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HomeMy WebLinkAboutP-23-382 PARAGON PARTNERSpdf.pdf Contract # P-23-382 1 On-Call Agreement for 2 Property Consultant Services 3 This Service Agreement ("Agreement") is dated August 3, 2023 and is between 4 Paragon Partners Consultants, Inc, a Delaware Corporation ("Consultant"), and the County of 5 Fresno, a political subdivision of the State of California ("County"). 6 Recitals 7 A. The County has immediate need to retain the Consultant to provide On-Call Property 8 Services, which may encompass full service real property appraisal, acquisition and relocation 9 assistance services as necessary to assist County in performing projects ("the Project(s)") 10 proposed by County; and 11 B. The Consultant has been selected in accordance with the County's Ordinance Code 12 Chapter 4.10 on the selection of architects, engineers, and other professionals to provide the 13 Real Property services necessary for the Projects, as specified herein; and 14 C. The individual listed below 15 Erin Haagenson, Principal Staff Analyst 16 2220 Tulare Street, 6th Floor, Fresno, CA 93721 17 559-388-7292 18 ehaagenson(a�fresnocountyca.gov 19 is designated as the Contract Administrator for this Agreement on behalf of the County, and shall 20 remain so unless the Consultant is otherwise notified in writing by the County's Director of Public 21 Works and Planning or his/her designee(s) ("Director"); and 22 D. The individual listed below 23 Cheryl DeMucci 24 5660 Katella Avenue, Suite 100 25 Cypress, CA 90630 26 cdemucci(a�_paragon-partners.com 27 is designated as the Consultant's Project Manager for this Agreement, and shall remain so unless 28 the Consultant requests and the Director approves, in writing, a change of the Consultant's Project 1 1 Manager, approval of which shall not be unreasonably withheld; and 2 The parties therefore agree as follows: 3 Article 1 4 Contractor's Services 5 1.1 Scope of Services. The Consultant shall perform all consultant real property 6 services required for the Project(s). as provided in Exhibit A to this Agreement, entitled "Scope 7 of Services," attached hereto and incorporated herein. 8 1.2 Representation. The Consultant represents that it is qualified, ready, willing, and 9 able to perform all of the services provided in this Agreement. 10 1.3 Compliance with Laws. The Consultant shall, at its own cost, comply with all 11 applicable federal, state, and local laws and regulations in the performance of its obligations 12 under this Agreement, including but not limited to workers compensation, labor, and 13 confidentiality laws and regulations. 14 1.4 The Consultant's Project team staff shall be as listed in Exhibit B, attached hereto 15 and incorporated herein. Any substitutions of personnel shall be approved by the contract 16 administrator, approval of which shall not be unreasonably withheld. The Consultant shall notify 17 the Contract Administrator of the names and classifications of employees assigned to each 18 specific Project, and shall not reassign such employees to other Projects of the Consultant 19 without notification to and prior approval by the Contract Administrator. 20 1.5 The Consultant may retain, as subconsultants, specialists as the Consultant requires 21 to assist in completing the work in accordance with Article 13 "Subconsultants" and Article 18 22 "Disadvantaged Business Enterprises". The subconsultants shall be listed in Exhibit C, entitled 23 "Subconsultants," attached hereto and incorporated herein. 24 1.6 The Consultant's services shall be performed as expeditiously as is consistent with 25 professional skill and the orderly progress of the work, based on schedules for each specific 26 Project mutually agreed upon in advance by the Contract Administrator and the Consultant, and 27 consistent with schedules established under Article 3, "Compensation, Invoices, and Payments." 28 2 1 Article 2 2 County's Responsibilities 3 2.1 Issue Task Orders on a project-by-project basis. Task Orders will at a minimum 4 include scope of work, location, and schedule for the Project. 5 2.2 Provide the Consultant with a Project Scope and Schedule, and compensate the 6 Consultant as provided in this Agreement. 7 2.3 Provide an individual Project Administrator to serve as a representative of the County 8 who will coordinate and communicate with the Consultant on all Project technical work, to the 9 extent appropriate, in an effort to facilitate the Consultant's performance of its obligations in 10 accordance with the provisions of this Agreement. 11 2.4 Examine documents submitted to the County by the Consultant and timely render 12 decisions pertaining thereto. 13 2.5 Provide copies of any available existing as-built plans and right-of-way drawings from 14 the County's files. 15 2.6 Provide list of property owners with addresses for notification of property owners 16 upon the Consultant's request. 17 2.7 Prepare all legal descriptions and drawings required for right-of-way acquisition 18 and/or temporary construction permits. 19 2.8 Provide limited assistance to Consultant, as may be appropriate under the 20 circumstances, in connection with Consultant's processing of required permits. 21 2.9 Give reasonably prompt consideration to all matters submitted for approval by the 22 Consultant in an effort to assist the Consultant in avoiding any substantial delays in the 23 Consultant's program of work. An approval, authorization or request issued to the Consultant by 24 the County will be binding upon the County under the terms of this Agreement only if it is made 25 in writing and signed on behalf of the County by Contract Administrator. 26 Article 3 27 Compensation, Invoices, and Payments 28 3.1 The County agrees to pay, and the Consultant agrees to receive, compensation for 3 1 the performance of its services under this Agreement as described in this section. 2 3.2 Maximum Compensation. The maximum compensation payable to the Consultant 3 under this Agreement is One Hundred Thousand Dollars ($100,000) over the entire term of the 4 Agreement. The Consultant acknowledges that the County is a local government entity, and 5 does so with notice that the County's powers are limited by the California Constitution and by 6 State law, and with notice that the Consultant may receive compensation under this Agreement 7 only for services performed according to the terms of this Agreement and while this Agreement 8 is in effect, and subject to the maximum amount payable under this section. The Consultant 9 further acknowledges that County employees have no authority to pay the Consultant except as 10 expressly provided in this Agreement. 11 3.3 Consultant Fee. The approved Consultant's Cost Proposal is attached hereto as 12 Exhibit D and incorporated by this reference as though fully set forth herein. If there is any 13 conflict between the provisions set forth in the text of this Agreement and the approved Cost 14 Proposal (Exhibit D), this Agreement shall take precedence. 15 3.4 Invoices. The Contractor shall submit monthly invoices to 16 PWPBusinessOffice(a)fresnocountyca.gov. The Contractor shall submit each invoice within 60 17 days after the month in which the Contractor performs services and in any case within 60 days 18 after the end of the term or termination of this Agreement. Invoices shall clearly identify the 19 Phase and Task of the work, the Notice to Proceed number and the date(s) on which the work 20 was performed, and shall be submitted with the documentation identified in Article 3, Section 3.9 21 "Invoice Documentation." 22 3.5 Payment. The County shall pay each correctly completed and timely submitted 23 invoice within 45 days after receipt. The County shall remit any payment to the Consultant's 24 address specified in the invoice. Progress payments will be made by the County upon receipt of 25 the Consultant's monthly invoices and approval by the Contract Administrator thereof based on 26 the Contract Administrator's evaluation of the completion of the respective components of the 27 assigned Project. 28 3.6 Upon receipt of a proper invoice, the Contract Administrator will take a maximum of 4 1 ten (10) working days to review, approve, and submit it to the County Auditor- 2 Controller/Treasurer-Tax Collector. Unsatisfactory or inaccurate invoices will be returned to the 3 Consultant for correction and resubmittal. Payment, , will be issued to the Consultant within forty 4 (40) calendar days of the date the Auditor-Controller/Treasurer-Tax Collector receives the 5 approved invoice. 6 3.7 An unresolved dispute over a possible error or omission may cause payment of the 7 Consultant fees in the disputed amount to be withheld by the County. 8 3.8 Invoice Documentation. Concurrently with the invoices, the CONSULTANT shall 9 certify (through copies of issued checks, receipts, or other County pre-approved documentation) 10 that complete payment, , has been made to all subconsultants as provided herein for all 11 previous invoices paid by the County. However, the parties do not intend that the foregoing 12 create in any subconsultants or sub-contractor a third party beneficiary status or any third party 13 beneficiary rights, and do hereby expressly disclaim any such status or rights. 14 3.9 Final invoices, and separate invoices for release of retentions, shall be submitted to 15 Contract Administrator no later than thirty (30) days after the phase or task is completed. 16 Payment for retentions, if any, shall not be made until all services for the phase or task are 17 completed. 18 3.10 In the event the Director reduces the scope of the Consultant's work under the 19 Agreement for a specific Project (or discontinues a specific Project), whether due to a deficiency 20 in the appropriation of anticipated funding or otherwise, the Consultant will be compensated on 21 a pro-rata basis for actual work completed and accepted by the Director in accordance with the 22 terms of the Agreement. 23 3.11 Incidental Expenses. The Consultant is solely responsible for all of its costs and 24 expenses that are not specified as payable by the County under this Agreement. 25 Article 4 26 Term of Agreement 27 4.1 Term. This Agreement is effective on the date that the parties sign this Agreement 28 and terminates after a period of 12 months, except as provided in section 4.2, "Extension," or 5 1 Article 6, "Termination and Suspension," below. 2 4.2 Extension. The term of this Agreement may be extended for no more than, one 3 additional 12 month period only upon written approval of both parties at least 30 days before the 4 first day of the one-year extension period. The Purchasing Manager, or his or her designee is 5 authorized to sign the written approval on behalf of the County based on the Consultant's 6 satisfactory performance. The extension of this Agreement by the County is not a waiver or 7 compromise of any default or breach of this Agreement by the Consultant existing at the time of 8 the extension whether or not known to the County. 9 Article 5 10 Notices 11 The delivery of all notices hereunder and communications regarding interpretation of the 12 terms of this Agreement and any proposed changes thereto, shall be accomplished by sending 13 an e-mail, addressed to the CONTRACT ADMINISTRATOR and the CONSULTANT'S AGENT 14 OF NOTICE: 15 16 William McCawley 17 Vice President of Finance and Administration 18 5660 Katella Avenue, Suite 100 19 Cypress, CA 90630 20 bmccawley(aD_paragon-partners.com 21 (714) 379-3376 ext. 103 22 23 24 For all claims arising out of or related to this Agreement, nothing in this section establishes, 25 waives, or modifies any claims presentation requirements or procedures provided by law, 26 including but not limited to the Government Claims Act (Division 3.6 of Title 1 of the Government 27 Code, beginning with section 810). 28 5.1 Change of Contact Information. Either party may change the information in section 6 1 5.1 by giving notice as provided in section 5.3. 2 5.2 Method of Delivery. Each notice between the County and the Consultant provided 3 for or permitted under this Agreement must be in writing, state that it is a notice provided under 4 this Agreement, and be delivered either by personal service, by first-class United States mail, by 5 an overnight commercial courier service, or by Portable Document Format (PDF) document 6 attached to an email. 7 (A) A notice delivered by personal service is effective upon service to the recipient. 8 (B) A notice delivered by first-class United States mail is effective three County 9 business days after deposit in the United States mail, postage prepaid, addressed to the 10 recipient. 11 (C)A notice delivered by an overnight commercial courier service is effective one 12 County business day after deposit with the overnight commercial courier service, 13 delivery fees prepaid, with delivery instructions given for next day delivery, addressed to 14 the recipient. 15 (D)A notice delivered by PDF document attached to an email is effective when 16 transmission to the recipient is completed (but, if such transmission is completed outside 17 of County business hours, then such delivery is deemed to be effective at the next 18 beginning of a County business day), provided that the sender maintains a machine 19 record of the completed transmission. 20 5.3 Claims Presentation. For all claims arising from or related to this Agreement, 21 nothing in this Agreement establishes, waives, or modifies any claims presentation 22 requirements or procedures provided by law, including the Government Claims Act (Division 3.6 23 of Title 1 of the Government Code, beginning with section 810). 24 Article 6 25 Termination and Suspension 26 6.1 Termination for Non-Allocation of Funds. The terms of this Agreement are 27 contingent on the approval of funds by the appropriating government agency. If sufficient funds 28 are not allocated, then the County, upon at least 30 days' advance written notice to the 7 1 Consultant, may: 2 (A) Modify the services provided by the Consultant under this Agreement; or 3 (B) Terminate this Agreement. 4 6.2 Termination for Breach. 5 (A) Upon determining that a breach (as defined in paragraph (C) below) has 6 occurred, the County may give written notice of the breach to the Consultant. The written 7 notice may suspend performance under this Agreement, and must provide at least 30 8 days for the Consultant to cure the breach. 9 (B) If the Consultant fails to cure the breach to the County's satisfaction within the 10 time stated in the written notice, the County may terminate this Agreement immediately. 11 (C) For purposes of this section, a breach occurs when, in the determination of the 12 County, the Consultant has: 13 (1) Obtained or used funds illegally or improperly; 14 (2) Failed to comply with any part of this Agreement; 15 (3) Submitted a substantially incorrect or incomplete report to the County; or 16 (4) Improperly performed any of its obligations under this Agreement. 17 6.3 Termination without Cause. In circumstances other than those set forth above, the 18 County may terminate this Agreement by giving at least 30 days advance written notice to the 19 Consultant. 20 6.4 No Penalty or Further Obligation. Any termination of this Agreement by the County 21 under this Article 6 is without penalty to or further obligation of the County. 22 6.5 County's Rights upon Termination. Upon termination for breach under this Article 23 6, the County may demand repayment by the Consultant of any monies disbursed to the 24 Consultant under this Agreement that, in the County's sole judgment, were not expended in 25 compliance with this Agreement. The Consultant shall promptly refund all such monies upon 26 demand. This section survives the termination of this Agreement. 27 Article 7 28 Independent Contractors 8 1 7.1 Status. In performing under this Agreement, the Consultant, including its officers, 2 agents, employees, and volunteers, is at all times acting and performing as an independent 3 contractor, in an independent capacity, and not as an officer, agent, servant, employee, joint 4 venturer, partner, or associate of the County. 5 7.2 Verifying Performance. When the Consultant is providing regular on-call 6 consultant services hereunder, the County shall have no right to control or supervise or direct 7 the manner or method by which the Consultant shall perform its work and function. However, 8 the County shall retain the right to administer this Agreement so as to verify that the Consultant 9 is performing its obligations in accordance with the terms and conditions thereof. 10 7.3 Benefits. Because of its status as an independent Consultant, the Consultant has no 11 right to employment rights or benefits available to County employees. The Consultant is solely 12 responsible for providing to its own employees all employee benefits required by law. The 13 Consultant shall save the County harmless from all matters relating to the payment of 14 Consultant's employees, including compliance with Social Security withholding and all related 15 regulations. 16 7.4 Services to Others. The parties acknowledge that, during the term of this 17 Agreement, the Consultant may provide services to others unrelated to the County. 18 Article 8 19 Indemnity and Defense 20 8.1 Indemnity. The Consultant shall indemnify and hold harmless and defend the 21 County (including its officers, agents, employees, and volunteers) against all claims, demands, 22 injuries, damages, costs, expenses (including attorney fees and costs), fines, penalties, and 23 liabilities of any kind to the County, the Consultant, or any third party that arise from or relate to 24 the performance or failure to perform by the Consultant (or any of its officers, agents, 25 Subconsultants, or employees) under this Agreement. The County may conduct or participate in 26 its own defense without affecting the Consultant's obligation to indemnify and hold harmless or 27 defend the County. 28 8.2 Survival. This Article 8 survives the termination of this Agreement. 9 1 Article 9 2 Insurance 3 9.1 The Consultant shall comply with all the insurance requirements in Exhibit E to this 4 Agreement. 5 Article 10 6 Inspections, Audits, and Public Records 7 10.1 Inspection of Documents. The Consultant shall make available to the County, and 8 the County may examine at any time during business hours and as often as the County deems 9 necessary, all of the Consultant's records and data with respect to the matters covered by this 10 Agreement, excluding attorney-client privileged communications. The Consultant shall, upon 11 request by the County, permit the County to audit and inspect all of such records and data to 12 ensure the Consultant's compliance with the terms of this Agreement. 13 10.2 State Audit Requirements. If the compensation to be paid by the County under this 14 Agreement exceeds $10,000, the Consultant is subject to the examination and audit of the 15 California State Auditor, as provided in Government Code section 8546.7, for a period of three 16 years after final payment under this Agreement. This section survives the termination of this 17 Agreement. 18 10.3 Public Records. The County is not limited in any manner with respect to its public 19 disclosure of this Agreement or any record or data that the Consultant may provide to the 20 County. The County's public disclosure of this Agreement or any record or data that the 21 Consultant may provide to the County may include but is not limited to the following: 22 (A) The County may voluntarily, or upon request by any member of the public or 23 governmental agency, disclose this Agreement to the public or such governmental 24 agency. 25 (B) The County may voluntarily, or upon request by any member of the public or 26 governmental agency, disclose to the public or such governmental agency any record or 27 data that the Consultant may provide to the County, unless such disclosure is prohibited 28 by court order. 10 1 (C) This Agreement, and any record or data that the Consultant may provide to the 2 County, is subject to public disclosure under the Ralph M. Brown Act (California 3 Government Code, Title 5, Division 2, Part 1, Chapter 9, beginning with section 54950). 4 (D)This Agreement, and any record or data that the Consultant may provide to the 5 County, is subject to public disclosure as a public record under the California Public 6 Records Act (California Government Code, Title 1, Division 7, Chapter 3.5, beginning 7 with section 6250) ("CPRA"). 8 (E) This Agreement, and any record or data that the Consultant may provide to the 9 County, is subject to public disclosure as information concerning the conduct of the 10 people's business of the State of California under California Constitution, Article 1, 11 section 3, subdivision (b). 12 (F) Any marking of confidentiality or restricted access upon or otherwise made with 13 respect to any record or data that the Consultant may provide to the County shall be 14 disregarded and have no effect on the County's right or duty to disclose to the public or 15 governmental agency any such record or data. 16 10.4 Public Records Act Requests. If the County receives a written or oral request 17 under the CPRA to publicly disclose any record that is in the Consultant's possession or control, 18 and which the County has a right, under any provision of this Agreement or applicable law, to 19 possess or control, then the County may demand, in writing, that the Consultant deliver to the 20 County, for purposes of public disclosure, the requested records that may be in the possession 21 or control of the Consultant. Within five business days after the County's demand, the 22 Consultant shall (a) deliver to the County all of the requested records that are in the 23 Consultant's possession or control, together with a written statement that the Consultant, after 24 conducting a diligent search, has produced all requested records that are in the Consultant's 25 possession or control, or (b) provide to the County a written statement that the Consultant, after 26 conducting a diligent search, does not possess or control any of the requested records. The 27 Consultant shall cooperate with the County with respect to any County demand for such 28 records. If the Consultant wishes to assert that any specific record or data is exempt from 11 1 disclosure under the CPRA or other applicable law, it must deliver the record or data to the 2 County and assert the exemption by citation to specific legal authority within the written 3 statement that it provides to the County under this section. The Consultant's assertion of any 4 exemption from disclosure is not binding on the County, but the County will give at least 10 5 days' advance written notice to the Consultant before disclosing any record subject to the 6 Consultant's assertion of exemption from disclosure. The Consultant shall indemnify the County 7 for any court-ordered award of costs or attorney's fees under the CPRA that results from the 8 Consultant's delay, claim of exemption, failure to produce any such records, or failure to 9 cooperate with the County with respect to any County demand for any such records. 10 Article 11 11 Disclosure of Self-Dealing Transactions 12 11.1 Applicability. This Article 11 applies if the Consultant is operating as a corporation, 13 or changes its status to operate as a corporation. 14 11.2 Duty to Disclose. If any member of the Consultant's Board of Directors is party to a 15 self-dealing transaction, he or she shall disclose the transaction by completing and signing a 16 "Self-Dealing Transaction Disclosure Form" (Exhibit F to this Agreement) and submitting it to the 17 County before commencing the transaction or immediately after. 18 11.3 Definition. "Self-dealing transaction" means a transaction to which the Consultant is 19 a party and in which one or more of its directors, as an individual, has a material financial 20 interest. 21 Article 12 22 General Terms 23 12.1 Modification. Except as provided in Article 6, "Termination and Suspension," this 24 Agreement may not be modified, and no waiver is effective, except by written agreement signed 25 by both parties. The Consultant acknowledges that County employees have no authority to 26 modify this Agreement except as expressly provided in this Agreement. 27 12.2 Non-Assignment. Neither party may assign its rights or delegate its obligations 28 under this Agreement without the prior written consent of the other party. 12 1 12.3 Governing Law. The laws of the State of California govern all matters arising from 2 or related to this Agreement. 3 12.4 Jurisdiction and Venue. This Agreement is signed and performed in Fresno 4 County, California. Consultant consents to California jurisdiction for actions arising from or 5 related to this Agreement, and, subject to the Government Claims Act, all such actions must be 6 brought and maintained in Fresno County. 7 12.5 Construction. The final form of this Agreement is the result of the parties' combined 8 efforts. If anything in this Agreement is found by a court of competent jurisdiction to be 9 ambiguous, that ambiguity shall not be resolved by construing the terms of this Agreement 10 against either party. 11 12.6 Days. Unless otherwise specified, "days" means calendar days. 12 12.7 Headings. The headings and section titles in this Agreement are for convenience 13 only and are not part of this Agreement. 14 12.8 Severability. If anything in this Agreement is found by a court of competent 15 jurisdiction to be unlawful or otherwise unenforceable, the balance of this Agreement remains in 16 effect, and the parties shall make best efforts to replace the unlawful or unenforceable part of 17 this Agreement with lawful and enforceable terms intended to accomplish the parties' original 18 intent. 19 12.9 Nondiscrimination. During the performance of this Agreement, the Consultant shall 20 not unlawfully discriminate against any employee or applicant for employment, or recipient of 21 services, because of race, religious creed, color, national origin, ancestry, physical disability, 22 mental disability, medical condition, genetic information, marital status, sex, gender, gender 23 identity, gender expression, age, sexual orientation, military status or veteran status pursuant to 24 all applicable State of California and federal statutes and regulation. 25 12.10 No Waiver. Payment, waiver, or discharge by the County of any liability or obligation 26 of the Consultant under this Agreement on any one or more occasions is not a waiver of 27 performance of any continuing or other obligation of the Consultant and does not prohibit 28 enforcement by the County of any obligation on any other occasion. 13 1 12.11 Entire Agreement. This Agreement, including its attached exhibits and 2 appendences (collectively "the Attachments"), constitutes the entire agreement between the 3 Consultant and the County with respect to the subject matter of this Agreement, and it 4 supersedes all previous negotiations, proposals, commitments, writings, advertisements, 5 publications, and understandings of any nature that are not expressly included in this 6 Agreement. If there is any inconsistency between the terms of this Agreement without its 7 Attachments and the terms of the Attachments, then the inconsistency will be resolved by giving 8 precedence first to the terms of this Agreement without its Attachments, and then to the terms of 9 the Attachments. 10 12.12 No Third-Party Beneficiaries. This Agreement does not and is not intended to 11 create any rights or obligations for any person or entity except for the parties. 12 12.13 Binding Upon Successors. This Agreement shall be binding upon and inure to the 13 benefit of the parties and their respective successors in interest, assigns, legal representatives, 14 and heirs. 15 12.14 Authorized Signature. The Consultant represents and warrants to the County that: 16 (A) The Consultant is duly authorized and empowered to sign and perform its 17 obligations under this Agreement. 18 (B) The individual signing this Agreement on behalf of the Consultant is duly 19 authorized to do so and his or her signature on this Agreement legally binds the 20 Consultant to the terms of this Agreement. 21 12.15 Electronic Signatures. The parties agree that this Agreement may be executed by 22 electronic signature as provided in this section. 23 (A) An "electronic signature" means any symbol or process intended by an individual 24 signing this Agreement to represent their signature, including but not limited to 25 (1) a digital signature; or 26 (2) an electronically scanned and transmitted (for example by PDF document) 27 version of an original handwritten signature. 28 (B) Each electronic signature affixed or attached to this Agreement 14 1 (1) is deemed equivalent to a valid original handwritten signature of the person 2 signing this Agreement for all purposes, including but not limited to evidentiary proof 3 in any administrative or judicial proceeding, and 4 (2) has the same force and effect as the valid original handwritten signature of 5 that person. 6 (C)The provisions of this section satisfy the requirements of Civil Code section 7 1633.5, subdivision (b), in the Uniform Electronic Transaction Act (Civil Code, Division 3, 8 Part 2, Title 2.5, beginning with section 1633.1). 9 (D) Each party using a digital signature represents that it has undertaken and 10 satisfied the requirements of Government Code section 16.5, subdivision (a), 11 paragraphs (1) through (5), and agrees that each other party may rely upon that 12 representation. 13 (E) This Agreement is not conditioned upon the parties conducting the transactions 14 under it by electronic means and either party may sign this Agreement with an original 15 handwritten signature. 16 12.16 Counterparts. This Agreement may be signed in counterparts, each of which is an 17 original, and all of which together constitute this Agreement. 18 Article 13 19 Subconsultants 20 13.1 The Consultant may retain, as subconsultants, specialists in such disciplines 21 including, but not limited to, title reports, appraisals, acquisition, and relocation assistance as 22 the Consultant requires to assist in completing the work. All subconsultants used by the 23 Consultant shall be approved in writing by the Contract Administrator before they are retained 24 by the Consultant, approval of which shall not be unreasonably withheld. Those subconsultants 25 listed in Exhibit C,shall be considered as approved by the Contract Administrator. The maximum 26 amount of compensation to be paid to the Consultant under Article 5 "Compensation, Allowable 27 Costs and Payments" shall not be increased by any addition or substitution of subconsultants. 28 13.2 The Consultant shall be as fully responsible to the County for the negligent acts and 15 1 omissions of its contractors and subcontractors or subconsultants, and of persons either directly 2 or indirectly employed by them, in the same manner as persons directly employed by the 3 Consultant. 4 13.3 Nothing contained in this Agreement shall create any contractual relationship 5 between the County and any of the Consultant's subconsultants, and no subconsultant 6 agreement shall relieve the Consultant of any of its responsibilities and obligations hereunder. 7 The Consultant agrees to be as fully responsible to the County for the acts and omissions of its 8 subconsultants and of persons either directly or indirectly employed by any of them as it is for 9 the acts and omissions of persons directly employed by the Consultant. The Consultant's 10 obligation to pay its subconsultants is a separate and independent obligation that is entirely 11 unrelated to the County's obligation to make payments to the Consultant. 12 13.4 The Consultant shall perform the work contemplated with resources available within 13 its own organization; and no portion of the work pertinent to this contract shall be subcontracted 14 without prior written authorization by the Contract Administrator, excepting only those portions of 15 the work and the responsible subconsultants that are expressly identified in Exhibit C. 16 13.5 Any subcontract in excess of$25,000 entered into as a result of this Agreement, 17 shall contain all the provisions stipulated in this Agreement to be applicable to subcontractors. 18 13.6 The Consultant shall pay its subconsultants within fifteen (15) calendar days from 19 receipt of each progress payment made to the Consultant by the County. 20 13.7 Any substitution of subconsultant(s) must be approved in writing by the Contract 21 Administrator in advance of assigning work to a substitute Subconsultant. 22 Article 14 23 Conflict Of Interest 24 14.1 The Consultant shall comply with the provisions of the Fresno County Department of 25 Public Works and Planning Conflict of Interest Code, attached hereto as Exhibit G and 26 incorporated herein by this reference. Such compliance shall include the filing of annual 27 statements pursuant to the regulations of the State Fair Political Practices Commission 28 including, but not limited to, portions of Form 700. 16 1 14.2 During the term of this Agreement, the Consultant shall disclose any financial, 2 business, or other relationship with the County that may have an impact upon the outcome of 3 this contract, or any ensuing County construction project. The Consultant shall also list current 4 clients who may have a financial interest in the outcome of this contract, or any ensuing County 5 construction project, which will follow. 6 14.3 The Consultant certifies that it has disclosed to the County any actual, apparent, or 7 potential conflicts of interest that may exist relative to the services to be provided pursuant to 8 this Agreement. The Consultant agrees to advise the County of any actual, apparent or potential 9 conflicts of interest that may develop subsequent to the date of execution of this Agreement. 10 The Consultant further agrees to complete any statements of economic interest if required by 11 either County ordinance or State law. 12 14.4 The Consultant hereby certifies that it does not now have nor shall it acquire any 13 financial or business interest that would conflict with the performance of services under this 14 Agreement. 15 14.5 The Consultant hereby certifies that the Consultant or subconsultant and any firm 16 affiliated with the Consultant or subconsultant that bids on any construction contract or on any 17 Agreement to provide construction inspection for any construction project resulting from this 18 Agreement, has established necessary controls to ensure a conflict of interest does not exist. 19 An affiliated firm is one, which is subject to the control of the same persons, through joint 20 ownership or otherwise. 21 Article 15 22 Errors or Omissions Claims and Disputes 23 15.1 Definitions: 24 (A) "Consultant" is a duly licensed Architect or Engineer, or other provider of 25 professional services, acting as a business entity (owner, partnership, corporation, joint 26 venture or other business association) in accordance with the terms of an agreement 27 with the County. 28 (B) "Claim" is a demand or assertion by one of the parties seeking, as a matter of 17 1 right, adjustment or interpretation of contract terms, payment of money, extension of 2 time, change orders, or other relief with respect to the terms of the contract. The term 3 "Claim" also includes other disputes and matters in question between the County and 4 the Consultant arising out of or relating to the contract. Claims must be made by written 5 notice. The provisions of Government Code section 901, et seq., shall apply to every 6 claim made to the County. The responsibility to substantiate claims shall rest with the 7 party making the claim. The term "Claim" also includes any allegation of an error or 8 omission by the Consultant. 9 15.2 Should the Director believe the Consultant's work under this Agreement to have 10 included negligent errors or omissions, or that the Consultant may otherwise have failed to 11 comply with the provisions of this Agreement, either generally or in connection with its duties as 12 associated with a particular Project; and that the cause(s) for a claim by the construction 13 Consultant may be attributable, in whole or in part, to such conduct on the part of the 14 Consultant. Upon notice by the Director, the payments to the Consultant for such arguably 15 deficient services shall be held in suspense by the County until a final determination has been 16 made, of the proportion that the Consultant's fault bears to the fault of all other parties 17 concerned. 18 (A) Such amounts held in suspense shall not be paid to the Consultant, pending the 19 final determination as to the Consultant's proportional fault. However, the appropriate 20 percentage of such amount held in suspense shall be paid to the Consultant, once a 21 final determination has been made, and the Consultant thereafter submits a proper 22 invoice to the County. Payment shall be issued in accordance with the procedure 23 outlined in Article 3 "Compensation, Invoices, and Payments", Section 3.4. 24 15.3 In the spirit of cooperation between the County and the Consultant, the following 25 procedures are established in the event of any claim or dispute alleging a negligent error, act, or 26 omission, of the Consultant. 27 (A) Claims, disputes or other matters in question between the parties, arising out of 28 or relating to this Agreement, shall not be subject to arbitration, but shall be subject to 18 1 the following procedures. 2 (B) The County and the Consultant shall meet and confer and attempt to 3 reach agreement on any dispute, including what damages have occurred, the measure 4 of damages and what proportion of damages, if any, shall be paid by either party. The 5 parties agree to consult and consider the use of mediation or other form of dispute 6 resolution prior to resorting to litigation. 7 15.4 If the County and the Consultant cannot reach agreement under this Article 15 8 "Errors or Omissions Claims and Disputes", Section 15.2 Paragraph B, the disputed issues may, 9 upon concurrence by all parties, be submitted to a panel of three (3) for a recommended 10 resolution. The Consultant and the County shall each select one (1) member of the panel, and 11 the third member shall be selected by the other two panel members. The discovery rights 12 provided by California Code of Civil Procedure for civil proceedings shall be available and 13 enforceable to resolve the disputed issues. Either party requesting this dispute resolution 14 process shall, when invoking the rights to this panel, give to the other party a notice describing 15 the claims, disputes and other matters in question. At least twenty (20) working days before the 16 initial meeting of the panel, both parties shall submit all documents such party intends to rely 17 upon to resolve such dispute. If it is determined by the panel that any party has relied on such 18 documentation but has failed to previously submit such documentation on a timely basis to the 19 other party, the other party shall be entitled to a 20-working-day continuance of such initial 20 meeting of the panel. The decision by the panel is not a condition precedent to arbitration, 21 mediation or litigation. 22 15.5 Upon receipt of the panel's recommended resolution of the disputed issue(s), the 23 County and the Consultant shall again meet and confer and attempt to reach agreement. If the 24 parties still are unable to reach agreement, each party shall have recourse to all appropriate 25 legal and equitable remedies. 26 (A) The procedures to be followed in the resolution of claims and disputes may be 27 modified any time by mutual agreement of the parties hereto. 28 (B) The Consultant shall continue to perform its obligations under this Agreement 19 1 pending resolution of any dispute, and the County shall continue to make payments of all 2 undisputed amounts due under this Agreement. 3 (C)When a claim by either party has been made alleging the Consultant's negligent 4 error, act, or omission, the County and the Consultant shall meet and confer within 5 twenty-one (21) working days after the written notice of the claim has been provided. 6 Article 16 7 Ownership of Data 8 16.1 All documents, including preliminary documents, calculations, and survey data, 9 required in performing services under this Agreement shall be submitted to, and shall remain at 10 all times the property of the County regardless of whether they are in the possession of the 11 Consultant or any other person, firm, corporation or agency. 12 16.2 The Consultant understands and agrees the County shall retain full ownership rights 13 of the work product of the Consultant for the Project, to the fullest extent permitted by law. In 14 this regard, the Consultant acknowledges and agrees the Consultant's services are on behalf of 15 the County and are "works made for hire," as that term is defined in copyright law, by the 16 County; that the work product to be prepared by the Consultant are for the sole and exclusive 17 use of the County, and that the County shall be the sole owner of all patents, copyrights, 18 trademarks, trade secrets and other rights and contractual interests in connection therewith 19 which are developed and compensated solely under this Agreement; that all the rights, title and 20 interest in and to the work product will be transferred to the County by the Consultant to the 21 extent the Consultant has an interest in and authority to convey such rights; and the Consultant 22 will assist the County to obtain and enforce patents, copyrights, trademarks, trade secrets, and 23 other rights and contractual interests relating to said work product, free and clear of any claim 24 by the Consultant or anyone claiming any right through the Consultant. The Consultant further 25 acknowledges and agrees the County's ownership rights in such work product, shall apply 26 regardless of whether such work product, or any copies thereof, are in possession of the 27 Consultant, or any other person, firm, corporation, or entity. 28 16.3 If this Agreement is terminated during or at the completion of any Project phase, 20 1 electronic and reproducible copies of report(s) or preliminary documents shall be submitted by 2 the Consultant to the County, which may use them to complete the Project(s) at a future time. 3 16.4 The files provided by the Consultant to the County are submitted for an acceptance 4 period lasting until the expiration of this Agreement (i.e., throughout the duration of the contract 5 term, including any extensions). Any defects the County discovers during such acceptance 6 period will be reported to the Consultant and will be corrected as part of the Consultant's "Basic 7 Scope of Work." 8 Article 17 9 State Prevailing Wage Rates 10 17.1 The Consultant shall comply with the State of California's General Prevailing Wage 11 Rate requirements in accordance with California Labor Code, Section1770, and all Federal, 12 State, and local laws and ordinances applicable to the work. 13 17.2 Any subcontract entered into as a result of this contract if for more than $25,000 for 14 public works construction or more than $15,000 for the alteration, demolition, repair, or 15 maintenance of public works, shall contain all of the provisions of this Article. 16 17.3 A. No Consultant or Subconsultant may be awarded an Agreement containing public 17 work elements unless registered with the Department of Industrial Relations (DIR) pursuant to 18 Labor Code §1725.5. Registration with DIR must be maintained throughout the entire term of 19 this Agreement, including any subsequent amendments. 20 Article 18 21 Disadvantaged Business Enterprises (DBE) Participation 22 18.1 This Agreement is subject to 49 Code of Federal Regulations (hereinafter referred to 23 as "49 CFR"), Part 26 Participation by Disadvantaged Business Enterprises in Department of 24 Transportation Financial Assistance Programs, Disadvantaged Business Enterprise programs 25 established by other federal agencies and/or the County's Disadvantaged Business Enterprise 26 Program (all of which are hereinafter referred to as "DBE Program(s)"). 27 18.2 The Consultant is responsible for being fully informed regarding the requirements of 28 49 CFR, Part 26 and the CALTRANS Disadvantaged Business Enterprise program developed 21 1 pursuant to the regulations, as detailed in Exhibit H.1 attached hereto and incorporated herein. 2 18.3 Any subcontract entered into as a result of this Agreement shall contain all of the 3 provisions of this Article 18 "DBE Participation" and Exhibit H.1 "DBE Participation." 4 Article 19 5 Equipment Purchase 6 19.1 Prior authorization, in writing, by the Contract Administrator shall be required before 7 the Consultant enters into any unbudgeted purchase order, or subcontract exceeding five 8 thousand dollars ($5,000) for supplies, equipment, or Consultant services. The Consultant shall 9 provide an evaluation of the necessity or desirability of incurring such costs. 10 19.2 Prior authorization by the Contract Administrator shall be required for purchase of 11 any item, service or consulting work in excess of$5,000 that is not covered in the Consultant's 12 Cost Proposal; and the Consultant's request must be accompanied by at least three competitive 13 quotations, unless the absence of proposal is adequately justified, to the satisfaction of the 14 Contract Administrator in his/her discretion, by written explanation provided by the Consultant 15 with its submittal. 16 19.3 Any authorized purchase of equipment as a result of this Agreement is subject to the 17 following: "The Consultant shall maintain an inventory of all nonexpendable property. 18 Nonexpendable property is defined as having a useful life of at least two years and an 19 acquisition cost of$5,000 or more. If the purchased equipment needs replacement and is sold 20 or traded in, the County shall receive a proper refund or credit at the conclusion of the contract, 21 or if the contract is terminated, the Consultant may either keep the equipment and credit the 22 County in an amount equal to its fair market value, or sell such equipment at the best price 23 obtainable at a public or private sale, in accordance with established County procedures; and 24 credit the County in an amount equal to the sales price. If the Consultant elects to keep the 25 equipment, fair market value shall be determined at the Consultant's expense, on the basis of a 26 competent independent appraisal of such equipment. Appraisals shall be obtained from an 27 appraiser mutually agreeable to by the County and the Consultant, if it is determined to sell the 28 equipment, the terms and conditions of such sale must be approved in advance by the County." 22 1 Title 49 CFR, Part 200 requires a credit to Federal funds when participating equipment with a 2 fair market value greater than $5,000.00 is credited to the Project. 3 Article 20 4 Rebates, Kickbacks or Other Unlawful Consideration 5 20.1 The Consultant warrants that this Agreement was not obtained or secured 6 through rebates, kickbacks or other unlawful consideration, either promised or paid to any 7 County employee. For breach or violation of this warranty, the County shall have the right, in 8 its discretion, to terminate this Agreement without liability; or to pay only for the value of the 9 work actually performed; or to deduct from this Agreement the price or consideration, or 10 otherwise recover, the full amount of such rebate, kickback or other unlawful consideration. 11 Article 21 12 Prohibition of Expending County State or Federal Funds for Lobbying 13 21.1 The Consultant hereby certifies to the best of his or her knowledge and belief 14 that: 15 "No state, federal or County appropriated funds have been paid, or will be paid by or on 16 behalf of the Consultant to any person for influencing or attempting to influence an 17 officer or employee of any state or federal agency; a Member of the State Legislature or 18 United States Congress; an officer or employee of the Legislature or Congress; or any 19 employee of a Member of the Legislature or Congress, in connection with any of the 20 following: 21 (A) the awarding of any state or federal contract; 22 (B) the making of any state or federal grant; 23 (C) the making of any state or federal loan; 24 (D) the entering into of any cooperative agreement, or 25 (E) the extension, continuation, renewal, amendment, or modification of any state 26 or federal contract, grant, loan, or cooperative agreement." 27 21.2 If any funds other than federally appropriated funds have been paid, or will be 28 paid to any person for influencing or attempting to influence an officer or employee of any 23 1 federal agency; a Member of Congress; an officer or employee of Congress, or an employee 2 of a Member of Congress; in connection with this federal contract, grant, loan, or 3 cooperative agreement, then the Consultant shall complete and submit Standard Form-LLL, 4 "Disclosure Form to Report Lobbying" (a copy of which is attached hereto as Exhibit 1), in 5 accordance with its instructions. 6 21.3 The certification required by the provisions of this Article 21 is a material 7 representation of fact upon which reliance was placed when this transaction was made or 8 entered into. Submission of this certification is a prerequisite for making or entering into this 9 transaction imposed by Title 31, U.S. Code Section 1352. Any person who fails to file the 10 required certification shall be subject to a civil penalty of not less than $10,000 and not more 11 than $100,000 for each such failure. 12 21.4 The Consultant also agrees by signing this document that he or she shall require 13 that the language of this certification be included in all lower-tier subcontracts, which exceed 14 $100,000, and that all such sub-recipients shall certify and disclose accordingly. 15 Article 22 16 Non-Discrimination Clause and Statement of Compliance 17 22.1 The Consultant's signature affixed herein, and dated, shall constitute a 18 certification under penalty of perjury under the laws of the State of California that the 19 Consultant has, unless exempt, complied with, the nondiscrimination program requirements 20 of Government Code §12990 and 2 CCR § 8103. 21 22.2 During the performance of this Agreement, the Consultant and its subconsultants 22 shall not deny this Agreement's benefits to any person on the basis of race, religious creed, 23 color, national origin, ancestry, physical disability, mental disability, medical condition, 24 genetic information, marital status, sex, gender, gender identity, gender expression, age, 25 sexual orientation, or military and veteran status, nor shall they unlawfully discriminate, 26 harass, or allow harassment against any employee or applicant for employment because of 27 race, religious creed, color, national origin, ancestry, physical disability, mental disability, 28 medical condition, genetic information, marital status, sex, gender, gender identity, gender 24 1 expression, age, sexual orientation, or military and veteran status. The Consultant and 2 subconsultants shall ensure that the evaluation and treatment of their employees and 3 applicants for employment are free from such discrimination and harassment. 4 22.3 The Consultant and subconsultants shall comply with the provisions of the Fair 5 Employment and Housing Act (Gov. Code §12990 et seq.) and the applicable regulations 6 promulgated thereunder (2 CCR §11000 et seq.), the provisions of Government Code 7 §§11135 et seq., and the regulations or standards adopted by the County to implement such 8 provisions. The applicable regulations of the Fair Employment and Housing Commission 9 implementing Government Code Section 12990 (a-f), set forth in Chapter 5 of Division 4 of 10 Title 2 of the California Code of Regulations, are incorporated into this Agreement by 11 reference and made a part hereof as if set forth in full. 12 22.4 Consultant shall permit access by representatives of the Department of Fair 13 Employment and Housing and the County upon reasonable notice at any time during the 14 normal business hours, but in no case less than twenty-four (24) hours' notice, to such of its 15 books, records, accounts, and all other sources of information and its facilities as said 16 Department or the County shall require in order to ascertain compliance with the 17 requirements of this Article 22. 18 22.5 The Consultant and subconsultants shall give written notice of their obligations 19 under this Article 22 to labor organizations with which they have a collective bargaining or 20 other agreement. 21 22.6 The Consultant and subconsultants shall include the nondiscrimination and 22 compliance provisions of this Article 22 in all subcontracts to perform work under this 23 Agreement. 24 22.7 The Consultant, with regard to the work performed under this Agreement, shall 25 act in accordance with Title VI of the Civil Rights Act of 1964 (42 U.S.C. §2000d et seq.). 26 Title VI provides that the recipients of federal assistance will implement and maintain a 27 policy of nondiscrimination in which no person in the United States shall, on the basis of 28 race, color, national origin, religion, sex, age, disability, be excluded from participation in, 25 1 denied the benefits of or subject to discrimination under any program or activity by the 2 recipients of federal assistance or their assignees and successors in interest. 3 22.8 The Consultant shall comply with regulations relative to non-discrimination in 4 federally assisted programs of the U.S. Department of Transportation (49 CFR Part 21 — 5 Effectuation of Title VI of the Civil Rights Act of 1964). Specifically, the Consultant shall not 6 participate either directly or indirectly in the discrimination prohibited by 49 CFR §21.5, 7 including employment practices and the selection and retention of Subconsultants. 8 22.9 The Consultant, subrecipient or subconsultant will never exclude any person 9 from participation in, deny any person the benefits of, or otherwise discriminate against 10 anyone in connection with the award and performance of any contract covered by 49 CFR 11 26 on the basis of race, color, sex, or national origin. In administering the County 12 components of the DBE Program Plan, the Consultant, subrecipient or subconsultant will 13 not, directly, or through contractual or other arrangements, use criteria or methods of 14 administration that have the effect of defeating or substantially impairing accomplishment of 15 the objectives of the DBE Program Plan with respect to individuals of a particular race, color, 16 sex, or national origin. 17 Article 23 18 Debarment and Suspension Certification 19 23.1 The Consultant's signature affixed herein, shall constitute a certification under 20 penalty of perjury under the laws of the State of California, that the Consultant has complied 21 with Title 49, Code of Federal Regulations, Part 29, Debarment and Suspension Certificate, 22 which certifies that the Consultant or any person associated therewith in the capacity of 23 owner, partner, director, officer, or manager: 24 (A) Is not currently under suspension, debarment, voluntary exclusion, or 25 determination of ineligibility by any federal agency; 26 (B) Has not been suspended, debarred, voluntarily excluded, or determined ineligible 27 by any federal agency within the past three (3) years; 28 (C) Does not have a proposed debarment pending; and 26 1 (D) Has not been indicted, convicted, or had a civil judgment rendered against it by a 2 court of competent jurisdiction in any matter involving fraud or official misconduct within 3 the past three (3) years. 4 23.2 Any exceptions to this certification must be disclosed to the County on Exhibit J 5 "Debarment and Suspension Certification." Exceptions will not necessarily result in denial of 6 recommendation for award but will be considered in determining Consultant responsibility. 7 Disclosures must indicate to whom exceptions apply, initiating agency, and dates of action. 8 23.3 Exceptions to the Federal Government Excluded Parties Listing System maintained 9 by the General Services Administration are to be determined by the Federal Highway 10 Administration. 11 Article 24 12 Executive Order N-6-22 13 24.1 Under Executive Order N-6-22 as a contractor, subcontractor, or grantee, 14 compliance with the economic sanctions imposed in response to Russia's actions in Ukraine is 15 required, including with respect to, but not limited to, the federal executive orders identified in 16 the EO and the sanctions identified on the U.S. Department of the Treasury website 17 (https://home.treasury.gov/policy-issues/financial-sanctions/specially-designated-nationals- 18 and b locked-persons-list-sdn-human-readable-lists). Failure to comply may result in the 19 termination of contracts or grants, as applicable. 20 Article 25 21 Contingent Fees 22 25.1 The Consultant warrants, by execution of this Agreement that no person or 23 selling agency has been employed, or retained, to solicit or secure this Agreement upon an 24 agreement or understanding, for a commission, percentage, brokerage, or contingent fee, 25 excepting bona fide employees, or bona fide established commercial or selling agencies 26 maintained by the Consultant for the purpose of securing business. For breach or violation of 27 this warranty, the County has the right to: annul this Agreement without liability, and to pay only 28 for the value of the work actually performed; or in its discretion to deduct from the Agreement 27 1 the price or consideration, or otherwise recover, the full amount of such commission, 2 percentage, brokerage, or contingent fee. 3 Article 26 4 Inspection Of Work 5 26.1 The Consultant and any subcontractor shall permit the County, the state, and the 6 FHWA to review and inspect the Project activities and files at all reasonable times during the 7 performance period of this Agreement including review and inspection on a daily basis. 8 Article 27 9 Safety 10 27.1 A. Consultant shall comply with OSHA regulations applicable to Consultant regarding 11 necessary safety equipment or procedures. Consultant shall comply with safety instructions 12 issued by the County Safety Officer and other County representatives. Consultant personnel 13 shall wear hard hats and safety vests at all times while working on any Project-related 14 construction site. 15 27.2 Pursuant to the authority contained in Vehicle Code §591, the County has 16 determined that such areas are within the limits of the Project and are open to public traffic. 17 Consultant shall comply with all of the requirements set forth in Divisions 11, 12, 13, 14, and 15 18 of the Vehicle Code. Consultant shall take all reasonably necessary precautions for safe 19 operation of its vehicles and the protection of the traveling public from injury and damage from 20 such vehicles. 21 27.3 Any subcontract entered into as a result of this contract, shall contain all of the 22 provisions of this Article 27. 23 Article 28 24 Confidentiality Of Data 25 28.1 All financial, statistical, personal, technical, or other data and information relative to 26 the County's operations, which are designated confidential by the County and made available to 27 the Consultant in order to carry out this Agreement, shall be protected by the Consultant from 28 unauthorized use and disclosure. 28 1 28.2 Permission to disclose information on one occasion, or public hearing held by the 2 County relating to the contract, shall not authorize the Consultant to further disclose such 3 information, or disseminate the same on any other occasion. 4 28.3 The Consultant shall not comment publicly to the press or any other media regarding 5 this Agreement or the County's actions on the same, except to the County's staff, the 6 Consultant's own personnel involved in the performance of this Agreement, at public hearings or 7 in response to questions from a Legislative committee. 8 28.4 The Consultant shall not issue any news release or public relations item of any 9 nature, whatsoever, regarding work performed or to be performed under this Agreement without 10 prior review of the contents thereof by the County, and receipt of the County's written 11 permission. 12 28.5 If the Consultant or any of its officers, employees, or subcontractors does voluntarily 13 provide information in violation of this Contract, the County has the right to reimbursement and 14 indemnity from the Consultant for any damages caused by the Consultant's releasing the 15 information, including, but not limited to, the County's attorney's fees and disbursements, 16 including without limitation experts' fees and disbursements. 17 Article 29 18 National Labor Relations Board Certification 19 29.1 In accordance with Public Contract Code Section 10296, the Consultant hereby 20 states under penalty of perjury that no more than one final unappealable finding of contempt of 21 court by a federal court has been issued against the Consultant within the immediately 22 preceding two-year period, because of the Consultant's failure to comply with an order of a 23 federal court that orders the Consultant to comply with an order of the National Labor Relations 24 Board. 25 Article 30 26 Evaluation Of The Consultant 27 30.1 The Consultant's performance will be evaluated by the County. A copy of the 28 evaluation (Exhibit K) will be sent to the Consultant for comments. The evaluation together with 29 1 the comments shall be retained as part of the contract record. 2 Article 31 3 Funding Requirements 4 31.1 It is mutually understood between the parties that this Agreement may have been 5 written before ascertaining the availability of funds or appropriation of funds, for the mutual 6 benefit of both parties, in order to avoid program and fiscal delays that would occur if the 7 Agreement were executed after that determination was made. 8 31.2 This Agreement is valid and enforceable only if sufficient funds are made available to 9 the County for the purpose of this Agreement. In addition, this Agreement is subject to any 10 additional restrictions, limitations, conditions, or any statute enacted by the Congress, State 11 Legislature, or the County governing board that may affect the provisions, terms, or funding of 12 this Agreement in any manner. 13 31.3 It is mutually agreed that if sufficient funds are not appropriated, this Agreement may 14 be amended to reflect any reduction in funds. 15 31.4 The County has the option to terminate the Agreement pursuant to Article 6 16 Termination and Suspension, or by mutual agreement to amend the Agreement to reflect any 17 reduction of funds. 18 Article 32 19 Title VI Assurances 20 32.1 The provisions of Title VI are hereby attached, unmodified as part of this Agreement 21 (Exhibit L). Exhibit L, "Title VI Assurances" Appendices A and E, and if applicable Appendices B, 22 C, and D, must be inserted, unmodified, in all subcontracts to perform work under the 23 Agreement. 24 (A) The clauses of Appendix B of this Assurance shall be included as a covenant 25 running with the land, in any deed from the United States effecting or recording a 26 transfer of real property, structures, use, or improvements thereon or interest therein to 27 the County. 28 (B) The clauses set forth in Appendix C and Appendix D of this Assurance shall be 30 1 included as a covenant running with the land, in any future deeds, leases, licenses, 2 permits, or similar instruments entered into by the County with other parties: 3 (1) for the subsequent transfer of real property acquired or improved under the 4 applicable activity, project, or program; and 5 (2) for the construction or use of, or access to, space on, over, or under real 6 property acquired or improved under the applicable activity, project, or program. 7 8 [SIGNATURE PAGE FOLLOWS] 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 31 1 The parties are signing this Agreement on the date stated in the introductory clause. 2 Paragon Partners Consultants, Inc. County OF FRESNO 3 Digitally signed by Gary Cornuelle 4 Cheryl DeMucci Gary Cornuelle Date:2023.08.03 10:25:23-07'00' 5 Signature Gary Cornuelle, Purchasing Manager 6 By:Cheryl DeMucci Name 7 Vice President 8 Title 9 5660 Katella Avenue, Suite 100 10 Cypress, CA 90630 11 For accounting use only: 12 ORG: 0130 / 1910 / 1912 /4360 /4360 /4365 /45104511 /45104512 /45104513 /45104514 / 7205 / 7910 / 8852 / 8853 / 8861 / 8863 / 8865 / 8867 / 9015 / 9020 / 9026/ 9028 / 9140 13 14 FUND: 0001 / 0010 / 0400 / 0700 / 0701 / 0710 / 0720 / 0801 15 SUBCLASS: 10000 / 11000 / 15000 / 15001 / 16900 / 10052 /10053 / 10061 / 10063 / 10065 / 16 10067 17 ACCOUNT: 7295 18 19 20 21 22 23 24 25 26 27 28 32 1 On-Call Agreement for Property Consultant Services 2 Table of Contents 3 Recitals 4 Articles 5 1. Contractor's Services 2. County's Responsibilities 6 3. Compensation, Invoices, and Payments 4. Term of Agreement 7 5. Notices 6. Termination and Suspension 8 7. Independent Contractors 8. Indemnity and Defense 9 9. Insurance 10 10. Inspections, Audits, and Public Records 11. Disclosure of Self-Dealing Transactions 11 12. General Terms 13. Subconsultants 12 14. Conflict Of Interest 15. Errors or Omissions Claims and Disputes 13 16. Ownership of Data 17. State Prevailing Wage Rates 14 18. Disadvantaged Business Enterprises (DBE) Participation 15 19. Cost Principles 20. Equipment Purchase 16 21. Rebates, Kickbacks or Other Unlawful Consideration 22. Prohibition of Expending County State or Federal Funds for Lobbying 17 23. Non-Discrimination Clause and Statement of Compliance 24. Debarment and Suspension Certification 18 25. Executive Order N-6-22 26. Contingent Fees 19 27. Inspection Of Work 20 28. Safety 29. Confidentiality Of Data 21 30. National Labor Relations Board Certification 31. Evaluation Of The Consultant 22 32. Funding Requirements 33. Title VI Assurances 23 Exhibits 24 Exhibit A- Scope 25 Exhibit B - Consultant Project Team Staff 26 Exhibit C - Subconsultants Exhibit D - Consultant's Cost Proposal 27 Exhibit E - Insurance Requirements Exhibit F - Self-Dealing Transaction Disclosure Form 28 Exhibit G - Fresno County Department of Public Works and Planning Conflict of Interest Code Exhibit H.1 - DBE Participation 1 Exhibit H.2 — LAPM Exhibit 10-1 Notice to Proposers DBE Information Exhibit H.3— LAPM Exhibit 10-02 Consultant Contract DBE Commitment 2 Exhibit I — Disclosure Form to Report Lobbying Exhibit J — Debarment and Suspension Certification 3 Exhibit K— LAPM Exhibit 10-S Evaluation of the Consultant Exhibit L—Title IV Assurances 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Exhibit A Exhibit A Scope of Services A.1. The work to be performed by the Consultants under this Agreement includes professional services for various County Public Works Projects, including but not limited to, full service real property appraisal, acquisition and relocation assistance services. A.2. The services that may be furnished by the Consultant under this Agreement are for all or a portion of the services the Consultant is allowed to provide within the pertinent professional discipline limits, as defined in the applicable California State License Law, for various Projects on an as needed basis. A.3. The Consultant agrees to provide the professional services that are necessary for each Project when expressly authorized in writing by the Contract Administrator. Such work by the Consultant shall not begin until the Consultant has received a written Notice to Proceed (NTP) or Task Order from the Contract Administrator authorizing the necessary service, agreed upon fee, and scope of work. A.4. The Consultant's personnel shall typically be assigned to and remain on specific Department projects/deliverables until completion and acceptance of the project/deliverables by the Department. Personnel assigned by the Consultant shall be available at the start of a Task Order and after acceptance of the project/deliverable by the Department. A.5. After the Contract Administrator's approval of the Consultant's personnel proposal and finalization of a Task Order, the Consultant may not add or substitute personnel without the Contract Administrator's prior written approval. A.6. The Consultant shall submit proposals in response to Task Orders issued by the Contract Administrator on a project-by-project basis. The Consultant's proposal at a minimum shall include, but not be limited to, staff qualifications, proposed method and schedule for completing the task(s), completed federal forms and a sealed cost proposal. The Consultant agrees that each professional or other individual performing work on any such Project(s) shall be adequately trained to perform the work and shall possess the proper license, certification or 1 Exhibit A registration as required by law or by accepted standards of the applicable profession. The Consultant agrees to provide the professional services that are necessary to complete the following tasks when expressly authorized in writing by the Contract Administrator: A.7. Acquisition Services: Upon being assigned to provide acquisition services for Project, the Consultant shall: a. Provide County General Information Brochure to affected property owners; b. Communicate with the property owners and provide documentation to the County; c. Provide agents fluent in English, Spanish, and Hmong when needed; d. Prepare correspondence, letters and reports as necessary; e. Provide a written summary of the status of the acquisition of each parcel on a bi- monthly basis and/or upon request of County staff; f. Prepare files for each parcel including all documents necessary to present first written offer. County will provide all necessary forms and documents; g. Maintain a log of all pertinent information concerning the Project parcels; h. Schedule appointments for face-to-face meetings and negotiations with property owners; i. Conduct face to face presentation of the written offer, summary statements, and lists of compensable items of fixtures and equipment, and addenda to the property owner. Where face to face presentations are not possible, negotiations may be done by telephone or mail; j. Continue negotiations with the property owners and tenants until every reasonable effort has been expended to acquire the property through negotiations; k. In the event the County's Board of Supervisors, in its discretion, determines that Eminent Domain proceedings are necessary, provide coordination and assistance necessary to aid the condemnation counsel; I. Assist County staff in the preparation of County Contract/Right of Way Agreement and Escrow Instructions based upon a proforma provided and approved by the County; 2 Exhibit A m. Obtain signatures on County Right of Way/Purchase Contracts and Notarize Deed to convey title to the property acquired. Deliver signed Contracts and Notarized Deeds to County; n. Assist County staff in the preparation of documents for the County's approval of Contracts and acceptance of deeds; o. Communicate with engineers, planners, attorneys, real property agents, other agency staff and Consultants; p. Provide information to County staff for preparation of County agenda items and public hearing notices, as necessary for approval of acquisition terms; q. Comply with California Relocation Assistance and Real Property Acquisition Guidelines and any other applicable federal, state and local regulations. A.B. Research and Project Support: When requested by County, provide research and other assistance with various aspects of the Right of Way Acquisition Process. Research topics may include, but are not necessarily limited to, one or more of the following: a. Original Title Search Report and Updated Title b. Right of Way Deeds c. Statements of Estimated Values d. Availability of Incidental Payments e. Estimate of Appraisal/Calculation or Donation Form (if applicable) f. Negotiation Record g. Approved Administrative Adjustment Analysis (if applicable) h. Closing/Settlement Statement and all supporting closing documents i. Condemnation Package as submitted (if applicable) A.9. All Work All work must follow the requirements of the Uniform Relocation Assistance and Real Property Acquisition Act of 1970, as amended (42 U.S.C. § 4601, et seq.), which was adopted to ensure the fair compensation and assistance to property and business owners when property is acquired for public use. 3 Exhibit A A.10. Trial Preparation - upon notice from the County that an Eminent Domain or condemnation action has been filed on Property, the Consultant shall provide and be compensated for all necessary litigation assistance as may be deemed necessary by the County. Compensation for these services shall be computed and invoiced at the same hourly rates listed in Exhibit D hereto, including travel costs that are being paid for the Consultant's personnel services under this Agreement. Such action may include, but not be limited to, pretrial conferences, depositions, court appearances and updating of appraisals. A.11. Title Reports: a. As used in this Article A, Section 11 of this Agreement: the following definitions shall apply: (1) "Report(s)" shall mean Litigation Guarantee(s) as defined by the California Land Title Association, at the time of execution of this Agreement. (2) "Escrow Service(s)" shall mean those services which facilitate a transfer of an interest in real property, during which documents and funds are delivered by Contract Administrator to Consultant to hold in escrow, pursuant to specific instructions from the Contract Administrator. (3) "Title Insurance Policy" shall mean the California Land Title Association standard coverage policy, at the time of execution of this Agreement. (4) "Updated Report(s)" shall refer to any Report, as defined herein, originally issued to Contract Administrator pursuant to this Agreement and which is then re-issued in a revised or updated form and which covers the same property described in the original Report. (5) "Property" shall refer to the real property parcel(s) or address(es) for which the Contract Administrator has requested a Report. b. Consultant shall furnish Reports, Escrow Services and Title Insurance Policies for properties only as requested in writing by Contract Administrator. c. Consultant shall make a good faith effort to deliver requested Reports to Contract Administrator within thirty (30) days following receipt of the request. 4 Exhibit A d. Consultant shall provide Contract Administrator with three (3) copies of each Report if hardcopy. Confirm hardcopy or other format with Contract Administrator. e. Each Report shall include a copy of the vesting paragraph and shall recite the exact title as it would appear on a grant deed, or other valid instrument of title, followed by the date of recordation and the other recording data of the vesting deed. f. The required Report format shall be determined by the Contract Administrator. g. The Reports shall also include but not be limited to the following: (1) One copy of the vesting deed; (2) Legal description of property; (3) All liens, encumbrances, easements and right of way of record; (4) Assessor's parcel number and valuation; (5) APN map with property marked; and (6) Names, interest and best available addresses for all parties of record with property interest. h. Consultant will advise Contract Administrator within two (2) weeks if Consultant will be unable to deliver any of the requested Reports within the thirty (30) day period. Thereafter, if so requested by Contract Administrator in writing, Consultant shall cease further work on the requested Reports. i. County shall pay for all services provided by Consultant prior to issuance of any notice to cease work; payment for which shall be pro-rated on the comparison of the work completed to the total work required for each requested Report. 5 Exhibit B PARAGON A C L 5 C O M P A N Y PHILLIP L. BONINA, CPM, CCIM PROJECT MANAGER Phillip Bonina is a high performance and results driven commercial, industrial, residentia real estate professional with proven expertise to successfully manage client-driven real estate and business strategies for public and private projects throughout California. Phillip has more than 32 years of professional experience working with property owners, public entities, privately 41 owned companies, utility companies, construction managers, subconsultants and vendors, including projects in Central California. Leveraging this level of experience coupled with his licenses, certifications and background as a Certified Property Manager (CPM), Certified Commercial Investments Manager (CCIM©), and a California licensed Real Estate Broker, he is able to proactively prepare for and mitigate unforeseen changes during the implementation EDUCATION of right of way services. Mr. Bonina is a strong leader with exceptional interpersonal skills. He B.S.,Civil Engineering, continuously finds new ways to apply his knowledge to enhance the performance of his entire California State University team while introducing updated problem solving tactics and best practices that ensure our Fullerton agents'success for our clients. Light Construction and Development Management RELATED EXPERIENCE Program, University of KINGS COUNTY I HCIP CYCLE 9 SAFETY IMPROVEMENTS California Irvine Mr. Bonina is managing the project that requires property acquisitions at the Grangeville CERTIFICATIONS& and 22nd intersection. The design calls for construction of a roundabout and impacts four LICENSES property owners.A separate farming business is also affected. Paragon is coordinating California Real Estate appraisals,conducting negotiations and preparing right of way certification for Caltrans Broker License approval. No.01023028 CITY OF COALINGA I MULTI-USE PEDESTRIAN IMPROVEMENT PROJECT Certified Property Manager Mr. Bonina is managing the real property easement appraisal, negotiation, and acquisition (CPM) services for the City's Multi-Use Trail Pedestrian Improvement Project. Paragon is acquiring Certified Commercial Temporary Construction Easements(TCEs),to include all rights of ingress,egress, in,on,over, Investment Manager— under,through,and across the affected land parcels. Mr. Bonina is working with the city to Candidate(CCIM) obtain Caltrans Right of Way Certification for this project. International Right of Way Association-Asset BUREAU OF RECLAMATION/SAN JOAQUIN RIVER RESTORATION PROGRAM Management Certified Mr. Bonina is managing theprogram,which is a long-term effor to restore flows to the San (pending) Joaquin River from the Friant Dam to the confluence of Merced River.This will restore a self-sustaining Chinook salmon fishery in the river while reducing or avoiding adverse water supply impacts from restoration flows. Paragon services as the primary real estate consultant for the program. Mr. Bonina is managing the preparing of a Land Rights Acquisition Manual for the BOR's team,overseeing research and clearance of title of properties being acquried, relocation assistance of residences,farms and commercial businesses and survey of properties. CITY OF BAKERSFIELD I METROPOLITAN BAKERSFIELD HABITAT CONSERVATION PLAN Mr. Bonina is managing right of way property acquisition services for the City's project. He is working with the California Department of Fish and Wildlife on behalf of the city to complete land acquisitions for approved mitigation property prior to transferring title to the State. Mr. Bonina's team is providing due diligence and title review and facilitating the removal of expired oil and gas leases as well as outstanding liens from property title reports. CITY OF ROSEVILLE I DRY CREEK GREENWAY EAST TRAIL PROJECT PHASE II Mr. Bonina is managing right of way acquisition services for the City to include, obtaining and 1 Exhibit B PAGE 2 1 PHILLIP BONINA, CPM, CCIM PARAGON A C L S C O M P A N Y reviewing title reports, preparing appraisal reports and providing acquisition and negotiation services with property owners of 22 parcels.The project will create approximately 4.25 miles of paved,off-street trail along Dry, Cirby, and Linda Creeeks, providing the community a place for bicycling,walking, running and dog walking.This project requires Caltrans certification. CITY OF ROSEVILLE I COMMUNICATION TOWER ACQUISITION Mr. Bonina is working with the city to acquire property interests in order for the city to construct a communication tower. Paragon is preparing documents for the offer package and will be coordinating escrow. CITY OF WHEATLAND I SOUTH YUBA REGIONAL SEWER DESIGN PROJECT Paragon is providing right of way assistance for the city's sewer project. Mr. Bonina is managing a team that is assisting in route analysis, and obtaining right of entries from property owners for survey and environmental studies. The project requires purchase of 22 parcels for pump stations, laydown areas and pipeline alignment. SAN JOAQUIN REGIONAL RAIL COMMISSION (SJRRC)IMANTECA STATION PLATFORM; ELK GROVE STATION; LODI STATION; NATOMAS/AIRPORT STATION; CERES STATION Mr. Bonina is managing the acquisiton of property needed for the station expansion sites for the Commission. SJRRC is advancing commuter and intercity passenger rail services with shuttle and bus connections in the San Joaquin Valley, Bay Area and Sacramento area.SJRRC owns and operates the ACE commuter rail service from Stockton to San Jose. CITY OF CERRITOS, LA PALMA&LAKEWOODI DEL AMO BRIDGE REPLACEMENT PROJECT The bridge over Coyote Creek was declared structurally deficient by Caltrans and requies replacement as well as improvements of five intersections between Coyote Creek and 1-605. Mr. Bonina is managing the right of way estimates for the PA/ED and acquisition of properties impacted by the project and obtaining Caltrans Right of Way Certification of of the multi- juridictional project. CITY OF LAKE FOREST&CITY OF IRVINE I JERONIMO ROAD WIDENING PROJECT Mr.Bonina manages the project that requires both Irvine and Lake Forest to add a shared through-right turn lane northbound on and add dual left turn lanes. Funding for this project is provided by the County of Orange Foothill Circulation-Phasing Plan, the Lake Forest Transportation Mitigation Program and The Meadows development agreement. CITY OF PALMDALE I PALMDALE BOULEVARD(SR-138),STH TO 10TH STREETS IMPROVEMENTS Mr. Bonina is directing the acquisition and relocation efforts for 51 parcels including partial-take, full-take and temporary construction easement acquisitions. Impacted parcels include those owned by Union Pacific Railroad; banks,restaurants and gas stations.Two businesses will require relocation coordination. He managed the acquisition of permits to enter from nine (9)property owners,which was required for environmental testing. In addition,he meets regularly with the City and Caltrans for project status updates. LOS ANGELES COUNTY METROPOLITAN TRANSPORTATION AUTHORITY(METRO) 1-710 FREEWAY SOUND WALL IMPROVEMENTS Mr.Bonina is managing the acquisition of both permanent and temporary easements for 11 parcels.This effort entails securing property title reports, plat maps, and legal descriptions; appraisals and review appraisals; drafting PSAs; negotiations; and escrow coordination. Mr. Bonina is working closely with Caltrans and Metro to complete Caltrans right of way certification. CITY OF SANTA ANA I WARNER AVENUE IMPROVEMENTS, PHASE 2 Mr. Bonina managed a team to acquire 26 parcels consisting of residential, commercial, industrial, and railroad properties. This included 14 full takes,10 partial acquisitions,and two railroad property temporary construction easements.Additionally, relocation assistance was provided for 15 single-family residential relocations and a daycare facility. CITY OF INDUSTRY I WATERWORKS SYSTEM/4TH AVENUE&TRAILSIDE WATERLINE IMPROVEMENTS-CIP PROJECT As Project Manager, Mr. Bonina is managing the acquisition of private property for the City's CIP water project.Working closely with the Water District to realign and extend the system more efficient for the City's fire department and customers. 2 Exhibit B PARAGON A C L 5 C O M P A N Y LINDA TONG COMPLIANCE OFFICER Linda Tong has over 30 years of experience providing right of way policy and guidance for local public agency projects on behalf of the California State Department of Transportation. During her career with Caltrans, Ms. Tong served in a variety of oversight and management roles for right of way and appraisal services for most of the key major freeway widening, new toll road, and interchange projects of the past three decades in the Southern California Region, include the 1-5, 1-405, 1-10, SR-55, and numerous others. She will utilize her extensive project experience and intimate familiarity with Federal and State policy and regulation to ensure that Paragon's work EDUCATION is fully compliant and cost effective. B.S., Economics, University RELATED EXPERIENCE of California, Los Angeles SAN GABRIEL VALLEY COUNCIL OF GOVERNMENTS I SR-57/SR-60 INTERCHANGE IMPROVEMENT PROJECT Ms. Tong provided right of way certification support for this two-mile project. The State Route 57(SR-57)and State Route 60(SR-60)area of confluence,between the City of Diamond Bar and City of Industry, is among the worst segments of freeway in the nation for traffic congestion and accidents.The project required collaboration with Metro, SGVCOG, Caltrans and Los Angeles County for property acquisitions and resolving impacts to the publicly owned Diamond Bar Golf Course. CITY OF ROSEVILLEI DRY CREEK GREENWAY EAST TRAIL PHASE 1 PROJECT Ms.Tong worked with the City and Caltrans to obtain right of way certification for this project.The project is a 4.25 mile trail for pedestrians and bicyclists connecting to neighborhoods, parks,schools, businesses,and natural areas in the City of Roseville. Project impacts included the acquisition of property rights from 22 property owners. Paragon acquired all parcels in a short period of time without the use of eminent domain. METROLINK I BALBOA DOUBLE TRACK EXTENSION PROJECT Ms.Tong is providing Caltrans coordination for the project that requires access through Caltrans properties for this project.She is reviewing current Caltrans licenses, leases, accesses and encroachments that are impacted and meeting with Caltrans Right of Way, Environmental and Planning departments to obtain required agreements. CALTRANS HEADQUARTERS I CHIEF OF LOCAL PROGRAMS AND APPRAISAL In her time at Caltrans, Ms. Tong served in numerous capacities that focused on ensuring policy and regulatory compliance(Uniform Act,Title VI)for right of way and appraisal services for numerous large-scale local projects, most of which were Federally funded through the Federal Highway Administration (FHWA), some in combination with FTA and FRA grants, many utilizing alternative Design/Build and Construction Management/General Contractor methods of delivery. CHIEF,CALTRANS HQ DIVISION OF RIGHT OF WAY AND LAND SURVEYS,OFFICE OF APPRAISALS, LOCAL PROGRAMS AND ROW CERTIFICATIONS Office lead for Appraisals and Local Programs policies and procedures statewide on all Caltrans appraisal and oversight of locally funded projects statewide. Responsible for dissemination/ providing written statewide policy and guidance (ROW Manual), training and oversight to Local Public Agencies on the performance of right of way activities compliant with state and 3 Exhibit B PAGE 2 1 LINDA TONG PARAGON A C L S C O M P A N Y federal requirements promulgated by the Uniform Act(49 CFR part 24)and establish policies and procedures for accountable delivery within state eminent domain requirements utilizing various/alternate methods of project delivery including Design- Build and Construction Management/General Contract. Approved ROW Certification Levels 3 and 3Ws; recommended for approval by FHWA when required. Responsible for review and approvals of appraisals for compliance when requested by Caltrans Division of Mass Transportation for California Transportation Commission authorization/allocation. CALTRANS HEADQUARTERS, LOCAL PROGRAMS LIAISON Responsible for providing guidance,oversight and training to Caltrans Districts and its Local Agencies in performance of right of way activities compliant with federal requirements of the Uniform Act as well and state eminent domain laws to ensure/ maintain program reimbursement/grant eligibilities; reviewed, recommended for approval Right of Way Certification Levels 3 and 3W for HQ Office Chief and FHWA approvals. UTILITY AND RAILROAD COORDINATION OFFICER, DISTRICT 7 Oversaw regulatory compliance for major projects on 1-10, 1-405, and 1-5 in coordination with project Design and CA Public Utilities Commission. LOCAL PROGRAMS COORDINATOR, REVIEW APPRAISER—DISTRICT 7 Led ROW Local Programs Coordinator, liaison to HQ and FHWA. Responsible for providing guidance, training and oversight to 125+ local agencies in the performance and delivery of all project right of way activities in a compliant and accountable manner.Approved all ROW Certification Levels 1 and 2;recommended to HQand FHWAfor concurrence on ROW Certification Levels 3 and 3W as required under Title 23 CFR 635.309 APPRAISAL MANAGER,SOUTHERN RIGHT OF WAY REGION (DISTRICTS 7,8 AND 12) Lead Appraiser, Review Appraiser and team leader in compliant and successful delivery of appraisal work-products for all 3 districts, including the 1-5 through Santa Ana,Anaheim and Buena Park,and the 60/91/215 Interchange project in District 8. OVERSIGHT MANAGER,CALTRANS DISTRICT 12 Led right of way services for the Toll Road Project and for widening projects on 1-5, 1-405, and SR-55, SR 57 and 91 and Toll Roads(SRs 73, 241 and, 261). 4 Exhibit B PARAGON A C L 5 C O M P A N Y BILL TANNER SENIOR ACQUISITION AGENT Bill Tanner is a motivated professional with over 18 years of experience in increasing revenue across multiple industries. Formerly a principal broker and project manager/developer for a key construction firm in the Sacramento area, Bill is both a certified California general contractor and a licensed California real estate broker. He has extensive experience managing real estate agents, determining value via market analyses, negotiating contracts between buyers and sellers, and educating clients on regulatory policy and real estate strategy and practices. RELATED EXPERIENCE EDUCATION SACRAMENTO AREA FLOOD CONTROL AGENCY(SAFCA) I SACRAMENTO RIVER EAST B.A., Business Management,Utah Valley University LEVEE AND NORTH SACRAMENTO STREAMS LEVEE IMPROVEMENT The SAFCA project will benefit Sacramento through addressing embankment and foundation CERTIFICATIONS& stability due to erosion, resulting in a reduced flood risk, improved maintenance efficiency, LICENSES and the minimization of State liability. Paragon is currently assisting SAFCA in the provision Licensed California Real of right of way appraisal and acquisition services. Bill is serving as senior acquisition agent Estate Broker No. 1431004 for the project. His specialized talent of working well with people has helped to protect the California General project timeline. Contractor's License, CITY OF ROSEVILLE I DRY CREEK GREENWAY EAST TRAIL PROJECT Classifications A& B, No. 833292 The Greenway East Trail will create approximately 4.25 miles of paved, off-street trail along Dry, Cirby, and Linda Creeks that will provide the community a place for bicycling, walking, PROFESSIONAL running, and dog walking. Paragon will be providing right of way services for 22 affected AFFILIATIONS parcels.As senior acquisition agent, Bill is providing acquisition services for the project. International Right of Way Association (IRWA), Member SAN JOAQUIN REGIONAL RAIL COMMISSION (SJRRC) I VALLEY RAIL SACRAMENTO EXTENSION PROJECT Bill is a Senior Acquisition Agent in providing turnkey right of way services for the following capital improvement projects: Lodi Station Project, Natomas/Sacramento Airport Station & Layover Project, Manteca Transit Center Platform Project, Ceres Station Project, Valley, and Madera Station Relocation Project. Each location is a proposed station to help enhance commuter and intercity rail service. Bill is providing acquisition and effective negotiation support for projects, contributing to the avoidance of condemnation proceedings. CITY OF WHEATLAND I SOUTH YUBA REGIONAL SEWER DESIGN PROJECT The City of Wheatland is planning the construction of new pipelines and pump stations to convey its wastewater into a new regional sewer system serving South Yuba County. The City's new sewer infrastructure would connect to new OPUD trunk sewers near South Beale Rd and SR 65. Paragon is providing comprehensive right of services for the project, including appraisal,title and escrow,acquisition/negotiation, railroad negotiation,etc. Bill is serving as senior acquisition agent for the project. KINGS COUNTY I HIGHWAY SAFETY IMPROVEMENT PROGRAM, ROUNDABOUT Bill isthe lead acquisition agentforthe proposed Highway Safety Improvement Program(HSIP) funded project. He works directly with property owners and local farmers to coordinate and facilitate the acquisition of properties necessary for the project. PULTE GROUP I WINCHESTER RANCH MOBILE HOME RELOCATIONS,SAN JOSE 5 Exhibit B PAGE 2 1 BILL TANNER PARAGON A C L S C O M P A N Y Winchester Ranch is a mobile home park community reserved for older residents. Pulte Homes purchased the property with plans to redevelop it into a 2-acre public park and 687 units of luxury housing. Pulte has agreed to allow the current residents to stay on the property in new condominiums at current rental rates. Paragon provided both temporary and permanent relocation assistance to the residents on behalf of Pulte Homes. Bill was involved in the provision of relocation assistance for the project. CITY OF KINGSBURG I MADSEN AVENUE BIKE AND PEDESTRIAN TRAIL The City of Kingsburg planned to create a paved off street trail through the suburbs of Kingsburg. Paragon provided right of way partial acquisition for parcels required for the project. As an acquisition agent, Bill, worked directly with property owners to facilitate the efficient and timely completion of the project. PREVIOUS EXPERIENCE WESTERN SINGLE PLY I SALES/GENERAL MANAGER BLACKROCK REALTY, LLC I PRINCIPAL BROKER TANNER INDUSTRIES, INC. I PRINCIPAL BROKER/PROJECT MANAGER/DEVELOPER 6 Exhibit B PARAGON PARTNERS BENJAMIN NEIGHBORS Senior Right of Way Agent Benjamin Neighbors is a highly skilled and accomplished Senior Right of Way Agent who has both managed and provided acquisition and relocation assistance services to private developers and public agencies in Northern California. Benjamin's exceptional communication skills allow him to effectively convey complex information to stakeholders, ensuring transparency and understanding throughout the negotiation process. His ability to establish and maintain strong working relationships with landowners, government agencies, and other key stakeholders has been instrumental in securing necessary rights and easements. Benjamin thrives in challenging situations and consistently develops innovative solutions to overcome obstacles. His keen analytical mind and ability to think EDUCATION outside the box have proven instrumental in resolving complex right of way issues while minimizing project delays and costs. • Bachelor of Arts, Business Administration, Purdue RELEVANT EXPERIENCE University FISH SPRINGS SOLAR,PYRAMID LAKE,NEVADA CERTIFICATIONS& Benjamin provided site selection and land acquisition services for the 300 MW solar PV LICENSES project near Pyramid Lake, NV. • California Real Estate FLY AWAY SOLAR FARM,SAN JOAQUIN COUNTY,CA Salesperson License No. Benjamin provided right of way services for the 5.3MW ground mount solar energy 01991947 system at the County's Foothill Landfill. He performed prospecting, title review, site assessment and acquisition services. HIGHWAY 70 WIDENING PROJECT,CALTRANS The widening of Highway 70 from Marysville to the Yuba County line provides five additional lanes.Benjamin acquired partial and full acquisitions,as well as permanent and temporary construction easements from private property owners. The acquisitions and easements were required for access to construct driveways and sidewalks, install traffic signals, intersection improvements, complete utility relocation and provide drainage improvements. He also performed relocation assistance for homeowners, tenants and businesses. Relocation assistance included housing studies, delivering notices, providing move coordination, performing vacancy inspections and managing claim processing and payments. YUBA COUNTY PUBLIC WORKS DEPARTMENT,JACK SLOUGH BRIDGE REPLACEMENT PROJECT Benjamin provided acquisition services for the replacement of the existing bridge along Iowa City Road over Jack Slough. Under the federal-aid Highway Bridge Program administered by the FHWA through CalTrans Local Assistance, the two-lane bridge was determined to be structurally deficient. Benjamin acquired property rights needed for the project, including permanent right of way as well as temporary construction easements for the new bridge and a temporary detour road. HIGHWAY 50 EXPANSION PROJECT, CALTRANS Benjamin acquired right of way for permanent easements required to build new soundwalls and construct drainage improvements. The project was funded by State Highway Operations and Protection Program's Roadway Rehabilitation Program, Exhibit B PARAGON PARTNERS Solutions for Congested Corridors Program Senate Bill 1 and the Road Repair and Accountability Act of 2017, and the City of Sacramento's Measure A Transportation Sales Tax Program managed by the Sacramento Transportation Authority (STA). Benjamin also worked with Caltrans and the County to relocate unhoused from homeless encampments that were impacted as a result of the expansion of an off ramp. Benjamin performed replacement housing studies, prepared relocation claims and provided relocation advisory services. FEATHER RIVER SETBACK LEVEE, SUTTER BUTTE FLOOD CONTROL AND SUTTER COUNTY LEVEE DISTRICT The project included construction of the 3,400-foot long Setback Levee at Star Bend to provide 200 year flood protection to the surrounding urban areas. The project converted 45 acres of land on the river side of the setback levee to riparian habitat. Benjamin managed a team of eight agents to acquire permanent and temporary construction easements from property owners across over 66 acres for the protection corridor, riparian habitat and new levee construction. CALIFORNIA DEPARTMENT OF FISH AND WILDLIFE I Senior Land Agent Specialist As Senior Land Agent Specialist,Benjamin performed conservation property review for investment and mitigation purposes. Benjamin managed a team and provided review, personable assistance and negotiations with property proponents, consultants, government, and attorneys. Benjamin was instrumental in implementing new management software and creating a complex template for consistent and efficient visual inspections of proposed properties. TERRACONI Project Manager Benjamin successfully created a new service line for the international consultant agency's Sacramento office to perform right-of-way services. He formed the right of way department to provide acquisition services for public and private clients. His local experience and project management skills allowed him to deliver projects within the allotted timeline and budget. BERKSHIRE HATHAWAY I Manager As an Agent for the Berkshire Hathaway Yuba City office, Benjamin gained extensive experience in acquiring property rights for infrastructure projects and negotiating with property owners. He worked with Caltrans to provide acquisition and relocation assistance for local projects following the Uniform Act and Caltrans Local Procedures Manual. YUBA RIVER FARMS1 Director of Land Acquisition & Management Benjamin supervised a team of 12 professionals to complete complex real estate transactions and secure entitlements for projects in Marysville. s Exhibit B PARAGON A C L 5 C O M P A N Y _ SIRENA SOSA ACQUISITION/RELOCATION AGENT Sirena Sosa is a knowledgeable real estate expert specializing in right of way,agricultural,and commercial property acquisitions and relocations. Ms. Sosa holds a California Real Estate Brokers License and is a certified Notary Public. She has over 8 years of real estate broker experience and her on-the-job training has been supplemented by attending specialized professional level courses offered through the IRWA,Caltrans,and FHWA.Having grown up in Fresno and lived and worked in the Central Valley, Ms.Sosa is highly familiar with the Central Valley region and is able to relate to residential,commercial and agricultural property owners and businesses. EDUCATION RELATED EXPERIENCE B.A., Real Estate, University CALIFORNIA HIGH SPEED RAIL AUTHORITY I RIGHT OF WAY ACQUISITION SERVICES of Arizona (in process) Ms. Sosa provides acquisition services for the project throughout the central valley. Paragon A.A.,Agribusiness, Fresno is providing a full range of right of way services including administration, right of way City College acquisition, relocation and other related services. CERTIFICATIONS& CITY OF FRESNO I ON CALL ACQUISITION AND RELOCATION SUPPORT I RIGHT OF LICENSES WAY ASSOCIATE/RELOCATION ADVISOR As Right of Way Associate/Relocation Advisor, Ms. Sosa provided acquisition support and California Real Estate Broker relocation assistance to several city projects which included:Jensen Avenue Overlay Project, License No.01995089 Browning and Barstow Signalization Project and the Blackstone and McKinley Project. She provided translation services for statwide public development and infrastructure projects. California Certified Notary Public She prepared all documentation and notices in Spanish,complying with the Uniform Act,and communicated with property owners,and commercial,agricultural and residential tenants. CITY OF TURLOCK I TAYLOR ROAD AND WALNUT ROAD INTERSECTION IMPROVMENTS PROJECT The signalization of Taylor Road and Walnut Road required one parcel acquisition.The project is federally funded and the right of way services were in compliance with standard industry appraisal requirements,as well as federal acquisition requirements as outlined in 49 CFR Part 24 and the Caltrans Right of Way Manual. CITY OF MERCED I BEECHWOOD INFILL PROJECT Ms. Sosa provided relocation services for the City of Merced. The city had several infill projects on vacant city-owned parcels and partnered with developers to construct affordable housing for city residents. Ms. Sosa provided residential relocation assistance and advisory assistance for these projects. CITY OF SANTA BARBARA I LOWER MISSION CREEK FLOOD CONTROL PROJECT Ms. Sosa provided relocation assistance for this joint project of the Santa Barbara County Flood Control, and Water Conservation District and the City of Santa Barbara. The 1.3 mile project widens the creek Channel to increase flood flow capacity in order to reduce flooding and property damage. VENTURA COUNTY HOUSING AUTHORITY I WESTVIEW VILLAGE II &III Westview Village is the first public housing property to be constructed in the City of Ventura. The plan for Westview Village called for the demolition of the public housing complex built in 1952 and the construction of new apartments,which began in 2017.The demolition displaced 72 families. Ms. Sosa provided temporary relocation assistance to 72 families displaced due to the demolition. 9 Exhibit B PARAGON A CLS COMPANY COLIN VALLES ACQUISITION AGENT Colin Valles has over 6 years of experience on a wide variety of projects in the public and private sectors.A licensed California real estate agent, he is skilled in obtaining the rights for public and private properties. Mr. Valles is detail oriented, with strong QA/QC skills, and is often called upon to review acquisition documents. He specializes in working with property owners to advance the progress on projects. Mr. Valles is proficient in Uniform Act and Caltrans regulations. His assignments often include: managing schedules; preparing reports and offer packages; coordinating with appraisers, lenders, attorneys, and title and escrow agents; negotiating with tenants and property owners; researching market conditions and comparables; notarizing easements as a commissioned Notary; and providing high-quality 6 YEARS OF EXPERIENCE relocation advisory services. EDUCATION RELATED EXPERIENCE B.S., Urban Planning,Arizona CITY OF ROSEVILLE I DRY CREEK GREENWAY EAST TRAIL PROJECT PHASE II State University Paragon is providing right of way services to the City for construction of the trail project. Mr. CERTIFICATIONS& Valles is coordinating the notices to property owners, right of way exhibits, and appraisal LICENSES reports. He is also preparing status report updates for the city to review discussions and Licensed California Real negotiation progress with property owners. Estate Salesperson No. FEDERAL BUREAU OF RECLAMATION I SAN JOAQUIN RIVER RESTORATION PROGRAM 02160823 The San Joaquin River Restoration Program is a comprehensive, long-term effort to restore Public Notary,California flows to the San Joaquin River from Friant Dam to the confluence of Merced River and to restore a self-sustaining Chinook salmon fishery in the river while reducing or avoiding adverse ASSOCIATIONS water supply impacts from restoration flows.As project coordinator, Mr.Valles is responsible International Right of Way for scheduling meetings, preparing meeting minutes,maintaining and updating the Microsoft Association, Member Teams channels,and assisting with the development of the land rights acquisition plan. CITY OF WHEATLAND I SOUTH YUBA REGIONAL SEWER DESIGN PROJECT Provided project support for the right of way route analysis including obtaining right of entry permits from property owners for feasibility testing (survey and environmental) on their properties to determine selected route by engineering design team and city. Coordinating obtaining title reports, prepartion of plat maps and legal descriptions and appraisal reports. Assisting team in obtaining required interests of 22 properties for pump stations, laydown areas and pipeline alignment. CITY OF PALMDALE I SR-138 WIDENING PROJECT The California Department of Transportation, District 7, in cooperation with the City of Palmdale proposes to widen both Palmdale Boulevard (SR-138) and Sierra Highway from two lanes to three lanes in each direction. As project coordinator, Mr. Valles is responsible for preparing offer packages, quality control of plats and legal descriptions, coordinating meetings with property owners, and contacting property owners for follow up. CITY OF LAKE FOREST I BAKE PARKWAY AT TRABUCO ROAD/IRVINE BOULEVARD Paragon will perform right of way appraisal and acquisition services for a single property take along Bake Parkway from SCE ownership. Mr.Valles serves as project coordinator. CITY OF LAKE FOREST I EL TORO RD AT PORTOLA PARKWAY As project coordinator,Mr.Valles is centrally involved in Paragon's work obtaining preliminary title reports, coordinating appraisal reports, preparing offer packages and documents necessary for acquisition,and assisting in moving escrow towards file closure. 10 SANTOLUCITO DORE Exhibit GROUP, INC. REAL ESTATE SERVICES CHRISTINE S. SANTOLUCITO, • ll Railroad Canyon Road, Suite 100-L, Canyon • ' ll x 101 Christie is the President of the Santolucito Dore Group. In this role, EDUCATION Christie directs all valuation assignments and is responsible for the Bachelor of Arts, Business Administration and Leadership day to day operations of the business. She is the lead appraiser Concordia University, Irvine, CA and works closely with her partner, Lance W. Dore, MAI, FRICS, Cum Laude Graduate,2006 and team of appraisers on complex appraisal assignments. (GPA of 4.0 at Concordia) Christie is a Certified General Real Estate Appraiser who holds the LICENSES Right of Way Appraisal Certification R/W-AC through the IRWA. Certified General RE Appraiser g Y pp ( ) g State of California She is a Candidate for Designation through the Appraisal Institute Certificate No.AG043715 (expected 2022). Christie has performed hundreds of full and partial Expires 2/14/2024 acquisition appraisals and appraisal reviews for right of way projects Real Estate Salesperson for public agency clients and fee simple and leased fee valuations State of California License No.01820326 for private clients and financial institutions. Property types appraised Expires: 12/29/2023(Broker and/or reviewed include single- and multi-tenant office buildings, License expected 2022) industrial properties, research and development buildings, retail properties, auto-related properties, mixed-use properties, single- PROFESSIONAL and multi-family residential properties, special-use properties, open MEMBERSHIPS ace/environmental) sensitive land, agricultural land, and other Member, International Right of s p Y g Way Association(Chapter 57 types of vacant land. 2018/19 President) Christie is also a California Licensed Real Estate Salesperson and Candidate for Designation, CCAI is current) pursuing her Brokers license (expected 2022 . Christie Appraisal Institute(Member) Y p g ( p ) IEMTS Committee Member) has been involved with various real estate tasks/transactions for multiple public and private entities, including BNSF and UPRR. INDUSTRY TENURE Her previous experience includes more than eight years of office 16 Years management in various capacities including management of a commercial appraisal firm, prior to owning and operating SD Group. PROJECT San Bernardino County Transportation Authority (SBCTA) as a sub to Overland Pacific & Cutler, LLC, Epic Land Solutions, Inc., and Bender Rosenthal, Inc., West Valley Connector Project, San Bernardino County, CA. Christie and her team appraised 45 properties and reviewed 19 appraisals within segments 1, 2, and 4 for this road widening transit project. Property types includes multi-family residential, mixed-use, commercial, and industrial properties subject to proposed partial acquisitions. OCTA as a sub to Epic Land Solutions, Inc., SR-55 Widening Project, Orange County, CA. Christie and her team provided appraisals of two high-profile properties subject to complex partial acquisitions. An additional appraisal of a partial acquisition within an existing street was made. Eastern Municipal Water District (EMWD), On-Call Appraisal Contract, Riverside County, CA. Appraiser. Christie and her team provide appraisals for various projects on an on-call basis including an appraisal of a landlocked residential parcel next to an EMWD facility for full fee acquisition, residential subdivision land subject to partial acquisition for a water line easement for the Dunlap Drive Project, two appraisals of vacant multi-family land, one being subject to full acquisition and the other subject to partial acquisition of a sewer easement and temporary 1 1 SANTOLUCITO DORE Exhibit GROUP, INC. REAL ESTATE SERVICES construction easement for the Sky Canyon Sewer Project, and two appraisals of vacant medium-to-high density residential acreage properties subject to partial acquisition for sewer and access easements for the Pala Lift Station Project. County of San Bernardino / SBCTA, 1-10 / Cedar Avenue Interchange Project, Bloomington, CA. Appraiser. Christie and her team completed 29 appraisals of single-family, commercial, and industrial property subject to partial acquisition for this interchange project. City of San Jacinto as a sub to Overland Pacific & Cutler, LLC & Best, Best & Krieger LLP, San Jacinto, CA. Appraiser. Christie and her team completed eight appraisals of parcel impacted by the Esplanade Widening Project and two parcels impacted by the Shaver Street Signalization Project. These projects posed unique valuation challenges, since the majority of parcels slated for proposed acquisition were subject to dedication requirements. SBCTA as a sub to Overland Pacific & Cutler, LLC, 1-10 Corridor Express Lanes Project, County of San Bernardino, CA. Christie and her team appraised 50+ properties impacted by construction packages 1, 2, and 4. Property types include single-family and multi-family residential properties for proposed partial acquisitions associated with this fast-paced design- build project. City of Riverside, Various Assignments, Riverside, CA. Appraiser. Christie and her team have appraised multiple residential and commercial surplus properties for disposition as well as a business park zoned property for partial acquisition of a transmission line easement. City of Menifee, Fire Stations, Menifee, CA. Appraiser. Christie and her team provided and appraisal of a vacant commercial parcel for voluntary acquisition for the construction of a City maintenance building and appraisals of 5 fire stations and the future City Hall site for internal asset valuation and auditing purposes. Riverside County Flood Control and Water Conservation District (RCFCWCD), Riverside County, CA. Appraiser. Christie and her team provided three appraisals of industrial and commercial land subject to partial acquisition of storm drain easements for the Wildomar MDP Lateral C, Stage 3 Project and two appraisals of vacant multi-family residential land and open space land subject to partial acquisition of underground storm drain easements for the Palm Springs MDP Line 4, Stage 4 Project. City of Pomona, Various Assignments, Pomona, CA. Appraiser. Christie provided appraisals of various property types including vacant land, parking lots, and commercial buildings for potential acquisition or disposition purposes. SBCTA as a sub to HDR, Inc., Redlands Passenger Rail Project (RPRP), San Bernardino and Redlands, CA. Appraiser. Christie and her team completed multiple appraisals of commercial and industrial property subject to partial acquisition as part of this 9-mile passenger rail project. During her tenure at HDR, Christie was part of the pre-acquisition planning stages for the RPRP and provided capital cost estimates for various alternatives. In addition to the RPRP project, Christie provided appraisals of 24 parcels and review of 54 appraisals for the E Street Corridor BRT Project, 8 appraisals reviews for the San Bernardino Passenger Rail Project, and 4 reviews for the San Bernardino Transit Center Project — all of which were interrelated projects. California High Speed Rail Authority (CHSRA) as a sub to Continental Field Service, California High Speed Rail Project, Central Valley, CA. Review Appraiser. Christie is reviewing appraisals for this large-scale project. Property types include agricultural, residential, commercial, and industrial properties primarily impacted by complex partial acquisitions. 2 2 SANTOLUCITO DORE Exhibit GROUP, INC. REAL ESTATE SERVICES 31600 I • . • Canyon Road, I I-L, Canyon Lake, CA 92587 1 • ll x 102 • • • • . I Lance is the Vice-President of the Santolucito Dore Group. In this EDUCATION role he is responsible for the co-management of the business Bachelor of Science, Real Estate—Minor English—San operations. He works closely with his partner, Christie Santolucito Diego State University R/W-AC, on complex appraisal assignments. LICENSES Lance is a Certified General Real Estate Appraiser who holds the Certified General RE Appraiser MAI designation through the Appraisal Institute. He also holds the State of California Fellow of Royal Institute of Chartered Surveyors). Lance Certificate 1/ AG002464 FRICS yExpires 10/ 2020 has performed hundreds of full and partial acquisition appraisals and appraised and reviewed thousands of real estate projects in Real Estate Broker State of California Western United States, with specialize assignments in Mexico, License No.00976180 Japan, Russia, and the Caribbean Islands. The appraisals have Expires: 12/16/2020(Broker) been predominately for public agency clients and fee simple and PROFESSIONAL leased fee valuations for private clients and financial institutions. MEMBERSHIPS Property types appraised and/or reviewed include single- and multi- Member—Appraisal Institute tenant office buildings, industrial properties, research and Member—IRWA development buildings, retail properties, auto-related properties, Member—Royal Institute of mixed-use properties, single- and multi-family residential properties, Chartered Surveyors(RIGS) special-use properties, open space/environmentally sensitive land, INDUSTRY agricultural land, and other types of vacant land. TENURE 36 Years Lance is also a California Licensed Real Estate Broker and published "The Secret of Real Estate Revealed" a real estate primer. Additional published articles in The Wall Street Journal, Appraisal Institute Journal and Energy Central. He has had executive level management for over 20 years in international real estate firms included Cushman & Wakefield and Colliers International. PROJECT Overland Pacific & Cutler, LLC / San Bernardino County Transportation Authority, 1-10 Corridor Express Lanes Project, County of San Bernardino, CA. Appraisals for 50 single- family and multi-family properties for proposed partial acquisitions associated with this fast- paced design-build project. County of Riverside, Iowa Avenue Grade Separation, Riverside, CA. Lance provided appraisals for six larger parcels. Interests appraised were full and partial acquisitions, surface and subsurface easements, and temporary construction easements. Lance has worked on multiple other appraisal assignments with the County. City of San Diego, Multiple Assignments/Projects. Lance prepared appraisals to determine the Value in Use of multiple properties owned by the City of San Diego. Properties included three libraries and police headquarters. Subsequent appraisals were prepared to assist the City in evaluating the potential for collateral ization and internal consultation to determine the market value of the ground lease for two hotels on City property, The Lodge at Torrey Pines and the Hilton Spa and Resort Mission Bay. All appraisals were completed for bond indebtedness. 1 3 Exhibit C Rowland Valuation Right of Way/Eminent Domain Appraisal Services (Serving Northern California) 1239 S.Highland Avenue,Ripon, CA (209) 645-2341,mlockard.val(d�zmail.com www.rowlandvaluation.com Michael E. Lockard, MAI, R/W-AC Industry experience since 1992 Current Responsibilities Michael E. Lockard started RowLand Valuation, in 2011, with 20 years of prior commercial real estate and Right of Way/Eminent Domain valuation experience. Mr. Lockard specializes in regulatory compliant, full and partial acquisition appraisal and review assignments for public improvement projects. Based on over 300 completed appraisals for public agencies and owners, Michael has the skills and knowledge to provide reliable judgments for unique acquisition scenarios. Prior Experience Michael E. Lockard joined Associated Right of Way Services, Inc., in 2006, to perform appraisals for full and partial acquisitions assignments on improved and unimproved properties for public improvement projects. The scope of his work included commercial, industrial, multi-family, and single family residential properties for local and state transportation projects, pipelines, sewer, flood control, and various local and regional public facilities. Work for public agencies was performed in conformance with the Uniform Relocation Assistance and Real Property Acquisition Policies Act, Uniform Standards of Professional Appraisal Practice, California Department of Transportation (CALTRANS), and State and Federal guidelines. Prior to joining ARMS, Mr. Lockard was a Senior Real Estate Appraiser with CB Richard Ellis, Inc., where he appraised complex income producing properties: regional shopping centers; retail- related uses including movie theatres; industrial-related properties including high cube manufacturing and waterfront cold storage facilities; multi-family residential uses including rent restricted complexes; large mobile home parks; transitional land holdings; and speculative investment properties. Valuation of property rights included fee simple, leased fee, leasehold, and ground rent; appraisals were prepared primarily for lending or acquisition purposes. Mr. Lockard's experience includes an additional 8 years as Commercial Real Estate Appraiser for the Bank of Stockton and Robert Ford & Associates, where he handled general and special use properties such as professional and medical offices; retail shopping centers; proposed office and industrial condominium projects; subdivisions; research & development, warehouse & distribution, and industrial manufacturing facilities; multi-family apartments; and agricultural lands. Additionally, Mr. Lockard performed valuations on restaurants, motels, theatres, churches, banks, mini-storage facilities, mobile home parks, service stations, fraternal lodges, food processing facilities, and agricultural packing, as well as mixed-use developments, and transitional residential and commercial land. Education California State University of San Diego, Bachelor of Science (Major: Real Estate, Minor: Economics) Mr. Lockard continues his education in matters of real property appraisal, acquisition, relocation, engineering, and law through the Appraisal Institute, the International Right of Way Association, and other professional organizations to broaden his scope of knowledge and provide higher levels of service. Designation, Certifications, and License MAI, Designated Member, Appraisal Institute 4 Exhibit C Rowland Valuation Right of Way Appraisal Services Michael E. Lockard, MAI, R/W-AC Industry experience since 1992 Designation, Certifications, and License MAI, Designated Member, Appraisal Institute R/W-AC, Right of Way Appraisal Certified, International Right of Way Association Certified General Real Estate Appraiser, State of California, #AG011733 (Expires 8-2-2017) DBE, California Department of Transportation (Firm ID#41986) Appraisal Institute (AI) Leadership 2016 President, Executive Officer, Northern California Chapter, Appraisal Institute 2013-2016 Board of Directors, Northern California Chapter, Appraisal Institute 2015-2016 Regional Representative, Northern California Chapter, Appraisal Institute Finance Chair, Northern California Chapter, Appraisal Institute Past Chair of Central Valley Sierra Branch, Appraisal Institute Past Chair of Central Valley Spring Conference, Appraisal Institute Mr. Lockard has served as conference chair and moderator for Appraisal Institute educational offerings concerning Right of Way/Eminent Domain, Conservation Easements, and Commercial Real Estate topics. Related Course Work: i. The Appraisal Institute Condemnation Appraising: Principles & Applications; Uniform Appraisal Standards for Federal Land Acquisitions; Estimating Loss in Value; The Appraiser as an Expert Witness (Preparation and Testimony); Litigation Appraising (Specialized Topics); Appraising the Appraisal (Appraisal Review- General); Conservation Easement; Advanced Applications; Advanced Cost & Sales Comparison Approaches; Advanced Capitalization; Highest & Best Use Analysis; Basic Income Capitalization; Report Writing & Valuation Analysis; Basic Valuation Procedures; Residential Case Studies; Uniform Standards of Professional Practice; Special Purpose Properties; Subdivision Valuation; Arbitration; Attacking and Defending an Appraisal in Litigation; Conservation and Historic Preservation Easements; Wetlands; Waterways; and Unusual Land Valuation Issues; Green Building Valuation; Appraising Partial Interests; Vineyard Valuation; Hypothetical Conditions and Extraordinary Assumptions; and Farmland Mitigation & Preservation/Conservation Easements. ii. IRWA Easement Valuation; The Appraisal of Partial Acquisitions; Reviewing Appraisals in Eminent Domain; Corridor Valuation; Principles of Real Estate Appraisal; Principles of Land Acquisition; Alternative Dispute Resolution; Computing Replacement Housing Payments; and, Ethics and the Right of Way Profession. iii. Federal Highway Administration (FHWA) Real Estate Acquisition Under the Uniform Act: An Overview iv. College (California State University, San Diego) Bachelor in Science (Real Estate); Law of Real Property; Urban Planning; Land Markets & Real Estate Analysis; Real Estate Investment Analysis; Theory of Real Property Valuation; Real Estate Finance; Geography of Cities; and, Real Estate Principles. 5 Exhibit C 0 0 0 13 0 SCOTT APPRAISAL CO. QUALIFICATIONS OF SCOTT E. RURIK, MAI SCOTT RURIK began appraising real estate in 1983, in Fresno, California. He is an independent real estate appraiser, holding the Appraisal Institute's MAI designation, and General Certified by California's Bureau of Real Estate Appraisers. PROFESSIONAL ORGANIZATIONS: The Appraisal Institute: Designations MAI - Member, Appraisal Institute,No. 8395 Activities President, Central California Chapter of the Appraisal Institute, 1998 Experience Review Committee, Central California Chapter Experience Review Committee,Northern California Chapter Chairman, Education Committee, Central California Chapter Board of Directors, Central California Chapter Office of Real Estate Appraisers - State of California: Certified General Real Estate Appraiser,No. AGO03379 Assessment Appeals Board—County of Fresno: EDUCATION: University of the Pacific, Stockton, California BS - Bachelor of Science, Business Administration, 1983 The Appraisal Institute: Real Estate Appraisal Principles Basic Valuation Procedures Capitalization Theory and Techniques Parts A & B Case Studies in Real Estate Valuation Valuation Analysis and Report Writing Standards of Professional Practice International Right of Way Association: Property Descriptions Easement Valuation COURT EXPERIENCE: (Qualified as an Expert Witness): Fresno County Superior Court Tulare County Superior Court Contra Costa County Superior Court 6 Exhibit C 0 0 0 13 0 SCOTT APPRAISAL CO. PROPERTY TYPES APPRAISED (Partial List): Apartments Schools Retail Properties Houses of Worship Office Buildings Banks Shopping Centers Mini-Storage Warehouses Warehouse and Light Industrial Easement Valuation Restaurants Vacant Land APPRAISAL EXPERIENCE(Partial List of Clients): United States Department of Justice Symetra Life Insurance Company United States Bureau of Reclamation Protective Life Insurance Company Federal Aviation Administration Lafayette Life Insurance Company Federal Bureau of Prisons Indianapolis Life Insurance Company Internal Revenue Service California Community Reinvestment Corp. University of California Fresno Community Development Corp. Fresno Pacific University Bank of America City of Fresno Wells Fargo Bank City of Clovis MUFG Union Bank City of Corcoran Tri Counties Bank County of Fresno Premier Valley Bank Redevelopment Agency of City of Fresno Heartland Financial Redevelopment Agency of City of Clovis California Bank and Trust Redevelopment Agency of City of Tulare CitiBank Redevelopment Agency of City of Merced JP Morgan Chase Bank Fresno Unified School District Bank of the West Clovis Unified School District Westamerica Bank Sierra Unified School District Fremont Bank Golden Valley Unified School District Hanmi Bank Fresno Christian Schools Fresno First Bank Pacific Gas and Electric Company Oak Valley Community Bank Westlands Water District Comerica Bank& Trust Marriott Corporation City National Bank American Baptist General Conference US Bank Federal Home Loan Mortgage Corporation State Bank of India Federal National Mortgage Association Sovereign Bank of New England Federal Deposit Insurance Corporation KeyBank Hume Lake Christian Camps Live Oak Bank Church of Jesus Christ Latter-Day-Saints California International Bank International Church of the Foursquare Bank of the Orient Self-Help Enterprises Luther Burbank Savings Habitat for Humanity Citizens Business Bank Fresno Rescue Mission Access Plus Capital Sierra Foothill Conservancy US Small Business Administration United Health Centers Fresno-Madera Farm Credit Numerous Attorneys, Developers, CPA's, and Private Parties Exhibit C Rowland Valuation Right of Way/Eminent Domain Appraisal Services (Serving Northern California) 1239 S.Highland Avenue,Ripon, CA (209) 645-2341,mlockard.val(d�zmail.com www.rowlandvaluation.com Michael E. Lockard, MAI, R/W-AC Industry experience since 1992 Current Responsibilities Michael E. Lockard started RowLand Valuation, in 2011, with 20 years of prior commercial real estate and Right of Way/Eminent Domain valuation experience. Mr. Lockard specializes in regulatory compliant, full and partial acquisition appraisal and review assignments for public improvement projects. Based on over 300 completed appraisals for public agencies and owners, Michael has the skills and knowledge to provide reliable judgments for unique acquisition scenarios. Prior Experience Michael E. Lockard joined Associated Right of Way Services, Inc., in 2006, to perform appraisals for full and partial acquisitions assignments on improved and unimproved properties for public improvement projects. The scope of his work included commercial, industrial, multi-family, and single family residential properties for local and state transportation projects, pipelines, sewer, flood control, and various local and regional public facilities. Work for public agencies was performed in conformance with the Uniform Relocation Assistance and Real Property Acquisition Policies Act, Uniform Standards of Professional Appraisal Practice, California Department of Transportation (CALTRANS), and State and Federal guidelines. Prior to joining ARMS, Mr. Lockard was a Senior Real Estate Appraiser with CB Richard Ellis, Inc., where he appraised complex income producing properties: regional shopping centers; retail- related uses including movie theatres; industrial-related properties including high cube manufacturing and waterfront cold storage facilities; multi-family residential uses including rent restricted complexes; large mobile home parks; transitional land holdings; and speculative investment properties. Valuation of property rights included fee simple, leased fee, leasehold, and ground rent; appraisals were prepared primarily for lending or acquisition purposes. Mr. Lockard's experience includes an additional 8 years as Commercial Real Estate Appraiser for the Bank of Stockton and Robert Ford & Associates, where he handled general and special use properties such as professional and medical offices; retail shopping centers; proposed office and industrial condominium projects; subdivisions; research & development, warehouse & distribution, and industrial manufacturing facilities; multi-family apartments; and agricultural lands. Additionally, Mr. Lockard performed valuations on restaurants, motels, theatres, churches, banks, mini-storage facilities, mobile home parks, service stations, fraternal lodges, food processing facilities, and agricultural packing, as well as mixed-use developments, and transitional residential and commercial land. Education California State University of San Diego, Bachelor of Science (Major: Real Estate, Minor: Economics) Mr. Lockard continues his education in matters of real property appraisal, acquisition, relocation, engineering, and law through the Appraisal Institute, the International Right of Way Association, and other professional organizations to broaden his scope of knowledge and provide higher levels of service. Designation, Certifications, and License MAI, Designated Member, Appraisal Institute 8 Exhibit C Rowland Valuation Right of Way Appraisal Services Michael E. Lockard, MAI, R/W-AC Industry experience since 1992 Designation, Certifications, and License MAI, Designated Member, Appraisal Institute R/W-AC, Right of Way Appraisal Certified, International Right of Way Association Certified General Real Estate Appraiser, State of California, #AG011733 (Expires 8-2-2017) DBE, California Department of Transportation (Firm ID#41986) Appraisal Institute (AI) Leadership 2016 President, Executive Officer, Northern California Chapter, Appraisal Institute 2013-2016 Board of Directors, Northern California Chapter, Appraisal Institute 2015-2016 Regional Representative, Northern California Chapter, Appraisal Institute Finance Chair, Northern California Chapter, Appraisal Institute Past Chair of Central Valley Sierra Branch, Appraisal Institute Past Chair of Central Valley Spring Conference, Appraisal Institute Mr. Lockard has served as conference chair and moderator for Appraisal Institute educational offerings concerning Right of Way/Eminent Domain, Conservation Easements, and Commercial Real Estate topics. Related Course Work: i. The Appraisal Institute Condemnation Appraising: Principles & Applications; Uniform Appraisal Standards for Federal Land Acquisitions; Estimating Loss in Value; The Appraiser as an Expert Witness (Preparation and Testimony); Litigation Appraising (Specialized Topics); Appraising the Appraisal (Appraisal Review- General); Conservation Easement; Advanced Applications; Advanced Cost & Sales Comparison Approaches; Advanced Capitalization; Highest & Best Use Analysis; Basic Income Capitalization; Report Writing & Valuation Analysis; Basic Valuation Procedures; Residential Case Studies; Uniform Standards of Professional Practice; Special Purpose Properties; Subdivision Valuation; Arbitration; Attacking and Defending an Appraisal in Litigation; Conservation and Historic Preservation Easements; Wetlands; Waterways; and Unusual Land Valuation Issues; Green Building Valuation; Appraising Partial Interests; Vineyard Valuation; Hypothetical Conditions and Extraordinary Assumptions; and Farmland Mitigation & Preservation/Conservation Easements. ii. IRWA Easement Valuation; The Appraisal of Partial Acquisitions; Reviewing Appraisals in Eminent Domain; Corridor Valuation; Principles of Real Estate Appraisal; Principles of Land Acquisition; Alternative Dispute Resolution; Computing Replacement Housing Payments; and, Ethics and the Right of Way Profession. iii. Federal Highway Administration (FHWA) Real Estate Acquisition Under the Uniform Act: An Overview iv. College (California State University, San Diego) Bachelor in Science (Real Estate); Law of Real Property; Urban Planning; Land Markets & Real Estate Analysis; Real Estate Investment Analysis; Theory of Real Property Valuation; Real Estate Finance; Geography of Cities; and, Real Estate Principles. 9 Exhibit D PARAGON 1 2023 SCHEDULE OF FEES CLASSIFICATION HOURLY RATE PROJECT DIRECTOR/CORPORATE BROKER $225.00 SENIOR PROJECT MANAGER $195.00 PROJECT MANAGER $175.00 PRINCIPAL ACQUISITION AGENT $125.00 SENIOR ACQUISITION AGENT $105.00 ACQUISITION AGENT $90.00 RELOCATION MANAGER $165.00 PRINCIPAL RELOCATION AGENT $135.00 SENIOR RELOCATION AGENT $105.00 RELOCATION AGENT $90.00 TITLE MANAGER $150.00 TITLE SUPERVISOR $125.00 SENIOR TITLE AGENT $95.00 COMPLIANCE OFFICER $165.00 PROJECT CONTROLS SPECIALIST $85.00 PROJECT OR ESCROW COORDINATOR $85.00 GIS MANAGER/SENIOR ROW ENGINEER $135.00 GIS SPECIALIST $105.00 RIGHT OF WAY ENGINEERING TECHNICIAN $75.00 ADMINISTRATIVE SUPPORT $65.00 OFFICE CLERK $50.00 IT SUPPORT $125.00 DEPOSITIONS AND COURT TESTIMONY $250.00 DIRECT COPIES $0.15 each POSTAGE/FEDEX Cost REAL ESTATE DATA SERVICES Cost + 15% TELEPHONE/FAX Cost MILEAGE $0.655/mile* SUBCONSULTANTS Cost + 15% * Or current IRS allowable TERMS OF PAYMENT Net 30 days. Invoices will be submitted monthly. All rates are effective as of January 1, 2023. Rates may be revised annually on January 1 to reflect increases in the cost of living and current business conditions. Overtime for applicable labor classifications will be charged at 1.5 times the hourly rate in accordance with California law. 1 SA INC ITO � t ` GROUP.P, INC REAL ESTATE SERVICES SD GROUP FEE SCHEDULE AND HOURLY RATES Appraisals and appraisal reviews are typically bid on a lump sum per subject property or larger parcel basis, depending on the type of property and complexity of the appraisal problem, as well as economies of scale achieved when appraising or reviewing appraisals of multiple similar properties. Other types of appraisal services are typically billed on an hourly rate basis. SD Group's fee schedule is outlined below. This is not an all-inclusive schedule, as each property and project is unique and varies in the level of complexity. Real Estate Appraisal Fees: • Single Family Residences — $1,000 to $2,500+ per property • Traditional Commercial —$3,000 to $10,000+ per property • Agricultural Land — $3,000 to $10,000+ per property • Special Use Property—$5,000 to $20,000+ per property • Eminent Domain — $1,800+ for uncomplicated partial acquisitions of land only, $5,000+ for complete before and after appraisals with thorough damages analysis Real Estate Appraisal Review Fees: • Single Family Residences —$800 to $1,200+ per appraisal review • Traditional Commercial —$800 to $1,800+ per appraisal review • Agricultural Land — $1,000 to $2,500+ per appraisal review • Special Use Property— $1,500 to $5,000+ per appraisal review • Eminent Domain — $1000+ for appraisal reviews of uncomplicated partial acquisitions of land only, $2,000+ for complete before and after appraisals with thorough damages analysis Hourly Rates: • Christine S. Santolucito, R/W-AC (Principal)—$250 per hour for valuation and consultation • Lance W. Dore, MAI, FRICS (Principal) —$350 per hour for valuation and consultation • Christine S. Santolucito, R/W-AC (Principal) — $350 per hour for litigation support / depositions / court appearances • Lance W. Dore, MAI, FRICS (Principal)—$450 per hour for litigation support/depositions / court appearances • Senior Appraiser— $150 per hour for valuation and consultation • Appraiser- $100-125 per hour for valuation and consultation • Administrative/Research — $40-75 per hour for valuation support 2 Exhibit D APPRAISAL FEES HOURLY RATE CLASSIFICATION MICHAEL LOCKHARD, MAI $190.00 APPRAISAL SERVICES APPRAISAL REVIEW SERVICES $195.00 SCOTT RURICK, MAI $225.00 DEPOSITIONS AND COURT TESTIMONY $350.00 3 Exhibit E Exhibit E Insurance Requirements 1. Required Policies Without limiting the County's right to obtain indemnification from the Consultant or any third parties, Consultant, at its sole expense, shall maintain in full force and effect the following insurance policies throughout the term of this Agreement. (A) Commercial General Liability. Commercial general liability insurance with limits of not less than Two Million Dollars ($2,000,000) per occurrence and an annual aggregate of Four Million Dollars ($4,000,000). This policy must be issued on a per occurrence basis. Coverage must include products, completed operations, property damage, bodily injury, personal injury, and advertising injury. The Consultant shall obtain an endorsement to this policy naming the County of Fresno, its officers, agents, employees, and volunteers, individually and collectively, as additional insureds, but only insofar as the operations under this Agreement are concerned. Such coverage for additional insureds will apply as primary insurance and any other insurance, or self-insurance, maintained by the County is excess only and not contributing with insurance provided under the Consultant's policy. (B) Automobile Liability. Automobile liability insurance with limits of not less than One Million Dollars ($1,000,000) per occurrence for bodily injury and for property damages. Coverage must include any auto used in connection with this Agreement. (C)Workers Compensation. Workers compensation insurance as required by the laws of the State of California with statutory limits. (D) Employer's Liability. Employer's liability insurance with limits of not less than One Million Dollars ($1,000,000) per occurrence for bodily injury and for disease. (E) Professional Liability. Professional liability insurance with limits of not less than One Million Dollars ($1,000,000) per occurrence and an annual aggregate of Two Million Dollars ($2,000,000). If this is a claims-made policy, then (1) the retroactive date must be prior to the date on which services began under this Agreement; (2) the Consultant shall maintain the policy and provide to the County annual evidence of insurance for not less than five years after completion of services under this Agreement; and (3) if the policy is canceled or not renewed, and not replaced with another claims-made policy with a retroactive date prior to the date on which services begin under this Agreement, then the Consultant shall purchase extended reporting coverage on its claims-made policy for a minimum of five years after completion of services under this Agreement. (F) Technology Professional Liability (Errors and Omissions). Technology professional liability (errors and omissions) insurance with limits of not less than Two Million Dollars ($2,000,000) per occurrence and in the aggregate. Coverage must encompass all of the Consultant's obligations under this Agreement, including but not limited to claims involving Cyber Risks. 1 Exhibit E (G)Cyber Liability. Cyber liability insurance with limits of not less than Two Million Dollars ($2,000,000) per occurrence. Coverage must include claims involving Cyber Risks. The cyber liability policy must be endorsed to cover the full replacement value of damage to, alteration of, loss of, or destruction of intangible property (including but not limited to information or data) that is in the care, custody, or control of the Consultant. Definition of Cyber Risks. "Cyber Risks" include but are not limited to (i) Security Breach, which may include Disclosure of Personal Information to an Unauthorized Third Party; (ii) data breach; (iii) breach of any of the Consultant's obligations under [identify the Article, section, or appendix containing data security obligations] of this Agreement; (iv) system failure; (v) data recovery; (vi) failure to timely disclose data breach or Security Breach; (vii) failure to comply with privacy policy; (viii) payment card liabilities and costs; (ix) infringement of intellectual property, including but not limited to infringement of copyright, trademark, and trade dress; (x) invasion of privacy, including release of private information; (xi) information theft; (xii) damage to or destruction or alteration of electronic information; (xiii) cyber extortion; (xiv) extortion related to the Consultant's obligations under this Agreement regarding electronic information, including Personal Information; (xv) fraudulent instruction; (xvi) funds transfer fraud; (xvii) telephone fraud; (xviii) network security; (xix) data breach response costs, including Security Breach response costs; (xx) regulatory fines and penalties related to the Consultant's obligations under this Agreement regarding electronic information, including Personal Information; and (xxi) credit monitoring expenses. If the Consultant is a governmental entity, it may satisfy the policy requirements above through a program of self-insurance, including an insurance pooling arrangement or joint exercise of powers agreement. 2. Additional Requirements (A) Verification of Coverage. Within 30 days after the Consultant signs this Agreement, and at any time during the term of this Agreement as requested by the County's Risk Manager or the County Administrative Office, the Consultant shall deliver, or cause its broker or producer to deliver, to the County Risk Manager, at 2220 Tulare Street, 16th Floor, Fresno, California 93721, or HRRiskManagement@fresnocountyca.gov, and by mail or email to the person identified to receive notices under this Agreement, certificates of insurance and endorsements for all of the coverages required under this Agreement. (i) Each insurance certificate must state that: (1) the insurance coverage has been obtained and is in full force; (2) the County, its officers, agents, employees, and volunteers are not responsible for any premiums on the policy; and (3) the Consultant has waived its right to recover from the County, its officers, agents, employees, and volunteers any amounts paid under any insurance policy required by this Agreement and that waiver does not invalidate the insurance policy. (ii) The commercial general liability insurance certificate must also state, and include an endorsement, that the County of Fresno, its officers, agents, employees, and volunteers, individually and collectively, are additional insureds insofar as the 2 Exhibit E operations under this Agreement are concerned. The commercial general liability insurance certificate must also state that the coverage shall apply as primary insurance and any other insurance, or self-insurance, maintained by the County shall be excess only and not contributing with insurance provided under the Consultant's policy. (iii) The automobile liability insurance certificate must state that the policy covers any auto used in connection with this Agreement. (iv) The professional liability insurance certificate, if it is a claims-made policy, must also state the retroactive date of the policy, which must be prior to the date on which services began under this Agreement. (v) The technology professional liability insurance certificate must also state that coverage encompasses all of the Consultant's obligations under this Agreement, including but not limited to claims involving Cyber Risks, as that term is defined in this Agreement. (vi) The cyber liability insurance certificate must also state that it is endorsed, and include an endorsement, to cover the full replacement value of damage to, alteration of, loss of, or destruction of intangible property (including but not limited to information or data) that is in the care, custody, or control of the Consultant. (B) Acceptability of Insurers. All insurance policies required under this Agreement must be issued by admitted insurers licensed to do business in the State of California and possessing at all times during the term of this Agreement an A.M. Best, Inc. rating of no less than A: VII. (C) Notice of Cancellation or Change. For each insurance policy required under this Agreement, the Consultant shall provide to the County, or ensure that the policy requires the insurer to provide to the County, written notice of any cancellation or change in the policy as required in this paragraph. For cancellation of the policy for nonpayment of premium, the Consultant shall, or shall cause the insurer to, provide written notice to the County not less than 10 days in advance of cancellation. For cancellation of the policy for any other reason, and for any other change to the policy, the Consultant shall, or shall cause the insurer to, provide written notice to the County not less than 30 days in advance of cancellation or change. The County in its sole discretion may determine that the failure of the Consultant or its insurer to timely provide a written notice required by this paragraph is a breach of this Agreement. (D) County's Entitlement to Greater Coverage. If the Consultant has or obtains insurance with broader coverage, higher limits, or both, than what is required under this Agreement, then the County requires and is entitled to the broader coverage, higher limits, or both. To that end, the Consultant shall deliver, or cause its broker or producer to deliver, to the County's Risk Manager certificates of insurance and endorsements for all of the coverages that have such broader coverage, higher limits, or both, as required under this Agreement. (E) Waiver of Subrogation. The Consultant waives any right to recover from the County, its officers, agents, employees, and volunteers any amounts paid under the policy of 3 Exhibit E worker's compensation insurance required by this Agreement. The Consultant is solely responsible to obtain any policy endorsement that may be necessary to accomplish that waiver, but the Consultant's waiver of subrogation under this paragraph is effective whether or not the Consultant obtains such an endorsement. (F) County's Remedy for Consultant's Failure to Maintain. If the Consultant fails to keep in effect at all times any insurance coverage required under this Agreement, the County may, in addition to any other remedies it may have, suspend or terminate this Agreement upon the occurrence of that failure, or purchase such insurance coverage, and charge the cost of that coverage to the Consultant. The County may offset such charges against any amounts owed by the County to the Consultant under this Agreement. (G)Subconsultants. The Consultant shall require and verify that all Subconsultants used by the Consultant to provide services under this Agreement maintain insurance meeting all insurance requirements provided in this Agreement. This paragraph does not authorize the Consultant to provide services under this Agreement using Subconsultants. 1. If a DBE subconsultant is decertified during the life of the Agreement, the decertified subconsultant shall notify Consultant in writing with the date of decertification. If a subconsultant becomes a certified DBE during the life of the Agreement, the subconsultant shall notify the Consultant in writing with the date of certification. Any changes should be reported to County's Contract Administrator within thirty (30) calendar days. 2. After submitting an invoice for reimbursement that includes a payment to a DBE, but no later than the 10th of the following month, the Consultant shall complete and email the Exhibit 9- F: Disadvantaged Business Enterprise Running Tally of Payments to business.support.unit(o�dot.ca.gov with a copy to the County. 4 Exhibit F SELF-DEALING TRANSACTION DISCLOSURE FORM In order to conduct business with the County of Fresno (hereinafter referred to as "County'), members of a contractor's board of directors (hereinafter referred to as "County Contractor"), must disclose any self-dealing transactions that they are a party to while providing goods, performing services, or both for the County. A self-dealing transaction is defined below: "A self-dealing transaction means a transaction to which the corporation is a party and in which one or more of its directors has a material financial interest" The definition above will be utilized for purposes of completing this disclosure form. INSTRUCTIONS (1) Enter board member's name,job title (if applicable), and date this disclosure is being made. (2) Enter the board member's company/agency name and address. (3) Describe in detail the nature of the self-dealing transaction that is being disclosed to the County. At a minimum, include a description of the following: a. The name of the agency/company with which the corporation has the transaction; and b. The nature of the material financial interest in the Corporation's transaction that the board member has. (4) Describe in detail why the self-dealing transaction is appropriate based on applicable provisions of the Corporations Code. (5) Form must be signed by the board member that is involved in the self-dealing transaction described in Sections (3) and (4). 1 Exhibit F (1)Company Board Member Information: Name: Date: Job Title: (2)Company/Agency Name and Address: (3)Disclosure(Please describe the nature of the self-dealing transaction you are a party to): (4)Explain why this self-dealing transaction is consistent with the requirements of Corporations Code 5233(a): (5)Authorized Signature Signature: Date: 2 — — Exhibit G Resolution No. 07-525 1 BEFORE THE BOARD OF SUPERVISORS 2 OF THE COUNTY OF FRESNO 3 STATE OF CALIFORNIA 4 No. 5 In the matter of ) } 6 Amendment of Standard Conflict of ) Interest Code for All County ) 7 Departments ) s 9 Whereas, the Political Reform Act, Government Code section 81000 et seq., 10 requires state and local government agencies to adopt and promulgate conflict of interest 11 codes; and 12 Whereas, the Fair Political Practices Commission has adopted a regulation, Title 13 2, California Code of Regulations, section 18730, which contains the terms of a standard 14 conflict of interest code, and which may be amended by the Fair Political Practices 15 Commission after public notices and hearings to conform to amendments to the Political 16 Reform Act; and 17 Whereas, any local agency may incorporate this standard conflict of interest code, 18 and thereafter need not amend its code to conform to future amendments to the Political 19 Reform Act or its regulations; and 20 Whereas, the Board of Supervisors may adopt the standard conflict of interest 21 code on behalf of all County departments. 22 Now therefore be it resolved, that the terms of Title 2, California Code of 23 Regulations, section 18730, and any amendments to it duly adopted by the Fair Political 24 Practices Commission, are hereby incorporated by reference and, along with the Exhibits A 25 and B approved previously, today, or in the future, by this Board for each County 26 department, in which officers and employees are designated and disclosure categories are 27 set forth, constitute the conflict of interest codes of each County department. 28 COUNTY OF FRESNO Fresno,California 1 - 1 Exhibit G 1 Conflict of interest forms shall be filed as follows: 2 1. As required by Government Code section 87500, subdivision(e),the County 3 Administrative Officer, District Attorney, County Counsel, and Auditor-Controller/Treasurer- 4 Tax Collector shall file one original of their statements with the County Clerk,who shall make 5 and retain a copy and forward the original to the Fair Political Practices Commission, which 6 shall be the filing officer. 7 2. As required b Government Code section 87500, subdivision q y Q), all other 8 department heads shall file one original of their statements with their departments. The filing 9 officer of each department shall make and retain a copy and forward the original to the Clerk 10 to the Board of Supervisors, who shall be the filing officer. 11 3. All other designated employees shall file one original of their statements 12 with their departments. 13 Adopted at a regular meeting of the Board of Supervisors, held on the 2nd day of 14 October, 2007, by the following vote, to wit: 15 Ayes: Supervisors Larson, Perea, Anderson, Case and Waterston I 16 Noes: None 1 17 Absent: None 18 19 20 Chairman, Board of Supervisors 21 22 Attest: 23 _0/ 24 (�J� 25 Clerk 26 27 28 i COUNTY OF FRESNO Fr—no,Cellfarnia 2 County of Fresno Fresno.California COV Exhibit G r Conflict of Interest Code [n Email Me] Double click! Local Agency Annual / Biennial Report In accordance with Government Code Section 87306.5, this department has reviewed its Conflict of Interest Code and has determined that (check one of the following): 1. ❑ Our department's Conflict of Interest Code accurately designates all positions within our department which make or participate in the making of decisions which may foreseeably have a material effect on any financial interest; and the disclosure category assigned to each such position accurately requires the disclosure of all of the specific types of investments, business positions, interests in real property, and sources of income that are reportable under Government Code Section 87302 ("reportable under Government Code Section 87302" means: an investment, business position, interest in real property, or source of income shall be made reportable by the Conflict of Interest Code if the business entity in which the investment or business position is held, the interest in real property, or the income or source of income may foreseeably be affected materially by any decision made or participated in by the designated employee by virtue of his or her position); or, 2. ® Our department's Conflict of Interest Code is in need of amendment. We have determined that the following amendments are necessary (check applicable items, and refer to Exhibits "A" and "B" for detail if appropriate): A. ❑ Include new positions (including consultants)that must be designated. B. ❑ Include or delete positions because changes in duties. C. ❑ Include positions that manage public investments. D. ❑ Revise disclosure categories. E. ❑ Revise the titles of existing positions. F. ❑ Delete titles of positions that have been abolished. G. ❑ Other (describe) CONTACT PERSON DEPARTMENT Sam Mann Public Works and Planning I hereby approve the foregoing reported information for our department: stwhite 12/13/2021 4:01:37 PM [a Sign] Double click! Department Head Signature/Date Note: Government Code Section 87306 requires that when an agency (e.g., your department) has determined that amendments or revisions are necessitated by changed circumstances, the amendments or revisions shall be submitted to the code reviewing body within 90 days after the changed circumstances have become apparent. 3 Exhibit G EXHIBIT "A" PUBLIC WORKS AND PLANNING Classification Category Accountant I / II 2 Architect 1 Building Inspector I / II 1 Building Plans Engineer 1 Chief Building Inspector 1 Chief of Field Surveys 1 Consultant Deputy Director of Public Works 1 Development Services & Capital Projects Manager 1 Director of Public Works and Planning 1 Disposal Site Supervisor 2 Engineer I / II / III 1 Field Survey Supervisor 3 Financial Analyst I / 11 / III 1 Housing Rehabilitation Specialist I / 11 1 Information Technology Analyst I / 11 / III / IV 2 Landfill Operations Manager 1 Planner I / 11 / 111 1 Planning and Resource Management Official 1 Principal Accountant 1 Principal Planner 1 Principal Staff Analyst 1 Public Works and Planning Business Manager 1 Public Works and Planning Information Technology Manager 1 Public Works Division Engineer 1 Resources Division Manager 1 Right-of-Way Agent II / I11 1 Road Maintenance & Operations Division Manager 1 Road Maintenance Supervisor 1 Road Superintendent 1 Senior Accountant 2 Senior Engineer 1 Senior Engineering Technician 2 Senior Information Technology Analyst 2 Senior Planner 1 Senior Staff Analyst 1 Exhibit G Classification Category Staff Analyst I / 11 / 111 1 Supervising Accountant 1 Supervising Architect 1 Supervising Building Inspector 1 Supervising Engineer 1 Supervising Water/Wastewater Specialist 1 Traffic Maintenance Supervisor 2 Water & Natural Resources Manager 1 Consultants shall be included in the list of designated employees and shall disclose pursuant to the broadest disclosure category in the code subject to the following limitation: The Director of Public Works and Planning may determine in writing that a particular consultant, although a "designated position", is hired to perform a range of duties that is limited in scope and thus is not required to fully comply with the disclosure requirements in this section. Such written determination shall include a description of the consultant's duties and, based upon that description, a statement of the extent of disclosure requirements. The Director of Public Works and Planning's determination is a public record and shall be retained for public inspection in the same manner and location as this conflict of interest code. Exhibit G EXHIBIT "B" PUBLIC WORKS AND PLANNING 1. Persons in this category shall disclose all reportable investments, interests in real property, sources of income (including gifts), and business positions. Financial interests (other than gifts) are reportable only if located within or subject to the jurisdiction of Fresno County, or if the business entity is doing business or planning to do business in the jurisdiction, or has done business within the jurisdiction at any time during the two years prior to the filing of the statement. Real property shall be deemed to be within the jurisdiction of the County if the property or any part of it is located within or not more than two miles outside the boundaries of the County (including its incorporated cities) or within two miles of any land owned or used by the County. 2. Persons in this category shall disclose all reportable investments in, income from (including gifts), and business positions with any business entity which, within the last two years, has contracted or in the future foreseeably may contract with Fresno County through its Public Works and Planning Department, Solid Waste Commissions within the jurisdiction, or to any other joint powers agency which Fresno County is a member to provide services, supplies, materials, machinery, or equipment to the County. 3. Persons in this category shall disclose all interests in real property within the jurisdiction of Fresno County. Real Property shall be deemed to be within the jurisdiction if the property or any part of it is located within or not more than two miles outside the boundaries of Fresno County (including its incorporated cities) or within two miles of any land owned or used by the County. Exhibit H-1 1 2 DBE Participation 3 1. The Consultant, subrecipient (the County), or subconsultant shall take necessary and reasonable steps to ensure that DBEs have opportunities to participate in the contract (49 4 CFR Part 26). To ensure equal participation of DBEs as provided in 49 CFR Section 26.5, 5 the County specifies a contract goal for DBEs. The Consultant shall make work available to DBEs and allocate portions of the work consistent with available DBE subconsultants and 6 suppliers. 7 2. The Consultant shall meet the DBE goal shown elsewhere in these special provisions or demonstrate its having made adequate good faith efforts to meet this goal. It is the 8 Consultant's responsibility to verify that the DBE firm is certified as DBE at date of proposal 9 opening and document the record by printing out the California Unified Certification Program (CUCP) data for each DBE firm. A list of DBEs certified by the CUCP can be found at 10 https://dot.ca.gov/programs/civil-rights/dbe-search. 11 3. All DBE participation will count toward the California Department of Transportation's federally mandated statewide overall DBE goal. Credit for materials or supplies Consultant 12 purchases from DBEs counts towards the goal in the following manner: 13 . 100 percent counts if the materials or supplies are obtained from a DBE 14 manufacturer. 15 • 60 percent counts if the materials or supplies are purchased from a DBE regular dealer. 16 . Only fees, commissions, and charges for assistance in the procurement and 17 delivery of materials or supplies count if obtained from a DBE that is neither a manufacturer nor regular dealer. 49 CFR Section 26.55 defines "manufacturer" 18 and "regular dealer." 19 4. This Agreement is subject to 49 CFR Part 26 entitled "Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs". Any 20 Consultant who enters into a federally funded agreement will assist the County in a good 21 faith effort to achieve California's statewide overall DBE goal. 22 5. The goal for DBE participation for this Agreement is listed in Exhibit G.2 Notice to Proposers DBE Information. Participation by a DBE Consultant or subconsultants shall be in 23 accordance with information contained in Exhibit 10-02: Consultant Contract DBE Commitment attached hereto and incorporated as part of the Agreement as Exhibit G.3. If a 24 DBE subconsultant is unable to perform, the Consultant must make a good faith effort to 25 replace them with another DBE subconsultant, if the goal is not otherwise met. 26 6. The Consultant can meet the DBE participation goal by either documenting commitments to DBEs to meet the Agreement goal, or by documenting adequate good faith efforts to meet 27 the Agreement goal. An adequate good faith effort means that the Consultant must show that it took all necessary and reasonable steps to achieve a DBE goal that, by their scope, 28 intensity, and appropriateness to the objective, could reasonably be expected to meet the DBE goal. If the Consultant has not met the DBE goal, the Consultant must then complete H.1-1 1 Exhibit H-1 1 and submit Exhibit 15-H: DBE Information — Good Faith Efforts to document its efforts to meet the goal. Refer to 49 CFR Part 26 for guidance regarding evaluation of good faith 2 efforts to meet the DBE goal. 3 7. Contract Assurance. Under 49 CFR Section 26.13(b): 4 a. The Consultant, subrecipient or subconsultant shall not discriminate on the basis 5 of race, color, national origin, or sex in the performance of this contract. The Consultant shall carry out applicable requirements of 49 CFR Part 26 in the 6 award and administration of federal-aid contracts. 7 b. Failure by the Consultant to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other 8 remedy as the recipient deems appropriate, which may include, but is not limited to: 9 10 b.1. Withholding monthly progress payments; b.2. Assessing sanctions; 11 b.3. Liquidated damages; and/or 12 b.4. Disqualifying Consultant from future proposing as non-responsible 13 8. Termination and Substitution of DBE Subconsultants. 14 a. The Consultant shall utilize the specific DBEs listed to perform the work and 15 supply the materials for which each is listed unless the Consultant or DBE subconsultant obtains the County's written consent. The Consultant shall not 16 terminate or substitute a listed DBE for convenience and perform the work with 17 their own forces or obtain materials from other sources without authorization from the County. Unless the County's consent is provided, the Consultant shall not be 18 entitled to any payment for work or material unless it is performed or supplied by the listed DBE on the Exhibit 10-02 Consultant Contract DBE Commitment form, 19 included in the Bid. 20 b. The County authorizes a request to use other forces or sources of materials if the 21 Consultant shows any of the following justifications: 22 b.1. Listed DBE fails or refuses to execute a written contract based on plans and specifications for the project. 23 b.2. The County stipulated that a bond is a condition of executing the 24 subcontract and the listed DBE fails to meet the County's bond requirements. 25 b.3. Work requires a consultant's license and listed DBE does not have a valid 26 license under Contractors License Law. 27 b.4. Listed DBE fails or refuses to perform the work or furnish the listed materials (failing or refusing to perform is not an allowable reason to 28 remove a DBE if the failure or refusal is a result of bad faith or discrimination). H.1-2 2 Exhibit H-1 1 b.5. Listed DBE's work is unsatisfactory and not in compliance with the 2 contract. b.6. Listed DBE is ineligible to work on the project because of suspension or 3 debarment. 4 b.7. Listed DBE becomes bankrupt or insolvent. 5 b.8. Listed DBE voluntarily withdraws with written notice from the Contract 6 b.9. Listed DBE is ineligible to receive credit for the type of work required. 7 b.10. Listed DBE owner dies or becomes disabled resulting in the inability to perform the work on the Contract. 8 b.11. The County determines other documented good cause. 9 c. The Consultant shall notify the original DBE of the intent to use other forces or 10 material sources and provide the reasons and provide the DBE with 5 days to 11 respond to the notice and advise the Consultant and the County of the reasons why the use of other forces or sources of materials should not occur. 12 d. The Consultant's request to use other forces or material sources must include: 13 d.1. One or more of the reasons listed in the preceding paragraph. 14 d.2. Notices from the Consultant to the DBE regarding the request. 15 d.3. Notices from the DBEs to the Consultant regarding the request. 16 e. If a listed DBE is terminated or substituted, the Consultant must make good faith efforts to find another DBE to substitute for the original DBE. The substitute DBE 17 must perform at least the same amount of work as the original DBE under the 18 contract to the extent needed to meet or exceed the DBE goal. 19 9. Commitment and Utilization 20 a. The County's DBE program must include a monitoring and enforcement mechanism to ensure that DBE commitments reconcile to DBE utilization. 21 b. The County shall request the Consultant to: 22 b.1. Notify the County's contract administrator or designated representative of 23 any changes to its anticipated DBE participation 24 b.2. Provide this notification before starting the affected work 25 b.3. Maintain records including: 26 Name and business address of each 1st-tier subconsultant 27 Name and business address of each DBE subconsultant, DBE vendor, and DBE 28 trucking company, regardless of tier H.1-3 3 Exhibit H-1 1 Date of payment and total amount paid to each business (see Exhibit 9-F 2 Monthly Disadvantaged Business Enterprise Payment) 3 c. If the Consultant is a DBE Consultant, it shall include the date(s) of work performed by its own forces and the corresponding value of all such work. If a 4 DBE is decertified before completing its work, the DBE must notify Consultant in 5 writing of the decertification date. If a business becomes a certified DBE before completing its work, the business must notify the Consultant in writing of the 6 certification date. The Consultant shall submit the notifications to the County. On work completion, the Consultant shall complete a Disadvantaged Business 7 Enterprises (DBE) Certification Status Change, Exhibit 17-0, form and submit the 8 form to the County within 30 days of contract acceptance. 9 d. Upon work completion, the Consultant shall complete Exhibit 17-F Final Report— Utilization of Disadvantaged Business Enterprises (DBE), First-Tier 10 Subcontractors and submit it to the County within 90 days of contract acceptance. The County will withhold $10,000 until the form is submitted. The 11 County will release the withhold upon submission of the completed form. In the 12 County's reports of DBE participation to Caltrans, the County must display both commitments and attainments. 13 10. Eligibility-A DBE is only eligible to be counted toward the Agreement goal if it performs a 14 commercially useful function (CUF) on the Agreement. CUF must be evaluated on an agreement-by-agreement basis. A DBE performs a Commercially Useful Function (CUF) 15 when it is responsible for execution of the work of the Agreement and is carrying out its 16 responsibilities by actually performing, managing, and supervising the work involved. To perform a CUF, the DBE must also be responsible, with respect to materials and supplies 17 used on the Agreement, for negotiating price, determining quality and quantity, ordering the material and installing (where applicable), and paying for the material itself. To determine 18 whether a DBE is performing a CUF, evaluate the amount of work subcontracted, industry 19 practices, whether the amount the firm is to be paid under the Agreement is commensurate with the work it is actually performing, and other relevant factors. 20 11. A DBE does not perform a CUF if its role is limited to that of an extra participant in a 21 transaction, Agreement, or project through which funds are passed in order to obtain the appearance of DBE participation. In determining whether a DBE is such an extra participant, 22 examine similar transactions, particularly those in which DBEs do not participate. 23 12. If a DBE does not perform or exercise responsibility for at least thirty percent (30%) of the total cost of its Agreement with its own work force, or the DBE subcontracts a greater portion 24 of the work of the Agreement than would be expected on the basis of normal industry 25 practice for the type of work involved, it will be presumed that it is not performing a CUF. 26 13. The Consultant shall maintain records of materials purchased or supplied from all subcontracts entered into with certified DBEs. The records shall show the name and 27 business address of each DBE or vendor and the total dollar amount actually paid each DBE or vendor, regardless of tier. The records shall show the date of payment and the total 28 dollar figure paid to all firms. DBE Consultants shall also show the date of work performed by their own forces along with the corresponding dollar value of the work. H.1-4 4 Exhibit H-1 1 14. If a DBE subconsultant is decertified during the life of the Agreement, the decertified subconsultant shall notify Consultant in writing with the date of decertification. If a 2 subconsultant becomes a certified DBE during the life of the Agreement, the subconsultant 3 shall notify the Consultant in writing with the date of certification. Any changes should be reported to County's Contract Administrator within thirty (30) calendar days. 4 15. After submitting an invoice for reimbursement that includes a payment to a DBE, but no later 5 than the 10th of the following month, the Consultant shall complete and email the Exhibit 9- F: Disadvantaged Business Enterprise Running Tally of Payments to 6 business.support.unit(a�dot.ca.gov with a copy to the County. 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 H.1-5 5 Exhibit H-2 Local Assistance Procedures Manual EXHBIT 10-1 Notice to Proposers DBE Information EXHIBIT 10-1 NOTICE TO PROPOSERS DBE INFORMATION (Federally funded projects only) The Agency has established a DBE goal for this Contract of 0.00% 1. TERMS AS USED IN THIS DOCUMENT • The term "Disadvantaged Business Enterprise" or"DBE" means a for-profit small business concern owned and controlled by a socially and economically disadvantaged person(s) as defined in Title 49, Code of Federal Regulations (CFR), Part 26.5. • The term "Agreement" also means"Contract." • Agency also means the local entity entering into this contract with the Contractor or Consultant. • The term "Small Business" or"SB" is as defined in 49 CFR 26.65. 2. AUTHORITY AND RESPONSIBILITY A. DBEs and other small businesses are strongly encouraged to participate in the performance of Contracts financed in whole or in part with federal funds (See 49 CFR 26, "Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs"). The Consultant must ensure that DBEs and other small businesses have the opportunity to participate in the performance of the work that is the subject of this solicitation and should take all necessary and reasonable steps for this assurance. The proposer must not discriminate on the basis of race, color, national origin, or sex in the award and performance of subcontracts. B. Proposers are encouraged to use services offered by financial institutions owned and controlled by DBEs. 3. SUBMISSION OF DBE INFORMATION If there is a DBE goal on the contract, Exhibit 10-01 Consultant Proposal DBE Commitment must be included in the Proposal. In order for a proposer to be considered responsible and responsive, the proposer must make good faith efforts to meet the goal established for the contract. If the goal is not met, the proposer must document adequate good faith efforts. All DBE participation will be counted towards meeting the contract goal; therefore, all DBE participation shall be collected and reported. Exhibit 10-02 Consultant Contract DBE Information must be included in best qualified consultant's executed consultant contract. Even if no DBE participation will be reported, the successful proposer must execute and return the form. 4. DBE PARTICIPATION GENERAL INFORMATION It is the proposer's responsibility to be fully informed regarding the requirements of 49 CFR, Part 26, and the Department's DBE program developed pursuant to the regulations. Particular attention is directed to the following: A. A DBE must be a small business firm defined pursuant to 13 CFR 121 and be certified through the California Unified Certification Program (CUCP). B. A certified DBE may participate as a prime consultant, subconsultant, joint venture partner, as a vendor of material or supplies, or as a trucking company. C. A DBE proposer not proposing as a joint venture with a non-DBE, will be required to document one or a combination of the following: 1. The proposer is a DBE and will meet the goal by performing work with its own forces. 2. The proposer will meet the goal through work performed by DBE subconsultants, suppliers or trucking companies. 3. The proposer, prior to proposing, made adequate good faith efforts to meet the goal. Page 1 of 2 January 2020 Exhibit H-2 Local Assistance Procedures Manual EXHBIT 10-1 Notice to Proposers DBE Information D. A DBE joint venture partner must be responsible for specific contract items of work or clearly defined portions thereof. Responsibility means actually performing, managing, and supervising the work with its own forces. The DBE joint venture partner must share in the capital contribution, control, management, risks and profits of the joint venture commensurate with its ownership interest. E. A DBE must perform a commercially useful function pursuant to 49 CFR 26.55, that is, a DBE firm must be responsible for the execution of a distinct element of the work and must carry out its responsibility by actually performing, managing and supervising the work. F. The proposer shall list only one subconsultant for each portion of work as defined in their proposal and all DBE subconsultants should be listed in the bid/cost proposal list of subconsultants. G. A prime consultant who is a certified DBE is eligible to claim all of the work in the Contract toward the DBE participation except that portion of the work to be performed by non-DBE subconsultants. 5. RESOURCES A. The CUCP database includes the certified DBEs from all certifying agencies participating in the CUCP. If you believe a firm is certified that cannot be located on the database, please contact the Caltrans Office of Certification toll free number 1-866-810-6346 for assistance. B. Access the CUCP database from the Department of Transportation, Office of Civil Rights website 1. Click on the link titled Disadvantaged Business Enterprise; 2. Click on Search for a DBE Firm link; 3. Click on Access to the DBE Query Form located on the first line in the center of the page. Searches can be performed by one or more criteria. Follow instructions on the screen. 6. MATERIALS OR SUPPLIES PURCHASED FROM DBES COUNT TOWARDS THE DBE GOAL UNDER THE FOLLOWING CONDITIONS: A. If the materials or supplies are obtained from a DBE manufacturer, count 100 percent of the cost of the materials or supplies. A DBE manufacturer is a firm that operates or maintains a factory, or establishment that produces on the premises the materials, supplies, articles, or equipment required under the Contract and of the general character described by the specifications. B. If the materials or supplies purchased from a DBE regular dealer, count 60 percent of the cost of the materials or supplies. A DBE regular dealer is a firm that owns, operates or maintains a store, warehouse, or other establishment in which the materials, supplies, articles or equipment of the general character described by the specifications and required under the Contract are bought, kept in stock, and regularly sold or leased to the public in the usual course of business. To be a DBE regular dealer, the firm must be an established, regular business that engages, as its principal business and under its own name, in the purchase and sale or lease of the products in question. A person may be a DBE regular dealer in such bulk items as petroleum products, steel, cement, gravel, stone or asphalt without owning, operating or maintaining a place of business provided in this section. C. If the person both owns and operates distribution equipment for the products, any supplementing of regular dealers' own distribution equipment shall be, by a long-term lease agreement and not an ad hoc or Agreement-by-Agreement basis. Packagers, brokers, manufacturers' representatives, or other persons who arrange or expedite transactions are not DBE regular dealers within the meaning of this section. D. Materials or supplies purchased from a DBE, which is neither a manufacturer nor a regular dealer, will be limited to the entire amount of fees or commissions charged for assistance in the procurement of the materials and supplies, or fees or transportation charges for the delivery of materials or supplies required on the job site, provided the fees are reasonable and not excessive as compared with fees charged for similar services. Page 2 of 2 2 January 2020 Exhibit H-3 Local Assistance Procedures Manual Exhibit 10-02 Consultant Contract DBE Commitment EXHIBIT 10-02 CONSULTANT CONTRACT DBE COMMITMENT 1. Local Agency: 2. Contract DBE Goal: 3. Project Description: 4. Project Location: 5.Consultant's Name: 6. Prime Certified DBE: ❑ 7.Total Contract Award Amount: 8.Total Dollar Amount for ALL Subconsultants: 9.Total Number of ALL Subconsultants: 10. Description of Work,Service,or Materials 11.DBE 13. DBE Supplied Certification 12. DBE Contact Information Dollar Number Amount Local Agency to Complete this Section 20.Local Agency Contract $ Kh" Ko'• 14.TOTAL CLAIMED DBE PARTICIPATION 21. Federal-Aid Project Number: 22.Contract Execution nntp Local Agency certifies that all DBE certifications are valid and information on IMPORTANT: Identify all DBE firms being claimed for credit, this form is complete and accurate. regardless of tier.Written confirmation of each listed DBE is required. 23.Local Agency Representative's Signature 24. Date 15.Preparer's Signature 16. Date 25. Local Agency Representative's Name 26.Phone 17. Preparer's Name 18. Phone 27. Local Agency Representative's Title 19.Preparer's Title DISTRIBUTION: 1.Original—Local Agency 2.Copy—Caltrans District Local Assistance Engineer(DLAE). Failure to submit to DLAE within 30 days of contract execution may result in de-obligation of federal funds on contract. ADA Notice: For individuals with sensory disabilities,this document is available in alternate formats. For information call(916)654-6410 or TDD(916)654- 3880 or write Records and Forms Management,1120 N Street,MS-89,Sacramento,CA 95814. Page 1 of 2 1 July 23,2015 Exhibit H-3 Local Assistance Procedures Manual Exhibit 10-02 Consultant Contract DBE Commitment INSTRUCTIONS—CONSULTANT CONTRACT DBE COMMITMENT CONSULTANT SECTION 1.Local Agency-Enter the name of the local or regional agency that is funding the contract. 2. Contract DBE Goal-Enter the contract DBE goal percentage as it appears on the project advertisement. 3.Project Description-Enter the project description as it appears on the project advertisement(Bridge Rehab, Seismic Rehab, Overlay,Widening, etc). 4.Project Location-Enter the project location as it appears on the project advertisement. 5. Consultant's Name-Enter the consultant's firm name. 6.Prime Certified DBE -Check box if prime contractor is a certified DBE. 7. Total Contract Award Amount-Enter the total contract award dollar amount for the prime consultant. 8.Total Dollar Amount for ALL Subconsultants—Enter the total dollar amount for all subcontracted consultants. SUM=(DBEs+all Non-DBEs). Do not include the prime consultant information in this count. 9.Total number of ALL subconsultants—Enter the total number of all subcontracted consultants. SUM=(DBEs+all Non-DBEs). Do not include the prime consultant information in this count. 10.Description of Work,Services,or Materials Supplied-Enter description of work, services, or materials to be provided. Indicate all work to be performed by DBEs including work performed by the prime consultant's own forces,if the prime is a DBE. If 100%of the item is not to be performed or furnished by the DBE, describe the exact portion to be performed or furnished by the DBE. See LAPM Chapter 9 to determine how to count the participation of DBE firms. 11.DBE Certification Number-Enter the DBE's Certification Identification Number. All DBEs must be certified on the date bids are opened. 12.DBE Contact Information-Enter the name, address, and phone number of all DBE subcontracted consultants. Also, enter the prime consultant's name and phone number, if the prime is a DBE. 13.DBE Dollar Amount-Enter the subcontracted dollar amount of the work to be performed or service to be provided. Include the prime consultant if the prime is a DBE. See LAPM Chapter 9 for how to count full/partial participation. 14.Total Claimed DBE Participation- $: Enter the total dollar amounts entered in the"DBE Dollar Amount"column. %: Enter the total DBE participation claimed("Total Participation Dollars Claimed"divided by item"Total Contract Award Amount"). If the total%claimed is less than item"Contract DBE Goal,"an adequately documented Good Faith Effort(GFE)is required(see Exhibit 15-H DBE Information-Good Faith Efforts of the LAPM). 15.Preparer's Signature-The person completing the DBE commitment form on behalf of the consultant's firm must sign their name. 16.Date-Enter the date the DBE commitment form is signed by the consultant's preparer. 17.Preparer's Name-Enter the name of the person preparing and signing the consultant's DBE commitment form. 18.Phone -Enter the area code and phone number of the person signing the consultant's DBE commitment form. 19.Preparer's Title-Enter the position/title of the person signing the consultant's DBE commitment form. LOCAL AGENCY SECTION 20.Local Agency Contract Number-Enter the Local Agency contract number or identifier. 21.Federal-Aid Project Number-Enter the Federal-Aid Project Number. 22. Contract Execution Date -Enter the date the contract was executed. 23.Local Agency Representative's Signature-The person completing this section of the form for the Local Agency must sign their name to certify that the information in this and the Consultant Section of this form is complete and accurate. 24.Date-Enter the date the DBE commitment form is signed by the Local Agency Representative. 25.Local Agency Representative's Name-Enter the name of the Local Agency Representative certifying the consultant's DBE commitment form. 26.Phone -Enter the area code and phone number of the person signing the consultant's DBE commitment form. 27.Local Agency Representative Title-Enter the position/title of the Local Agency Representative certifying the consultant's DBE commitment form. Page 2 of 2 2 July 23,2015 Exhibit I Local Assistance Procedures Manual EXHBIT 10-Q Disclosure of Lobbying Activities EXHIBIT 10-Q DISCLOSURE OF LOBBYING ACTIVITIES COMPLETE THIS FORM TO DISCLOSE LOBBYING ACTIVITIES PURSUANT TO 31 U.S.C. 1352 1. Type of Federal Action: 2. Status of Federal Action: 3. Report Type: a. contract a. bid/offer/application ❑ a. initial b. grant b. initial award ❑ b. material change c. cooperative agreement c. post-award d. loan For Material Change Only: e. loan guarantee year quarter f loan insurance date of last report 4. Name and Address of Reporting Entity 5. If Reporting Entity in No.4 is Subawardee, Enter Name and Address of Prime: ❑ Prime ❑Subawardee Tier if known Congressional District,if known Congressional District,if known 6. Federal Department/Agency: 7. Federal Program Name/Description: CFDA Number,if applicable 8. Federal Action Number,if known: 9. Award Amount,if known: 10. Name and Address of Lobby Entity 11. Individuals Performing Services (If individual,last name,first name,MI) (including address if different from No. 10) (last name,first name,MI) (attach Continuation Sheet(s)if necessary) 12. Amount of Payment(check all that apply) 14. Type of Payment(check all that apply) $ actual ❑planned a. retainer 1 b. one-time fee 13. Form of Payment(check all that apply): ❑l c. commission 11 a. cash _ d. contingent fee 13 b. in-kind;specify:nature e deferred Value f other,specify 15. Brief Description of Services Performed or to be performed and Date(s)of Service,including officer(s),employee(s),or member(s)contacted,for Payment Indicated in Item 12: (attach Continuation Sheet(s)if necessary) 16. Continuation Sheet(s)attached: Yes ❑ No ❑ 17.Information requested through this form is authorized by Title 31 U.S.C.Section 1352. This disclosure of lobbying reliance Signature: was placed by the tier above when his transaction was made or entered into. This disclosure is required pursuant to 31 U.S.C. Print Name: 1352. This information will be reported to Congress semiannually and will be available for public inspection. Any person who fails to file the required disclosure shall be subject Title: to a civil penalty of not less than$10,000 and not more than $100,000 for each such failure. Telephone No.: Date: Authorized for Local Reproduction Federal Use Only: Standard Form-LLL Standard Form LLL Rev.04-28-06 Distribution: Orig-Local Agency Project Files 1 Exhibit I Local Assistance Procedures Manual EXHBIT 10-Q Disclosure of Lobbying Activities INSTRUCTIONS FOR COMPLETING EXHIBIT 10-Q DISCLOSURE OF LOBBYING ACTIVITIES This disclosure form shall be completed by the reporting entity,whether subawardee or prime federal recipient at the initiation or receipt of covered federal action or a material change to previous filing pursuant to title 31 U.S.C. Section 1352. The filing of a form is required for such payment or agreement to make payment to lobbying entity 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 a covered federal action. Attach a continuation sheet for additional information if the space on the form is inadequate. Complete all items that apply for both the initial filing and material change report. Refer to the implementing guidance published by the Office of Management and Budget for additional information. 1. Identify the type of covered federal action for which lobbying activity is or has been secured to influence,the outcome of a covered federal action. 2. Identify the status of the covered federal action. 3. Identify the appropriate classification of this report. If this is a follow-up report caused by a material change to the information previously reported,enter the year and quarter in which the change occurred. Enter the date of the last,previously submitted report by this reporting entity for this covered federal action. 4. Enter the full name,address,city,state,and zip code of the reporting entity. Include Congressional District if known. Check the appropriate classification of the reporting entity that designates if it is or expects to be a prime or subaward recipient. Identify the tier of the subawardee,e.g.,the first subawardee of the prime is the first tier. Subawards include but are not limited to: subcontracts,subgrants,and contract awards under grants. 5. If the organization filing the report in Item 4 checks"Subawardee"then enter the full name,address,city,state,and zip code of the prime federal recipient. Include Congressional District,if known. 6. Enter the name of the federal agency making the award or loan commitment. Include at least one organization level below agency name,if known. For example,Department of Transportation,United States Coast Guard. 7. Enter the federal program name or description for the covered federal action(item 1). If known,enter the full Catalog of Federal Domestic Assistance(CFDA)number for grants,cooperative agreements,loans and loan commitments. 8. Enter the most appropriate federal identifying number available for the federal action identification in item 1 (e.g.,Request for Proposal(RFP)number,Invitation for Bid(IFB)number,grant announcement number,the contract grant.or loan award number, the application/proposal control number assigned by the federal agency). Include prefixes,e.g.,"RFP-DE-90-001." 9. For a covered federal action where there has been an award or loan commitment by the Federal agency,enter the federal amount of the award/loan commitments for the prime entity identified in item 4 or 5. 10. Enter the full name,address,city,state,and zip code of the lobbying entity engaged by the reporting entity identified in Item 4 to influence the covered federal action. 11. Enter the full names of the individual(s)performing services and include full address if different from 10(a). Enter Last Name, First Name and Middle Initial(MI). 12. Enter the amount of compensation paid or reasonably expected to be paid by the reporting entity(Item 4)to the lobbying entity (Item 10). Indicate whether the payment has been made(actual)or will be made(planned). Check all boxes that apply. If this is a material change report,enter the cumulative amount of payment made or planned to be made. 13. Check all boxes that apply. If payment is made through an in-kind contribution,specify the nature and value of the in-kind payment. 14. Check all boxes that apply. If other,specify nature. 15. Provide a specific and detailed description of the services that the lobbyist has performed or will be expected to perform and the date(s)of any services rendered. Include all preparatory and related activity not just time spent in actual contact with federal officials. Identify the federal officer(s)or employee(s)contacted or the officer(s)employee(s)or Member(s)of Congress that were contacted. 16. Check whether or not a continuation sheet(s)is attached. 17. The certifying official shall sign and date the form,and print his/her name title and telephone number. Public reporting burden for this collection of information is estimated to average 30-minutes per response,including time for reviewing instruction,searching existing data sources,gathering and maintaining the data needed,and completing and reviewing the collection of information. Send comments regarding the burden estimate or any other aspect of this collection of information,including suggestions for reducing this burden,to the Office of Management and Budget,Paperwork Reduction Project(0348-0046),Washington,D.C.20503. SF- LLL-Instructions Rev.06-04 2 Exhibit J DEBARMENT AND SUSPENSION CERTIFICATION TITLE 49, CODE OF FEDERAL REGULATIONS, PART 29 The consultant, under penalty of perjury, certifies that, except as noted below, he/ she or any other person associated therewith in the capacity of owner, partner, director, officer, and manager: • Is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency; • Has not been suspended, debarred, voluntarily excluded or determined ineligible by any federal agency within the past 3 years; • Does not have a proposed debarment pending; and • Has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past 3 years. If there are any exceptions to this certification, insert the exceptions in the following space. For any exception noted above, indicate below to whom it applies, initiating agency, and dates of action. Notes: Providing false information may result in criminal prosecution or administrative sanctions. Signature: Date: 1 Exhibit K Local Assistance Procedures Manual Exhibit 10-S Consultant Performance Evaluation Exhibit 10-S Consultant Performance Evaluation 1.PROJECT DATA 2.CONSULTANT DATA 1 a. Project(include title,location,and Activity/CIP No.) 2a. Consultant Name and Address 1 b. Brief Description of Project(design,study,etc.) 2b. Consultant's Manager 1 C. Budget Cost for Project: $ 2c. Phone: 3.AGENCY DEPARTMENT/SECTION RESPONSIBLE 3a. Department(include section and division) 3b. Agency Project Manager(name&phone) 4. CONTRACT DATA(Engineering Services) 4a. Contract No.: Termination date: Base Fee: $ Agreement date: Date terminated: Contingency: $ 4b. Amendment $ / # $ / # (Total Value) (Initiated by Agency) (Total Value) (Initiated by Agency) 4c. Change Order$ / # $ / # (Total Value) (Initiated by Agency) (Total Value) (Initiated by Agency) 4d. Total Fee per Agreement(4a.+4b.+4c.) $ Total Fee Paid$ (Do not include Contingency Listed in 4a.) 4e. Type of 4£ Historical Record of Key Submittal Dates(enter date or n/a if not applicable) Services Preliminary 30% 70% 90% 100% Final (Design,study, Per Agreement etc.) Delivery Date Acce tance Date 4j.Reasons for Change Orders: (Indicate total for each reason) 4g.Notice To Proceed (date) Errors/Omissions$ %of Base Fee 0.00% Unforeseen Conditions$ %of Base Fee 0.00% 4h.Number of Days (number) Changed Scope$ %of Base Fee 0.00% Changed Quantities$ %of Base Fee 0.00% 4i.Actual Number of Days (number) Program Task Options$ 1%of Base Fee 0.00% 5.OVERALL RATING(Complete Section II on reverse,include comments as appropriate.) Outstanding Above Average Below Poor N/A Average Average 5a. Plans/Specifications accuracy 5b. Consistency with budget 5c. Responsiveness to Agency Staff 5d. Overall Rating 6.AUTHORIZING SIGNATURES 6a.Agency Design Team Leader Date: 6b.Agency Project Manager Date: 6c.Agency Public Works Manager Date: 6d. Consultant Representative Date: See Reverse Side Page 1 of 2 LPP 13-01 May S,2013 Exhibit K Local Assistance Procedures Manual Exhibit 10-S Consultant Performance Evaluation PLANS/SPECIFICATIONS Outstanding Above Avg. Below Poor N/A Responsiveness Outstanding Above Avg. Below Poor N/A ACCURACY Avg. Avg. To Staff Avg. Avg. Plans Specifications Timely Responses clear and concise Plans/Specs Attitude toward Client and Coordination review bodies Plans/Specs Follows directions and properly formatted Chain of responsibility Code Requirements Work product delivered covered on time Adhered to Agency Timeliness in notifying Standard Drawings/Specs Agency of major problems Drawings reflect Resolution of field existing conditions Problems As-Built Drawings Consistency with budget Quality Design Reasonable Agreement negotiation Change Orders due to design Adherence to fee schedule deficiencies are minimized Adherence to project Budget Section III EXPLANATIONS AND SUPPLEMENTAL INFORMATION (Attach additional documentation as needed) Item Item Item Item Item Item *Indicates supporting documentation attached. Page 2 of 2 LPP 13-01 2 May S,2013 Exhibit L TITLE VI ASSURANCES APPENDIX A During the performance of this Agreement, the contractor, for itself, its assignees and successors in interest (hereinafter collectively referred to as CONSULTANT) agrees as follows: a. Compliance with Regulations: CONSULTANT shall comply with the regulations relative to nondiscrimination in federally assisted programs of the Department of Transportation, Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as the REGULATIONS), which are herein incorporated by reference and made a part of this agreement. b. Nondiscrimination: CONSULTANT, with regard to the work performed by it during the AGREEMENT, shall not discriminate on the grounds of race, color, sex, national origin, religion, age, or disability in the selection and retention of sub-applicants, including procurements of materials and leases of equipment. CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the agreement covers a program set forth in Appendix B of the Regulations. c. Solicitations for Sub-agreements, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by CONSULTANT for work to be performed under a Sub- agreement, including procurements of materials or leases of equipment, each potential sub-applicant or supplier shall be notified by CONSULTANT of the CONSULTANT'S obligations under this Agreement and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. d. Information and Reports: CONSULTANT shall provide all information and reports required by the Regulations, or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the recipient or FHWA to be pertinent to ascertain compliance with such Regulations or directives. Where any information required of CONSULTANT is in the exclusive possession of another who fails or refuses to furnish this information, CONSULTANT shall so certify to the recipient or FHWA as appropriate, and shall set forth what efforts CONSULTANT has made to obtain the information. e. Sanctions for Noncompliance: In the event of CONSULTANT's noncompliance with the nondiscrimination provisions of this agreement, the recipient shall impose such agreement sanctions as it or the FHWA may determine to be appropriate, including, but not limited to: withholding of payments to CONSULTANT under the Agreement within a reasonable period of time, not to exceed 90 days; and/or i. cancellation, termination or suspension of the Agreement, in whole or in part. f. Incorporation of Provisions: CONSULTANT shall include the provisions of paragraphs (1) through (6) in every sub-agreement, including procurements of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto. CONSULTANT shall take such action with respect to any sub-agreement or procurement as the recipient or FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance, provided, however, that, in the event CONSULTANT becomes involved in, or is threatened with, litigation with a sub-applicant or supplier as a result of such direction, CONSULTANT 1 of 5 Source: LAPM Sept 2022 1 Exhibit L Title VI Assurances may request the recipient enter into such litigation to protect the interests of the State, and, in addition, CONSULTANT may request the United States to enter into such litigation to protect the interests of the United States. APPENDIX B CLAUSES FOR DEEDS TRANSFERRING UNITED STATES PROPERTY The following clauses will be included in deeds effecting or recording the transfer of real property, structures, or improvements thereon, or granting interest therein from the United States pursuant to the provisions of Assurance 4: NOW THEREFORE, the U.S. Department of Transportation as authorized by law and upon the condition that the recipient will accept title to the lands and maintain the project constructed thereon in accordance with Title 23 U.S.C., the regulations for the administration of the preceding statute, and the policies and procedures prescribed by the FHWA of the U.S. Department of Transportation in accordance and in compliance with all requirements imposed by Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation pertaining to and effectuating the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252; 42 U.S.C. § 2000d to 2000d-4), does hereby remise, release, quitclaim and convey unto the recipient all the right, title and interest of the U.S. Department of Transportation in and to said lands described in Exhibit A attached hereto and made a part hereof. (HABENDUM CLAUSE) TO HAVE AND TO HOLD said lands and interests therein unto the recipient and its successors forever, subject, however, to the covenants, conditions, restrictions and reservations herein contained as follows, which will remain in effect for the period during which the real property or structures are used for a purpose for which Federal financial assistance is extended or for another purpose involving the provision of similar services or benefits and will be binding on the recipient, its successors and assigns. The recipient, in consideration of the conveyance of said lands and interest in lands, does hereby covenant and agree as a covenant running with the land for itself, its successors and assigns, that (1) no person will on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination with regard to any facility located wholly or in part on, over, or under such lands hereby conveyed [,] [and]* (2) that the recipient will use the lands and interests in lands and interest in lands so conveyed, in compliance with all requirements imposed by or pursuant to Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation, Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations and Acts may be amended [, and (3) that in the event of breach of any of the above- mentioned non-discrimination conditions, the Department will have a right to enter or re-enter said lands and facilities on said lands, and that above described land and facilities will thereon revert to and vest in and become the absolute property of the U.S. Department of Transportation and its assigns as such interest existed prior to this instruction].* (*Reverter clause and related language to be used only when it is determined that such a clause is necessary in order to make clear the purpose of Title Vl.) 2 of 5 Source: LAPM Sept 2022 2 Exhibit L Title VI Assurances APPENDIX C CLAUSES FOR TRANSFER OF REAL PROPERTY ACQUIRED OR IMPROVED UNDER THE ACTIVITY, FACILITY, OR PROGRAM The following clauses will be included in deeds, licenses, leases, permits, or similar instruments entered into by the recipient pursuant to the provisions of Assurance 7(a): A. The (grantee, lessee, permittee, etc. as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree [in the case of deeds and leases add "as a covenant running with the land"] that: 1. In the event facilities are constructed, maintained, or otherwise operated on the property described in this (deed, license, lease, permit, etc.) for a purpose for which a U.S. Department of Transportation activity, facility, or program is extended or for another purpose involving the provision of similar services or benefits, the (grantee, licensee, lessee, permittee, etc.) will maintain and operate such facilities and services in compliance with all requirements imposed by the Acts and Regulations(as may be amended) such that no person on the grounds of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities. B. With respect to licenses, leases, permits, etc., in the event of breach of any of the above Non- discrimination covenants, the recipient will have the right to terminate the (lease, license, permit, etc.) and to enter, re-enter, and repossess said lands and facilities thereon, and hold the same as if the (lease, license, permit, etc.) had never been made or issued.* C. With respect to a deed, in the event of breach of any of the above Non-discrimination covenants, the recipient will have the right to enter or re-enter the lands and facilities thereon, and the above described lands and facilities will there upon revert to and vest in and become the absolute property of the recipient and its assigns.* (*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VI.) APPENDIX D CLAUSES FOR CONSTRUCTION/USE/ACCESS TO REAL PROPERTY ACQUIRED UNDER THE ACTIVITY, FACILITY OR PROGRAM The following clauses will be included in deeds, licenses, permits, or similar instruments/agreements entered into by the recipient pursuant to the provisions of Assurance 7(b): A. The (grantee, licensee, permittee, etc., as appropriate)for himself/herself, his/her heirs, personal representatives, successors in interest ,and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds and leases add, "as a covenant running with the land")that (1) no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that in the construction of any improvements on, over, or under such land, and the furnishings of services thereon, no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits or, or otherwise be subjected to discrimination, (3)that the (grantee, licensee, lessee, permittee, etc.) will use the premises in compliance with all other requirements imposed by or pursuant to the Acts and Regulations, as amended, set forth in 3 of 5 Source: LAPM Sept 2022 3 Exhibit L Title VI Assurances this Assurance. B. With respect to (licenses, leases, permits, etc.) in the event of breach of any of the above of the above Non-discrimination covenants, the recipient will have the right to terminate the (license, permits, etc., as appropriate) and to enter or re-enter and repossess said land and the facilities thereon, and hold the same as if said (license, permit, etc., as appropriate) had never been made or issued.* C. With respect to deeds, in the event of breach of any of the above Non-discrimination covenants, the recipient will there upon revert to and vest in and become the absolute property of the recipient and its assigns. APPENDIX E During the performance of this contract, the CONSULTANT, for itself, its assignees, and successors in interest (hereinafter referred to as the "CONSULTANT") agrees to comply with the following non- discrimination statutes and authorities, including, but not limited to: Pertinent Non-Discrimination Authorities: • Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. §4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); • Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), prohibits discrimination on the basis of sex; • Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CR Part 27; • The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), prohibits discrimination on the basis of age); • Airport and Airway Improvement Act of 1982, (49 U.S.C. § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not); • Titles II and III of the Americans with Disabilities Act, which prohibit discrimination of the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131 — 12189) as implemented by Department of Transportation regulations 49 C.F.R. parts 37 and 38; • The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); • Executive Order 12898, Federal Actions to Address Environmental Justice in Minority 4 of 5 Source: LAPM Sept 2022 4 Exhibit L Title VI Assurances Populations and Low-Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English Proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); • Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C.1681 et seq). 5 of 5 Source: LAPM Sept 2022 5