Subcontracts. The Consultant or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (ii) through (v) of this Section and also a clause requiring the       Packet Pg. 662 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 29 OF 35 subcontractors to include these clauses in any lower tier subcontracts. The Consultant shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (ii) through (v) of this Section. F. Appendix II to Part 200 (F) – Rights to Inventions Made Under a Contract or Agreement: If the Federal award meets the definition of “funding agreement” under 37 CFR § 401.2 (a) and the Consultant wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the Consultant must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.. G. Appendix II to Part 200 (G) – Clean Air Act and Federal Water Pollution Control Act: 1. Pursuant to the Clean Air Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. 2. Pursuant to the Federal Water Pollution Control Act, (1) Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq., (2) Consultant agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) Consultant agrees to include these requirements in each subcontract exceeding $150,000. H. Appendix II to Part 200 (H) – Debarment and Suspension: 1. This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such Consultant is required to verify that none of the Consultant, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). 2. Consultant must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. 3. This certification is a material representation of fact relied upon by City. If it is later determined that Consultant did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. 4. Consultant warrants that it is not debarred, suspended, or otherwise excluded from or ineligible for participation in any federal programs. Consultant also agrees to verify that all subcontractors performing work under this Agreement are not debarred, disqualified, or otherwise prohibited from participation in accordance with the requirements above. Consultant further agrees to       Packet Pg. 663 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 30 OF 35 notify the City in writing immediately if Consultant or its subcontractors are not in compliance during the term of this Agreement. I. Appendix II to Part 200 (I) – Byrd Anti -Lobbying Act: Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the awarding agency. J. Appendix II to Part 200 (J) – §200.323 Procurement of Recovered Materials: 1. Consultant shall comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement. 2. In the performance of this Agreement, the Consultant shall make maximum use of products containing recovered materials that are EPA-designated items unless the product cannot be acquired: competitively within a timeframe providing for compliance with the contract performance schedule; meeting contract performance requirements; or at a reasonable price. 3. Information about this requirement, along with the list of EPA -designate items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program. 4. The Consultant also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act.” K. Appendix II to Part 200 (K) – §200.216 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment: 1. Consultant shall not contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system funded under this Agreement. As described in Public Law 115–232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). (a) For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities).       Packet Pg. 664 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 31 OF 35 (b) Telecommunications or video surveillance services provided by such entities or using such equipment. (c) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. 2. See Public Law 115-232, section 889 for additional information. L. Appendix II to Part 200 (L) – §200.322 Domestic Preferences for Procurement: 1. Consultant shall, to the greatest extent practicable, purchase, acquire, or use goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). The requirements of this section must be included in all subcontracts. 2. For purposes of this section: (a) “Produced in the United States’’ means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. (b) ‘‘Manufactured products’’ means items and construction materials composed in whole or in part of nonferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. Section 20. CONTRACTING WITH SMALL AND MINORITY FIRMS, WOMEN’S BUSINESS ENTERPRISE AND LABOR SURPLUS AREA FIRMS (2 C.F.R. § 200.321) A. Consultant shall be subject to 2 C.F.R. § 200.321 and will take affirmative steps to assure that minority firms, women’s business enterprises, and labor surplus area firms are used when possible and will not be discriminated against on the grounds of race, color, religious creed, sex, or national origin in consideration for an award. B. Affirmative steps shall include: 1. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; 2. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; 3. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority business, and women's business enterprises; 4. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority business, and women's business enterprises; and 5. Using the services/assistance of the Small Business Administration (SBA), and the Minority Business Development Agency (MBDA) of the Department of Commerce.       Packet Pg. 665 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 32 OF 35 C. Consultant shall submit evidence of compliance with the foregoing affirmative steps when requested by the City. Section 21. COMPLIANCE WITH U.S. DEPARTMENT OF THE TREASURY CORONAVIRUS LOCAL FISCAL RECOVERY FUND AWARD TERMS AND CONDITIONS A. Maintenance of and Access to Records. Consultant shall maintain records and financial documents sufficient to evidence compliance with section 603(c) of the Act, Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing. Consultant agrees to provide the City, Treasury Office of Inspector General and the Government Accountability Office, or any of their authorized representatives access to any books, documents, papers, and records (electronic an otherwise) of the Consultant which are directly pertinent to this Agreement for the purposes of conducting audits or other investigations. Records shall be maintained by Consultant for a period of five (5) years after completion of the Project. B. Compliance with Federal Regulations. Consultant agrees to comply with the requirements of section 603 of the Act, regulations adopted by Treasury pursuant to section 603(f) of the Act, and guidance issued by Treasury regarding the foregoing. Consultant also agrees to comply with all other applicable federal statutes, regulations, and executive orders, including, without limitation, the following: 1. Universal Identifier and System for Award Management (SAM), 2 C.F.R. Part 25, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 25 is hereby incorporated by reference. 2. Reporting Subaward and Executive Compensation Information, 2 C.F.R. Part 170, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 170 is hereby incorporated by reference. 3. OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement), 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to 2 C.F.R. Part 180 and Treasury’s implementing regulation at 31 C.F.R. Part 19. 4. Recipient Integrity and Performance Matters, pursuant to which the award term set forth in 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference. 5. Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R. Part 20. 6. New Restrictions on Lobbying, 31 C.F.R. Part 21. 7. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. §§ 4601-4655) and implementing regulations. C. Compliance with Federal Statutes and Regulations Prohibiting Discrimination. Consultant agrees to comply with statutes and regulations prohibiting discrimination applicable to the CSLFRF program including, without limitation, the following:       Packet Pg. 666 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 33 OF 35 1. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury’s implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance. 2. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability. 3. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance. 4. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance. 5. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto. D. False Statements. Consultant understands that making false statements or claims in connection with the CSLFRF program is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law. E. Protections for Whistleblowers. 1. In accordance with 41 U.S.C. § 4712, Consultant may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant. 2. The list of persons and entities referenced in the paragraph above includes the following: (a) A member of Congress or a representative of a committee of Congress; (b) An Inspector General; (c) The Government Accountability Office; (d) A Treasury employee responsible for contract or grant oversight or management; (e) An authorized official of the Department of Justice or other law enforcement agency; (f) A court or grand jury; or       Packet Pg. 667 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 34 OF 35 (g) A management official or other employee of Consultant, or a subcontractor who has the responsibility to investigate, discover, or address misconduct. F. Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Consultant is encouraged to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company-owned, rented or personally owned vehicles, and encourage its subcontractors to do the same G. Reducing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Consultant should encourage its employees and subcontractors to adopt and enforce policies that ban text messaging while driving, and Consultant should establish workplace safety policies to decrease accidents caused by distracted drivers. H. Assurances of Compliance with Civil Rights Requirements. The Civil Rights Restoration Act of 1987 provides that the provisions of this assurance apply to the Project, including, but not limited to, the following: 1. Consultant ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal funds, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at 31 CFR Part 22 and other pertinent executive orders such as Executive Order 13166; directives; circulars; policies; memoranda and/or guidance documents. 2. Consultant acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency (LEP),” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, are limited in their English proficiency. Consultant understands that the denial of access to persons to its programs, services and activities because of their limited proficiency in English is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964. Accordingly, Consultant shall initiate reasonable steps, or comply with Treasury’s directives, to ensure meaningful access to its programs, services and activities to LEP persons. Consultant understands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary to ensure effective communication in the Project. 3. Consultant agrees to consider the need for language services for LEP persons during development of applicable budgets and when conducting programs, services and activities. As a resource, the Department of the Treasury has published its LEP guidance at 70 FR 6067. For more information on LEP, please visit http://www.lep.gov. 4. Consultant acknowledges and agrees that compliance with this assurance constitutes a condition of continued receipt of federal financial assistance and is binding upon Consultant and Consultant’s successors, transferees and assignees for the period in which such assistance is provided. 5. Consultant agrees to incorporate the following language in every contract or agreement subject to Title VI and its regulations between the Consultant and the Consultant’s subcontractors, successors, transferees and assignees:       Packet Pg. 668 REQUEST FOR VENDOR QUOTES Project No. RFQ F -24-4024 GRAFFITI ABATEMENT TRUCKS 35 OF 35 The subcontractor, successor, transferee and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding from a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also extends protection to persons with “Limited English proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. § 2000d et seq., as implemented by Department of the Treasury Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). 6. Consultant understands and agrees that if any real property or structure is provided or improved with the aid of federal financial assistance by the Department of the Treasury, this assurance obligates the Consultant, or in the case of a subsequent transfer, the transferee, for the period during which the real property or structure is used for a purpose for which the federal financial assistance is extended or for another purpose involving the provision of similar services or benefits. If any personal property is provided, this assurance obligates the Consultant for the period during which it retains ownership or possession of the property. 7. Consultant shall cooperate in any enforcement or compliance review activities by the Department of the Treasury of the aforementioned obligations. Enforcement may include investigation, arbitration, mediation, litigation, and monitoring of any settlement agreements that may result from these actions. Consultant shall comply with information requests, on-site compliance reviews, and reporting requirements. 8. Consultant shall maintain a complaint log and inform the Department of the Treasury of any accusations of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act of 1964 and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. Consultant must also inform the Department of the Treasury if Consultant has received no complaints under Title VI. 9. Consultant must provide documentation of an administrative agency’s or court’s findings of non -compliance of Title VI and efforts to address the non-compliance, including any voluntary compliance or other agreements between the Consultant and the administrative agency that made the finding. If the Consultant settles a case or matter alleging such discrimination, Consultant must provide documentation of the settlement. If Consultant has not been the subject of any court or administrative agency finding of discrimination, please so state. 10. If Consultant makes sub-awards to other agencies or other entities, Consultant is responsible for assuring that sub-recipients also comply with Title VI and all of the applicable authorities covered in this assurance.       Packet Pg. 669 REQUEST FOR VENDOR QUOTES Project No. RFQ F-24-4024 GRAFFITI ABATEMENT TRUCKS 9 OF 35 EXECUTION HEREON IS CERTIFICATION THAT THE UNDERSIGNED HAS READ AND UNDERSTOOD THE INSTRUCTIONS, GENERAL CONDITIONS AND SPECIFICATIONS INCLUDED IN THIS REQUEST FOR QUOTATION AND THAT THE UNDERSIGNED’S PRINCIPAL IS FULLY BOUND AND COMMITTED. Vendor Must Complete This Section- VEHICLE DESCRIPTION ORDER DATE BUILD DATE DELIVERY DATE Vehicle Item #1 - Two (2) Outfitted Graffiti Abatement Trucks Ford F-550 Regular Cab or equivalent Item #1 Please enter your pricing here and in your electronic response on PublicPurchase.com. UNIT PRICE SALES TAX (8.75%) TIRE FEE ($1.75 EA TIRE) TOTAL EACH Company: Address: City: State: Zip: I hereby swear under penalty that the information provided is true and correct. Print name: Signed by: Date:       Packet Pg. 670 REQUEST FOR VENDOR QUOTES Project No. RFQ F-24-4024 GRAFFITI ABATEMENT TRUCKS 10 OF 35 ATTACHMENT “C” VENDOR QUOTE FORM VENDOR NAME: ADDRESS: PHONE: The undersigned, hereby declare that they have carefully examined the location of the proposed work, familiarized themselves with the local conditions affecting the cost of the work, and have read and examined the terms and conditions for the following Project: GRAFFITI ABATEMENT TRUCKS The undersigned, hereby propose to furnish all labor, materials, equipment, tools, transportation, and services, and to discharge all duties and obligations necessary and required to perform and complete the Project in strict accordance with the Vendor Price Quote for the ELECTRONICALLY SUBMITTED TOTAL VENDOR QUOTE PRICE. Item No. Description Quantity Unit Cost Total Amount TOTAL VENDOR QUOTE Total Number of Additional Pages: I hereby declare under penalty of perjury that the foregoing is true and correct. Submitted By: Title: (Authorized Representative Signature) Print Name: Contractor’s License Number and Classification: DIR Registration Number (if applicable): ____________________________       Packet Pg. 671