HomeMy WebLinkAbout2021-12-14 - AGENDA REPORTS - BUS HYDROGEN REFUELING STATIONO
Agenda Item: 6
1. CITY OF SANTA CLARITA
AGENDA REPORT
CONSENT CALENDAR
CITY MANAGER APPROVAL: 1
DATE: December 14, 2021
SUBJECT: AWARD CONTRACT FOR BUS HYDROGEN REFUELING
STATION CONSULTING AND PROJECT MANAGEMENT
SERVICES
DEPARTMENT: Neighborhood Services
PRESENTER: Adrian Aguilar
RECOMMENDED ACTION
City Council:
1. Award a contract to Zen Clean Energy Solutions for Bus Hydrogen Refueling Station
Consulting and Project Management Services in the amount of $363,900, and authorize a 10
percent contingency in the amount of $36,390, for a total contract not to exceed $400,290.
2. Appropriate funds in the amount of $400,290 to expenditure account 7007402-516101, and
increase the Miscellaneous Federal Grants Revenue account 700-442409 by $400,290.
3. Authorize the City Manager or designee to execute all contracts and associated documents, or
modify the award in the event issues of impossibility of performance arise, subject to City
Attorney approval.
BACKGROUND
In December 2018, the California Air Resources Board adopted the Innovative Clean Transit
(ICT) regulation. The ICT regulation requires all public transit agencies to transition to a 100
percent zero -emission bus fleet by 2040. Beginning in 2029, 100 percent of new bus purchases
by transit agencies must be zero -emission buses. The ICT regulation applies to all transit
agencies that own, operate, or lease buses with a gross vehicle weight rating greater than 14,000
pounds and includes standard, articulated, over -the -road, double-decker, and cutaway buses.
In preparation for this transition, staff determined that hydrogen -fuel cell buses were the best
option currently available to meet the needs of the City. This determination was based on range,
need for additional infrastructure, and long-term operating costs.
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On average, a City bus travels 350 miles per day. Unlike electric -battery buses, hydrogen -fuel
cell powered buses have the same range as the compressed natural gas (CNG) buses currently in
operation. This allows for a one -for -one replacement of buses and eliminates the need to install
costly charging infrastructure at multiple locations throughout the Santa Clarita Valley.
While the City has decided to move towards hydrogen buses, the method of obtaining hydrogen
still needs to be determined. These options include trucking in hydrogen from an offsite facility,
or producing it onsite at the Transit Maintenance Facility (TMF).
To help the City in the analysis, determination of method, design, and construction of hydrogen
fueling infrastructure at the TMF, a Request for Proposals (RFP) was released on August 18,
2021, to hire a firm to assist the City in this process. The RFP package was downloaded by 30
vendors and the City received three proposals on October 6, 2021.
Written proposals were scored, using a 100-point scale, according to the following categories:
• Contractor qualifications
• Experience on similar projects
• Proposal approach to providing services
As this is a professional services solicitation, cost could not be a factor in evaluations.
Additionally, interviews with all three firms were held the week of November 1, 2021. A panel
of four City staff members evaluated and scored all proposals with the final scores listed below.
Company
Location
Score
Zen Clean Energy Solutions
Vancouver, British Columbia
89.50
CPM Partners
Encinitas, CA
84.25
Krueger Transit Consulting
Alameda, CA
74.25
While all of the proposed firms have the qualifications to complete this project, staff
recommends Zen Clean Energy Solutions, based upon their depth of understanding of the
project, staff qualifications, previous experience, and interviews.
ALTERNATIVE ACTION
Other action as determined by the City Council.
FISCAL IMPACT
The total cost of this project, including contingency, is $400,290 and does not impact the General
Fund. Federal Transit Administration grant funds are available to cover one hundred percent of
the cost. This requires a one-time appropriation of funds to account 7007402-516101.
ATTACHMENTS
Zen Proposal- TMF-21-22-02 (available in the City Clerk's Readng File)
TMF-21-22-02 Proposal (available in the City Clerk's Reading File)
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CLEAN ENERGY
SOLUTIONS
�}P-I
October 6, 2021 I
Jonathan Cosh
City of Santa Clarita Z GC N
28250 Constellation Road
Santa Clarita, CA 91355 CLEAN ENERGY
SOLUTIONS
Dear Mr. Cosh,
Zen Clean Energy Solutions (Zen) is pleased to submit this proposal to City of Santa Clarita for the Request for
Proposal No. TMF-21-22-02 Bus Hydrogen Refueling Station Consulting and Project Management Services.
Zen has partnered with The LeFlore Group to build a project team which is uniquely qualified to successfully perform
the services requested. Combining Zen's technical knowledge of hydrogen fuel cell electric buses and supporting
infrastructure with TLG's expertise in public procurement has resulted in a project team that has proved unrivaled
in terms of meeting clients' needs in the zero -emissions transit space.
Our approach is grounded in practical knowledge from our experience developing and managing zero -emission
transit projects.
The pricing in the attached proposal shall remain valid for a period of ninety (90) days. We sincerely hope to work
with you on this exciting project. Should you have any questions regarding our proposal, please do not hesitate to
contact me at the number below.
By signing this letter of Transmittal, Zen is attesting that all information included is true and correct.
Regards,
Jeff Grant, Principal
Zen and the Art of Clean Energy Solutions Inc.
4522 Quebec Street
Vancouver, British Columbia V5V 3L9
Canada
Jeff@zenenergvsolutions.com
604-315-5965
Subconsultant:
The LeFlore Group (Certified DBE)
8015 Ocean View Ave. Whittier, CA.
ii I Page
CONTENTS
TEAM ORGANIZATION......................................................................................... 3
EXPERIENCE AND TECHNICAL EXPERTISE...........................................................
4
Zen Clean Energy Solutions.........................................................................................................
4
TheLeFlore Group.......................................................................................................................
5
KeyPersonnel.............................................................................................................................
6
REFERENCE PROJECTS.........................................................................................
8
Zen and TLG Joint Project Experience.......................................................................................
10
Zen Project Experience.............................................................................................................
15
The LeFlore Group Project Experience.....................................................................................
20
WORK PLAN AND APPROACH............................................................................
23
ProjectApproach..............................................................................................................
23
COVID-19 Protocol............................................................................................................
23
ProjectManagement................................................................................................................
24
PM.1 Project Kickoff..........................................................................................................
24
PM.2 Project Administration............................................................................................
24
PM.3 Weekly/Bi-weekly Check -in Meetings.....................................................................
24
1.0 Hydrogen Production and Refueling Station Analysis........................................................
24
1.1 Data Collection............................................................................................................
24
1.2 Fleet Requirements Analysis.......................................................................................
25
1.3 Station Requirements Document...............................................................................
25
2.0 Develop Hydrogen Production and Refueling Station Specifications .................................
25
2.1 Prepare RFP Scope of Work Document......................................................................
26
2.2 Pre -proposal Meeting.................................................................................................
26
2.3 Develop Vendor List....................................................................................................
26
2.4 Answer Technical Questions from Contractors..........................................................
26
3.0 Proposal Evaluations...........................................................................................................
26
3.1 Review and Grade Proposals......................................................................................
27
3.2 Prepare Recommendations........................................................................................
27
3.3 Contract Negotiation Assistance.................................................................................
27
4.0 Project Management..........................................................................................................
27
4.1 Planning and Design....................................................................................................
28
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4.2 Construction and Installation...................................................................................... 28
4.3 Commissioning............................................................................................................ 29
5.0 Training............................................................................................................................... 29
5.1 Develop Training Module............................................................................................ 29
5.2 Coordination of Training for City Staff........................................................................ 30
5.3 Coordination of Training for First Responders........................................................... 30
KeyMilestones.......................................................................................................................... 30
Schedule.................................................................................................................................... 30
APPENDIX A - RESUMES..................................................................................... 32
Zen............................................................................................................................................. 32
TheLeFlore Group..................................................................................................................... 42
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TEAM ORGANIZATION
As proponent, Zen Clean Energy Solutions
will be the lead organization on the
project, undertaking the majority of the
work and having sole responsibility to
ensure the services are delivered and
contract requirements are met.
Timothy Murray
Technical Modelling
Lead
pity of
ANTT`Ak, CLARITA
E, 1 f.LEAHSEHEp6V
Sabina Russell
Project Manager
------------------
Jim Shen
Zero Emission
Infrastructure Expert
------------------4
p
F
p
F
Jeff Grant
ProjectFunding&
Partnerships Expert
-------------------
Cieone Robinson
Transit and Route
Modelling Expert
TL
THE LEFLORE GROUP
-----------------a-----------------
Rudy LeFlore Natalie LeFlore
Public Procurement R.eguIatoryCompIiance
Expert Expert
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EXPERIENCE AND TECHNICAL EXPERTISE
Zen Clean Energy Solutions
Zen Clean Energy Solutions is a boutique consulting firm with over 60 years of combined experience in the
clean energy sector. Zen specializes in zero emission transportation and hydrogen technology. Zen's team
has deep technical expertise in both fuel cell electric and battery electric powertrain technologies and
supporting hydrogen fueling and electric charging infrastructure.
Zen works extensively in the transit sector which is leading the adoption of alternative fuel and zero
emission vehicle technologies. Zen works with public transit agencies to develop fleet transition plans to
decarbonize operations and ultimately transition to zero emission solutions that provide both operational
and economic benefits.
Transit Planning Services: Zen works with transit agencies to develop plans to reduce emissions and
ultimately transition towards a zero -emission future. We understand the practical constraints of meeting
service requirements, infrastructure siting, and operational needs. Zen has developed a proprietary
kinetic model which accurately predicts the performance of fuel cell and battery electric buses on existing
routes based on terrain and operational data. We use our modelling capabilities and deep understanding
of zero -emission technologies to guide clients in deploying zero emission buses, fueling infrastructure,
and supporting facilities.
Project Development and Management: Zen works with clients to develop projects, form strategic
consortiums, and manage projects from contracting through to execution and reporting. Zen specializes
in collaborative projects that involve multiple stakeholders where the team must harmonize end user
needs, government funding, and clean technology solutions to develop projects. Through extensive
experience managing complex projects, Zen has developed project management tools and operating
procedures that result in focussed and efficient project management and risk mitigation for our clients.
Independent Hydrogen and Fuel Cell Expertise: Zen has deep technical strength in all aspects of the
hydrogen value chain, from production, to distribution and storage, to a wide range of end use
applications including zero emission fuel cells, synthetic liquid fuels, and blending into natural gas
networks. Zen offers strategic technical consulting in this area and is one of the few companies that can
offer independent advice rooted in practical hands on experience
Government Relations and Project Funding: Zen is proud to have helped clients secure more than 130
million in government funding from a range of funding sources including: the California Air Resources
Board (CARB), United States Department of Energy, Province of BC, Sustainable Development Technology
Canada, Emissions Reduction Alberta (ERA), Alberta Innovates, NRCan, TRAP, and other notable funding
agencies. Zen matches clients' needs with applicable government agencies and funding cycles and
prioritizes funding applications based on probability of success. Zen understands how policy and
regulation drive the adoption of hydrogen and has extensive experience working with various levels of
government on policy recommendations in the hydrogen sector.
Commercialization Support for New Technologies: Zen has a deep understanding of the market forces
for adoption of new technologies and has worked with a range of clients developing and deploying clean
and zero emission technologies in transportation, industrial, and commercial applications. Zen's
experience in this area includes market landscape studies, techno-economic assessment for new
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technologies, market entry strategy development, and business plan development. This works brings an
in-depth understanding of end use considerations.
Techno-economic modelling: Zen specializes in technical analysis and creating analytical models of
complex systems to define the key variables and find solutions for its clients. Zen considers economic
factors and drivers by creating techno-economic models to help its clients select the most cost-effective
and efficient path forward.
The LeFlore Group
The LeFlore Group (TLG) is a consulting firm established in 2002 as a full -service support group with the
purpose of helping agencies in the transit industry navigate government compliance, project and program
management, and organizational improvement. With over 15 years of transit industry experience and its
status as a certified DBE, TLG is based in California.
TLG has helped both small and large agencies develop countless solicitations for construction, materials,
equipment, supplies and rolling stock acquisitions, ensuring compliance with funding requirements, local,
state, and federal regulations. Over the years, TLG has learned that the needs of each agency are unique
and has worked to develop methodologies for partnering with agencies that ensures each agency's needs
are met.
Recently, TLG has assisted in managing the procurement and installation of the United States' largest
hydrogen electrolyzer of its kind, the securing of funding for and management of zero emissions bus
procurements, the management of several multi -million -dollar construction projects, the procurement of
the first Buy America compliant hydrogen fuel cell bus in the United States, and the coordination and
organization of all required project documentation for several federally funded projects.
In addition, through its experience in providing Federal Triennial Review support to clients as well as
teaching a course on FTA procurement through the University of the Pacific, TLG has developed a unique
cache of experience that comes from working with both agencies and enforcement bodies.
Government Acquisitions and Procurement: TLG has extensive experience working with agencies in the
procurement space. With services ranging from teaching courses on procurement regulations and
guidelines, drafting procurement policies and procedures, and conducting procurements on behalf of
clients; TLG has become industry experts in the area of procurement and procurement compliance. Its
Principal has been hired as an expert witness in the field of government contracting. Of note, TLG has
solicited (including drafting RFPs, IFBs, RFQs, respectively) and managed contracts on all infrastructure
projects that we have worked on.
Project Management: TLG has managed many successful projects on behalf of our clients as Project
Managers/Owners Representatives. These projects range from procuring the first Buy America Compliant
hydrogen fuel cell bus in the United States, to serving as The Project Oversight Director for a $56 million
federally funded BRT/ Construction project. The range of projects and agencies that we have worked with
in our nearly 20 years of business have provided us unique insight into the needs and challenges that
transit agencies in California face. This includes compliance with the National Environmental Policy Act
(NEPA), the California Public Contract Code, the California Environmental Quality Act (CEQA), as well as
navigation of the many other regulations that come with a project of this type.
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Contract types & Negotiations: Understanding client needs is key when it comes to contract negations
especially on large projects. TLG has successfully navigated contract negotiations including value
engineering and cost reduction where possible. Over the past three years, TLG has successfully negotiated
$6 million in savings on projects where we were involved in the contract negotiations. We have a deep
understanding of how price and cost analysis and estimating affect contract negotiations and how to assist
agencies in ensuring they receive the best quality product for their projects. We are one of the few entities
that understand the effectiveness of negotiating indirect rates on A&E Services.
Grants Expertise: TLG has helped countless agencies navigate the identification, application and
management side of grant funding. TLG has successfully applied for and received funding for Low or No
Emission Vehicle Program Funding (5339), Transit and Intercity Rail Capital Program (TIRCP) funding;
along with managing projects that included the aforementioned funding types, we have also managed
projects that included varying funding sources, local, state and federal. Understanding the ins and outs
of quarterly reporting and coordinating project progress with funding requirements has been
something that our experiences with California transit agencies in particular has allowed us to master.
Key Personnel
The core team members are identified in the table below and will perform the majority of work on the
project. Resumes for key individuals are included in Appendix A. While only core team members are
identified here, it should be noted that each organization has a book of subject matter experts that will
be utilized for specific areas of the study.
aP.Eng., B.A.Sc., Mechanical Engineering ■mani■ Zen Clean Energy Solutions
Sabina specializes in zero -emission transportation, electrification and hydrogen and fuel
cells. She is an expert in hydrogen and fuel cell technologies, products, and practical end -
use commercialization considerations, with a proven track record of developing and
deploying new technologies. Sabina leads Zen's strategy work, as well project management
branch, with a focus on consortium -based projects deploying zero emission technologies.
A
Q ■i■ The LeFlore Group
Rudy specializes in Federally Funded Project Management and has over 20 years of
experience in the transit industry. Rudy started his career focused on procurement
compliance, including developing agency procurement manuals, and serving as the
Assistant General Manager of a Transit Agency. Rudy understands the business of transit
and has helped agencies deploy zero emission technologies, including managing the
procurement of the first Buy America Compliant Hydrogen Fuel Cell Bus in the United
States, and the procurement and installation of the largest hydrogen electrolyzer of its
kind in North America. Rudy has successfully helped agencies of all sizes navigate the
challenges that come with projects involving public works, environmental compliance, and
varied funding sources.
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Jeff Gra Prniert Funding P. Partnershins
■� Zen Clean Energy Solutions
Jeff has a passion for the electrification of the transportation industry. His understanding
of government policy, regulation and incentives at the local, regional, national, and global
levels provide Zen's clients with clear guidance and actionable recommendations. Jeff is able
to balance the needs of government and private sector partners to deliver contracts and
successful projects that are "win -win" for all stakeholders. Jeff leads the commercial and
government business development activities at Zen, providing assistance and expertise with
non -dilutive funding, technology selection, partner matchmaking, integration, operations
and maintenance, and project management. Recently, Jeff participated in the development
of a National ZEV Vehicle strategy as a member of the public outreach working group.
aM.Sc., Mechanical Engineering ■man Zen Clean Energy Solutions
Tim specializes in technical analysis, project management, and market assessment. He
creates analytical models to answer complex questions and conducts literature reviews that
help clients strategize for the future. Tim leads Zen's modelling and analysis to quantify
expected demand and estimate the relative cost and carbon intensity of hydrogen
production pathways and deployment options. Tim employs a data driven approach to
long-range planning for emissions reduction and the shift to zero -emission battery and fuel
cell electric technologies and infrastructure.
B.A.Sc., Chemical and Biological Engineering r Zen Clean Energy Solutions
Jim specializes in project management, hydrogen fueling and battery electric charging
infrastructure specification, and facility code compliance. He works with clients to identify
required facility modifications and assess costs and siting constraints supporting
infrastructure for zero emission vehicle deployment. Jim also performs GHG modelling to
forecast the environmental benefits of transitioning to zero -emission technologies and
works with transit agencies to develop comprehensive operator trainings plans.
•..IL F
aB.A.Sc., Mechanical Engineering ■man Zen Clean Energy Solutions
Cleone specializes in modelling zero -emission transportation technology capabilities,
projected resource demand, and zero -emission fleet transition plans. She assesses the
capability of zero -emission vehicles for specific routes based on a duty cycle, the
technology's technical specifications, and auxiliary loads. Cleone also has experience in
creating zero -emission transition plans for transit agencies based on their current fleets,
contracts with OEMs, route analysis, future purchases, zero -emission infrastructure limits,
and total cost of ownership analysis.
Certified Project Management Professional ■man The LeFlore Group
Natalie specializes in project management and project compliance. With over 8 years of
experience in the compliance area, and 4 years of transit experience, Natalie has developed
expertise when it comes to project management and project documentation. Natalie has
successfully assisted in developing solicitations for large scale construction projects,
managing project budgets and timelines, coordinating project disciplines and ensuring
project compliance.
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REFERENCE PROJECTS
The project team specializes in working with clients to deploy clean energy solutions that play an impactful
role in the decarbonization of energy systems. TLG and Zen have collaborated on many projects related
to zero emission transportation, ranging from strategic planning with governments through to leading
project implementation with end users deploying both rolling stock and supporting infrastructure.
Zen has developed a robust project management process to successfully develop and lead complex, multi-
year consortium -based projects with multiple stakeholders including industry partners and government.
Zen employs this process to ensure project scope, budget and timeline is delivered according to our
rigorous standards while meeting client needs, ultimately resulting in delivery of successful projects.
Specializing in procurement compliance, TLG has developed expertise in assisting agencies when projects
extend beyond the capacity of their internal teams. Whether it be lending subject matter expertise,
project management or transactional support, TLG prides itself in delivering successful outcomes for all
our clients.
The following table identifies a number of reference projects undertaken by Zen and TLG, and highlights
experience areas relevant to the proposed project.
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Zen Clean Energy Solutions
1 ICT Plan Development — Sunline, Golden Empire Transit, Fresno Area Express • • • •
2 Sunline Transit Agency — FC Bus and Fueling Infrastructure Deployment • • • • • •
3
SunLine Hydrogen Electrolyzer Project Management
•
•
•
4
SunLine Liquid Hydrogen Station Procurement
•
•
•
•
•
5
NRCan — Hydrogen Strategy for Canada
•
•
•
•
6
'Government of British Columbia and BC Bioenergy Network — BC Hydrogen
•
•
Study _
IGovernment of BC EMPR — Hydrogen Fueling Network Study
BC Hydro — Hydrogen Strategy for Electric Utility
•
•
•
7
•
•
•
•
•
8
•
•
•
•
9
AZETEC — Project Management for Alberta Trucking Demonstration Project
•
•
•
•
•
10
BAE Systems — Market Assessment for Zero Emission Buses in NA
•
•
•
11
Ballard — Fuel Cell TRU Market Study
•
•
•
12
ITM — Site Study for Centralized H2 Production in B.C. for Export Markets
•
•
•
•
•
13 HTEC — Support for development of H2 Fueling Station Network in B.C. &
•
Quebec
•
•
•
14 Castalia New Zealand — Modelling for New Zealand Hydrogen Roadmap •
The LeFlore Group
•
•
•
15 Glendale Beeline Transit Facility
16 Downtown Stockton Transit Center
•
•
17 SunLine Administration Building
•
18 SunLine Operations Building
•
•
19 Fresno Area Express BRT
•
•
20 SunLine Hydrogen Electrolyzer Procurement
•
21 SunLine Fuel Cell Bus Procurement • •
•
•
22 Norwalk Fleet Electrification Project
•
•
23 Manteca Bus Procurement
•
•
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Zen and TLG Joint Project Experience
Zen Clean Energy Solutions and The LeFlore Group have successfully partnered on several projects, each
highlighting the project team's unique blend of policy and contracting expertise with project
management and technical understanding of the FCEBs and fueling infrastructure.
PROJECT REFERENCE 1: Fuel Cell Bus and Hydrogen Fueling Infrastructure Deployment
Client: SunLine Transit Agency
SH1711flov Experience Category: Project Management, RFP/IFB Development, Hydrogen
fueling Infrastructure, FCEB Deployment, Policy, Data
rn,4n,sif JcrNcr Collection
ProjectTimeframe: June 2017 — current (ongoing project)
Project Manager Lauren Skiver, CEO
760-343-3456, Iskiver@sunline.org
Address 32-505 Harry Oliver Trail Thousand Palms, CA 92276
Project Description:
Zen and TLG are acting as the owner's
representatives and provide project
management and reporting services for a
4-year, $17 million project for SunLine
Transit Agency (SunLine) that is funded by
the California Air Resources Board (CARB)
through California Climate Investments.
The project scope involves deploying a
900 kilogram per day (kg/day) PEM
electrolyzer H2Station° from Nell
Hydrogen and five New Flyer fuel cell electric buses. The station is the largest on -site hydrogen fuel
production station at a transit agency in North America, and SunLine is a pioneer in the adoption of zero
emission bus technology with a combined fleet of 17 fuel cell electric and 4 battery electric buses. The
project includes a 1-year demonstration of the fleet, in which Zen's team collects and analyzes
performance data providing tailored monthly key performance indicator (KPI) dashboard reports to both
SunLine and the funding agent. Zen has used learnings from the demonstration project to develop a zero -
emission transition plan for SunLine to transition the full fleet in accordance with California's ICT
regulation requirements. The plan was approved unanimously by their board on June 26 and has been
accepted by the California Air Resources Board.
Zen Work Scope:
Zen conducts management of the project schedule and budget, contracting and contract management
with subcontractors, submission of quarterly written reports to CARB, facilitation of monthly update
meetings with project partners and CARB, provision of technical guidance on bus- and station -related
issues acting as owner's representative for SunLine, and oversight of data collection analysis and
reporting.
101 Page
Zen develops KPI reports for SunLine's bus fleet, hydrogen electrolyzer, and hydrogen fueling station.
Using data from SunLine's fuel management system and electrolyzer stations' PLC system, performance
reports are generated with key parameters such as station availability, bus fleet fuel economy,
electrolyzer station availability and faults, bus operating expense, and hydrogen filling rate. The KPI
reports are critical references in developing Sunline's long-term transition to a fully zero -emission fleet
and to further scale infrastructure.
Zen's scope in developing SunLine's ICT plan included: route energy modeling, infrastructure constraints
analysis, evaluation of zero emission bus and supporting infrastructure technologies, techno-economic
modeling to develop an optimized path forward for SunLine, and a synthesized roadmap and transition
plan. Zen also developed a near term funding priorities list and has helped SunLine apply for various
voucher programs and competitive grant solicitations.
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The LeFlore Group Work Scope:
Current Average: 7(%
All Time Average:
3
� t
Month
1l rolyer -a m
TLG assisted with management efforts for the entire project. This includes the solicitation, hiring, and
oversight of selected project contractors, from start-up to anticipated closeout. In addition to project
management duties, the LeFlore Group also successfully negotiated a sub -recipient agreement with the
California Air Resources Board (CARB).
11 1 Page
PROJECT REFERENCE 2: FAX ICT Plan Development
FAMX
FRESNO AREA
EXPRESS
Project Description:
Client: The City of Fresno — Fresno Area Express
Experience Project Management, Agency planning, Transit
Category: planning, Zero emission transportation, Electric
charging and hydrogen fueling infrastructure
Project Timeframe: March 2020 — July 2020
Project Manager Brian Barr, Assistant Director
Address
Zen and TLG collaborated to develop a
zero emission fleet transition plan for
Fresno Area Express (FAX), a central
California public transit agency. The
plan provides a comprehensive
roadmap, The Rollout Plan, to meet the
Innovative Clean Transit (ICT)
requirement of fully transitioning to a
zero emission bus fleet by 2040. The
project scope includes identifying route
and operational constraints, siting
electrical charging and hydrogen fueling
B.barr@fresno.gov, 559-621-1418
2223 G. Street Fresno, CA
infrastructure, projecting transition costs, and identifying and applying for government grants
to support purchasing and upgrade costs. The Rollout Plan required a detailed description of
the transition to zero emission vehicles which requires determining a mix of vehicle types,
planning for transitioning the fleet, an infrastructure plan, a funding plan, planning for how the
deployment of zero emission vehicles would affect disadvantaged communities and a plan for
training agency staff of how to operate and maintain zero emission vehicles. The planning
effort required a detailed analysis of the agencies' current routes, fleet makeup, staff training,
infrastructure required, and funding constraints. Project deliverables including filing a board
approved ICT Plan to California Air Resources Board and delivering a more comprehensive
transition plan to FAX identifying near term steps on the transition pathway.
Zen Work Scope:
The scope includes comprehensive analysis of FAX's fixed route and paratransit fleet composition, daily
operational schedule, and site layouts. Key constraints such as infrastructure siting, bus operational range
requirements, and available funding are taken into consideration in developing an ideal zero -emission
transition plan. Zen utilized its proprietary kinetic model to predict the compatibility of leading
commercial BEBs and FCEBs for FAX's routes and determined the most efficient option for each route. Zen
leads the writing of the ICT plan on FAX's behalf and will present the plan for approval to FAX's board of
directors prior to submission to the California Air Resources Board (CARB).
12 1 Page
Zen leveraged its industry contacts from electric charging and hydrogen fueling infrastructure suppliers to
cost and size the support equipment. Key infrastructure constraints that were identified and considered
were available electrical capacity, national and regional safety codes, and capital and operational
expenses.
Zen performed a techno-economic analysis and projected annual capital and operational expenditures to
guide FAX's long-range transit planning and budget allocation. Zen also developed a detailed training plan
to certify FAX's staff in the operation and maintenance of zero emission buses, electric charging
infrastructure, and hydrogen fueling infrastructure.
----- Total Traction Power —ESS Power -----ESS Charge Power ----- ESS (%SOC)
300 - - - 100
250 0 `' '
200 70
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0 100 i
50
10
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Time(hr�
The LeFlore Group assisted with management efforts for this project which included project
initiation, data gathering, relevant communications and general coordination amongst team
members. The effort required the coordination of all disciplines of the agencies including
planning, operations, safety, maintenance and capital projects.
131Page
PROJECT REFERENCE 3: Funding and Grant Applications
Client: Golden Empire Transit District (GET), SunLine Transit Agency
Gi►ris SunLine Experience Project management, Hydrogen and clean
• • << TNANSII ASfN"r Category: energy, Grant management,
Project Timefra me: March 2020, June 2020
Project Manager: Lauren Skiver, CEO (SunLine)
Iskiver@sunline.org, 760-343-3456
Deidre Brown, COO (GET)
dbrown@Retbus.org, 661-324-7874
Address 32-505 Harry Oliver Trail Thousand Palms, CA
92276 (SunLine)
1830 Golden State Ave, Bakersfield, CA 93301,
United States (GET)
Project Description:
Zen and TLG were brought in to assist the agencies in drafting a variety of grant applications for funding
for various projects centered around the transition to zero -emission technology. These grants include the
FTA Grants for Buses and Bus Facilities, Low or No Emissions Vehicle Program, The federal State of Good
Repair funds, BUILD and EPA Airshed grants, as well as Transit and Intercity Rail Capital Program (TIRCP),
Air Quality Improvement Program (AQIP) and Low Carbon Transit Operations Program (LCTOP) programs..
We have drafted grants in each of these categories and have been awarded millions of dollars in grants
as a result.
Work Scope:
Zen and TLG n worked together to establish a grant writing process which included analysis of the
agencies' current needs, compiling grant requirements, coordinating and securing local match funds,
and identifying scope and funding required to support capital projects. Through TLG and Zen's efforts,
SunLine Transit has been able to fund the majority of their bus fleet and hydrogen infrastructure
through State and Federal funding. This includes FTA, CARB and CEC awards, as well as some unique
mechanisms e.g. SunLine recently received funding for 5 fuel cell electric buses through the
Environmental Protection Agency (EPA).
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Zen Project Experience
PROJECT REFERENCE 4: Liquid Hydrogen Fueling Station
Client: SunLine Transit Agency
sunLifie Experience Category: Project Management, RFP/IFB Development, Hydrogen
fueling Infrastructure, FCEB Deployment, Policy, Data
IRAN511 AGfNCY Collection
ProjectTimeframe: June 2021 — December 2023
Project Manager Lauren Skiver, CEO
760-343-3456, Iskiver@sunline.org
Address 32-505 Harry Oliver Trail Thousand Palms, CA 92276
Project Description:
Zen is working as the owner's representative and
providing project management and reporting
services for a 2.5-year, $5 million project for SunLine
Transit Agency (SunLine) that was funded by the
California Energy Commission (CEC).
The project scope involves deploying a 1200
kilogram per day (kg/day) liquid hydrogen fueling
station. The station is part of a large build out of
high -flow hydrogen refueling stations being rolled
out at California transit agencies as a result of the
Innovative Clean Transit regulation. The project will
include a 12-month demonstration, in which Zen's
team will collect and analyze performance data providing tailored monthly key performance
indicator (KPI) dashboard reports to both SunLine and the CEC. Zen will also be managing the
design and planning associated with integrating the existing fueling infrastructure with this new
fueling station to improve the resiliency of their hydrogen refueling operations.
Work Scope & Delivery Method:
Zen is developing the request for proposals, selection of contractor, managing the project schedule and
budget, contracting with subcontractors, submission of quarterly written reports to CEC, facilitation of
monthly update meetings with project partners and CEC, provision of technical guidance on bus- and
station -related issues acting as owner's representative for SunLine, and oversight of data collection
analysis.
Technical Elements:
Zen provides expert advice to SunLine on integrating this new hydrogen fueling station with their existing
hydrogen refueling infrastructure. This includes pre -engineering studies and vendor surveys, financial
modeling, and development of performance requirements for all the hydrogen infrastructure at SunLine.
Zen will manage performance data for SunLine and ensure that vendors are meeting contracted
performance parameters as well as other specifications.
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PROJECT REFERENCE 5: Hydrogen Strategy for Canada
Client: Natural Resources Canada (NRCan)
Experience Category: Hydrogen and Fuel Cells, Strategy, Techno-Economic
Canada. Assessment, Government Policy, Technical Writing
ProjectTimeframe: April 2020 — December 2020
Project Manager Catherine Keresztesi, Senior Analyst
Catherine.Keresztesi@canada.ca, 613-447-1742
Address 580 Booth St, Ottawa, ON K1A OE4
Project Description:
The world's energy systems are undergoing radical
transformation driven by the need to decarbonize and mitigate
climate change. Development of a low carbon hydrogen
economy as a strategic priority to drive its use at -scale is a key
opportunity to diversify Canada's future energy mix to achieve
2050 net -zero emissions. Canada has unique competitive and
comparative advantages that position it to become a world
leading producer, user, and exporter of clean hydrogen, as well
as hydrogen technologies and services. A strong hydrogen
economy will lead to financial, environmental, and health
benefits for Canadians.
Zen has been selected and is working to develop the national
hydrogen strategy for Canada under contract to Natural
Resources Canada (NRCan). The hydrogen strategy will leverage
materials and key learnings from other studies and stakeholder
engagement undertaken by NRCan and its previous consultants. The strategy's main objectives are to
identify Hydrogen's role in decarbonizing Canada's economy in the long-term (2050) and determine a path
forward for the use of hydrogen and fuel cell technologies in optimal supply and end -use applications
within Canada.
Work Scope:
Zen's primary scope will be to synthesize our modeling data with existing materials into a cohesive
strategy and roadmap that sets short-term, mid-term, and long-term recommendations and defines
clear roles and responsibilities needed to achieve the roadmap targets.
The study will look at the various hydrogen production pathways from a commercial and environmental
perspective, and hydrogen applications including but not limitied to transportation, heating for the built
environment and industry.
The study will then address the barriers to commercialization identifying key gaps in the current H2
ecosystem, a plan for achieving 2050 targets, and a set of actionable recommendations for
implementation.
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PROJECT REFERENCE 6: Zero Emissions for California Ports (ZECAP) Project
gti.
GAS
TECHNOLOGY
INSTITUTE
Project Description:
Client: Gas Technology Institute (GTI)
Experience Category: Fuel cell electric vehicle, hydrogen fueling infrastructure
deployment and operation,
ProjectTimeframe: March 29, 2019—ongoing
Project Manager Mark Jensen, Vice President, Asset Management
mark.lensen@trapac.com, 310-513-7468
Address 630 W Harry Bridges Blvd, Los Angeles, CA 9074
The Zero Emissions for California Ports ("ZECAP") Project is an
industry led initiative focussed on reducing emissions in i
California ports. It is part of California Climate Investments, a
California statewide initiative that puts billions of Cap -and -
Trade dollars to work reducing greenhouse gas emissions,
strengthening the economy and improving public health and t
the environment — particularly in disadvantaged E
communities.
The objective of the ZECAP project is to validate the
commercial viability of zero -emissions hybrid fuel cell -electric r ■
yard trucks operating in a demanding, real -world cargo -
handling application. Gas Technology Institute ("GTI") and its
technology partners will develop, validate, and deploy two
Capacity TJ9000 fuel cell electric hybrid yard trucks at TraPac terminal at the Port of Los Angeles in
California. The yard trucks will be operated by TraPac and will move cargo containers within the terminal
yard during a one-year demonstration period, expected to begin in Q1 2021.
Hydrogen Technology and Energy Corporation ('HTEC") will develop and supply the hydrogen fueling
equipment for the ZECAP project, which will include a mobile Gas Transfer Module (GTM) and HTEC's 450
bar PowerCube hydrogen distribution system. The PowerCube hydrogen distribution module is a flexible
fuel -supply solution that can act as a stand-alone fueling solution in heavy-duty transportation
applications. The GTM will provide a fueling interface that will enable fuel transfer via "cascade filling"
whereby the higher -pressure hydrogen in the PowerCube storage system is transferred to the lower
pressure compressed hydrogen tanks in the fuel cell yard trucks without the use of a compressor.
Work Scope:
Zen will provide project management support to HTEC in the field during the deployment and operation
of the mobile fueling solution being developed to provide fuieling to two fuel cell yard trucks at Trapac's
operations at the Port of Los Angeles.
This includes interfacing with TraPac to understand and document their current yard truck operations,
fueling requirements, and site constraints and limitations that will affect the arrangement and selection
of the fueling location for the mobile fueling system. Zen will identify potential fueling sites, create a
Fueling Plan Document that will provide HTEC with the design requirements for the mobile fueling
equipment, and assist in defining the RFP for infrastructure and hydrogen supply vendors. Zen will
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collaborate with TraPac to understand regulation requirements and jurisdiction responsibility in its
current port operations and engage with the local California authorities and prepare a Permitting
Guidelines Document that identifies the permitting/approval process and documentation requirements.
After procurement and delivery of the fueling equipment, Zen will assist with the installation and
commissioning process. This includes preparing an acceptance test report outlining site infrastructure
requirements and the vehicle fueling process. The report will include a checklist and acceptance criteria
for approving the site infrastructure requirements and the hydrogen fueling process. Zen will prepare
training materials and coordinate operator and maintenance training for the on -site hydrogen fueling
process. This also includes preparing training material for first responders, including safety instructions
and operating manuals.
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PROJECT REFERENCE 7: Alberta Zero Emission Truck Electrification Collaboration (AZETEC)
Client: Emissions Reduction Alberta
AZETEC Experience Category: Hydrogen and Fuel Cells, Project Management
ProjectTimeframe: July 2019 —ongoing
Project Manager Angie Rice, Research & Grant Coordinator
AngeIica.Rice @AMTA.ca, 780-395-6146
Address 1285005 Wrangler Way, Rocky View, Alberta T1X 01<3
Project Description:
The Alberta Zero Emission Truck Electrification
Collaboration (AZETEC) is an industry -led
initiative, that aims to reduce emissions for
heavy-duty transportation in Alberta, using
hydrogen fuel generated in the province and
trucks installed with fuel cell electric drive trains.
The initiative involves the development and
operation of two heavy-duty fuel cell electric
trucks (FCET) designed to meet the unique
demands of transportation in Alberta such as
double -trailer (B-train) operation, heavier gross
vehicle weights (65,000 kg GVW), long distance
hauling, and cold weather.
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The importance of this project to kick-start the development of a hydrogen economy in the Province of
Alberta is substantial. Alberta has distinct competitive advantages in the development of low carbon
hydrogen production for domestic and export markets. The unique strengths of Alberta's Industrial
Heartland make it among the world's lowest cost producers of hydrogen — at approximately half the
wholesale cost of diesel. Alberta blue hydrogen is made with ultra -low emissions by upgrading natural
gas. The carbon by-product generated from this process can then be captured and permanently
sequestered underground or used for another purpose.
Work Scope:
Zen developed the project concept, led the grant writing process and project contracting and now
provides project management and supports the project applicant (Alberta Motor Transport Association —
AMTA) for both the fuel cell electric trucks and fueling infrastructure portions of the AZETEC project. Zen
is responsible for coordinating the project partner deliverables to ensure a structured approach to
managing scope of work, schedule, budget, and milestone reporting; to ensure reporting requirements
for the provincial and federal funding partners are met. Both the trucks and fueling infrastructure are
scheduled for deployment in 2021.
Included in the project scope is a commercialization plan for heavy-duty trucking in the Province that will
outline the next phase of truck deployments, as well as the supporting infrastructure upgrades for this
scaled deployment
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The LeFlore Group Project Experience
PROJECT REFERENCE 8: Glendale Transit & Maintenance Facility
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gIend acalifIe
Client: The City of Glendale
Experience Category: Project Management, Public/Private Partnerships,
RFP/IFB Development
Project 2014 — current (ongoing project)
Timeframe:
Project Manager Kevin Todd, Public Works Director
ktodd@glendaleca.gov, 818-548-3970
Address 633 E. Broadway Glendale, CA 91206
Project Description:
The LeFlore Group is acting as the
Project Management Firm and
provides project management
services for a 6-year, $16 million
project for The City of Glendale
that is funded by local and Federal
Funding sources.
The project scope involves the
building of a new Transportation
Facility for the Beeline Bus System located at 400 West Cerritos Avenue. The project consists of the design
and construction of a maintenance garage, a two-story dispatch/administrative building, a service/fuel
island, bus parking, and bus wash. The original design included an approximately 12,000 sq. ft.
maintenance garage consisting of four service bays, parts storage, and is compliant with compressed
natural gas (CNG) as well as hydrogen maintenance requirements.
The project required relocation of the current CNG station which is the result of a Public/Private
partnership between the City of Glendale and Clean Energy.
Work Scope:
As this project was the first of its size undertaken by the Transportation Division of the City of Glendale,
The LeFlore Group successfully led the team through the solicitation, design, construction, and
Project management efforts for the entire project. This includes the solicitation, hiring, and oversight of
selected project contractors, from start-up to upcoming closeout.
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PROJECT REFERENCE 9: Norwalk Zero Emissions Fleet Project
norwalk
Ltransit
no
Project Description:
The LeFlore Group is acting as the Project
Manager for The City of Norwalk's Zero
Emission Fleet Transition Project. The
project consists of creating a rollout plan
per ICT regulations. The Rollout Plan
required a detailed description of the
transition to zero emission vehicles which
requires determining a mix of vehicle types,
planning for transitioning the fleet, an
infrastructure plan, a funding plan, planning
for how the deployment of zero emission
vehicles would affect disadvantaged communities and a plan for training agency staff of how to operate
and maintain zero emission vehicles. It also includes the procurement of new zero emissions vehicles for
the agency; estimating costs, planning infrastructure and construction efforts for infrastructure to support
the zero emissions vehicles; and reporting to agency executives and the City council.
Client: The City of Norwalk — Norwalk Transit System
Experience Project Management, RFP/IFB Development,
Category: Bus Procurement, Zero Emissions Planning
Project 2020—Ongoing
Timeframe:
Project Manager Janet Welde, Senior Analyst
awelde@ norwalkca.gov. 562-929-5600
Address 12650 Imperial Highway
Norwalk, CA 90650
Work Scope:
The LeFlore Group is managing the project including the development of a project schedule, deliverables
outline, coordination of vendors,
21 1 Page
PROJECT REFERENCE 10: Norwalk TAM Plan Development
norwalk
transit
Project Description:
Client: The City of Norwalk — Norwalk Transit System
Experience Project Management, Asset Management
Category: Planning
Project 2018-2019
Timeframe:
Project Manager Janet Welde, Senior Analyst
iwelde@norwalkca.gov, 562-929-5600
Address 12650 Imperial Highway
Norwalk, CA 90650
FTA required transit agencies to develop
Transit Asset Management Plans in order to
ensure the safety and quality of federally
funded transit assets. The LeFlore Group was
contracted to develop a transit asset r�
management plan and state of good repair
database on behalf of Norwalk Transit System. I
The Plan included the development of a TAM
and state of good repair policy, development
of an implementation strategy that outlined a ~
plan to achieve their set goals, a written description of activities the agency would engage in over the life
of the plan, and a summary of the list of resources and personnel that the agency needed to develop and
carry out the plan.
Work Scope:
The LeFlore Group served as Project Managers over this project. The project required that TLG assess the
condition of the agency's current assets, including fleet and infrastructure assets. TLG also analyzed
agency needs over the next four years and beyond by forecasting vehicle replacement timelines (utilizing
useful life timelines and other factors), agency funding availability and City and executive priorities. The
final TAM plan set funding priorities for the agency over time to ensure that vehicle procurement and
maintenance funding needs were addressed and planned for well before the need arose. The Plan was
ultimately reviewed and accepted by the City Council and the FTA.
22 1 Page
WORK PLAN AND APPROACH
Project Approach
The project team will use a collaborative and iterative approach throughout the proposed project to
deliver the consulting services, working closely with City of Santa Clarita (City) personnel across the
organization including the Facility, Operations and Maintenance departments. Stakeholder engagement
will be a critical element in our approach, starting with project initiation and kickoff to define objectives
and reporting methods. We will develop stakeholder engagement plans for each unique set of services
provided and will span engagement with internal City staff as well as external stakeholders, such as
contract service providers, utilities, and technology and solution providers where appropriate. The
proposed workplan will ensure the City selects the optimal hydrogen fueling solution for its unique
operational needs
The team recognizes that transit agencies must balance immediate service and ridership needs with
longer -term transition goals, which can at times be competing priorities. As such, consulting services will
be provided in a flexible and adaptable manner, with a diverse range of capabilities, recognizing that
priorities may change throughout the agreement period.
COVID-19 Protocol
The arrival of the novel coronavirus (COVID-19) in North America is a dramatic example of how priorities
can rapidly change. The pandemic has led to unprecedented times and challenges for transit agencies,
with severe declines in ridership impacting revenue, and rising costs with the need for increased cleaning
and protective gear and changes to service such as shadow bus operation to avoid overcrowding. While
creating immense operational challenges, it is anticipated that economic recovery and stimulus packages
will include electrification of transit as a priority area. Our team is committed to working with GCTD Transit
to balance near and long-term needs in these uncertain times.
In response to the pandemic, Zen has been operating from remote home offices 100% of the time
since March 2019, but it's "business as usual" for Zen in terms of client service. We are confident in our
ability to provide continued access to our people via email, telephone, and video conferencing. We have
sufficient hardware for employees to work from home, network access to complete work efficiently, and
robust communications tools to collaborate among teams and to effectively navigate any transition to a
disrupted working environment. The three ICT Rollout Plans completed in 2020 were successfully
delivered remotely through leveraging the team's robust video conferencing and cloud infrastructure.
Our team has all the tools necessary to effectively navigate any transition to a disrupted working
environment. We have seamlessly adjusted to this new way of working, given our experience in the
structuring and delivery of collaborative work sessions (i.e., we know what works) and use of multiple
technologies, which have proliferated in this space. We believe engagement, alignment, and collaboration
can effectively occur remotely with the right tools and strategies.
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Project Management
The project team specializes in project management of consortium -based projects that involve multiple
stakeholders where the team must harmonize end user needs, government funding, and clean technology
solutions to successfully execute projects. Through extensive experience managing complex projects, the
team has developed a wide range of project management tools and standard operating procedures that
result in focussed and efficient project management and risk mitigation.
PM.1 Project Kickoff
The team will organize a virtual project Kickoff meeting with key City personnel to overview process, data
collection process, sub -teams as required (i.e.. infrastructure and maintenance codes sub -team for
analysis of siting constraints).
PM.2 Project Administration
The project team will undertake project administrative and ongoing contract management tasks, including
but not limited to:
• Contract administration
Meeting agendas and minutes
• Scheduling, budget tracking and close out
PM.3 Weekly/Bi-weekly Check -in Meetings
The team will organize weekly or bi-weekly check -in meetings with City staff depending on the pace of
activity throughout the project. Zen's project manager will be responsible for coordination with project
stakeholders, administration, reporting, QC, safety, and cost/schedule monitoring and control
1.0 Hydrogen Production and Refueling Station Analysis
The project team will leverage its strong network of contacts with hydrogen infrastructure suppliers,
government, EPC firms and authorities having jurisdiction to develop a comprehensive Hydrogen Fueling
Station Plan for the City. The project team will also utilize its combined experience in navigating regulatory
guidelines during the permitting process, public procurement, contracting, and practical hydrogen
infrastructure installation and operations to ensure the specified design is the ideal solution for the City's
operational demands.
1.1 Data Collection
The project team will collaborate with City staff and leverage Zen's technical expertise and contacts within
the zero -emission bus and infrastructure industry to gather data to support the analysis. The existing Zero
Emission Bus (ZEB) plan will be leveraged to assess key information about the existing fleet and
operations. Additional information may be required to fully assess the needs of the agency. This will likely
include:
• Information relating to operational routes, schedule, and blocks to determine the optimal zero
emission technology to deploy:
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o Route maps
o Bus duty cycle data
o Operating schedule (pull-in/out data)
• Baseline inventory of vehicles:
o Vehicle fleet data
o Infrastructure and facility layout and code compliance
o Existing and planned infrastructure upgrades
• Baseline inventory of existing infrastructure, site layout, and existing facilities to determine
infrastructure siting constraints:
o Utility capacities
o Available land for siting new equipment
o Electrical capacity availability
o Setback restrictions
o Maintenance facilities design
1.2 Fleet Requirements Analysis
The team will analyze the available data to determine the requirements of the future hydrogen
production and fueling station. Key outcomes of the analysis will be the necessary station
capacity and operating characteristics such as fill rate and configuration. The team will review
site specific constraints such as utility capacity and footprint restrictions to determine necessary
bounds for potential vendors to consider.
7.3 Station Requirements Document
The principal output of Task 1 will be a station requirements document. This will outline the
necessary station characteristics and input variables that will make up the requirements in the
request for proposal for vendors to design and construct the station. Key parameters outlined
in this document will include but not be limited to:
• Daily throughput
• Fill quantities
• Fill rates
• Fueling window
• Day(s) of back-up supply
• Station footprint
• Facility changes and improvements
• Utility services
• Backup electrical service
• Suggested maintenance service contract
2.0 Develop Hydrogen Production and Refueling Station Specifications
The project team will build off the station requirements document to finalize the hydrogen production
and refueling station specifications and develop an RFP to solicit responses from vendors to deliver a
station. Zen and TLG will support the City through the application process.
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2.1 Prepare RFP Scope of Work Document
Development of an effective RFP requires several things, but always starts with an accurate independent
project estimate. As procurement experts, Zen and TLG have developed several techniques, checklists,
and procedures to ensure solicitations include, at a minimum:
• A detailed and specific scope of work
• A detailed and appropriate technical specification document (where appropriate),
• An appropriate and complete list of terms and conditions (local, state and federal),
• Appropriate evaluation criteria based on City needs and solicitation type,
• Quality requirements,
• Schedule requirements
• An appropriate contract type based on commodity type and legal requirements (i.e. fixed price,
firm fixed price, cost -type contract, etc.),
• Two-step procurement considerations (where appropriate).
The team will develop the RFP document, including price submittal form and review process for
public/private partnership between the City and a contractor for the design, construction, maintenance,
and operation of hydrogen production and fueling facility.
2.2 Pre -proposal Meeting
Technical experts from the project team will take part in a pre -proposal conference and site
visit. Ideally, this meeting will occur in person, but depending on local and state COVID-19
guidelines, a virtual pre -proposal meeting may be necessary.
2.3 Develop Vendor List
The team will identify hydrogen fuel and equipment suppliers and provide key contacts who
would be capable of submitting proposals. TLG and Zen have strong contacts within California
industrial gas suppliers, hydrogen production technology companies, and hydrogen equipment
vendors.
2.4 Answer Technical Questions from Contractors
The team will liaise with potential proposers and conduct follow up activities including:
• Addressing questions and developing addenda
• Answering technical questions and providing clarifications
3.0 Proposal Evaluations
Once the proposals are received, the project team will review and compare each submission. Zen and TLG
will leverage their extensive experience in complex public transit construction and hydrogen technology
projects to rate the quality of each proposal and provide recommendations to the City.
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3.1 Review and Grade Proposals
Zen and TLG will act as owner's representatives and assist in the evaluation of proposers based on:
• Technical capability and experience to meet or exceed the requirements of the RFP:
o Investigate prior transit project experience and contact references to acquire feedback
o Hydrogen infrastructure experts on the team will evaluate proposal's technical viability
and ensure proposed design is suitable for the City's operations
o Quality of the equipment package and design documentation
• Evaluate cost competitiveness of delivered hydrogen pricing, negotiate with suppliers to obtain
the lowest cost for the City
• Ability to meet technical specifications of RFP, including feasibility of schedule and risk of
downtime
3.2 Prepare Recommendations
Based on the comprehensive analysis performed in Task 3.1, Zen and TLG will prepare a document
comparing and ranking the proposers to help the City make an informed decision on contract award.
3.3 Contract Negotiation Assistance
The team will aid in contract negotiations with the successful proposer, including:
• Implementation and startup schedule
• Delivered hydrogen cost negotiation
• Final actual cost structure
• Cost and expense -monitoring formats and strategies
4.0 Project Management
As detailed in the Experience and Technical Expertise Section, the team has recent experience managing
the site preparation, delivery, and installation of hydrogen fueling equipment. Key activities throughout
the project will include:
• Technical Construction Oversight
• Manage Progress Payments
• Receive Certified Payroll
• Manage PCC 22166 Subcontract Listing Process
• Confirm DIR Registrations
• Coordinate Utility Payments
• Manage Change Orders
• Manage RFI's
• Confirm Apprenticeship Registration
• Manage As -Built Drawings
• Manage Construction Schedule
• Manage Stop Payment Process
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• Help Prepare Semi Annual DBE Reporting
• Manage Substantial Completion Determination
• Manage Buy America Compliance
4.1 Planning and Design
Project management will commence during the project planning and design phase. Zen has extensive
experience managing capital projects, particularly large construction projects. We believe that having the
required technical expertise on a project is crucial to its success. Zen will be sure to identify and hire the
required skilled vendors for a project of this size and scope based on our expertise with similar projects.
Zen's oversight experience includes ensuring the effectiveness of Construction Managers, Estimators,
Construction QA firms, Surveyors, Geotechnical firms, Inspection and Testing processes, General
Contractors, Design -Build firms, and Labor Compliance processes.
Ensuring the project proceeds smoothly requires careful planning and organization. Zen will initiate the
following practices to manage the project:
• Development of a detailed scope, and repeated validation of that scope as the project progresses.
In construction there are always unknowns and effective management includes planning for the
management of those unknowns as best as possible before work begins.
• Working with the construction firm to ensure a realistic project schedule and a plan for managing
that schedule. This may include weekly construction meetings to validate progress. Utilization of
an overall schedule and time -specific look ahead schedules will be used to effectively coordinate
disciplines as the project progresses. We will also make sure that schedule considerations for
making up time and/or ensuring damages for project delays are properly assigned to the
contractor.
• Management of communications between all vendors and project stakeholders.
4.2 Construction and Installation
Zen understands that every phase of a project is important, and that the construction phase is a crucial
part of the execution of successful deployment of the hydrogen technology for the City. Effectual
monitoring includes the inventory of deliverables, development of an effective scope, payment, and
approval of final products.
In our experience key factors when overseeing a construction project include:
• Monitoring work progress, including ensuring change order requests are properly analyzed and
executed through the existing change control process.
• Ensuring proper resources are assigned to the project, especially as it progresses from initiation
to closeout.
• Assistance with identification of, monitoring, controlling and communicating project risks.
• Controlling project scope, and ensuring work complies with original scope and quality as outlined
in project agreements.
281 Page
• Ensuring the project budget is closely monitored and managed.
• Controlling the project schedule, and appropriately planning for and managing acceleration, if
necessary.
• Ensuring that all deliverables and closeout documentation such as as-builts and warranty
documentation are received from the contractor.
4.3 Commissioning
Zen has recent practical experience in the installation and commissioning hydrogen fueling infrastructure
for SunLine Transit Agency. This has provided the team with a strong understanding of risk mitigation
measures, operational considerations, and design principles which are critical in successfully operating a
hydrogen fueling station. The team will ensure that the fueling station provider has well defined
operational metrics included in their contracts with correlating payment holdbacks to ensure the buses
and station is operating fully before final payments are completed.
The team will assist City staff in planning, coordination, and execution of acceptance testing on the
procured hydrogen fueling infrastructure. This includes:
• Working with City Operations staff to develop installation and commissioning schedule and plan
• Oversight of hydrogen infrastructure commissioning teams to ensure work proceeds on schedule
and on budget
• Analysis of key performance metrics to ensure equipment performs to the standards required by
the City
5.0 Training
The project team has previous experience developing detailed staff training plans as part of the ICT Fleet
Transition Plan development work for multiple California public transit agencies including Fresno Area
Express, Golden Empire Transit and SunLine Transit. These plans included detailed course offerings, cost
estimations, class size restrictions, and curriculum details. For this work, the project team leveraged its
connections in hydrogen infrastructure suppliers, FCEB OEMs, and connections to third party training
centers such as technology institutes.
5.1 Develop Training Module
The team will work with City staff to optimize the training program for City staff and first responders based
on parameters such as allotted budget, number of technicians and first responders requiring specific
training, and regulatory requirements. For example, the project team have developed plans which utilize
a "train the trainer" approach, where a select group of senior operations and maintenance staff take part
in the training and bring the knowledge and expertise in-house. The trained staff will then develop in-
house training curriculums to impart the specific knowledge throughout the rest of organization. This
approach not only decreases overall training costs for the client, but ensures the knowledge is captured
instead of being dependent on outside trainers.
The team will coordinate with FCEB OEMs, fueling infrastructure suppliers, and training centers to develop
a training plan that will allow City staff to safety and confidently operate the new equipment. The training
curriculum will include:
• General H2 safety
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• System diagnostics
• Preventative maintenance
• Corrective maintenance
• Vehicle operator training
• Warranty coverage and process for key systems
The team will also connect City staff with resources and training programs being developed by
other public transit agencies, which are specifically designed for transit operations. The project
team has a strong understanding of the core competencies and training courses required for
efficient operation of hydrogen fueling infrastructure, based on our own practical experience
with equipment operation and maintenance.
5.2 Coordination of Training for City Staff
The project team will coordinate with City staff and the various organizations providing training
to execute the staff training plan developed in Task 5.1
5.3 Coordination of Training for First Responders
The project team will coordinate with City staff, first responders, and the various organizations
providing training to execute the first responder training plan developed in Task 5.1.
Key Milestones
The following highlight key project milestones and the estimated time frame for each.
♦ Project Kickoff Meeting (November 15-19, 2021)
♦ Station Requirements Document (January 15, 2022)
♦ Publication of RFP (January 31, 2022)
♦ Proposal Review and Recommendation Report (March 15, 2022)
♦ Completion of Staff and First Responder Training (June 30, 2023)
♦ Station Commissioning Complete (August 15, 2023)
Schedule
Timing for Tasks and Deliverables are shown in the Gantt chart below.
301 Page
PM Project Management
Project kickoff
Project administration77 Weekly/bi-weekly check -in meetings
■
1.0 Hydrogen Production and Refueling Station Analysis
1.1 Data collection
1.2 Fleet requirements analysis
1.3 Station requirements document
2.0 Develop Hydrogen Production and Refueling Station Specifications
2.1 Prepare RFP scope of work document
2.2 Pre -proposal meeting
2.3 Develop vendor list
2.4 Answer technical questions from contractors
3.0 Proposal Evaluations
3.1 Review and grade proposals
3.2 Prepare recommendations
3.3 Contract negotiation assistance
4.0 Project Management
4.1 Planning and design
4.2 Construction and Installation
4.3 Commissioning
5.0 Training
5.1 Develop training module
5.2 Coordination of training for City staff
5.3 Coordination of training for first responders
31 1 Page
APPENDIX A - RESUMES
brA
Zen
PROFILE SUMMARY
Yz7
CLEAR ENi -1
Z E N SOLUTIONS
Ms. Sabina Russell is a Principal and co-founder at Zen Clean Energy Solutions, a
specialty consulting firm in Vancouver, BC with a focus on hydrogen and fuel cells.
She has been working in the clean energy sector for 23 years and has a passion
for zero emission transportation. Sabina is an expert in hydrogen and fuel cell
technologies, products, and practical end -use commercialization considerations.
Sabina specializes in helping clients where combined technical knowledge and
hands-on commercial experience are an asset. She leads Zen's project
management branch, with a focus on consortium -based projects deploying clean
and zero emission technologies. Sabina provides technical expert services related
to hydrogen and fuel cell technologies for market analysis projects and M&A
opportunities. She led Zen's recently completed BC Hydrogen Study for the
Government of British Columbia, which examined the potential roles hydrogen
can play in decarbonizing BC's economic sectors and is currently leading Zen's
project with the Canadian Government to develop the Hydrogen Strategy and
Roadmap for Canada.
Prior to starting Zen, Sabina was with Ballard Power Systems for over 18 years,
where she held a range of technical and commercial roles. In her last position at
Ballard as Director of Product Engineering, she led an organization of over 95
engineers and scientists responsible for development of the full portfolio of fuel
cell stack and system products for applications ranging from forklifts to
automotive to high power heavy-duty engines for buses, trucks and trains. In this
role she successfully transformed the group from focusing only on internal
product development, to allocating more than half the team to a profitable
engineering services business responsible for generating more than a third of
Ballard's revenue.
Sabina is a registered Professional Engineer with Engineers and Geoscientists B.C.
with a degree in Mechanical Engineering from the University of British Columbia,
and an Executive Certificate in Strategy & Innovation from MIT Sloan.
PROFESSIONAL EXPERIENCE
Zen Clean Energy Solutions October 2015- Present
Principal
■ Fresno Area Express Zero -Emission Vehicle Transit Plan, United States of
America, 2019-ongoing — (Principal Oversight) Fresno Area Express (FAX) is a
public transit agency operating in Fresno, California. Zen is writing a plan for FAX
to transition its fleet of 112 fixed route buses and 48 paratransit vehicles to zero
emission by 2040. Sabina is leading the Zen team to develop a comprehensive
fleet transition plan including annual CapEx and OpEx projections, electric charging and hydrogen fueling
infrastructure deployment, and operator training protocols. Sabina also leads the writing and delivery of FAX's
fleet transition plan to the California Air Resources Board (CARB).
■ SunLine Transit AQIP Project, 2017-ongoing - (Project Manager) SunLine Transit is a public transit agency
operating in the Coachella Valley in Southern California that has been a leader in the deployment of fuel cell
electric buses. Sabina is project manager on a 4-year, $17 million project funded by California Air Resources Board
(CARB) to deploy an onsite PEM electrolyzer and bus fuelling station that will be integrated into SunLine's new
CNG station, and add 5 new fuel cell buses to SunLine's fleet. The electrolyzer produces 900 kg/day of renewable
'green' hydrogen. Sabina leads all reporting to CARB, provides technical expertise, manages the bus OEM and
fuelling station subcontractors, and manages budget and schedule to ensure successful project delivery.
■ Canadian National Hydrogen Strategy, NRCan, 2020 — (Project Technical Lead) Zen has been selected to develop
the national hydrogen strategy for Canada under contract to Natural Resources Canada (NRCan). Zen's primary
scope is to synthesize previous study material into a cohesive strategy and roadmap that sets short-term, mid-
term, and long-term recommendations and defines clear roles and responsibilities needed to achieve the
roadmap targets. Sabina is the technical lead on this project.
■ British Columbia Hydrogen Study, Canada, 2019 - (Project Manager and Technical Lead) Zen led a consortium to
analyse the potential for hydrogen to help BC achieve its decarbonization goals. The study considered both how
demand for hydrogen will develop between 2020 and 2050 as well as how the Province could build up its low -
carbon production capacity to serve both domestic supply and the export market. Sabina led the team of ten
experts to deliver the project on time and on budget and was responsible for the technical content in the final
deliverable. She also led the stakeholder engagement, development of policy recommendations, and reporting to
the Government of BC.
■ Technical Due Diligence for Venture Capital Firm, Fuel Cell Equity Investment, UK, 2019 — (Technical Expert)
Zen's client manages a portfolio of investments in the hydrogen and fuel cell space, and was assessing a potential
equity investment and joint development agreement (JDA) with an early -stage fuel cell developer. Sabina led the
technology due diligence and provided a final report to the client with recommendations for the investment
milestones and JDA terms.
■ Electrolyzer and Hydrogen Fuelling Station Market Analysis for Venture Capital Firm, Europe and Japan, 2019 —
(Technical Expert) Zen's client was developing terms for a joint development program (JDP) for a European start-
up with a novel electrolyzer technology with potential for deployment in Japan. Sabina led the team at Zen
conducting the onsite technical review of the technology and developing a market study to assess the commercial
potential for an end -product integrating the electrolyzer with a compression/storage/dispensing solution. This
included developing a total cost of ownership model from the end -user perspective to quantitatively assess the
business case compared to alternatives.
■ Port of Los Angeles Fuel Cell Yard Truck Deployment Project, US, 2019-ongoing (Principal Oversight) TraPac, an
operator at the Port of Los Angeles, will be demonstrating two fuel cell yard trucks and a temporary hydrogen
fuelling station in energy intensive container logistics operations. Sabina is leading the Zen team responsible for
developing the siting and fuelling plan and leading permitting fuel source procurement.
■ ITM Hydrogen Feasibility Study, Canada, 2019—(Analyst) Zen participated in a feasibility study assessing the
potential for a large-scale hydrogen production facility in British Columbia to serve the local and export market.
Sabina led work to assess potential sites for a 300 MW production facility, taking into account transportation
logistics to the Japanese market via liquid organic hydrogen carrier technology.
PROFILE SUMMARY
r CLEAN ENERGY
Z E N SOLUTIONS
Jeff Grant is a Principal and co-founder of Zen Clean Energy Solutions, a specialty
consulting firm in Vancouver, BC with a focus on hydrogen and fuel cells. He has
been working in the clean energy sector for 21 years and has a passion for the
electrification of the transportation industry. His understanding of the needs of
government and private sector partners enables him to deliver contracts and
successful projects that are "win -win" for all stakeholders.
Jeff leads the commercial and government business development activities at
Zen, providing assistance and expertise with non -dilutive funding, technology
selection, partner match -making and project development. Recently, Jeff
contributed to the development of a National ZEV Vehicle strategy as a member
of the public outreach working group.
Jeff led the government relations and policy section for BC Hydrogen Study for
the Government of British Columbia, which examined the potential roles
hydrogen can play in decarbonizing BC's economic sectors. In addition, he leads
the commercial development activities for Zen's private sector clients, such as
BAE Systems, Ballard and HTEC.
Prior to starting Zen, Jeff was with Ballard Power Systems for over 15 years in
several key business development roles, including the commercial lead for the
North American bus market, and account manager for Ballard's largest customer
at the time, Plug Power. Jeff also led several key external relations activities at
Ballard. Key roles include:
■ Chair, Canadian Transportation Fuel Cell Alliance Working Group
■ Chair, Canadian Sub -Committee to IEC TC/105
■ Chair, California Fuel Cell Partnership Bus Team
Jeff studied Business Administration at Carleton University and Algonquin College
and has certificates from BCIT, Caltech and the Sauder School of Business.
PROFESSIONAL EXPERIENCE
■ British Columbia Hydrogen Study, Canada, 2019 - (Government Relations &
Policy Lead) Zen led a consortium to analyse the potential for hydrogen to help
BC achieve its decarbonization goals. The study considered both how demand for
hydrogen will develop between 2020 and 2050 as well as how the Province could
build up its low -carbon production capacity to serve both domestic supply and
the export market. As part of this project, Jeff led the development of policy
recommendations, program support and funding priorities for the Government
of BC.
AZETEC - Alberta Zero Emission Truck Electrification Collaboration, Alberta, 2018-present — (Principal
Oversight) In collaboration with key stakeholders in Alberta, Jeff helped initiate and implement the first heavy-
duty fuel cell electric truck project in Alberta. AZETEC is an industry -led initiative to reduce emissions from
Alberta's heavy-duty transportation sector by harnessing the benefits of low
■ HTEC Commercial Business Development, North America, 2015-present—(Embedded Role, Director of
Corporate Development) HTEC is a private company developing fueling solutions to support the supply of
hydrogen to new retail fuel markets, as well as existing wholesale markets, through hydrogen infrastructure and
technology solutions. HTEC is the Canadian leader in owning and operating hydrogen fueling stations in the
country, developing 4 of the first 5 commercial fueling stations nationally. Jeff oversees the project development
activities in California, Quebec, British Columbia and Alberta. His areas of focus include securing funding from
multiple levels of government; managing partnerships with key suppliers; and developing site license agreements
with the host sites including Shell and 7-Eleven (Esso).
■ Ballard Power Systems Commercial Business Development, North America, 2015-2019—(Project
Development) Ballard Power Systems is a leading global provider of innovative clean energy and fuel cell
solutions. Jeff provides project development services for targeted heavy-duty applications like goods movement
equipment at the ports, transit buses, and class 8 trucks. Jeff's areas of focus include: securing government
contracts that result in large scale commercial agreements with vehicle OEM's; rolling stock; and supporting
fuelling infrastructure.
■ BAE Systems Commercial Business Development, North America, 2016-present—(Project Development) BAE
Systems is a leading global provider of green power and propulsion solutions for trucks, buses and other heavy-
duty applications. Jeff provides government relations and project development services for seaport applications
in California incorporating BAE Systems hybrid electric drivetrain solutions.
Canadian National Hydrogen Strategy, NRCan, 2020 — (Project Lead, Policy and Funding Priorities) Zen has been
down selected to develop the national hydrogen strategy for Canada under contract to Natural Resources Canada
(NRCan). The hydrogen strategy will leverage materials and key learnings from other studies and stakeholder
engagement undertaken by NRCan and its previous consultants. Zen's primary scope will be to synthesize the
existing material into a cohesive strategy and roadmap that sets short-term, mid-term, and long-term
recommendations and defines clear roles and responsibilities needed to achieve the roadmap targets. Jeff will
lead the policy recommendations and funding priorities for the study.
CLEAN EfiERGY
Z E N SOLUT10NS
PROFILE SUMMARY
Mr. Tim Murray, Associate, specializes in technical analysis, project management,
and market assessment. He creates analytical models to answer complex
questions and conducts literature reviews that helps his clients strategize for the
future.
Tim led the modelling effort for Zen's recent report on the potential for hydrogen
to help British Columbia reach its decarbonization targets. This included
forecasting hydrogen demand from 2020-2050 in key economic sectors such as
transportation, industry, the built environment, and the natural gas grid. It also
included a review of potential hydrogen production pathways for domestic and
export markets. He is also leading the development of a plan for SunLine Transit
— a public transit agency in California — to transition its fleet to 100% zero -
emission vehicles by 2040 in accordance with the Innovative Clean Transit
Regulation. The plan calls for a combination of fuel cell and battery electric buses
and paratransit vehicles and considers all costs to the agency including capital
expenditure of the buses as well as all required infrastructure upgrades, fuel
costs, and maintenance.
Before joining Zen, Tim worked as a consultant in the clean energy sector with
the Cadmus Group and as a Sole Proprietor. He holds a bachelor's degree from
McGill University and a master's degree from MIT in mechanical engineering. As
a graduate student, his research focused on light- and heavy-duty vehicle exhaust
filtration systems with the goal of reducing emissions and improving fuel
economy.
Mr. Murray is a registered Engineer -in -Training with Engineers and Geoscientists
of British Columbia (EGBC).
PROFESSIONAL EXPERIENCE
Zen Clean Energy Solutions January 2019 - Present
Associate
■ Fresno Area Express Zero -Emission Vehicle Transit Plan, United States of
America, 2020 — (Project Manager) Fresno Area Express (FAX) is a public transit
agency operating in Fresno, California. Zen is writing a plan for FAX to transition
its fleet of 112 fixed route buses and 48 paratransit vehicles to zero emission by
2040. Mr. Murray is the primary technical contact and manages the project's
schedule and budget. Mr. Murray also leads the modelling and technical
analysis of FAX's operations to identify key constraints such as infrastructure
siting, cash -flow, and operating schedule. Mr. Murray is also connecting FAX
with electric charging and hydrogen fuelling infrastructure suppliers, and zero
emission bus OEMs to develop operator training plans and estimate overall
capital expenditures.
■ Golden Empire Transit Zero -Emission Vehicle Transit Plan, United States of America, 2020 — (Project Manager)
Golden Empire Transit (GET) is a public transit agency operating in Bakersfield, California. Zen is writing a plan for
GET to transition its fleet of 85 fixed route buses and 22 paratransit vehicles to zero emission by 2040. Mr. Murray
is the primary technical contact and manages the project's schedule and budget. He leads the technical modelling
of GET's existing bus routes to determine the most cost-effective and efficient blend of battery electric and fuel
cell electric replacement buses. Mr. Murray is conducting a techno-economic analysis over the transition plan's
lifetime to guide GET's long-range transit planning and budget allocation.
■ SunLine Key Performance Indicator Report Project, United States of America, 2019-ongoing—(Project Manager)
Mr. Murray led the development of monthly report showing key performance indicators for SunLine Transit's bus
fleet and hydrogen electrolyzer station. The reports are generated using several data sources including SunLine's
fuel management system, utility billing data, and the electrolyzer station's PLC system. The reports track
parameters including station availability, bus fleet fuel economy, number and success of fuelling events, bus
operating expense, and hydrogen fill rate.
■ SunLine Transit Zero -Emission Vehicle Transition Plan, United States of America, 2019-ongoing—(Project
Manager) SunLine transit is a public transit agency operating in the Coachella Valley in Southern California. Zen is
writing a plan for SunLine transit to transition their fleet of 81 buses and 39 paratransit vehicles to zero -emission
by 2040. Mr. Murray is conducting extensive modelling to optimize the mix of battery electric and hydrogen fuel
cell vehicles in the fleet based on cost, technical capabilities, and operational constraints. He is forecasting
hydrogen, natural gas, and electricity demand from 2020 to 2040 and estimating all costs related to vehicle and
infrastructure purchases, fuel, and maintenance.
■ British Columbia Hydrogen Study, Canada, 2019—(Analyst) Zen led a consortium to analyse the potential for
hydrogen to help BC achieve its decarbonization goals. The study considered both how demand for hydrogen will
develop between 2020 and 2050 as well as how the Province could build up its low -carbon production capacity to
serve both domestic supply and the export market. Mr. Murray led the modelling effort to quantify the expected
demand and estimate the relative cost and carbon intensity of various production pathways.
■ ITM Hydrogen Feasibility Study, Canada, 2019—(Analyst) Zen participated in a feasibility study assessing the
potential for a large-scale hydrogen production facility in British Columbia to serve the local market as well as its
export potential. Mr. Murray forecasted hydrogen demand from the light -duty vehicle market in BC based on
market trends in BC as well as other key jurisdictions as well as announced government policies, such as the zero -
emission vehicle mandate, which are expected to impact fuel cell and battery electric vehicle adoption.
■ Ballard Power Fuel Cell Bus Greenhouse Gas Calculation Tool, Canada, 2019—(Analyst) Mr. Murray developed
a tool that estimates greenhouse gas (GHG) abatement potential from the deployment of fuel cell electric and
battery electric public transit buses compared to diesel and compressed natural gas baselines. The tool allows the
user to input the location in which the buses will be deployed, the hydrogen production method (electrolysis,
steam methane reforming with and without carbon capture and storage), and operational parameters such as
annual distance driven.
■ Powertech Heavy -Duty Hydrogen Fuelling Station Market Potential Study, Canada, 2019-2020—(Project
Manager) Mr. Murray led a study of the market potential for a containerized heavy-duty hydrogen fuelling station.
The study included a review of competing technologies in North America and around the world as well as the
market potential of key regions in Canada and North America. Mr. Murray conducted interviews with stakeholders
to assess the current state of the industry and the potential for expansion over the next 3-5 years. He compiled
data on the total and serviceable addressable market in the heavy-duty transportation sector including public
transit buses, coach buses, local delivery trucks, and long -haul trucks.
CLEAN E.ERGY
Z E N SOLUTIONS
PROFILE SUMMARY
Mr. Jim Shen is an Associate at Zen Clean Energy Solutions and specializes in
project management, process modelling, and hydrogen fueling and battery
electric charging infrastructure siting and design.
Before joining Zen, Jim worked as a Process Engineer at a biochemical
technology start-up developing and scaling up processes to convert waste
biomass streams into consumer grade biochemicals. Jim led the equipment
specification, techno-economic analysis, and process modelling for a
commercial plant to produce food -grade xylitol from a pulp mill's waste stream
in Quebec, Canada.
PROFESSIONAL EXPERIENCE
HTEC Hydrogen Production Facility, Vancouver Canada, 2020—ongoing
(Assistant Project Manager) HTEC is a private company that specializes in
developing and constructing commercial hydrogen fuelling systems. HTEC has
developed 4 of the first 5 fuelling stations in Canada and is a leader in the field.
To supply its fuelling network and local customers with low carbon intensity
hydrogen, HTEC is planning to construct an electrolysis production facility in
Vancouver, Canada. Jim's areas of focus include site selection, equipment
specification, and project management.
Golden Empire Transit ICT Plan, Bakersfield, USA 2020
(Technical Expert) Golden Empire Transit (GET) is a public transit agency
operating in Bakersfield, California. Zen is writing a plan for GET to transition its
fleet of 85 fixed route buses and 22 paratransit vehicles to zero emission by
2040. Jim leads the infrastructure siting and deployment work, including code
compliance, cost modelling, and training plan development.
Fresno Area Express ICT Plan, Fresno USA, 2020
(Technical Expert) Zen's client is a transit agency which operates over 100 buses
and is looking to develop an Innovative Clean Transit (ICT) plan to transition a
portion of its fleet to zero -emission vehicles. This project requires an
assessment of the current bus fleet and existing facilities and a detailed
implementation plan for fleet and infrastructure upgrades. Jim leads the site
constraints analysis, infrastructure and equipment specification, and operator
training plan development.
Ballard Onsite Production Modelling, Vancouver Canada, 2020- (Analyst)
Ballard Power Systems is a global leader in the development and manufacturing
of fuel cell products. Its fuel cell testing facility in Vancouver, Canada is
undergoing a shortage of hydrogen supply, and Zen was commissioned to
perform a cost -benefit analysis for the construction of an onsite electrolysis
production plant. Jim's areas of focus include CAPEX and OPEX estimations,
equipment selection, and economic modelling.
■ Xylitol from Wood Pulp Waste Stream Commercial Plant Design, 2018-2020— (Process Engineer) S2G
Biochemicals and Mondelez international jointly developed a technology to produce food -grade xylitol from
a variety of biomass waste streams. Fortress Global Enterprises, the owner and operator of a dissolving pulp
mill in Quebec, Canada, purchased S2G in 2018 in order to implement the process on one of their waste
extract streams. Jim designed the process from the conceptual stages and led the pilot experimental design
to create and validate process models for each unit operation. As one of the lead process engineers in the
commercial plant design, Jim conducted HAZOPs studies, sized and specified process equipment, performed
CAPEX and OPEX estimates, and drafted PFD and P&IDs.
■ Golden Empire Transit Grant Application, Vancouver Canada, 2020— (Technical Writer) Zen's client is the
primary transportation provider for Bakersfield USA and operates a fleet of over 100 buses. The transit
agency was applying for federal grants to procure zero emission fuel cell and battery powered buses to
replace aging and high emission models. Jim created a cost -model for the required bus and facility upgrades,
drafted the grant application documents, and collaborated with agency staff to finalize the submission.
CLEAN EfiERGY
Z E � SOLUTIOt�15
PROFILE SUMMARY
Ms. Cleone Robinson is a Junior Engineer at Zen Clean Energy Solutions, a clean
energy consulting firm located in Vancouver, Canada with a focus on hydrogen
and fuel cells. Cleone specializes in data analysis, transportation energy and
performance modelling, and advanced visual representation of combined
qualitative and quantitative data.
Cleone is leading the KPI modelling for SunLine Transit Agency — a public transit
agency in California — to provide insight on electrolyzers, hydrogen filling
stations, and clean energy transit fleets to SunLine and the California Air
Resources Board (CARB). Cleone is also leading the fleet replacement plan for
Fresno Area Express — a public transit agency in California —to transition their
fleet to 100% zero -emission vehicles by 2040 in accordance with the Innovative
Clean Transit Regulation. The plan requires a combination of battery electric
buses and fuel cell electric buses to replace current CNG and paratransit buses
being operated; while considering the capital expenditures of buses,
infrastructure restrictions, fuel and maintenance costs, and the energy
requirements for routes operated by the agency. Cleone has developed
numerous site infographics and site schematics to support clean energy models,
requests for information, and reports.
Prior to joining Zen, Cleone studied at Queen's University in Kingston, Ontario,
where she obtained a Bachelor of Applied Science, with a Major in Mechanical
Engineering. While at Queen's, Cleone's studies focused on clean energy
including designing an energy -interface module for a district energy line
powered by CHP and biofuel in a remote community as part of the Northern
Communities Project, designing and prototyping a micro -wind turbine, Pelton
wheel water turbine, and a mini passive and active solar building.
SELECTED PROFESSIONAL EXPERIENCE
Zen Clean Energy Solutions November 2019 — Present
Junior Engineer
SunLine Transit Zero -Emission Vehicle Transit Plan, United States of America,
2020—(Analyst) Ms. Robinson is leading the route analysis for the Zero -
Emission Vehicle Transit Plan at SunLine Transit which is a public transit agency
located in the Coachella Valley in Southern California. Zen is writing a plan to
transition SunLine's current fleet consisting of 81 buses and 39 paratransit
vehicles to zero -emission by 2040. Cleone is responsible for determining the
number of battery electric and fuel cell buses needed to replace SunLine's
current fleet based on the routes offered by the agency and the power
restrictions of each innovative technology. She developed a complex model to
analyse the energy required to complete unique duty cycles and if a specific fuel
cell or battery electric bus model would be able to complete each route.
Fresno Area Express Innovative Clean Transit Plan, United States of America, 2020 —(Analyst) Fresno Area
Express is a public transit agency operating in San Joaquin Valley in California. Zen was responsible for
transitioning Fresno's fleet of 114 buses and 56 paratransit vehicles to zero -emissions by 2040 in accordance
with the Innovative Clean Transit Regulation in California. Ms. Robinson was responsible for determining the
combination of fuel cell and battery electric vehicles and the timeline for future bus purchases based on cost,
technical capabilities (route analysis), and operational constraints. In her model, Cleone also forecasted
hydrogen, electricity, and natural gas demand from 2020 to 2040, as well as estimating costs related to vehicle
and infrastructure purchases, fuel, and maintenance.
Golden Empire Transit Innovative Clean Transit Plan, United States of America, 2020 — (Analyst) Golden
Empire Transit is a public agency operating in Bakersfield California. Zen was responsible for transitioning GET's
fleet of 85 buses and 22 paratransit vehicles to zero -emission by 2040 in accordance with the Innovative Clean
Transit Regulation in California. Ms. Robinson was responsible for determining the combination of fuel cell
electric and battery electric vehicles and the timeline for future bus purchases based on cost, technical
capabilities (route analysis), and operational constraints. In her model, Cleone also forecasted hydrogen,
electricity, and natural gas demand from 2020 to 2040, as well as estimating total cost of ownership for different
transition scenarios.
Powertech Heavy -Duty Hydrogen Fuelling Station Market Potential Study, Canada, 2019-2020—(Market
Analyst) Ms. Robinson was responsible for a market analyst as part of a market potential study performed for
containerized heavy-duty hydrogen fuelling station developed by Powertech Labs. She performed an analysis on
competing technologies in North America and around the world as well as the market potential of key regions in
Canada and the United States of America based on innovative regulations, transportation statistics, and current
innovative projects.
BC Hydrogen Infrastructure Network Study, Canada, 2020—(Analyst) The Ministry of Energy, Mines &
Petroleum Resources of British Columbia engaged Zen to develop a visual map displaying the location and
number of hydrogen filling stations required by 2025, 2030, and 2040 to allow for the main highways and roads
across British Columbia to be accessible by a fuel cell vehicle by 2040. Ms. Robinson was responsible for
determining the range of a light -duty fuel cell vehicle for differing speeds and temperatures based on fuel
economy data from the United States Environmental Protection Agency and experimental studies performed on
fuel cell vehicles. She also determined the location of each station based on population and traffic as well as an
online model that calculated the energy requirements for a vehicle to travel along major roads.
SunLine Key Performance Indicator Report Project, United States of America, 2019-ongoing—(Data Analyst)
Ms. Robinson developed and provided bi-weekly, monthly, and quarterly key performance indicator reports for
SunLine Transit's bus fleet, hydrogen electrolyzer, and hydrogen fuelling station. Using data from SunLine's fuel
management system and electrolyzer stations' PLC system, performance reports were generated with key
parameters such as tracking station availability, bus fleet fuel economy, electrolyzer station availability and
faults, bus operating expense, and hydrogen filling rate.
Translink & New Flyer — Request for Information, Canada, 2019—(Analyst) Ms. Robinson was responsible for
answering a request for information for New Flyer — a original equipment manufacturer of transit buses- and
Translink— a public transit agency operating in Metro Vancouver. She provided Translink unique visual
schematics demonstrating the hydrogen fuelling infrastructure and process flow required for operating a depot
and a pilot hydrogen transit project. The visuals were designed to incorporate technical information while
allowing for viewers to maintain a good understanding without having prior knowledge of hydrogen
infrastructure.
L
THE LEFLORE GROUP
The LeFlore Group
PROFILE SUMMARY
Mr. LeFlore specializes in transit procurement and has worked in the industry for
over 20 years. Rudy's expertise has been integral to helping many agencies
navigate projects and processes that may be new to them. Having worked with
numerous agencies across California, Mr. LeFlore brings insights from a variety of
agencies, projects and organizational structures.
As an expert in procurement compliance, Mr. LeFlore teaches a course at The
University of The Pacific where agencies can learn the ins and outs of not only
procurement compliance, but project compliance when federal funding is
involved.
With years of industry expertise, Mr. LeFlore has successfully aided agencies
through many technological and industry transitions. Having worked on the
procurement of the first hydrogen fuel cell bus in the country and assisted in the
management of the installation of the largest hydrogen electrolyzer of its kind in
North America, Mr. LeFlore has unique insight into the project management
implications that come with projects involving new technologies.
Before founding The LeFlore Group, Rudy worked in aerospace managing
procurement compliance.
PROFESSIONAL EXPERIENCE
The LeFlore Group President & Founder
Recent Projects
■ Fresno Area Express Zero -Emission Vehicle Transit Plan, 2019-ongoing —
(Project Management) Fresno Area Express (FAX) is a public transit agency
operating in Fresno, California. The LeFlore Group is working with ZEN in writing
a plan for FAX to transition its fleet of 112 fixed route buses and 48 paratransit
vehicles to zero emission by 2040.
■ Golden Empire Transit Zero -Emission Vehicle Transit Plan ,SunLine , 2019-
ongoing — (Project Management) Golden Empire Transit (GET) is a public
transit agency operating in Bakersfield, California. Zen is writing a plan for GET
to transition its fleet of 85 fixed route buses and 22 paratransit vehicles to zero
emission by 2040.
■ Glendale Beeline Maintenance Facility, 2017-ongoing—(Project Manager)
Rudy is the Project Manager and Owner's representative and led all RFP and IFB
developments for all solicitations on the project. He also manages project
compliance, as well as project budget.
■ Fresno Area Express Bus Rapid Transit (BRT) Project, 2016-2019—(Project Oversight Director) Rudy was brought
into the BRT project as the Project Oversight Director, ensuring coordination between contractors, regulating
bodies and the agency.
Client Overview & Timeline:
2008-2020 SunLine Transit Agency Palm Desert, CA
■ Asst. Project Manager/Owners Rep. $16 Million FTA Funded Operations
Facility
■ Zero Emissions Transition Plan - Project Manager
■ Project Manager Hydrogen Electrolyzer
■ Procured First Buy America Compliant Fuel Cell Bus In America
■ Managed Critical Infrastructure Purchases
■ Oversaw Development of DBE Program
■ Managed Taxi Franchise Regulatory Change
■ Managed Purchase of Advance Technology Bus
■ Drafted Purchasing Policies
■ Oversaw FTA Triennial Compliance Reviews
■ Project Manager/Owners Rep. $48 Million Capital Projects Backlog
2012-2020 City of Fresno Fresno, CA
■ Assisted with FTA Triennial Review
■ Assisted in developing Purchasing Policies
■ Review and Develop Solicitations
■ Provide Technical Guidance for $54M Bus Rapid Transit Project
■ Review DBE Policies and Program
2012-2017 City of Manteca Manteca, CA
-Assisted in Procurement of FTA funded Transit Center
-Developed DBE Program
-Assisted in FTA regulatory compliance
-Developed Facilities Management Plan
-Purchased Transit Vehicles
2015-2017 Access Services El Monte, CA
■ Review Procurement Policies
■ Draft Sections of Procurement Policy
• Provided Training for Contract Administrators
L
THE LEFLORE GROUP
PROFILE SUMMARY
Natalie specializes in regulatory compliance and Project Management. As a senior
consultant with over 8 years of consulting experience, Ms. LeFlore has assisted
on several projects where project management and procurement management
has been her focus. Natalie is a certified PMP (Project Management Professional).
Ms. LeFlore led the documentation and coordination effort with the FTA's PMOC
for Fresno's Bus Rapid Transit Project. This project was the first of its kind for The
City of Fresno and required extensive compliance and coordination
documentation.
Natalie also has also been an integral part of the project management effort for
the Glendale Beeline Transit/Maintenance Facility Project. Managing everything
from cost and price analysis documentation, project equipment ordering, project
documentation and vendor oversight.
Before joining The LeFlore Group, Natalie worked as a consultant in the
healthcare sector, specializing in regulatory compliance and compliance
programming. Natalie has an undergraduate degree from Loyola University
Chicago in Business Administration and is a certified Project Management
Professional by the Project Management Institute.
PROFESSIONAL EXPERIENCE
The LeFlore Group August 2016 - Present
Associate
■ Fresno Area Express Zero -Emission Vehicle Transit Plan, United States of
America, 2019-ongoing — (Project Coordination) Fresno Area Express (FAX) is a
public transit agency operating in Fresno, California. The LeFlore Group is
working with ZEN in writing a plan for FAX to transition its fleet of 112 fixed
route buses and 48 paratransit vehicles to zero emission by 2040.
■ Golden Empire Transit Zero -Emission Vehicle Transit Plan, United States of
America, 2019-ongoing — (Project Coordination) Golden Empire Transit (GET) is
a public transit agency operating in Bakersfield, California. Zen is writing a plan
for GET to transition its fleet of 85 fixed route buses and 22 paratransit vehicles
to zero emission by 2040.
■ Glendale Beeline Maintenance Facility, 2017-ongoing—(Assistant Project
Manager) Natalie led the effort in project documentation, vendor coordination,
and project expense management. This included responsibilities such as
conducting price and cost analysis on change orders, reconciling project budget
and expenses and ensuring all documentation complied with federal and local
requirements.
■ Norwalk Transit, Fleet Electrification & ICT Rollout Plan, 2019-Ongoing—
(Project Management) Natalie has led this project from initiation to
management. This has included creating a project schedule, coordinating project funds, drafting and conducting
RFPs for architecture and engineering services, managing all project work and execution, and coordination
between Southern California Edison and project staff.
NOTICE INVITING PROPOSALS
Bus Hydrogen Refueling
Station Consulting and Project
Management Services
PROPOSAL # TMF-21-22-02
TABLE OF CONTENTS
PROPOSAL # TMF-21-22-02
Bus Hydrogen Refueling Station Consulting and Project Management Services
City of Santa Clarita, California
SECTION A
NOTICE INVITING PROPOSALS
PROPOSAL INSTRUCTIONS
FEDERAL CLAUSES
DOCUMENT CHECKLIST
SECTION B
SCOPE OF WORK
RESPONSE FORMAT AND SELECTION CRITERIA
SECTION C
PROPOSAL FORM
NOTICE TO PROPOSERS REGARDING CONTRACTUAL REQUIREMENTS
DESIGNATION OF SUBCONTRACTORS/SUBCONSULTANTS
REFERENCES
ACKNOWLEDGEMENT AND ACCEPTANCE OF SCOPE OF WORK
CERTIFICATIONS AND RESTRICTIONS ON LOBBYING
GOVERNMENT-WIDE DEBARMENT AND SUSPENSION (NONPROCUREMENT)
PROPOSAL GUARANTEE BID BOND
DBE PARTICIPATION FORM
LETTER OF INTENT
GOOD FAITH EFFORTS
BIDDER’S LIST
SECTION D
SAMPLE PROFESSIONAL SERVICES AGREEMENT
PROVISION C – FEDERAL CLAUSES
SUBCONTRACTOR & DBE CLAUSES
SECTION A
RFP Information & Instructions
CITY OF SANTA CLARITA NOTICE INVITING PROPOSALS
Project Name: Bus Hydrogen Refueling Station Consulting and Project Management Services
Proposal #: TMF-21-22-02
Proposal Closing: September 29, 2021
Last Day for Questions: September 17, 2021
Project Description: The City of Santa Clarita is seeking proposals from a qualified individuals or
firms to provide consulting and project management services to assist the City
with the design, evaluation, construction and commissioning of a hydrogen
production and fueling station at the City’s Transit Maintenance Facility (TMF)
located at 28250 Constellation Road, Santa Clarita, CA 91355.
Pre-Proposal Meeting: September 2, 2021
DBE Goal: 6%
Required Contractor Only bids submitted by bidders (along with all listed subcontractors) that are
& Subcontractor currently registering and qualified to perform public work pursuant to Labor
Registration: Code Section 1725.5.
Bond Requirements: Yes
Contact Information: Jonathan Cosh
(661) 286-4187
jcosh@santa-clarita.com
Specifications for this request for proposals (RFP) may be downloaded from the City’s Purchasing website
at: www.bidnetdirect.com//cityofsantaclarita. Please refer to specifications for complete details and RFP
requirements. The specifications in this notice shall be considered a part of any contract made pursuant
thereto. A paper copy of the RFP documents is available upon request in the City Clerk’s office, suite 120.
RFP Questions must be submitted electronically via the BidNet “Question and Answer” tab.
Addenda, if issued by the CITY, will be transmitted on BidNet. Addenda must be digitally acknowledged
via BidNet in addition to a printed and signed version submitted with the proposal response. If addenda
are not signed and submitted with the proposal response, the submission may be deemed non-
responsive and rejected.
Dates Published: August 18, 2021
PROPOSAL INSTRUCTIONS
PROPOSAL # TMF-21-22-02
Bus Hydrogen Refueling Station Consulting And Project Management Services
City of Santa Clarita, California
1.SUBMITTING PROPOSALS.
1.1.The response must be submitted on this form and include all forms provided or information
requested or required by the scope of work or specifications, (uploaded via BidNet).
1.2.All documentation of unit pricing or other cost breakdowns as outlined in this proposal must be
submitted to support the total proposed price.
1.3.Proposals/corrections received after the closing time will not be accepted. The City will not be
responsible for proposals not properly or timely, uploaded. Upon award, all submissions become
a matter of public record.
2.ADDENDA. The City will not accept responsibility for incomplete packages or missing addenda. It is
the vendor’s responsibility to monitor BidNet for release of the addenda prior to submission of the
quote to make certain the package is complete and all required addenda are included. This
information will be available via BidNet. Vendors are cautioned against relying on verbal information
in the preparation of proposal responses. All official information and guidance will be provided as
part of this solicitation or written addenda. Addenda, if issued by the Agency, will be transmitted via
BidNet. Addenda must be digitally acknowledged through BidNet in addition to a printed and signed
version submitted with the proposal. If addenda are not signed and submitted with the proposal
response, the proposal may be deemed non-responsive and rejected.
3.AWARDS.
3.1.The City reserves the right to waive any informality in any proposal.
3.2.This RFP does not commit the City to award a contract, or to pay any amount incurred in the
preparation of the proposal. The City reserves the right to accept or reject all proposals received
as a result of this request, to negotiate with any qualified consultant, or to cancel this RFP in part
or in its entirety. The City may require the selected consultant to participate in negotiations and
to submit such technical, price, or other revisions of the proposal as may result from negotiations.
The City reserves the right to extend the time allotted for the proposal, and to request a best and
final offer, should it be in its best interest to do so.
3.3.The proposal may be awarded in its entirety as proposed; however, the City reserves the right to
award elements of the work, independently, and to do portions “in-house.” Additionally, the City
reserves the right to award subsequent work on this project based on information presented in
this proposal, without recourse to a separate or subsequent RFP process, should it be in its best
interest to do so.
3.4.The City may make an award based on partial items unless the proposal submitted is marked “All
or none.” Where detailed specifications and/or standards are provided the City considers them
to be material and may accept or reject deviations. The list of proposals submitted will be posted
on BidNet, normally within 24 hours.
4.BONDS.
4.1.When deemed necessary by the City, proposal bonds shall be furnished by all vendors in the
amount of at least 10% of the total value of the proposal OR 10 % of the value of the 1st year of
service for service projects, to guarantee that proposers will enter into contract to furnish goods
or services at prices stated. The bonding company must be listed on Treasury Circular 570 and
licensed to operate in the state of California.
4.2.Likewise, a Performance Bond and/or Material and Labor bonds may be required of the
successful vendor when stated in the specification (cash deposit, certified or cashier's check or
money order may be substituted in lieu of either bond).
4.3.Original Bond or Cashier’s Check MUST be received AT CITY HALL, 23920 Valencia Blvd., Santa
Clarita, CA 91355, ATTENTION SUITE 120 and marked with the words “PROPOSAL BOND FOR”
and the proposal #, NO LATER THAN the proposal due date and time, for the vendor to be
considered responsive.
5.BRAND NAMES, ALTERNATIVES, OR EQUIVALENTS.
5.1.The use of the name of a manufacturer, or any specific brand or make, in describing any item
contained in the solicitation document does not restrict vendors to the manufacturer or specific
article, this means is being used simply to indicate a quality and utility of the article desired; but
the goods on which bids/quotes/proposals are submitted must in all cases be equal in quality
and utility to those referred to. This exception applies solely to the material items in question
and does not supersede any other specifications or requirements cited. Materials differing from
stated specifications may be considered, provided such differences are clearly noted and
described, and provided further that such articles are considered by a City official to be in all
essential respects in compliance with the specifications.
5.2.If you plan on bidding/quoting/submitting a proposal with an alternative or equivalent product
please provide the cut sheet/spec sheet or detailed product description for the proposed
product via the BidNet Q&A section. For each product proposed documentation provided must
include a description reflecting the characteristics and level of quality that will satisfy the salient
physical, functional, or performance characteristics of “equal” products specified in the
solicitation. The proposal must also clearly identify the item by brand name (if any), and
make/model number. In addition, the proposal may include descriptive literature such as
illustrations, drawings, or a clear reference to previously furnished descriptive data or
information available to the City, and clearly describe any modifications the offeror plans to
make in a product to make it conform to the solicitation requirements. Staff will provide an
answer via BidNet if the proposed product will be considered.
5.3.Any alternatives or equivalent product proposals must be made prior to the last day for
questions. The City has the option of accepting or rejecting any alternative or equivalent
product. Exception is made on those items wherein identical supply has been determined a
necessity and the notation NO SUBSTITUTE has been used in the specification section.
6.COOPERATIVE BIDDING. Other public agencies may be extended the opportunity to purchase off this
solicitation with the agreement of the successful vendor(s) and the City. The lack of exception to this
clause in vendor's response will be considered agreement. However, the City is not an agent of,
partner to or representative of these outside agencies and is not obligated or liable for any action or
debts that may arise out of such independently negotiated "piggy-back" procurements.
7.DELIVERY. Unless otherwise specified, delivery shall be D.D.P., the City of Santa Clarita, site of user
division and contract delivery may begin no later than fifteen (15) calendar days from receipt of order.
8.INVOICES. Invoices will be forwarded to:
City of Santa Clarita
Attn: Corie Zamora
Transit Maintenance Facility (TMF)
28250 Constellation Road
Santa Clarita, CA 91355
Invoices will reflect the purchase order # and goods or service delivered in accordance with the terms
of the contract. Invoice processing begins on receipt of the material or invoice, whichever is later.
9.DEPARTMENT OF INDUSTRIAL RELATIONS REQUIREMENTS. No proposer or
subcontractor/subconsultant may be listed on a bid proposal for a public works project (submitted on
or after March 1, 2015) unless registered with the Department of Industrial Relations pursuant to
Labor Code Section 1725.5 \[with limited exceptions from this requirement for proposal purposes only
under Labor Code Section 1771.1(a)\]. No proposer or subcontractor/subconsultant may be awarded
a contract for public work on a public works project (awarded on or after April 1, 2015) unless
registered with the Department of Industrial Relations pursuant to Labor Code Section 1725.5. This
project is subject to compliance monitoring and enforcement by the Department of Industrial
Relations.
10.PREPARATION. All proposals and required forms must be uploaded as laid out in the BidNet General
Attachments Section.
11.REJECTION. The City reserves the right to reject any or all proposals and to waive any informality in
any proposal. The City may reject the proposal of any vendor who has previously failed to perform
properly, or complete on time, contracts of a similar nature, or to reject the proposal of a vendor who
is not in a position to perform such a contract satisfactorily. The City may reject the proposal of any
vendor who is in default of the payment of taxes, licenses or other monies due to the City of Santa
Clarita.
12.RENEWAL AND PRICING ADJUSTMENT. Contracts entered into pursuant to this RFP may be renewed
annually, up to three times, in accordance with the terms of the contract. If not otherwise stated, the
contract may be renewed if the new pricing of the contract does not change more than the Consumer
Price Index - All Urban Consumers (not seasonally adjusted), Los Angeles Area-Riverside-Orange
county area and prevailing wage rates, if applicable. The index level for the month preceding the
month of solicitation advertisement will become the beginning index. The price adjustment limit will
be the percentage change based on the difference between the beginning level or the adjustment
level last used and the index level for the period 90 days prior to the award anniversary. The final
adjusted amount will be determined by purchasing staff. If a price adjustment is not requested prior
to the award anniversary date, the previous year’s rates will apply. Proposer shall honor proposal
prices for One-Hundred and Twenty Days (120 days) or for the stated contract period, whichever is
longer.
13.SUBCONTRACTORS. For all projects, the vendor must list any subcontractors/subconsultants that will
be used, the work to be performed by them, and total number of hours or percentage of time they
will spend on the project.
Each proposer must submit with their proposal the following:
The Full name of each subcontracting firm as required by Government Code, Sec. 4201, typed or
legibly printed.
The address of each firm.
The telephone number at the place of business.
Work to be performed by each subcontracting firm.
Total approximate dollar amount of each subcontract.
If sub-contractor is participating as a Disadvantaged Business Enterprise (DBE), the following
additional information is required on the "Designation of Subcontractors" form enclosed:
Status as a DBE, age of the firm and the annual gross receipts.
Submit the "Designation of Subcontractors" form enclosed herewith. No Contract shall be
considered unless such list is submitted as required.
Copies of subcontracts will be provided to the City Engineer upon their request.
14.TERMINATION. The City may terminate any purchase, service or contract with or without cause either
verbally or in writing at any time without penalty.
15.DBE FEDERAL CLAUSE. Each Federally assisted contract signed by the City will include the following:
The City shall not discriminate on the basis of race, color, national origin, or sex in the award and
performance of any DOT-assisted contract or in the administration of its DBE program or the
requirements 49 CFR part 26. The City shall take all necessary and reasonable steps under 49 CFR part
26 to ensure nondiscrimination in the award and administration of DOT-assisted contracts. The City's
DBE program, as required by 49 CFR part 26 and as approved by DOT, is incorporated by reference in
this agreement. Implementation of this program is a legal obligation and failure to carry out its terms
shall be treated as a violation of this agreement. Upon notification to the recipient of its failure to
carry out its approved program, the Department may impose sanctions as provided for under 49 CFR
part 26 and may, in appropriate cases, refer the matter for enforcement under 18 U.S.C. 1001 and/or
the Program Fraud Civil Remedies Act of 1986 (31 U.S.C. 3801 et seq.).
Each contract signed with a consultant (and each subcontract the prime consultant signs with a
subconsultant) must include the following assurance:
The consultant, sub recipient or subconsultant shall not discriminate on the basis 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 award and administration of DOT-assisted contracts. Failure by
the consultant to carry out these requirements is a material breach of this contract, which may result
in the termination of this contract or such other remedy as the recipient deems appropriate, which
may include, but is not limited to:
(1) Withholding monthly progress payments;
(2) Assessing sanctions;
(3) Liquidated damages; and/or
(4) Disqualifying the consultant from future bidding as non-responsible.
16.PROMPT PROGRESS PAYMENT TO SUBCONTRACTORS/SUBCONSULTANTS. A prime consultant or
subconsultant shall pay to any subconsultant, not later than seven (7) days after receipt of each
progress payment, unless otherwise agreed to in writing, the respective amounts allowed the
consultant on account of the work performed by the subconsultants, to the extent of each
subconsultant’s interest therein in accordance with the provision in Section 7108.5 of the California
Business and Professions Code concerning prompt payment to subconsultants. In the event that there
is a good faith dispute over all or any portion of the amount due on a progress payment from the
prime consultant or subconsultant to a subconsultant, the prime consultant or subconsultant may
withhold no more than 150 percent of the disputed amount. Any violation of this section shall
constitute a cause for disciplinary action and shall subject the licensee to a penalty, payable to the
subconsultant, of 2 percent of the amount due per month for every month that payment is not made.
In any action for the collection of funds wrongfully withheld, the prevailing party shall be entitled to
his or her attorney’s fees and costs. The sanctions authorized under this section shall be separate
from, and in addition to, all other remedies, either civil, administrative, or criminal. This provision
applies to both DBE and non-DBE subconsultants.
17.DISADVANTAGED BUSINESS ENTERPRISE (DBE) REQUIREMENTS. The City of Santa Clarita (City) has
adopted a Disadvantaged Business Enterprise (DBE) Program, in conformance with Title 49 CFR Part
26, “Participation by Disadvantaged Business Enterprises in Department of Transportation (DOT)
Financial Assistance Programs.”
This DOT-assisted contract is subject to these stipulated regulations and the City’s DBE program, which
are incorporated in their entirety by this reference.
In the event of any conflicts or inconsistencies between the Federal Regulations and the City’s DBE
Program with respect to DOT-assisted contracts, the Federal Regulations must prevail.
In conformance with the City’s DBE Policy and Program, the City has established a 6% DBE contract-
specific goal on this project. Proposers are required to demonstrate DBE responsiveness towards
meeting the DBE contract-specific goal on this project to be eligible for award.
18.DBE RFP SUBMISSION REQUIREMENTS. To be responsive, proposers must complete and submit the
forms listed below with their bids or as otherwise specified in the RFP instructions:
“DBE Participation Commitment Form”
Letter of Intent and Affirmation (required for each DBE firm listed on the DBE Participation
Commitment Form)
“Bidders List”
“DBE Good Faith Effort Form” (required if DBE contract-specific goal not met)
18.1.“DBE PARTICIPATION COMMITMENT FORM” required at time of proposal submission.
Proposers will be required to either meet or exceed the contract goal by submitting a
completed "DBE Participation Commitment" Form,” or by demonstrating adequate good
faith efforts were undertaken towards meeting the DBE goal.
Failure to submit a completed and signed "Disadvantaged Business Enterprise (DBE)
Participation Commitment Form” will deem the proposer non-responsive. Proposer must
submit a completed "Disadvantaged Business Enterprise (DBE) Participation Commitment
Form” even if zero DBEs are listed towards meeting the DBE contract goal.
18.2.“LETTER OF INTENT AND AFFIRMATION” required at time of proposal submission.
For each DBE proposed for this RFP, proposer must also submit a signed and dated “Letter
of Intent and Affirmation”, from each DBE listed on the “DBE Participation Commitment
Form,” acknowledging that the DBE is participating in the contract for the specified dollar
value and scope of work listed on the “DBE Participation Commitment Form.” The dollar
amount and scopes in the Letter of Intent and Affirmation, and the dollar amount and
scope reflected on the “DBE Participation Commitment Form” must match identically.
18.3.“BIDDERS LIST”
required at time of proposal submission or no later than 48 hours after the proposal
due date.
The City is required to create and maintain a “Bidders List” of firms bidding or quoting on
the City’s DOT-assisted contracts, for use in the City’s Overall DBE goal-setting process.
The proposer must submit a “Bidders List” which will include all firms, both DBE and non-
DBE, that submitted proposals, quotes or bids to the proposer on this contract, whether
or not they were actually selected for work.
18.4.“DBE GOOD FAITH EFFORT Form” required at time of proposal submission or within 48
hours of the City's proposal due date
The proposer must make good faith efforts to meet the DBE goal. Proposer can meet this
requirement by actually meeting the DBE goal by documenting commitments for
participation from DBE firms sufficient for this purpose. Alternatively, a proposer may
submit a “Good Faith Effort Form”, demonstrating that it took all necessary and
reasonable steps to achieve the DBE goal which, by their quantity, quality, and intensity,
could reasonably be expected to obtain sufficient DBE participation, even if the proposer
was not fully successful in obtaining the participation.
If a proposer submits a “DBE Participation Commitment Form” that does not list sufficient
DBE participation to meet the established DBE contract goal, the proposer should submit
the “DBE Good Faith Effort Form” and all applicable documentation at the time of
proposal submission or within 48 hours of the City’s request, to demonstrate that an
adequate Good Faith Effort was made to meet the established DBE contract goal.
If a proposer has met the DBE goal based on the participation of DBEs listed on the
proposer’s “DBE Participation Commitment Form”, submission of the “DBE Good Faith
Effort Form” is not mandatory but is strongly encouraged, as submission of Good Faith
Efforts documentation can protect the proposer’s eligibility for award of the contract if
the City determines that the proposer failed to meet the goal for various reasons, e.g., a
DBE firm was not certified at bid submission or the proposer made a mathematical error.
18.5.Good Faith Effort Reconsideration
The City will notify in writing any proposer that it determines has not met the DBE
contract goal and has not demonstrated an adequate Good Faith Effort. The notification
will include the reasons for the determination. The proposer may request reconsideration
within three business days of notification of non-responsiveness. The reconsideration
process will be facilitated by the City's Reconsideration Official, who will act as an
independent, impartial party and will not have been involved in the initial Good Faith
Effort evaluation.
As part of the reconsideration process, the proposer will have the opportunity to provide
mitigating evidence as to whether the proposer met the DBE contract goal or made an
adequate GFE to do so as set forth in the solicitation.
After the reconsideration hearing, the proposer will receive the final determination within
seven working days of the hearing date. The result of the reconsideration process is not
administratively appealable to the Department of Transportation or the City's Board of
Directors.
The City of Santa Clarita’s “Terms and Conditions” is found on a separate attachment in BidNet.
FEDERAL CLAUSES
PROPOSAL # TMF-21-22-02
Bus Hydrogen Refueling Station Consulting And Project Management Services
City of Santa Clarita, California
ACCESS TO RECORDS AND REPORTS
a.Record Retention. The Contractor will retain, and will require its subcontractors of all
tiers toretain,completeandreadilyaccessiblerecordsrelatedinwholeorinparttothe
contract, including, but not limited to, data, documents, reports, statistics, sub-Contracts,
leases, subcontracts, arrangements, other third-partyContracts of any type, and supporting
materials related to thoserecords.
b.Retention Period. The Contractor agrees to comply with the record retention
requirements in accordance with 2 C.F.R. § 200.333. The Contractor shall maintain all books,
records, accounts and reports required under this Contract for a period of at not less than three
(3) years after the date of termination or expiration of this Contract, except in the event of
litigation or settlement of claims arising from the performance of this Contract, inwhich
case records shall be maintained until the disposition of all such litigation, appeals, claims or
exceptions related thereto.
c.Access to Records. The Contractor agrees to provide sufficient access to FTA
and its contractors to inspect and audit records and information related to performance
ofthis contract as reasonably may berequired.
d.AccesstotheSitesofPerformance.TheContractoragreestopermitFTAandits
contractors access to the sites of performance under this contract as reasonably may be
required.
AMERICANS WITH DISABILITIES ACT (ADA)
Thecontractoragreestocomplywiththerequirementsof49U.S.C.§5301(d),whichstatesthe
Federal policy that the elderly and persons with disabilities have the same right as other persons
to use mass transportation service and facilities, and that special efforts shall be made in planning
and designing those services and facilities to implement that policy. The contractor also agrees
to comply with all applicable requirements of section 504 of the Rehabilitation Act of 1973, as
amended, 29 U.S.C. § 794,which prohibits discrimination on the basis of handicaps, with the
Americans with Disabilities Act of 1990 (ADA), as amended, 42 U.S.C. §§ 12101 et seq., which
requires that accessible facilities and services be made available to persons with disabilities,
including any subsequent amendments to that Act, and with the Architectural Barriers act of 1968,
as amended, 42 U.S.C. §§ 4151 et seq., which requires that buildings and public accommodations
be accessible to persons with disabilities, including any subsequent amendments to that Act. In
addition, the contractor agrees to comply with any and all applicable requirements issued by the
FTA, DOT, DOJ, U.S. GSA, U.S. EEOC, U.S. FCC, any subsequent amendments thereto and
any other nondiscrimination statute(s) that may apply to theProject.
BYRD ANTI-LOBBYING AMENDMENT
Contractors who apply or bid for an award of $100,000 or more shall file the required
certification. Each tier certifies to the tier above that it will not and has not used Federal
appropriated funds to pay any person or organization for influencing or attempting to influence
an officer or employee of any agency, a member of Congress, officer or employee of Congress,
or an employee of a member of Congress in connection with obtaining any Federal contract,
grant, or any other award covered by 31 U.S.C. § 1352. Each tier shall also disclose any lobbying
with non-Federal funds that takes place in connection with obtaining any Federal award. Such
disclosures are forwarded from tier to tier up to the Agency.”
CIVIL RIGHTS LAWS AND REGULATIONS
The following Federal Civil Rights laws and regulations apply to all contracts.
1 Federal Equal Employment Opportunity (EEO) Requirements. These include, but
are not limitedto:
a)Nondiscrimination in Federal Public Transportation Programs. 49 U.S.C. § 5332,
covering projects, programs, and activities financed under 49 U.S.C. Chapter 53,
prohibits discrimination on the basis of race, color, religion, national origin, sex
(including sexual orientation and gender identity), disability, or age, and prohibits
discrimination in employment or businessopportunity.
b)Prohibition against Employment Discrimination. Title VII of the Civil Rights Act of
1964, as amended, 42 U.S.C. § 2000e, and Executive Order No. 11246, “Equal
Employment Opportunity,” September 24, 1965, as amended, prohibit discrimination in
employment on the basis of race, color, religion, sex, or nationalorigin.
2 Nondiscrimination on the Basis of Sex. Title IX of the Education Amendments of 1972,
as amended, 20U.S.C. § 1681 et seq. and implementing Federalregulations,
“Nondiscrimination on the Basis of Sex in Education Programs or Activities Receiving
FederalFinancial Assistance,” 49 C.F.R. part 25 prohibit discrimination on the basis of sex.
3 Nondiscrimination on the Basis of Age. The “Age Discrimination Act of 1975,” asamended,
42 U.S.C. § 6101 et seq., and Department of Health and Human Services implementing
regulations, “Nondiscrimination on the Basis of Age in Programs or Activities Receiving
Federal Financial Assistance,” 45 C.F.R. part 90, prohibit discrimination by participants in
federally assisted programs against individuals on the basis of age. The Age Discrimination
in Employment Act (ADEA), 29 U.S.C. § 621 et seq., and Equal Employment Opportunity
Commission (EEOC) implementing regulations, “Age Discrimination in Employment Act,”
29
C.F.R. part 1625, also prohibit employment discrimination against individuals age 40 and
over on the basis of age.
4 Federal Protections for Individuals with Disabilities. The Americans with Disabilities
Act of 1990, as amended (ADA), 42 U.S.C. § 12101 et seq., prohibits discrimination against
qualified individuals with disabilities in programs, activities, and services, and imposes
specific requirements on public and private entities. Third party contractors must comply
with their responsibilities under Titles I, II, III, IV, and V of the ADA in employment, public
services, public accommodations, telecommunications, and other provisions, many ofwhich
are subject to regulations issued by other Federalagencies.
Civil Rights and Equal Opportunity
The Agency is an Equal Opportunity Employer. As such, the Agency agrees to comply
with all applicable Federal civil rights laws and implementing regulations. Apart from
inconsistent requirements imposed by Federal laws or regulations, the Agency agrees to
comply with the requirements of 49 U.S.C. § 5323(h) (3) by not using any Federal assistance
awarded by FTA to support procurements using exclusionary or discriminatory
specifications.
Under this Contract, the Contractor shall at all times comply with the following requirements
and shall include these requirements in each subcontract entered into as part thereof.
1.Nondiscrimination. In accordance with Federal transit law at 49 U.S.C. § 5332, the
Contractor agrees that it will not discriminate against any employee or applicant for
employment because of race, color, religion, national origin, sex, disability, or age.
In addition, the Contractor agrees to comply with applicable Federal implementing
regulations and other implementing requirements FTA mayissue.
2.Race, Color, Religion, National Origin, Sex. In accordance with Title VII of the Civil
Rights Act, as amended, 42 U.S.C. § 2000e et seq., and Federal transit laws at 49 U.S.C.
§5332, the Contractor agrees to comply with all applicable equal employment
opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, "Office
of Federal Contract Compliance Programs, Equal Employment Opportunity, Department
of Labor," 41C.F.R.chapter60,andExecutiveOrderNo.11246,"EqualEmployment
Opportunityin Federal Employment," September 24, 1965, 42 U.S.C. § 2000e note, as
amended by any later Executive Order that amends or supersedes it, referenced in 42
U.S.C. § 2000e note.The Contractor agrees to take affirmative action to ensure that
applicantsare
employed, and that employees are treated during employment, without regard to their
race, color, religion, national origin, or sex (including sexual orientation and gender
identity). Such action shall include, but not be limited to, the following: employment,
promotion, demotion or transfer, recruitment or recruitment advertising, layoff or
termination; rates of pay or other forms of compensation; and selection for training,
including apprenticeship. In addition, the Contractor agrees to comply with any
implementing requirements FTA may issue.
3.Age. In accordance with the Age Discrimination in Employment Act, 29 U.S.C. §§
621-634, U.S. Equal Employment Opportunity Commission (U.S. EEOC)
regulations, “Age Discrimination in Employment Act,” 29 C.F.R. part 1625, the Age
Discrimination Actof
1975, as amended, 42 U.S.C. § 6101 et seq., U.S. Health and Human Services
regulations, “Nondiscrimination on the Basis of Age in Programs or Activities Receiving
Federal Financial Assistance,” 45 C.F.R. part 90, and Federal transit law at 49 U.S.C. §
5332, the Contractor agrees to refrain from discrimination against present and
prospective employees for reason of age. In addition, the Contractoragrees to comply
with any Implementing requirements FTA may issue.
4.Disabilities. In accordance with section 504 of the Rehabilitation Act of 1973, as
amended, 29 U.S.C. § 794, the Americans with Disabilities Act of 1990, as amended,
42
U.S.C. § 12101 et seq., the Architectural Barriers Act of 1968, as amended, 42 U.S.C.
§ 4151 et seq., and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees that
it will not discriminate against individuals on the basis of disability. In addition, the
Contractoragrees to comply with any implementing requirements FTA may issue.
5.Promoting Free Speech and Religious Liberty. The Contractor shall ensure that
Federal funding is expended in full accordance with the U.S. Constitution, Federal Law,
and statutory and public policy requirements: including, but not limited to, those
protecting free speech, religious liberty, public welfare, the environment, and
prohibiting discrimination.
CLEAN AIR ACT AND FEDERAL WATER POLLUTION CONTROL ACT
The Contractor agrees to comply with all applicable standards, orders, or regulations issued
pursuant to the Clean Air Act (42 U.S.C. § 7401-7671q) and the Federal Water Pollution Control
Act as amended (33 U.S.C. § 1251-1387). Violations must be reported to FTA and the Regional
Office of the Environmental Protection Agency. The following applies for contracts of amounts
in excess of $150,000:
Clean Air Act
(1)The contractor agrees to comply with all applicable standards, orders or
regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401
etseq.
(2)The contractor agrees to report each violation to the Agency and understands
and agrees that the Agency will, in turn, report each violation as required toassure
notification to the Agency, Federal Emergency Management Agency, and the
appropriate Environmental Protection Agency RegionalOffice.
(3)The contractor agrees to include these requirements in each subcontract
exceeding $150,000 financed in whole or in part with Federal assistance
provided byFTA.
Federal Water Pollution Control Act
(1)The contractor agrees to comply with all applicable standards, orders or
regulations issued pursuant to the Federal Water Pollution Control Act,
as amended, 33 U.S.C. 1251 etseq.
(2)The contractor agrees to report each violation to the Agency and
understands and agrees that the Agency will, in turn, report each violation
as required to assure notification to the Agency, Federal Emergency
Management Agency, and the appropriate Environmental Protection
Agency RegionalOffice.
(3)The contractor agrees to include these requirements in each subcontract
exceeding $150,000 financed in whole or in part with Federal
assistance provided byFTA.”
DEBARMENT AND SUSPENSION
a.Applicability: This requirement applies to all FTA grant and cooperative
agreement programs for a contract in the amount of at least$25,000
(1)This contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and2
C.F.R. pt. 3000. As such the contractor is required to verify that none of the
contractor, its principals (defined at 2 C.F.R. § 180.995), or its affiliates
(defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940)
or disqualified (defined at 2 C.F.R. § 180.935).
(2)C.F.R. pt. 3000, subpart C and must include a requirement to complywith
these regulations inany lower tier covered transaction it entersinto.
(3)The accompanying certification is a material representation of fact relied
uponbythesubrecipient.Ifitislaterdeterminedthatthecontractordidnot
comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in
addition to remedies available to the Agency and subrecipient, the Federal
Government may pursue available remedies, including but not limited to
suspension and/ordebarment.
The bidder or proposer agrees to comply with the requirements of 2 C.F.R. pt. 180, subpart C
and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout the period of any
contract that may arise from this offer. The bidder or proposer further agrees to include a
provision requiring such compliance in its lower tier covered transactions.”
DISADVANTAGED BUSINESS ENTERPRISE (DBE)
The contractor or subcontractor shall not discriminate on the basis of race, color, national origin,
or sex in the performance of this contract. The contractor shallcarry out applicable requirements
of 49 C.F.R. part 26 in the award and administration of DOT-assisted contracts. Failure by the
contractor to carry out these requirements is a material breach of this contract, which may result
in the termination of this contract or such other remedy as the Agency deems appropriate, which
may include, but is not limited to:
(1)Withholding monthly progresspayments;
(2)Assessingsanctions;
(3)Liquidated damages;and/or
(4)Disqualifying the contractor from future bidding as non-responsible. 49 C.F.R. §26.13(b).
Prime contractors are required to pay subcontractors for satisfactory performance of their
contracts no later than 30 days from receipt of each payment the Agency makes to the prime
contractor. 49 C.F.R. § 26.29(a).
Finally, for contracts with defined DBE contract goals, each FTA Recipient must include in each
prime contract a provision stating that the contractor shall utilize the specific DBEs listed unless
the contractor obtains the Agency’s written consent; and that, unlessthe Agency’s consent is
provided, the contractor shall not be entitled to any payment for work or material unless it is
performed or supplied by the listed DBE. 49 C.F.R. § 26.53(f) (1).
It is the policy of the Agency and the United States Department of Transportation (“DOT”) that
Disadvantaged Business Enterprises (“DBE’s”), as defined herein and in the Federal regulations
published at 49 C.F.R. part 26, shall have an equal opportunity to participate in DOT-assisted
contracts.
DISPUTES, BREACHES, DEFAULTS, AND LITIGATION NOTIFICATION
Notification to the City; Flow Down Requirement. If a current or prospective legal matter that may
affect the City or Federal Government emerges, the Contractor must promptly notify the City. The
Contractor must include a similar notification requirement in its subcontractor contracts. The types
of legal matters that require notification include, but are not limited to, a major dispute, breach,
default, litigation, or naming the City or Federal Government as a party to litigation or a legal
disagreement in any forum for any reason.
ENERGY CONSERVATION
The contractor agrees to comply with mandatory standards and policies relating to energy
efficiency, which are contained in the state energy conservation plan issued in compliance with
the Energy Policy and Conservation Act.
FEDERAL CHANGES
49 CFR Part 18 Federal Changes -Contractor shall at all times comply with all applicable FTA
regulations, policies, procedures and directives, including without limitation those listed
directly or by reference in the Master Agreement between Purchaser and FTA, as they may be
amended or promulgated from time to time during the term of this contract. Contractor's failure
to so comply shall constitute a material breach of this contract.
INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS
Incorporation of Federal Transit Administration (FTA) Terms -The provisions within include,
in part, certain Standard Terms and Conditions required by DOT, whether or not expressly set
forth in the preceding contract provisions. All contractual provisions required by DOT, as set
forth in the current FTA Circular 4220 are hereby incorporated by reference. Anything to the
contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the
event of a conflict with other provisions contained in this Contract. The Contractor shall not
perform any act, fail to perform any act, or refuse to comply with any request which would
cause a violation of the FTA terms and conditions.
NO GOVERNMENT OBLIGATION TO THIRD PARTIES
The Agency and Contractor acknowledge and agree that, notwithstanding any concurrence by the
Federal Government in or approval of the solicitation or award of the underlying Contract, absent
the express written consent by the Federal Government, the Federal Government is not a party to
this Contract and shall not be subject to any obligations or liabilities to the Agency, Contractor or
any other party (whether or not a party to that contract) pertaining to any matter resulting from
the underlying Contract. The Contractor agrees to include the above clause in each subcontract
financed in whole or in part with Federal assistance provided by the FTA. It is further agreed that
the clause shall not be modified, except to identify the subcontractor who will be subject to its
provisions.
NOTIFICATION TO FTA
If a current or prospective legal matter that may affect the Federal Government emerges, the
Recipient must promptly notify the FTA Chief Counsel and FTA Regional Counsel forthe
Region in which the Recipient is located. The Recipient must include a similar notification
requirement in its Third Party Agreements and must require each Third Party Participant to
include anequivalent provision in its subagreements at every tier, for any agreement that is a
“covered transaction” according to 2 C.F.R. §§ 180.220 and 1200.220.
(1)The types of legal matters that require notification include, but are not limited to, a major
dispute, breach, default, litigation, or naming the Federal Government as a party to litigation
or a legal disagreement in any forum for anyreason.
(2)Matters that may affect the Federal Government include, but are not limited to, theFederal
Government’s interests in the Award, the accompanying Underlying Agreement, and any
Amendments thereto, or the Federal Government’s administration or enforcement of federal
laws, regulations, and requirements.
(3)The Recipient must promptly notify the U.S. DOT Inspector General in addition to the FTA
Chief Counsel or Regional Counsel for the Region in which the Recipient is located, if the
Recipient has knowledge of potential fraud, waste, or abuse occurring on a Project receiving
assistance from FTA. The notification provision applies if a person has or may have submitted
a false claim under the False Claims Act, 31 U.S.C. § 3729 et seq., or has or may have
committeda criminal or civil violation of law pertaining to such matters as fraud, conflict of
interest, bribery, gratuity,orsimilarmisconduct.ThisresponsibilityoccurswhethertheProject
issubjecttothisAgreement or another agreement between the Recipient and FTA, or an
agreement involving a principal, officer, employee, agent, or Third Party Participant of the
Recipient. It also applies to subcontractors at any tier. Knowledge, as used in this paragraph,
includes, but is not limited to, knowledge of a criminal or civil investigation by a Federal, state,
or local law enforcement or other investigative agency, a criminal indictment or civil complaint,
or probable cause that could support a criminal indictment, or any other credible information in
the possession of the Recipient.
PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND RELATED ACTS
The contractor acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims
and Statements) applies to the contractor’s actions pertaining to this contract.”
PROMPT PAYMENT
The contractor is required to pay its subcontractors performing work related to this contract for
satisfactory performance of that work no laterthan 30 days after the contractor’s receipt of
payment for that work. In addition, the contractor is required to return any retainage payments to
those subcontractors within 30 days after the subcontractor's work related to this contract is
satisfactorilycompleted.
The contractor must promptly notify the Agency, whenever a DBE subcontractor performing
work related to this contract is terminated or fails to complete its work and must make good faith
efforts to engage another DBE subcontractor to perform at least the same amount of work. The
contractor may not terminate any DBE subcontractor and perform that work through its own
forces or those of an affiliate without prior written consent of the Agency.
SEISMIC SAFETY
The contractor agrees that any new building or addition to an existing building will be designed
and constructed in accordance with the standards for Seismic Safety required in Department of
Transportation (DOT) Seismic Safety Regulations 49 C.F.R. part 41 and will certify to
compliance to the extent required by the regulation. The contractor also agrees to ensure that all
work performed under this contract, including work performed by a subcontractor, is in
compliance with the standards required by the Seismic Safety regulations and the certification of
compliance issued on the project.
TERMINATION
Termination for Convenience (General Provision)
The Agency may terminate this contract, in whole or in part, at any time by written notice to
the Contractor when it is in the Agency’s best interest. The Contractor shall be paid its costs,
including contract close-out costs, and profit on work performed up to the time of termination.
The Contractor shall promptly submit its termination claim to Agency to be paid the Contractor.
If the Contractor has any property in its possession belonging to Agency, the Contractor will
account for the same, and dispose of it in the manner Agency directs.
Termination for Default \[Breach or Cause\] (General Provision)
If the Contractor does not deliver supplies in accordance with the contract delivery schedule, or
if the contract is for services, the Contractor fails to perform in the manner called for in the
contract, or if the Contractor fails to comply with any other provisions of the contract, the
Agency may terminate this contract for default. Termination shall be effected by serving a Notice
of Termination on the Contractor setting forth the manner in which the Contractor is in default.
The Contractor will be paid only the contract price for supplies delivered and accepted, or
services performed in accordance with the manner of performance set forth in the contract. If it
is later determined by the Agency that the Contractor had an excusable reason for not
performing, such as a strike, fire, or flood, events whichare not the fault of or are beyond the
control of the Contractor, the Agency, after setting up a new delivery of performance schedule,
may allow the Contractor to continue work, or treat the termination as a Termination for
Convenience.
Opportunity to Cure (General Provision)
The Agency, in its sole discretion may, in the case of a termination for breach or default, allow
the Contractor \[an appropriately short period of time\] in which to cure the defect. In such case,
the Notice of Termination will state the time period in which cure is permitted and other
appropriate conditions
If Contractor fails to remedy to Agency's satisfaction the breach or default of any of the terms,
covenants, or conditions of this Contract within \[10 days\] after receipt by Contractor of written
notice from Agency setting forth the nature of said breach or default, Agency shall have the
right to terminate the contract without any further obligation to Contractor. Any such
termination for default shall not in any way operate to preclude Agency from also pursuing all
available remedies against Contractor and its sureties for said breach or default.
Waiver of Remedies for any Breach
In the event that Agency elects to waive its remedies for any breach by Contractor of any
covenant, term or condition of this contract, such waiver by Agency shall not limit Agency’s
remedies for any succeeding breach of that or of any other covenant, term, or condition of this
contract.
Termination for Convenience (Professional or Transit Service Contracts)
The Agency, by written notice, may terminate this contract, in whole or in part, when it is in the
Agency’s interest. If this contract is terminated, the Agency shall be liable only for payment
under the payment provisions of this contract for servicesrendered before the effective date of
termination.
Termination for Default (Supplies and Service)
If the Contractor fails to deliver supplies or to perform the services within the time specified in
this contract or any extension, or if the Contractor fails to comply with any other provisions of
this contract, the Agency may terminate this contract for default. The Agency shall terminate by
delivering to the Contractor a Notice of Termination specifying the nature of the default. The
Contractor will only be paid the contract price for supplies delivered and accepted, or services
performed in accordance with the manner or performance set forth in this contract.
If, after termination for failure to fulfill contract obligations, it is determined that the Contractor
was not in default, the rights and obligations of the parties shall be the same as if the termination
had been issued for the convenience of the Agency.
Termination for Default (Transportation Services)
If the Contractor fails to pick up the commodities or to perform the services, including delivery
services, within the time specified in this contract or any extension, or if the Contractor fails to
comply with any other provisions of this contract, the Agency may terminate this contract for
default. The Agency shall terminate by delivering to the Contractor a Notice of Termination
specifying the nature of default. The Contractor will only be paid the contract price for services
performed in accordance with the manner of performance set forth in this contract.
If this contract is terminated while the Contractor has possession of Agency goods, the
Contractor shall, upon direction of the Agency, protect and preserve the goods until surrendered
to the Agency or its agent. The Contractor and Agency shall agree on payment for the
preservation and protection of goods. Failure to agree on an amount will be resolved under the
Dispute clause.
If, after termination for failure to fulfill contract obligations, it is determined that the Contractor
was not in default, the rights and obligations of the parties shall be the same as if the termination
had been issued for the convenience of the Agency.
Termination for Default (Construction)
If the Contractor refuses or fails to prosecute the work or any separable part,with the diligence
thatwillensureitscompletionwithinthetimespecifiedinthiscontractoranyextensionorfails
to complete the work within this time, or if the Contractor fails to comply with any other
provision of this contract, Agency may terminate this contract for default. The Agency shall
terminate by delivering to the Contractor a Notice of Termination specifying the nature of the
default. In this event, the Agency may take over the work and compete it by contract or
otherwise, and may take possession of and use any materials, appliances, and plant on the work
site necessary for completing the work. The Contractor and its sureties shall be liable for any
damage to the Agency resulting from the Contractor's refusal or failure to complete the work
within specified time, whether or not the Contractor's right to proceed with the work is
terminated. This liability includes any increased costs incurred by the Agency in completing the
work.
The Contractor's right to proceed shall not be terminated nor shall the Contractorbe charged
with damages under this clauseif:
1.The delay in completing the work arises from unforeseeable causes beyond the control
and without the fault or negligence of the Contractor. Examples of such causes include:
acts of God, acts of Agency, acts of another contractor in the performance of acontract
with Agency, epidemics, quarantine restrictions, strikes, freight embargoes;and
2.The Contractor, within \[10\] days from the beginning of any delay, notifies Agency in
writing of thecauses of delay. If, in the judgment of Agency, the delay is excusable,
the time for completing the work shall be extended. The judgment of Agency shall be
final and conclusive for the parties, but subject to appeal under the Disputes clause(s)
of this contract.
3.If, after termination of the Contractor's right to proceed, it is determined that the
Contractor was not in default, or that the delay was excusable, the rights and
obligations of the parties will be the same as if the termination had been issued for the
convenience ofAgency.
Termination for Convenience or Default (Architect and Engineering)
The Agency may terminate this contract in whole or in part, for the Agency’s convenience or
because of the failure of the Contractor to fulfill the contract obligations. The Agency shall
terminate by delivering to the Contractor a Notice of Termination specifying the nature, extent,
and effective date of the termination. Upon receipt of the notice, the Contractor shall (1)
immediately discontinue all services affected (unless the notice directs otherwise), and (2)
deliver to the Agency ‘s Contracting Officer all data, drawings, specifications, reports, estimates,
summaries, and other information and materials accumulated in performing this contract,
whether completed or in process. Agency has a royalty-free, nonexclusive, and irrevocable
license to reproduce, publish or otherwise use, all such data, drawings, specifications, reports,
estimates, summaries, and other information and materials.
If the termination is for the convenience of the Agency, the Agency’s Contracting Officer
shall make an equitable adjustment in the contract price but shall allow no anticipated profit
on unperformed services.
If the termination is for failure of the Contractor to fulfill the contract obligations, the Agency
may complete the work by contact or otherwise and the Contractor shall be liable for any
additional cost incurred by the Agency.
If, after termination for failure to fulfill contract obligations, it is determined that the Contractor
was not in default, the rights and obligations of the parties shall be the same as if the termination
had been issued for the convenience of Agency.
Termination for Convenience or Default (Cost-Type Contracts)
The Agency may terminate this contract, or any portion of it, by serving a Notice of Termination
on the Contractor. The notice shall state whether the termination is for convenience of Agency
or for the default of the Contractor. If the termination is for default, the notice shall state the
manner in which the Contractor has failed to perform the requirements of the contract. The
Contractor shall account for any property in its possession paid for from funds received from
the Agency, or property supplied to the Contractor by the Agency. Ifthe termination is for
default, the Agency may fix the fee, if the contract provides for a fee, to be paid the Contractor
in proportion to the value, if any, of work performed up to the time of termination. The
Contractor shall promptly submit its termination claim to the Agency and the parties shall
negotiate the termination settlement to be paid the Contractor.
If the termination is for the convenience of Agency, the Contractor shall be paid its contract
close-outcosts,andafee,ifthecontractprovidedforpaymentofafee,inproportiontothe
work performed up to the time oftermination.
If, after serving a Notice of Termination for Default, the Agency determines that the Contractor
has an excusable reason for not performing, the Agency, after setting up a new work schedule,
may allow the Contractor to continue work, or treat the termination as a Termination for
Convenience.
Veterans Employment -Recipients of Federal financial assistance shall ensure that contractors
working on a capital project funded using such assistance give a hiring preference, to the extent
practicable, to veterans (as defined in section 2108 of title 5) who have the requisite skills and
abilities to perform the construction work required under the contract. This subsection shall not
be understood, construed or enforced in any manner that would require an employer to give a
preference to any veteran over any equally qualified applicant who is a member of any racial or
ethnic minority, female, an individual with a disability, or a former employee.
Rights and Remedies of the Agency
The Agency shall have the following rights in the event that the Agency deems the Contractor
guilty of a breach of any term under the Contract.
1.The right to take over and complete the work or any part thereof as agency for andat
the expense of the Contractor, either directly or through othercontractors;
2.The right to cancel this Contract as to any or all of the work yet to beperformed;
3.The right to specific performance, an injunction or any other appropriateequitable
remedy;and
4.The right to moneydamages.
For purposes of this Contract, breach shall include.
Rights and Remedies of Contractor
Inasmuch as the Contractor can be adequatelycompensated by money damages for any breach
of this Contract, which may be committed by the Agency, the Contractor expressly agrees that
no default, act or omission of the Agency shall constitute a material breach of this Contract,
entitling Contractor tocancel or rescind the Contract (unless the Agency directs Contractor to
do so) or to suspend or abandon performance.
Remedies
Substantial failure of the Contractor to complete the Project in accordance with the terms of this
Contract will be a default ofthis Contract. In the event of a default, the Agency will have all
remedies in law and equity, including the right to specific performance, without further
assistance, and the rights to termination or suspension as provided herein. The Contractor
recognizes that in the event of a breach of this Contract by the Contractor before the Agency
takes action contemplated herein, the Agency will provide the Contractor with sixty (60) days
written notice that the Agency considers that such a breach has occurred andwill provide the
Contractor a reasonable period of time to respond and to take necessary corrective action.
Disputes
Disputes arising in the performance of this Contract that are not resolved by agreement of the
parties shall be decided in writing by an authorized representative of Agency. This decision shall
be final and conclusive unless within \[10\] days from the date of receipt of its copy, the Contractor
mails or otherwise furnishes a written appeal to the Agency’s authorized representative. In
connection with any such appeal, the Contractor shall be afforded an opportunity to be heard
and to offer evidence in support of its position. The decision of the
Agency’s authorized representative shall be binding upon the Contractor and the Contractor
shall abide be the decision.
In the event that a resolution of the dispute is not mutually agreed upon, the parties can agree to
mediate the dispute or proceed with litigation. Notwithstanding any provision of this section, or
any other provision of this Contract, it is expressly agreed and understood that any court
proceeding arising out of a dispute under the Contract shall be heard by a Court de novo and the
court shall not be limited in such proceeding to the issue of whether the Authority acted in an
arbitrary, capricious or grossly erroneous manner.
Pending final settlement of any dispute, the parties shall proceed diligently with the
performance of the Contract, and in accordance with the Agency’s direction or decisions made
thereof.
Performance during Dispute
Unless otherwise directed by Agency, Contractor shall continue performance under this
Contract while matters in dispute are being resolved.
Claims for Damages
Should either party to the Contract suffer injury or damage to person or property because of any
act or omission of the party or of any of its employees, agents or others for whose acts it is
legally liable, a claim for damages therefor shall be made in writing to such other party within
a reasonable time after the first observance of such injury or damage.
Remedies
Unless this Contract provides otherwise, all claims, counterclaims, disputes and other matters in
question between the Agency and the Contractor arising out of or relating to this Contract or its
breachwillbedecidedbyarbitrationifthepartiesmutuallyagree,orinacourtofcompetent
jurisdiction within the State in which the Agency islocated.
Rights and Remedies
The duties and obligations imposed by the Contract documents and the rights and remedies
available thereunder shall be in addition to and not a limitation of any duties, obligations, rights
and remedies otherwise imposed or available by law. No action or failure to act by the Agency
or Contractor shall constitute a waiver of any right or duty afforded any of them under the
Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in
any breach thereunder, except as may be specifically agreed in writing.
DOCUMENTS CHECKLIST
PROPOSAL # TMF-21-22-02
Bus Hydrogen Refueling Station Consulting And Project Management Services
City of Santa Clarita, California
In addition to the items requested for the proposal the following documents are required to be
completed and submitted by the proposer.
The following documents must be provided by ALL proposers:
Uploaded via BidNet (see Section C)
Response File
Cost File (to be submitted separatelyfrom Response File)
Notice to Proposers Regarding Contractual Requirements
Designation of Subcontractors/Subconsultants
References
Acknowledgement and Acceptance of Scope of Work
Certifications and Restrictions on Lobbying
Government-Wide Debarment and Suspension (Nonprocurement)
Proposal Bid Bond (Notarized)
Race-Conscious DBE Participation Commitment Form
Letter of Intent
All signed addendums (if any) – Digitally acknowledged on BidNet in addition to uploaded via
BidNet
The following documents must be provided at time of bid or no later than 48 hours after proposal
closing:
DBE Good Faith Effort Package
Bidders List
The following documents must be provided by the AWARDEE ONLY (With Agreement)
Delivered to City Hall, Attn: Corie Zamora
Professional Services Agreement
Federal Contract Provisions
DBE Contract Provisions
Insurance Required by Contract
W-9 Form
Labor and Materials Bond (Notarized)
Performance Bond (Notarized)
SECTION B
Solicitation Information
SCOPE OF WORK
PROPOSAL # TMF-21-22-02
Bus Hydrogen Refueling Station Consulting and Project Management Services
City of Santa Clarita, California
EVENT DATE
Solicitation advertisement August 18, 2021
Non-Mandatory Preproposal Site Visit September 2, 2021
Last day for questions September 17, 2021
Return of proposals September 29, 2021
Evaluations of proposals September 29 – October 6, 2021
Interviews (if necessary) October 11 - 13, 2021
Contract award November 10, 2021
Project completion date Summer 2023 (after station commissioning)
*Dates are subject to change at the City’s discretion*
This project is federally funded. The City of Santa Clarita (City) requests proposals for the following
purpose according to the terms and conditions attached. In the preparation of this Request for Proposal
the words "Project Manager" and "Consultant" are used interchangeably.
Purpose: Hydrogen production and refueling station for transit consulting and project management
services.
Introduction/Background:
Since its inception in July 1992, Santa Clarita Transit has been one of the fastest growing public transportation
providers in Los Angeles County. The primary Santa Clarita Transit service area covers the area between the
I-5/Golden State Freeway from Castaic to the northeastern border of Canyon Country along SR-14/Antelope
Valley Freeway. Santa Clarita Transit provides fixed-route local and commuter express bus service, as well as
dial-a-ride paratransit services.
The City of Santa Clarita contracts its bus operations and maintenance services to MV Transportation (MV),
with the City and MV together making up Santa Clarita Transit (SCT). The City owns the fleet of buses,
facilities, fueling equipment as well as other equipment needed to provide bus service. MV Transportation
provides the management and staff, including bus operators, supervisors, dispatchers, customer service
representatives, mechanics, and utility staff, to operate the City’s bus service.
The City’s current bus fleet consists of one hundred and nineteen (119) over the road coaches, low floor
transit vehicles, and traditional cutaway buses used for seniors and ADA service. While we currently have
a small number of diesel-powered over-the-road coaches, the majority of the City’s current fleet of buses
is powered by renewable compressed natural gas (CNG).
In order for the City of Santa Clarita to meet the California Air Resources Board’s Innovative Clean Transit
(ICT) Regulation of 100% zero emission fleet by 2040, the City has determined that hydrogen fuel cell
electric bus technology is the direction it would like to go as buses are replaced. The City of Santa Clarita
will be integrating fuel cell electric buses into the City’s transit fleet. Fuel cell buses will be purchased and
introduced to the fleet as CNG transit buses reach the end of their useful life. The City’s fleet replacement
plan calls for replacing one twelfth (1/12) of the bus fleet every year.
The City of Santa Clarita is seeking proposals from a qualified individuals or firms to provide consulting
and project management services to assist the City with the design, evaluation, construction and
commissioning of a hydrogen production and fueling station at the City’s Transit Maintenance Facility
(TMF) located at 28250 Constellation Road, Santa Clarita, CA 91355.
Objective(s)/Work Products:
1.Hydrogen Production and Refueling Station Analysis
The Consultant will conduct an analysis of the current bus operations and operating logistics to
establish refueling station requirements. The City will make various documents available to the
consultant as requested including the City’s Zero Emission Bus (ZEB) Plan, bus fleet list, contract
documents, facility plans, etc. The Consultant shall supply a document identifying station
characteristic and input variables. These will include but not be limited to: daily throughput, fill
quantities, fill rates, fueling window, day of back up supply, station footprint, facility changes and
improvements, utility services, backup electrical service, and suggested maintenance service
contract.
2.Develop Hydrogen Production and Refueling Station Specifications
The Consultant shall develop a Request for Proposals (RFP) Scope of Work document to solicit
bids from Contractors to provide a hydrogen production and fueling station. The solicitation will
seek contractors to design, engineer and construct the station in coordination with the City;
specify the civil, electrical, and plumbing site work; equipment installation; station commissioning
process; employee and first responder training; and a maintenance service contract.
The Consultant will participate in the Pre-Proposal Meeting and be responsible for addressing
technical questions and providing meeting minutes.
The Consultant will respond to requests for technical clarifications or questions submitted by
contractors and assisting the City’s staff in the development of any addenda to the RFP.
The Consultant shall be responsible for assisting the City to prepare a list of vendors to solicit
proposals from to help achieve maximum participation from vendors who are capable of
providing the services requested.
3.Proposal Evaluations
The Consultant shall participate in the evaluation of proposals received to assess contractor
capability to successfully build the hydrogen refueling station. Contractor proposals will be
reviewed for experience in constructing hydrogen systems for transit operations or station of
similar size and required performance. The consultant shall determine and provide an evaluation
summary for each proposal identifying the advantages of each proposal, including but not limited
to equipment quality, experience, and cost. A ranking for each proposal shall be supplied with an
award recommendation provided to the City. The City ultimately has final decision-making
authority on award. Finally, the Consultant shall provide assistance with contract negotiations
with the successful proposer.
4.Project Management
The Consultant shall assist the City with project oversight during the construction, equipment
installation, and station commissioning phases providing technical assistance to the Contractor
and the City. Consultant shall maintain all project related electronic or written correspondences
including drawings, certified payroll, project schedule, change order approvals, meeting minutes
etc. and may be the main point of contact between the City and the Contractor.
5.Training
The Consultant shall coordinate or provide technical expertise to the City to facilitate training
provide by the refueling station vendor to employees and first responders.
RESPONSE FORMAT AND SELECTION CRITERIA
PROPOSAL # TMF-21-22-02
Bus Hydrogen Refueling Station Consulting and Project Management Services
City of Santa Clarita, California
1.RESPONSE FORMAT - The organization of the response and cost files is described in this section of the
RFP. All potential vendors must follow this format.
1.1.RESPONSE FILE:
1.1.1.Introduction - A general introduction and description of the proposal shall be provided.
The format of the introduction is at the discretion of the consultant.
1.1.2.References -Theconsultantshallprovideabriefsummaryof anyrelevantexperienceon
similar projects.
1.1.3.Plan of Study/Scope of Work - Describe the work program. Explain the proposed technical
approach that addresses the specific issues identified in this RFP. Provide a description of
the relationships between these activities. Include an explanation of any division of work
proposed between the consultant and the City. The organization of the plan of study should
be as follows:
1.1.3.1.TASK - A one or two sentence overview of a related group of subtasks or activities.
1.1.3.2.SUB-TASK - A detailed description of the work, including the methodology to be
performed. Generally, one to ten paragraphs depending upon the complexity of
the activities described in the subtask.
1.1.3.3.OUTPUT - A one or two sentence description of the result of this particular
activity or sub-task.
1.1.3.4.The task, sub-task, and output format should be repeated throughout the plan
of study until all proposed work has been described.
1.1.4.Schedule - Describe the time schedule for each proposed task and subtask described above.
Proposed work periods and completion dates, as well as the anticipated meeting dates,
should also be identified.
1.1.5.Program Management - Indicate which method of program management will be used to
internally manage and direct this project. Provide the proposed project schedule on a time
line chart according to the selected system.
1.1.6.Personnel, Equipment, and Facilities - Describe the activities of the designated Project
Manager and lead/support personnel. Provide a resume for each person named, including
their qualifications (education and experience), as well as their relationship and cost to the
proposed project activities.
1.1.7.Sub-Consultants - List all sub-consultants proposed for this project and include their
qualifications and specific responsibilities.
1.2.COST FILE–Statement of Offer and Signature -The proposal shall be signed by an individual
authorized to bind the consultant, shall contain a statement to the effect that the proposal is a
firm offer for a 120-day period, and shall contain a statement that the proposed work will be
performed at the “not-to-exceed” price. This will include all deliverables and meeting attendance
as laid out in the scope of work.
1.2.1.The Cost File must be submitted separately from the Response File.
2.SELECTION CRITERIA – The City’s selection team will evaluate all proposals for adequacy, technical
competence, and suitability of the Consultant Team. The City reserves the right to reject all proposals
that are inappropriate, inadequate, or are otherwise non-responsive to the City’s needs.
2.1.SCORING CRITERIA:
2.1.1.Contractor qualifications
2.1.2.Experience on similar projects
2.1.3.Thoroughness of proposal, approach to providing sound services, and ability to provide
services to meet objectives and standards
2.2.During the selection process, the evaluation panel may wish to interview proposers with
scores above a natural break. Should an interview process take place, the results of the interview
will carry greater weight in the selection process. The City reserves the right to make a selection
solely on the basis of the proposals without further contact.
SECTION C
Forms
NOTICE TO PROPOSERSREGARDING CONTRACTUAL REQUIREMENTS
PROPOSAL # TMF-21-22-02
Bus Hydrogen Refueling Station Consulting and Project Management Services
City of Santa Clarita, California
1.SUMMARY OF CONTRACT REQUIREMENTS
a.A contract is required for any service performed on behalf of the City. Contract language
will be negotiated upon acceptance of proposal and prior to commencement of work.
Work cannot begin until the contract has been fully executed by both parties.
2.SUMMARY OF INSURANCE REQUIREMENTS
a.These are the Insurance Requirements for Contractors providing services or supplies to
the City. By agreeing to perform the work or submitting a proposal, you verify that you
comply with and agree to be bound by these requirements. When Contract documents
are executed, the actual Contract language and Insurance Requirements may include
additional provisions as deemed appropriate by City’s Risk Manager.
b.You should check with your Insurance advisors to verify compliance and determine if
additional coverage or limits may be needed to adequately insure your obligations under
this agreement. These are the minimum required and do not in any way represent or
imply that such coverage is sufficient to adequately cover the Contractor’s liability under
this agreement. The full coverage and limits afforded under Contractor’s policies of
Insurance shall be available to Buyer and these Insurance Requirements shall not in any
way act to reduce coverage that is broader or includes higher limits than those required.
The Insurance obligations under this agreement shall be: 1—all the Insurance coverage
and limits carried by or available to the Contractor; or 2—the minimum Insurance
requirements shown in this agreement, whichever is greater. Any insurance proceeds in
excess of the specified minimum limits and coverage required, which are applicable to a
given loss, shall be available to City.
c.Contractor shall furnish the City with original Certificates of Insurance including all
required amendatory endorsements and a copy of the Declarations and Endorsement
Page of the CGL policy listing all policy endorsements to City before work begins. City
reserves the right to require full-certified copies of all Insurance coverage and
endorsements.
3.INSURANCE
a.General Insurance Requirements
i.All insurance shall be primary insurance and shall name City of Santa Clarita as an
additional insured. The naming of an additional insured shall not affect any
recovery to which such additional insured would be entitled under the policy if
not named as an additional insured, and an additional insured shall not be held
liable for any premium or expense of any nature on the policy or any extension
thereof solely because they are an additional insured thereon.
ii.If the operation under this Agreement results in an increased or decreased risk in
the opinion of the City’s Risk Manager, then Consultant agrees that the minimum
limits hereinabove designated shall be changed accordingly upon written request
by the Risk Manager.
iii.Consultant agrees that provisions of this Section as to maintenance of insurance
shall not be construed as limiting in any way the extent to which Consultant may
be held responsible for the payment of damages to persons or property resulting
from Consultant’s activities, the activities of its subconsultants, or the activities
of any person or persons for which Consultant is otherwise responsible.
iv.A Certificate of Insurance, and an additional insured endorsement (for general
and automobile liability), evidencing the above insurance coverage with a
company acceptable to the City’s Risk Manager shall be submitted to City prior to
execution of this Agreement on behalf of the City.
v.The terms of the insurance policy or policies issued to provide the above
insurance coverage shall provide that said insurance may not be amended or
canceled by the carrier, for nonpayment of premiums otherwise, without 30 days
prior written notice of amendment or cancellation to City. In the event the said
insurance is canceled, Consultant shall, prior to the cancellation date, submit new
evidence of insurance in the amounts heretofore established.
vi.All required insurance must be in effect prior to awarding this Agreement, and it
or a successor policy must be in effect for the duration of this Agreement.
Maintenance of proper insurance coverage is a material requirement of this
Agreement, and the failure to maintain and renew coverage or to provide
evidence of renewal may be treated by the City as a material breach of contract.
If Consultant, at any time during the term of this Agreement, should fail to secure
or maintain any insurance required under this Agreement, City shall be permitted
to obtain such insurance in Consultant’s name at Consultant’s sole cost and
expense, or may terminate this Agreement for material breach.
vii.Without limiting any other Consultant obligation regarding insurance, should
Consultant’s insurance required by this Agreement be cancelled at any point prior
to expiration of the policy, Consultant must notify City within 24 hours of receipt
of notice of cancellation. Furthermore, Consultant must obtain replacement
coverage that meets all contractual requirements within 10 days of the prior
insurer’s issuance of notice of cancellation. Consultant must ensure that there is
no lapse in coverage.
b.General Liability and Property Damage Insurance
i.Consultant agrees to procure and maintain general liability and property damage
insurance at its sole expense to protect against loss from liability imposed by law
for damages on account of bodily injury, including death therefrom, and property
damage, suffered or alleged to be suffered by any person or persons
whomsoever, resulting directly from any act or activities of Consultant, its
subconsultants, or any person acting for Consultant or under its control or
direction, and also to protect against loss from liability imposed by law for
damages to any property of any person caused directly or indirectly by or from
acts or activities of Consultant, or its subconsultants, or any person acting for
Consultant, or under its control or direction. Such public liability and property
damage insurance shall also provide for and protect City against incurring any
legal cost in defending claims for alleged loss. Such general liability and property
damage insurance shall be maintained in the following minimum limits: A
combined single-limit policy with coverage limits in the amount of $1,000,000 per
occurrence will be considered equivalent to the required minimum limits.
c.Automotive Insurance
i.Consultant shall procure and maintain public liability and property damage
insurance coverage for automotive equipment with coverage limits of not less
than $1,000,000 combined single limit. If Consultant does not use automobiles
in performing its work under this Agreement, Consultant shall provide a waiver
releasing City from all liability resulting from Consultant’s use of personal vehicles
under this Agreement.
d.Worker’s Compensation Insurance
i.Consultant shall procure and maintain Worker’s Compensation Insurance in the
amount of $1,000,000 per occurrence or as will fully comply with the laws of the
State of California and which shall indemnify, insure, and provide legal defense
for both Consultant and City against any loss, claim, or damage arising from any
injuries or occupational diseases happening to any worker employed by
Consultant in the course of carrying out this Agreement.
ii.Waiver of Subrogation: The insurer(s) agree to waive all rights of subrogation
against City, its elected or appointed officers, officials, agents, volunteers and
employees for losses paid under the terms of the workers compensation policy
which arise from work performed by Consultant for City.
Questions and requests for modification of these terms must be negotiated and approved prior to
contract execution and are at the full discretion of the City.
I have read and understand the above requirements and agree to be bound by them for any work
performed for the City.
Authorized Signature: ______________________________ Date: ___________________
Printed Name: ____________________________________
DESIGNATION OF SUBCONTRACTORS/SUBCONSULTANTS
PROPOSAL # TMF-21-22-02
Bus Hydrogen Refueling Station Consulting and Project Management Services
City of Santa Clarita, California
The City of Santa Clarita has adopted a Disadvantaged Business Enterprise (DBE) Program to support federally funded procurements. The City
strongly encourages the participation of small and Disadvantaged Business Enterprises in its federally funded projects and this site is intended to
provide assistance to such businesses. Listed below are the names and locations of the places of business of each subcontractor, supplier, and
vendor who will perform work or labor or render service in excess of ½ of 1 percent, or $10,000 (whichever is greater) of the prime contractor's
total bid: DBE status, age of firm and annual gross receipts are required if sub-contractor is participating as a DBE. If no Subcontractors will be
used fill out the form with NA. Please add additional sheets if needed.
Subcontractor DIR Registration No.Dollar Value of Work
Age of firm: Annual Gross Receipts:
DBE: Yes No
:
Certifying Agency
Location and Place of Business
Bid Schedule Item No’s: Description of Work
License No. Exp. Date: / / Phone ( )
Subcontractor DIR Registration No. Dollar Value of Work
Age of firm: Annual Gross Receipts:
DBE: Yes No
:
Certifying Agency
Location and Place of Business
Bid Schedule Item No’s: Description of Work
License No. Exp. Date: / /Phone ( )
Subcontractor DIR Registration No. Dollar Value of Work
Age of firm: Annual Gross Receipts:
DBE: Yes No
Certifying Agency:
Location and Place of Business
Bid Schedule Item No’s: Description of Work
License No. Exp. Date: / /Phone ( )
NOTE: A contractor or subcontractor shall not be qualified to propose on, be listed in a proposal, subject to the requirements of Section 4104 of
the Public Contract Code, or engage in the performance of any contract for public work, as defined in this chapter, unless currently registered
and qualified to perform public work pursuant to Section 1725.5 of the Labor Code. It is not a violation of this section for an unregistered
contractor to submit a proposal that is authorized by Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the
Public Contract Code, provided the contractor is registered to perform public work pursuant to Section 1725.5 of the Labor Code at the time the
contract is awarded.
REFERENCES
PROPOSAL # TMF-21-22-02
Bus Hydrogen Refueling Station Consulting and Project Management Services
City of Santa Clarita, California
The following are the names, addresses, and telephone numbers of three public agencies for which proposer
has performed work of a similar scope and size within the past 3 years. If the instructions on this form conflict
with the references requested in the scope of work, the scope of work shall govern. Complete this form out
accordingly. Fill out this form completely and upload it with your proposal.
1. __________________________________________________________________________________
Name and Address of Owner / Agency
__________________________________________________________________________________
Name and Telephone Number of Person Familiar with Project
__________________________________________________________________________________
Contract Amount Type of Work Date Completed
2. __________________________________________________________________________________
Name and Address of Owner / Agency
__________________________________________________________________________________
Name and Telephone Number of Person Familiar with Project
__________________________________________________________________________________
Contract Amount Type of Work Date Completed
3. __________________________________________________________________________________
Name and Address of Owner / Agency
__________________________________________________________________________________
Name and Telephone Number of Person Familiar with Project
__________________________________________________________________________________
Contract Amount Type of Work Date Completed
The following are the names, addresses, and telephone numbers of all brokers and sureties from whom
Proposer intends to procure insurance bonds:
_____________________________________________________________________________________
_____________________________________________________________________________________
ACKNOWLEDGEMENT & ACCEPTANCE OF SCOPE OF WORK
PROPOSAL # TMF-21-22-02
Bus Hydrogen Refueling Station Consulting and Project Management Services
City of Santa Clarita, California
By providing the three (3) required signatures below, the Contractor acknowledges full understanding,
complete agreement to, and accepts in its entirety, all Scope of Work for the Bus Hydrogen Refueling
Station Consulting and Project Management Services. The Contractor will be expected to perform
maintenance practices and uphold the standards herein to the established Scope of Work throughout the
length of the contract.
*Supervisor’s Signature:___________________________________________Date:__________
*Estimator’s Signature:____________________________________________Date:__________
*Owner’s Signature:______________________________________________Date:__________
*All three signatures required
CERTIFICATION AND RESTRICTIONS ON LOBBYING
PROPOSAL #TMF-21-22-02
Bus Hydrogen Refueling Station Consulting and Project Management Services
City of Santa Clarita, California
I,
herebycertify
(Name and title of official)
Onbehalfofthat:
(Name of Bidder/Company Name)
No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any
person for influencing or attempting to influence an officer or employee of any agency, aMember of
Congress, andofficer or employee of Congress, or an employeeofaMemberofCongressinconnectionwith
theawardingofanyfederal contract,themakingofanyfederalgrant,themaking of any federal loan, the
entering into of any cooperative agreement, and theextension, continuation, renewal, amendment, or
modificationofanyfederalcontract,grant,loan,orcooperativeagreement.
Ifanyfundsotherthanfederalappropriatedfundshavebeenpaidorwillbepaidtoanypersoninfluencingor
attemptingtoinfluenceanofficer or employee of any agency, aMember of Congress, andofficer or employee
of Congress, or an employee of a Member of Congress in connection with the federal contract, grant, loan, or
cooperative agreement, the undersigned shall complete andsubmit StandardForm–LLL,“DisclosureForm
toReportLobbying,”inaccordancewithitsinstructions.
Theundersignedshallrequirethatthelanguageofthiscertificationbeincludedintheawarddocuments
forallsub-awardsatalltiers (includingsub-contracts,sub-grantsandcontractsundergrants,loans,and
cooperativeagreements)andthatallsub-recipientsshall certify anddiscloseaccordingly.
This certification is a material representation of fact upon which reliance was placed when this transaction was
made or entered into. Submissionofthiscertificationisaprerequisiteformakingorenteringintothistransaction
imposedby31U.S.C.§1352(asamendedby theLobbyingDisclosureActof1995).Anypersonwhofailstofile
therequiredcertificationshallbesubjecttoacivilpenaltyofnotlessthan
$10,000 and not more than $100,000 for each such failure.
Theundersignedcertifiesoraffirmsthetruthfulnessandaccuracyofthecontentsofthestatementssubmittedon
orwiththiscertificationand understandsthattheprovisionsof31U.S.C.Section3801,etseq.,areapplicable
thereto.
Name ofBidder/CompanyName:
Type for print name:
Signature of authorized representative:
Date:
Signature of notary and SEAL:
GOVERNMENT-WIDE DEBARMENT AND SUSPENSION
(NONPROCUREMENT)
PROPOSAL # TMF-21-22-02
Bus Hydrogen Refueling Station Consulting and Project Management Services
City of Santa Clarita, California
Instructions for Certification: By signing and submitting this bid or proposal, the
prospective lower tier participant is providing the signed certification set out
below.
a.It will comply and facilitate compliance with U.S. DOT regulations,
“Nonprocurement Suspension and Debarment,” 2 CFR part 1200, which adopts and
supplements the U.S. Office of Management and Budget (U.S. OMB) “Guidelines to
Agencies on Governmentwide Debarment and Suspension (Nonprocurement),” 2 CFR
part 180,
b.To the best of its knowledge and belief, that its Principals and Subrecipients at the first tier:
1.Are eligible to participate in covered transactions of any Federal department or agency
and are not presently:
1.Debarred,
2.Suspended,
3.Proposed for debarment,
4.Declared ineligible,
5.Voluntarily excluded, or
6.Disqualified,
b.Its management has not within a three-year period preceding its latest
application or proposal been convicted of or had a civil judgment rendered
against any of them for:
1.Commission of fraud or a criminal offense in connection with obtaining,
attempting to obtain, or performing a public (Federal, State, or local)
transaction, or contract under a public transaction,
2.Violation of any Federal or State antitrust statute, or,
3.Commission of embezzlement, theft, forgery, bribery, falsification or
destruction of records, making any false statement, or receiving stolen
property,
c.It is not presently indicted for, or otherwise criminally or civilly charged by a
governmental entity (Federal, State, or local) with commission of any of the
offenses listed in the preceding subsection 2.b of this Certification,
d.Ithasnothadoneormorepublictransactions(Federal,State,orlocal)terminatedfor
causeordefaultwithinathree-yearperiodprecedingthis Certification,
e.If,atalatertime,itreceivesanyinformationthatcontradictsthestatementsof
subsections 2.a – 2.d above, it will promptly provide that information to FTA,
f.It will treat each lower tier contract or lower tier subcontract under its Project as a
covered lower tier contract for purposes of 2 CFR part 1200 and 2 CFR part 180 if it:
1.Equals or exceeds $25,000,
2.Is for audit services,or,
3.Requires the consent of a Federal official, and
g.It will require that each covered lower tier contractor and subcontractor:
1.Comply and facilitate compliance with the Federal requirements of 2 CFR parts
180 and 1200, and
2.Assure that each lower tier participant in its Project is not presently declared by
any Federal department or agency to be:
a.Debarred from participation in its federally funded Project,
b.Suspended from participation in its federally funded Project,
c.Proposed for debarment from participation in its federally funded Project,
d.Declared ineligible to participate in its federally funded Project,
e.Voluntarily excluded from participation in its federally funded Project, or
f.Disqualified from participation in its federally funded Project, and
3. It will provide a written explanation as indicated on a page attached in FTA’s
TrAMS platform or the Signature Page if it or any of its principals, including any of
its first tier Subrecipients or its Third-Party Participants at a lower tier, is unable
to certify compliance with the preceding statements in this Certification Group.
(3) It will provide a written explanation as indicated on a page attached in FTA’s
TrAMS platform or the Signature Page if it or any of its principals, including any of
its first tier Subrecipients or its Third-Party Participants at a lower tier, is unable to
certify compliance with the preceding statements in this Certification Group.
Certification
Contractor:
Signature of Authorized Official: Date:
Name and Title of Contractor’s Authorized Official:
SECURITY FORMS FOR CHECK OR BOND TO ACCOMPANY PROPOSAL
PROPOSAL # TMF-21-22-02
Bus Hydrogen Refueling Station Consulting and Project Management Services
City of Santa Clarita, California
NOTE: The following form shall be used in case check accompanies proposal.
Accompanying this Proposal is a *certified/cashier's check payable to the order of the City of Santa Clarita
for: ____________________________________________ dollars ($__________), this amount being not
less than ten percent (10%) of the total amount of the first contract year (365 days) of this proposal. The
proceeds of this check shall become the property of said AGENCY provided this Proposal shall be accepted
by said AGENCY through action of its legally constituted contracting authorities, and the undersigned shall
fail to execute a contract and furnish the required bonds within the stipulated time; otherwise, the check
shall be returned to the undersigned.
Project Name: Bus Hydrogen Refueling Station Consulting and Project Management Services
________________________________________________________
Proposer’s Signature
________________________________________________________
CONTRACTOR
________________________________________________________
Address
________________________________________________________
City, State, Zip Code
* Delete the inapplicable work.
______________________________________________________________________________________
NOTE: If the proposer desires to use a bond instead of a check, the following form shall be executed. The
sum of this bond shall be not less than ten percent (10%) of the total amount of the proposal.
PROPOSAL GUARANTEE BOND
PROPOSAL # TMF-21-22-02
Bus Hydrogen Refueling Station Consulting and Project Management Services
City Project No. 02
City of Santa Clarita, California
KNOW ALL MEN BY THESE PRESENTS that __________________________________ ,as PROPOSER, and
_________________________________________________, as SURETY, are held and firmly bound unto the
City of Santa Clarita, as AGENCY, in the penal sum of ___________________________________________
dollars ($___________), which is ten percent (10%) of the total of first contract year (365 days) amount
which is proposed by PROPOSER, to AGENCY for the above-stated project, for the payment of which sum,
PROPOSER and SURETY agree to be bound, jointly and severally, firmly by these presents.
THE CONDITIONS OF THIS OBLIGATION ARE SUCH that, whereas PROPOSER is about to submit a proposal
to AGENCY for the above-stated project, if said proposal is rejected, or if said proposal is accepted and the
contract is awarded and entered into by PROPOSER in the manner and time specified, then this obligation
shall be null and void, otherwise it shall remain in full force and effect in favor of AGENCY.
IN WITNESS WHEREAS, the parties hereto have set their names, titles, hands, and seals, this
_______________day of ________________________, 20__.
CONTRACTOR: __
Name and Title of Signatory Signature
_________________________________ ________________ ________
Legal Name of Bidder
_______________________________ __________ ________________
Bidder Address
_________ _____________ __________ ___________
Telephone Number Federal Tax I.D. No.
SURETY*: ______________________________________ ___________________
Name
_____________________________ ____________________________
Phone Number and Email
_______________________________________ __________________
Address
This document must be notarized prior to submittal.
IMPORTANT - Surety Companies executing Bonds must appear on the Treasury Department's most current
list (Circular 570, as amended) and be authorized to transact business in the State where the project is
located.
DBE INFORMATION -GOOD FAITH EFFORTS
IFB No: _____________________________ Bid Opening Date ___________________
The City of Santa Clarita (City) established a Disadvantaged Business Enterprise (DBE) goal of ___6__%
for this contract. The information provided herein shows that a good faith effort was made by
(Bidder).
Bidder shall submit the following information to document adequate good faith efforts to the City no later
than 48 hours after the City's bid due date, or as otherwise specified in the solicitation. Biddershould
submit the following information even if the “DBE Participation Commitment Form” indicates that the
bidderhas met the DBE goal. This will protect the bidder’seligibility for award of the contract if City
determines that the bidderfailed to meet the goal for various reasons, e.g., a DBE firm was not certified
at bid opening, or the biddermade a mathematical error.
Submittal of only the form may not provide sufficient documentation to demonstrate that adequate good
faith efforts were made.
The following good faith efforts items (A through H) shall be minimally performed prior to bid submission.
Bidder to complete the following items in sufficient detail to effectively demonstrate that good faith efforts
were undertaken to meet the established DBE goal:
A.Items of Work the Bidder Made Available to DBE Firms; a description of work items and approximate
dollar amounts made available to DBE firms by the bidder, value of work items as a percentage of total
contract work, breakdown of bid items or larger scopes of contract work (including those items normally
performed by the bidder with its own work forces) into economically feasible units to facilitate DBE
participation sufficient to meet the DBE contract goal. It is the bidder’s responsibility to demonstrate
that sufficient work was made available to facilitate DBE participation as follows (Provide documents
that sufficiently evidence the efforts detailed below):
Unbundled from
Bidder Larger Scope
Description of Work Normally (Y/N)Amount Percentage
ItemPerforms If Yes, List ($)of Contract
(Y/N)Scope and/or
Bid Item (#)
B.Solicitation Effort Documentation; the names and dates of notices sent to certified DBEs soliciting bids
for this project and the dates and methods used to following up initial solicitations to determine with
certainty whether the DBEs were interested (attach all copies of solicitation, telephone records, fax
confirmations, email communications, etc.) and amount of DBEs to respond. Bidders are reminded to
solicit certified DBEs in the City’s market area through all reasonable and available means (e.g.
attendance at pre-bid meetings, advertising and written notices.) Bidder to provide documentation to
demonstrate DBE firms were provided information about the contract (location of project, contract
number, bid date, items of work made available and contact information) in the Invitation to Bid from
the bidder and evidence the aforementioned items, as follows:
Date of
Date of
Method of Follow-Response/
Contact Initial
DBE FirmSolicitatioUp Interested in
Name/TitleSolicictatio
nSolicitatioBidding
n
n
(Note: Solicitations should occur at a minimum no later than 14 calendar days prior to the City's bid due
date and follow up to the solicitations should allow DBE firms reasonable time to respond). DBE firms
solicited must be advised if the original bid due date has been extended.
C.Rejected DBE Bid Documentation; the names, addresses, phone numbers, and amount of rejected
DBE firms, the reasons for the bidder’s rejection of the DBE firms, the firms selected and accepted for
that work (attach all copies of quotes from all firms involved inclusive of a detailed cost breakdown if
opted to self-perform work) and the price difference for each DBE if the selected firm is not a DBE,
include an explanation of quote(s) rejected.
D.Publication Efforts Made to Advertise the Projects to Solicit DBE Participation; names and dates of
each publication in which a request for DBE participation for this project was placed by the bidder
(attach copies of advertisements or proof of publications). Publications should be placed at a minimum
14 calendar days before the City's bid due date. If bid due date is extended, bidder is to re-advertise
new bid due date.
Type of Readvertisem
Dates of Duration of
Publication ent (Bid-Due
PublicationsAdvertisemeAdvertisem
(Trade/General/ Date
ntent
Minority/Focus)Extension)
E.Agencies, Organizations, or Groups Contacted to Provide Assistance in Contracting, Recruiting, and
Using DBEs; the names of agencies, organizations or groups contacted to provide assistance in
contacting, recruiting and using DBE firms (Attach copies of requests to agencies, responses received
and efforts made by the bidder in response).
F.Efforts to Provide Information About the Plans, Specifications, and Contract Requirements; efforts
made to assist interested DBEs in obtaining necessary materials, or related assistance or services,
bidder to provide evidence of effort.
G.Assistance with Lines of Credit, Insurance, and/or other Services; efforts made to assist interested
DBEs in obtaining bonding, lines of credit or insurance, and any technical assistance or information
related to the plans, specifications and requirements for the work which was provided to DBEs, bidder
to provide a list of any assistance provided to DBEs:
H.Additional Data to Support a Demonstration of Good Faith Efforts; in determining whether a bidder
made adequate good faith efforts, the City will take into account the performance of other bidders in
meeting the DBE contract goal. Attach any additional information to support demonstration of good
faith in this section:
NOTE: USE ADDITIONAL SHEETS AS NECESSARY TO DEMONSTRATE RESPONSIVENESS.
SECTION D
Sample Contract
SAMPLEONLY
CON-6
Council Approval Date:________
Agenda Item: ________
Contract Amount:________
PROFESSIONAL SERVICES AGREEMENT
BETWEEN
THE CITY OF SANTA CLARITA AND
FOR
This AGREEMENT by and between the CITY OF SANTA CLARITA, a municipal corporation
and general law city (“CITY”) and_______________________________________, a
________________________________________________________(“CONSULTANT”), and
is dated ________________________.
1.CONSIDERATION.
(A)As partial consideration, CONSULTANT agrees to perform the Services listed in
the SCOPE OF SERVICES, below; and
(B)As additional consideration, CONSULTANT and CITY agree to abide by the terms
and conditions contained in this Agreement; and
(C)As additional consideration, CITY agrees to pay CONSULTANT a sum not to
exceed
dollars ($ )for CONSULTANT’s Services. CITY may modify this
amount as set forth below. Unless otherwise specified by written amendment to this Agreement,
CITY will pay this sum as specified in the attached Exhibit(s) “ ” which is/are
incorporated by reference.
2.SCOPE OF SERVICES.
(A)CONSULTANT will perform Services listed in the attached Exhibit(s) “ ”
which is/are incorporated by reference.
(B)CONSULTANT will, in a professional manner, furnish all of the labor, technical,
administrative, professional and other personnel, all supplies and materials, equipment, printing,
vehicles, transportation, office space and facilities, and all tests, testing and analyses, calculation,
and all other means whatsoever, except as herein otherwise expressly specified to be furnished by
CITY, necessary or proper to perform and complete the Services and provide the professional
Services required of CONSULTANT by this Agreement.
3.PERFORMANCESTANDARDS.
(A)By executing this Agreement, CONSULTANT represents that it has demonstrated
trustworthiness and possesses the quality, fitness and capacity to perform the Agreement in a
manner satisfactory to CITY. CONSULTANT represents that its financial resources, surety and
insurance experience, service experience, completion ability, personnel, current workload,
experience in dealing with private consultants, and experience in dealing with public agencies all
suggest that CONSULTANT is capable of performing the proposed contract and has a
demonstrated capacity to deal fairly and effectively with and to satisfy a public CITY.
(B)CONSULTANT will perform its Services in a skillful manner, comply fully with
all City established criteria, and with all applicable federal, state, and local laws, codes, and
professional standards.
(C)CONSULTANT agrees to comply with all applicable federal and state employment
laws regulations and rules including those that relate to minimum hours and wages, occupational
health and safety, workers compensation insurance and state, county and local orders.
(D)CONSULTANT will staff this Agreement with personnel qualified to adequately
and professionally perform the Services.
(E)CONSULTANT will not subcontract any portion of these Services without the
CITY’s prior written approval.
(F)CITY’s approval of any payment, or conducting of any inspection, reviews,
approvals, or oral statements, or any governmental entity’s certification, will in no way limit the
CONSULTANT’s obligations under this Agreementor CONSULTANT’s complete responsibility
for all Services hereunder.
4.PAYMENTS.
(A)For CITY to pay CONSULTANT as specified by this Agreementand as provided
in attached Exhibit(s) “ ”, CONSULTANT must submit a detailed invoice to CITY
which lists the hours worked and hourly rates for each personnel category and reimbursable costs
(all as set forth inExhibit(s) “”) the tasks performed, the percentage of the task
completed during the billing period, the cumulative percentage completed for each task, the total
cost of that Servicesduring the preceding billing month and a cumulative cash flow curve showing
projected and actual expenditures versus time to date.
(B)CITY maywithhold all or a portion of payment otherwise due in the event that
Services are either improperly or not performed.
5.PROJECT COORDINATION AND SUPERVISION.
(A)CONSULTANT will assign as CONSULTANT’s
Project Manager and will be responsible for job performance, negotiations, contractual matters,
and coordination with CITY’s Project Manager.CONSULTANT may change its Project Manager
only with CITY consent.
(B)CITY will assign as CITY’s Project Manager,will
be personally in charge of and personally supervise or perform the technical execution of the
project on a day-to-day basis on behalf of CITY,and will maintain direct communication with
CONSULTANT’s Project Manager.CITY may change its Project Manager at any time with
notice to CONSULTANT.
6.NON-APPROPRIATION OFFUNDS. Payments due and payable to CONSULTANT
for current Servicesare within the current budget and within an available, unexhausted and
unencumbered appropriation of the CITY. In the event the CITY has not appropriated sufficient
funds for payment of CONSULTANT Servicesbeyond the current fiscal year, this Agreement will
cover only those costs incurred up to the conclusion of the current fiscal year.
7.FAMILIARITY WITH SERVICESAND SITE.
(A)By executing this Agreement, CONSULTANT represents that it has:
(i)Carefully investigated and considered the scope of Servicesto be
performed; and
(ii)Carefully considered how the Servicesshould be performed; and
(iii)Understands the facilities, difficulties, and restrictions attending
performance of the Servicesunder this Agreement.
(B)If the Services under this Agreement are to be performed upon any site, or otherwise
require CONSULTANT to access a site, by executing this Agreement CONSULTANT represents
that it has or will investigate the site andis or will be fully acquainted with the conditions there
existing, before commencing the Services under this Agreement.
8.TERM.
(A)The term of this Agreement will be from ________ _ to _________ .
Unlessotherwise determined by writtenamendment between the parties, this Agreement will
terminate in the following instances:(1) Completion of the Services specified in Exhibit(s)
“”, or (2) Termination pursuant to Section 17TERMINATION.
(B)Except as otherwiseseparately and expressly provided by the CITYin writing, the
provisions of this Agreement shall survive any expiration, breach, or termination of this
Agreement, and any completion of the Services.
9.TIME FOR PERFORMANCE.
CONSULTANT will not perform any Servicesunder this Agreement until:
(A)CONSULTANT furnishes proof of insurance as required under Section 24
INSURANCE; and
(B)CITY gives CONSULTANT a written notice to proceed.
Should CONSULTANT begin Serviceson any phase in advance of receiving written authorization
to proceed, any such professional Servicesare at CONSULTANT’s own risk.
10.SCHEDULE OF PERFORMANCE AND EXTENSIONS.
(A)Should the progress of the Servicesunder this Agreement at any time fall behind
schedule for any reason other than excusable delaysCONSULTANTshall apply such additional
manpower and resources as necessary to bring progress of the Servicesunder this Agreement back
on schedule and consistent with the standard of professional skill and care required by this
Agreement. Time is of the essence in the performance of this Agreement.
(B)Should CONSULTANT be delayed by causes beyond CONSULTANT’s control,
CITY may grant a time extension for the completion of the contracted Services. If delay occurs,
CONSULTANT must notify the CITY’s designated representative within forty-eight hours(48
hours), in writing, of the cause and the extent of the delay and how such delay interferes with the
Agreement’s schedule. The CITY will extend the completion time, when appropriate, for the
completion of the contracted Services.
11.CHANGES. CITY may order changes in the Serviceswithin the general scope of this
Agreement, consisting of additions, deletions, or other revisions, and the contract sum and the
contract time will be adjusted accordingly. All such changes must be authorized in writing,
executed by CONSULTANT and CITY. The cost or credit to CITY resulting from changes in the
Serviceswill be determined in accordance with written agreement between the parties.
12.ADDITIONAL SERVICES.
(A)The CITY may request CONSULTANT to provide Services in addition to Scope
of Services, called “Additional Services”. Additional Services that incur additional costs
(contingency) of up to 15% of the total contract amount must be authorized by CITY by change
order or other documented means. Costs beyond this amount must first be approved by CITY in
accordance with applicable thresholds and procedures.Additional Services must be authorized by
CITY in writing prior to performance. CONSULTANT shall be compensated for Additional
Services as set forth in Exhibit(s) “”or as specified in the written authorization.
(B)If CONSULTANT believes Additional Services are needed to complete the Scope
of Services, CONSULTANT will provide the CITY with written notification that contains a
specific description of the proposed additional Services, reasons for such additional Services, and
a detailed proposal regarding cost. CITY is under no obligation to approve any increase in the
agreed-upon costs for the performance of this Agreement.
13.PERMITS AND LICENSES. CONSULTANT, at its sole expense, will obtain and
maintain during the term of this Agreement, all necessary permits, licenses, and certificates that
may be required in connection with the performance of Servicesunder this Agreement.
14.SITE INSPECTION; DISCOVERY OF HAZARDOUS MATERIALS OR LATENT
CONDITIONS.The discovery, presence, handling or removal of hazardous substances is outside
of CONSULTANT’s expertise, unless otherwise specified in Exhibit(s) “ ”,and is not
included in the scope of Services.Should CONSULTANT discover any hazardous material, or
latent or unknown conditions that may materially affect the performance of the Services,
CONSULTANT will immediately inform CITY of such fact and will not proceed except at
CONSULTANT’s own risk until written instructions are received from CITY.
15.PREVAILING WAGES.CONSULTANT shall comply with the California Prevailing
Wage Law to the extent it applies to work performed under this Agreement.If applicable,
CONSULTANT shall pay prevailing wages to its employees and shall comply with the additional
provisions set forth below:
(A)CONSULTANT shall pay prevailing wages to its employees on any agreement
when required by applicable law.Copies of the general prevailingrates of per diem wages for
each craft, classification, or type of worker needed to execute the Agreement, as determined by
the Director of the State of California Department of Industrial Relations, are on file at the
County’s Capital Projects Office andmay be obtained from the California Department of Industrial
Relations website http://www.dir.ca.gov/OPRL/DPreWageDetermination.htm.CONSULTANT
shall comply with the 8-hours per day/40 hours per week/overtime/working hours restrictions for
all employees, pursuant to the California Labor Code.CONSULTANT and all subconsultants
shall keep and maintain accurate employee payroll records for Work performed under the
Agreement. The payroll records shall be certified and submitted as required by law, including
Labor Code Sections 1771.4 (if applicable) and 1776, including to the Labor Commissioner no
less frequently than monthly.CONSULTANT shall comply fully with Labor Code Section 1777.5
in the hiring of apprentices for work relating to the Agreement.
(B)CONSULTANT acknowledges and agrees that it will comply with AB 1768
(effective January 1, 2020),which amended and expanded the definition of “construction” for
which prevailing wages must be paid to include “work performed during the design, site
assessment, feasibility study, and other pre-construction phases of construction…regardless of
whether any further construction work is conducted…”
(C)CONSULTANT shall forfeit, as a penalty to Owner, the penalty or penalties as
provided by the California Labor Code, for each laborer, workman, or mechanic employed in
performing labor in and about the Work provided for in the Agreement for each day, or portion
thereof, that such laborer, workman or mechanic is paid less than the said stipulated rates for any
work done under the Agreement by him or her or by any Subconsultant under him or her, in
violation of Articles 1 and 2 of Chapter 1 of Part 7 of Division II of the California Labor Code.The
sums and amounts which shall be forfeited pursuant to this Paragraph and the terms of the
California Labor Code shall be withheld and retained from payments due to CONSULTANT the
California Labor Code, but no sum shall be so withheld, retained or forfeited except from the final
payment without a full investigation by either the State Department of Industrial Relations or by
Owner.The Labor Commissioner pursuant to California Labor Code §1775 shall determine the
final amount of forfeiture.
(D)CONSULTANT shall insert in every subcontract or other arrangement which
CONSULTANT may make for performance of Work or labor on Work provided for in the
Agreement provision that Subconsultant shall pay persons performing labor or rendering service
under subcontract or other arrangement not less than the general prevailing rate of per diem wages
for work of a similar character in the locality in which the Work is performed, and not less than
the general prevailing rate of per diem wages for holiday and overtime work fixed in the California
Labor Code.
(E)CONSULTANT and Subconsultants must keep accurate payroll records, showing
the name, address, social security number, work classification, straight time and overtime hours
worked each day and week, and the actual per diem wages paid to each journeyman, apprentice,
worker, or other employee employed by him or her in connection with the Work of the Agreement
Documents. Each payroll record shall contain or be verified by a written declaration as required
by Labor Code Section 1776.The payroll records enumerated above must be certified and shall
be available for inspection at all reasonable hours at the principal office of CONSULTANT as
required by Labor Code Section 1776.This Project is subject to prevailing wage compliance
monitoring and enforcement by the Department of Industrial Relations.
16.WAIVER. CITY’s review or acceptance of, or payment for, Servicesor product prepared
by CONSULTANT under this Agreement will not be construed to operate as a waiver of any rights
CITY may have underthis Agreement or of any cause of action arising from CONSULTANT’s
performance. A waiver by CITY of any breach of any term, covenant, or condition contained in
this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any
other term, covenant, or condition contained in this Agreement, whether of the same or different
character.
17.TERMINATION.
(A)Termination for Convenience. CITY may terminate this Agreement at any time
with or without cause by written notice to CONSULTANT.
(i)CONSULTANT will be entitled to recover its costs expended up to the
termination plus reasonable profit thereon to the termination date not to exceed the total costs
under Section 1(C), but may recover no other loss, cost, damage, or expense.
(B)Termination for Cause. CITY may terminate this Agreement in whole or part for
default should CONSULTANT commit a material breach of this Agreement, and such breach has
not been cured within fifteen (15) calendar days of the date of CITY’s written notice to
CONSULTANT demanding such cure. In the event CITY terminates this Agreement for default,
CONSULTANT will be liable to CITY for all costs to cure the deficiencies, and all loss, cost,
expense, damage, and liability resulting from such breach and termination.
(C)Upon receiving a termination notice, CONSULTANT will immediately cease
performance under this Agreement unless otherwise provided in the termination notice. Except as
otherwise provided in the termination notice, any Servicesperformed by CONSULTANT after
receiving a termination notice will be performed at CONSULTANT’S own cost; CITY will not be
obligated to compensate CONSULTANT for such Services.
(D)Upon a termination, all finished or unfinished documents, data, studies, surveys,
drawings, maps, reports and other materials prepared by CONSULTANT will become CITY’s
property and CONSULTANT will delivery any such items in its possession to CITY within thirty
(30) days of termination.
(E)Should the Agreement be terminated pursuant to this Section, CITY may procure
on its own terms Services similar to those terminated.
18.OWNERSHIP OF DOCUMENTS.All documents, data, studies, drawings, maps,
models, photographs and reports prepared by CONSULTANT under this Agreement are CITY’s
property. CONSULTANT may retain copies of said documents and materials as desired, but will
deliver all original materials to CITY upon CITY’s written notice. CITY agrees that use of
CONSULTANT’s Servicesfor purposes other than identified in this Agreement is at CITY’s own
risk.
19.PUBLICATION OF DOCUMENTS.Except as necessary for performance under this
Agreement,CONSULTANT will not release copies, sketches, or graphs of materials, including
graphic art services, prepared pursuant to this Agreement to any other person or public entity
without CITY’s prior written approval. All press releases, including graphic display information
to be published in newspapers or magazines, will be approved and distributed solely by CITY,
unless otherwise provided by written agreement between the parties.
20.INDEMNIFICATION AND LIABILITY.
(A)To the fullest extent permitted by law, CONSULTANT shall defend (with legal
counsel reasonably acceptable to CITY), indemnify and hold harmless CITY and its officers,
agents, departments, officials, representatives and employees (collectively “Indemnitees”) from
and against any and all claims, loss, cost, damage, injury (including, without limitation, economic
harm, injury to or death of an employee of CONSULTANT or its subconsultants), expense and
liability of every kind, nature and description that arise from or relate to (including, without
limitation, incidental and consequential damages, court costs, attorneys’ fees, litigation expenses
and fees of expert consultants or expert witnesses incurred in connection therewith and costs of
investigation) that arise from or relate to, directly or indirectly, in whole or in part, from: (1)
CONSULTANT’s performance of Services under this Agreement, or any part thereof; (including
any additional services authorized by CITY in writing) (2) any negligent act or omission of
CONSULTANT, any subconsultant, anyone directly or indirectly employed by them, or anyone
that they control; (3) any actual or alleged infringement of the patent rights, copyright, trade secret,
trade name, trademark, service mark or any other intellectual or proprietary right of any person or
persons in consequence of the use by CITY, or any other Indemnitee, of articles or Services to be
supplied in the performance of this Agreement; or (4) any breach of this Agreement (collectively
“Liabilities”). Such obligations to defend, hold harmless and indemnify any Indemnitee shall not
apply to the extent such Liabilities are caused by the sole negligence or willful misconduct of such
Indemnitee, but shall apply to all other Liabilities. The foregoing shall be subject to the limitations
of California Civil Code section 2782.8 as to any design professional services performed by
CONSULTANT and in particular the limitation on CONSULTANT’s duty to defend whereby
such duty only arises for claims relatingto the negligence, recklessness or willful misconduct of
CONSULTANT as well as the limitation on the cost to defend whereby CONSULTANT will only
bear such cost in proportion to CONSULTANT’s proportionate percentage of fault (except as
otherwise provided in section 2782.8).
(B)The foregoing indemnification provisions will not reduce or affect other rights or
obligations which would otherwise exist in favor of the CITY and other Indemnitees.
(C)CONSULTANTshall place in its subconsulting agreements and cause its
subconsultants to agree to indemnities and insurance obligations in favor of CITYand other
Indemnitees in the exact form and substance of those contained in this Agreement.
21.ASSIGNABILITY. This Agreement is for CONSULTANT’s professional services.
CONSULTANT or any subconsultant’s attempts to assign the benefits or burdens of this
Agreement without CITY’s written approval are prohibited and will be null and void.
22.INDEPENDENT CONTRACTOR.CONSULTANTshall at all times be deemed an
independent contractor wholly responsible for the manner in which it performs the Services, and
fully liable for the acts and omissions of its employees, subconsultants and agents. Under no
circumstances shall this Agreement be construed as creating an employment, agency, joint venture
or partnership relationship between CITYand CONSULTANT, and no such relationship shall be
implied from performance of this Agreement. Terms in this Agreement referring to direction from
CITYshall be construed as providing for direction as to policy and the result of Servicesonly, and
not as to means and methods by which such a result is obtained. CONSULTANTshall pay all
taxes (including California sales and use taxes) levied upon this Agreement, the transaction, or the
Servicesand/or goods delivered pursuant hereto without additional compensation, regardless of
which party has liability for such tax under applicable law, and any deficiency, interest or penalty
asserted with respect thereto. CONSULTANTshall pay all other taxes including but not limited
to any applicable City business tax, not explicitly assumed in writing by CITYhereunder.
CONSULTANTshall comply with all valid administrative regulations respecting the assumption
of liability for the payment of payroll taxes and contributionsas above described and to provide
any necessary information with respect thereto to proper authorities.CONSULTANT has no
authority to bind the CITY.
23.AUDIT OF RECORDS.CONSULTANT will maintain full and accurate records with
respect to all Servicesand matters covered under this Agreement. Those records include, without
limitation, correspondence, internal memoranda, calculations, books and accounts, accounting
records documenting its services under its Agreement, and invoices, payrolls, records and all other
data related to matters covered by this Agreement.CITY and its designees will have free access
at all reasonable times to such records, including the right to audit, examine, and make copies,
excerpts, and transcripts from such records, and to inspect all program data, documents,
proceedings and activities. If CITY receives funds from another governmental entity for the
payment in whole or part of the Services, that governmental entity will have all rights the CITY
has under this Section.CONSULTANT will retain all records subject to this Section for at least
three (3) years after termination or final payment under this Agreement.
24.INSURANCE.\[All insurance terms subject to review and approval of City Risk
Manager\]
(A)Before commencing performance under this Agreement, and at all other times this
Agreement is effective, CONSULTANT will procure and maintain the following types of
insurance with coverage limits complying, at a minimum, with the limits set forth below:
Type of InsuranceLimits
Commercial general liability:$1,000,000
Professional liability$1,000,000
Business automobile liability$1,000,000
Workers compensationStatutory requirement
(B)Commercial general liability insurance will meet or exceed the requirements of
ISO-CGL Form No. CG 00 01 11 85 or 88. The amount of insurance set forth above will be a
combined single limit per occurrence for bodily injury, personal injury, and property damage for
the policy coverage. Automobile coverage will be written on ISO Business Auto Coverage
Form CA 00 01 06 92, including symbol 1 (Any Auto). Liability policies will be endorsed to
name CITY, its officials, and employees as “additional insureds” under said insurance coverage
and to state that such insurance will be deemed “primary” such that any other insurance that may
be carried by CITY will be excess thereto. Such endorsement must be reflected on ISO Form
No. CG 20 10 11 85 or 88, or equivalent. Such insurance will be on an “occurrence,” not a
“claims made,” basis and will not be cancelableor subject to reduction except upon thirty (30)
days prior written notice to CITY.
(C)Professional liability coverage will be on an “occurrence basis” if such coverage
is available, or on a “claims made” basis if not available. When coverage is provided on a
“claims made basis,” CONSULTANT will continue to renew the insurance for a period of at
least three (3) years after this Agreement expires or is terminated. Such insurance will have the
same coverage and limits as the policy that was in effect during the term of this Agreement, and
will cover CONSULTANT for all claims made by CITY arising out of any errors or omissions of
CONSULTANT, or its officers, employees or agents during the time this Agreement was in
effect.
(D)CONSULTANT will furnish to CITY duly authenticated Certificates of Insurance
evidencing maintenance of the insurance required under this Agreement, including
endorsements, and such other evidence of insurance or copies of policies as may be reasonably
required by CITY from time to time. Insurance must be placed with California-admitted insurers
with (other than workers compensation) a current A.M. Best Company Rating of at least
“A:VII.”
(E)Waiver of Subrogation: The insurer(s) agree to waive all rights of subrogation
against CITY, its elected or appointed officers, officials, agents, volunteers and employees for
losses paid under the terms of the workers compensation policy which arise from work
performed by CONSULTANT for CITY.
(F)Should CONSULTANT, for any reason, fail to obtain and maintain the insurance
required by this Agreement, CITY may obtain such coverage at CONSULTANT’s expense and
deduct the cost of such insurance from payments due to CONSULTANT under this Agreement
or terminate pursuant to contract language. In the alternative, should CONSULTANT fail to
meet any of the insurance requirements under the Agreement, City may terminate this
Agreement immediately with no penalty.
(G)Should CONSULTANT’S insurance required by this Agreement be cancelled at
any point prior to expiration of the policy, CONSULTANT must notify City within 24 hours of
receipt of notice of cancellation. Furthermore, CONSULTANT must obtain replacement
coverage that meets all contractual requirements within 10 days of the prior insurer’s issuance of
notice of cancellation. CONSULTANT must ensure that there is no lapse in coverage.
(H)The CITY shall be entitled to any coverage in excess of the minimums required
herein.
25.INCIDENTAL TASKS.CONSULTANT will meet with CITY monthly to provide the
status on the Services, which will include a schedule update and a short narrative description of
progress during the past month for each major task, a description of the Servicesremaining and a
description of the Servicesto be done before the next schedule update.
26.DISPUTE RESOLUTION.
(A)In the event of any dispute between CONSULTANTand CITYregarding any
claim, demand or request by CONSULTANTfor time, money, or additional compensation for any
reason whatsoever CONSULTANTshall submit to CITY, within 21 days of CONSULTANT’s
first knowledge ofthe dispute, a written description of CONSULTANT’s claim, demand or request
that provides a narrative of the pertinent events, the contractual basis of the CONSULTANT’s
position, pricing calculations (if applicable) and attaches supporting documentation. CITYwill
then review the issue and make a decision thereon. If CONSULTANTshall fail to provide timely
notice of any such claim, demand or request, then CONSULTANTshall waive is rights to such
claim, demand or request, unless CONSULTANTcan demonstratea manifest lack of prejudice to
CITYresulting from such late notice. CONSULTANTshall continue its work throughout the
course of any dispute, and CONSULTANT’s failure to continue work during a dispute shall be a
material breach of this Agreement.
(B)If theCITY denies CONSULTANT’s claim, demand, or request in whole or part
and CONSULTANT disagrees, and the claim, demand or request exceeds $50,000 then the parties
shall, as a precondition to initiating litigation, submit the dispute claim, demand, or requestto the
Los Angeles JAMS office for non-binding mediation under the appropriate rules. The parties may
agree to any other dispute resolution process. Nothing herein will limit CONSULTANT’s
obligation to timely submitto CITY a statutory Government Code Claim, in accordance with
Government Code sections 910 et seq.
27.NOTICES. All communications to either party by the other party will be deemed made
when received by such party at its respective name and address as follows:
If to CONSULTANT:If to CITY:
City of Santa Clarita
ATTN: Kenneth W. Striplin, City Manager
23920 Valencia Boulevard, Suite 300
ATTN:Santa Clarita, CA 91355
Any such written communications by mail will be conclusively deemed to have been received by
the addressee three days afterdeposit thereof in the United States mail, postage prepaid and
properly addressed as noted above. In all other instances, notices will be deemed given at the time
of actual delivery. Changes may be made in the names or addresses of persons to whom notices
are to be given by giving notice in the manner prescribed in this Section.
28.CONFLICT OF INTEREST.CONSULTANT will comply with all conflict of interest
laws and regulations including, without limitation, CITY’s Conflict of Interest Code (on file in the
City Clerk’s Office). It is incumbent upon the CONSULTANT or CONSULTING FIRM to notify
the CITY pursuant to Section 27 NOTICESof any staff changes relating to this Agreement.
(A)In accomplishing the Scope of Servicesof this Agreement, all officers, employees
and/or agents of CONSULTANT(S), unless as indicated in Subsection (B), will be performing a
very limited and closely supervised function, and, therefore, unlikely to have a conflict of interest
arise. No disclosures are required for any officers, employees, and/or agents of CONSULTANT,
except as indicated in Subsection (B).
__________________
Initials of Consultant
(B)In accomplishing the Scope of Services of this Agreement, CONSULTANT will
be performing a specialized or general service for the CITY, and there is substantial likelihood that
the CONSULTANT’sServices product will be presented, either written or orally, for the purpose
of influencing a governmental decision. As a result, the following CONSULTANTpersonnelshall
be subject to the Disclosure Category “1” of the CITY’s Conflict of Interest Code:
____________________________________________
____________________________________________
29.SOLICITATION. CONSULTANT maintains and warrants that it has not employed nor
retained any company or person, other than CONSULTANT’s bona fide employee, to solicit or
secure this Agreement. Further, CONSULTANT warrants that it has not paid nor has it agreed to
pay any company or person, other than CONSULTANT’s bona fide employee, any fee,
commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting
from the award or making of this Agreement. Should CONSULTANT breach or violate this
warranty, CITY may rescind this Agreement without liability.
30.THIRD PARTY BENEFICIARIES.CONSULTANT’s subconsultants shall agree to be
bound to the terms of the Agreement to the extent of their scope of services, including but not
limited to, terms regarding indemnity and dispute resolution,and shall agree that CITY is deemed
an express third party beneficiaries of their subconsultant agreement. Nothing in this Agreement,
however, shall operate to confer such or similar rights or benefits on persons or entities not party
to this Agreement.
31.INTERPRETATION. This Agreement was drafted in, and will be construed in
accordance with the laws of the State of California.Theexclusive venue for any action involving
this Agreement will be in Los Angeles County.
32.ENTIRE AGREEMENT.This Agreement, and its Attachments, sets forth the entire
understanding of the partieswith respect to the subject matter hereof. There are no other
understandings, terms or other agreements expressed or implied, oral or written.
There is/are ()Exhibits (s) to this Agreement. To the extent of a conflict between this
Agreement and one of the Exhibits, the terms of the Agreement shall take precedence. This
Agreement will bind and inure to the benefit of the parties to this Agreement and any subsequent
successors and assigns.
33.RULES OF CONSTRUCTION.Each party had the opportunity to independently review
this Agreement with legal counsel. Accordingly, this Agreement will be construed simply, as a
whole, and in accordance with its fair meaning; it will not be interpreted strictly for or against
either party.
34.SEVERABILITY.If any portion of this Agreement is declared by a court of competent
jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent
necessary in the opinion of the court to render such portion enforceable and, as so modified, such
portion and the balance of this Agreement will continue in full force and effect.
35.AUTHORITY/MODIFICATION.The partiesrepresent and warrant that all necessary
action has been taken by the partiesto authorize the undersigned to execute this Agreement and to
engage in the actions described herein. To the extent of any contingency above the original
Agreement amount previously approved by the CITY’s City Council, additional Services may be
added to this Agreement by an additional authorization executed by both parties. This Agreement
may be otherwise modified by written amendment, which generally requiresapproval of the
CITY’s City Council. CITY’sCity Manager, or designee, may execute any such authorization or
amendment on behalf of CITY.
36.CAPTIONS.The captions of the sections and paragraphs of this Agreement are for
convenience of reference only and will not affect the interpretation of this Agreement.
37.TIME IS OF ESSENCE.Time is of the essence for each and every provision of this
Agreement.
38.DELAY.CONSULTANT shall complete all Servicesrequired by this Agreement within
the times specified in the Agreement, except where (1) an event outside of CONSULTANT’s
reasonable control causes a delay and (2)CONSULTANTpromptly advises CITYof such delay
(such prompt notice to occur no more than 15 days after the first occurrence of the delay). Such
events shall be limited to: acts of neglect by CITYor CITY’s agents or by consultants when acting
at CITY’s direction; breaches of this Agreement by CITY;Acts of God such as fireandflood;
explosion, acts of terrorism, warandembargo; and other similar causes beyond the Parties’
reasonablecontrol. In the event of an excusable delay the City may elect whether to terminate this
Agreement or extend the time for performance.
39.PROTECTION OF RESIDENT WORKERS.The CITY actively supports the
Immigration and Nationality Act (INA) which includes provisions addressing employment
eligibility, employment verification, and nondiscrimination. Under the INA, employers may hire
only persons who may legally work in the United States (i.e., citizens and nationals of the U.S.,
and aliens authorized to workin the U.S.). The employer must verify the identity andemployment
eligibility of anyone to be hired, which includes completing the Employment Eligibility
Verification Form (Form I-9), reviewing required proofs of both identify and employment
authorization, and retaining the Form I-9 for the required period.Updated form I-9 information is
available at www.uscis.gov.The CONSULTANTshall establish appropriate procedures and
controls so no Servicesor products under the Agreementwill be performed or manufactured by
any worker who is not legally eligible to perform such Servicesor employment.
40.FACSIMILE OR ELECTRONIC TRANSMISSION OF CONTRACT AND
SIGNATURE.The partiesagree that this Agreement may be transmitted and signed by facsimile
or electronic mailby either/any or both/all parties, and that such signatures shall have the same
force and effect as original signatures, in accordance with California Government Code section
16.5 and Civil Code section 1633.7.
41.STANDARD SUPPLEMENTAL PROVISIONS.Notwithstanding Section 32ENTIRE
AGREEMENTabove, thefollowing Standard Supplemental Provision(s), attached to this
Agreement, is(are) incorporated herein by this reference and takes precedence over any conflicting
provision of this Agreement:\[Insert name of any applicable SSP(s), and attach only that
SSP(s)—omit remaining SSP(s). Insert “None” if applicable.\]___________________.
\[SIGNATURES ON NEXT PAGE\]
IN WITNESS WHEREOF, the parties hereto have executed this contract on the date set forth
below.
.
FOR CONSULTANT:
IF CORPORATION:
By:By:
Print Name & TitlePrint Name & Title
Date:Date:
FOR CITY OF SANTA CLARITA:
KENNETH W. STRIPLIN, CITY MANAGER
By:
City Manager
Date:
APPROVED AS TO FORM:
JOSEPH M. MONTES, CITY ATTORNEY
By:
City Attorney
Date:______
STANDARD SUPPLEMENTAL PROVISION C—REQUIRED FEDERAL PROVISIONS
\[Omit from all other Agreements\]
This STANDARD SUPPLEMENTAL PROVISION supplements that certain Professional
Services Agreement between the CITY OF SANTA CLARITA (“CITY”) and
______________________________ (“CONSULTANT”), dated ____________, 20___
(“AGREEMENT”)
I. PERFORMANCE
A. This contract shall go into effect on (DATE), contingent upon approval by CITY, and
CONSULTANT shall commence work after notification to proceed by CITY’S Project Manager.
The contract shall end on (DATE), unless extended by contract amendment.
B. CONSULTANT is advised that any recommendation for contract award is not binding on CITY
until the contract is fully executed and approved by CITY.
C.\[This paragraph C. applies only to on-call contracts\] The period of performance for each specific
project shall be in accordance with the Task Order for that project. If work on a Task Order is in
progress on the expiration date of this contract, the terms of the contract shall be extended by con
ALLOWABLE COSTS AND PAYMENTS tract amendment.
II. ALLOWABLE COSTS AND PAYMENTS
\[If the contract is lump sum (firm fixed price), the following paragraphs A. –E. apply.\]
A. The method of payment for this contract will be based on lump sum. The total lump sum
price paid to CONSULTANT will include compensation for all work and deliverables, including
travel and equipment described in Article II Statement of Work of this contract. No additional
compensation will be paid to CONSULTANT, unless there is a change in the scope of the work or
the scope of the project. In the instance of a change in the scope of work or scope of the project,
adjustment to the total lump sum compensation will be negotiated between CONSULTANT and
CITY. Adjustment in the total lump sum compensation will not be effective until authorized by
contract amendment and approved by CITY.
B. Progress payments may be made monthly in arrears based on the percentage of work
completed by CONSULTANT. If CONSULTANT fails to submit the required deliverable items
according to the schedule set forth in the Statement of Work, CITY shall have the right to delay
payment or terminate this Contract in accordance with the provisions of Article VI Termination.
C. CONSULTANT shall not commence performance of work or services until this contract
has been approved by CITY and notification to proceed has been issued by CITY’S Project Manager.
No payment will be made prior to approval of any work, or for any work performed prior to approval
of this contract.
D. CONSULTANT will be reimbursed, as promptly as fiscal procedures will permit, upon
receipt by CITY’S Project Manager of itemized invoices in triplicate. Invoices shall be submitted no
later than 45 calendar days after the performance of work for which CONSULTANT is billing.
Invoices shall detail the work performed on each milestone, oneach project as applicable. Invoices
shall follow the format stipulated for the Cost Proposal and shall reference this contract number and
project title. Final invoice must contain the final cost and all credits due CITY that include any
equipment purchased under the provisions of Article XI Equipment Purchase of this contract. The
final invoice should be submitted within 60-calendar days after completion of CONSULTANT’s
work. Invoices shall be mailed to CITY’s Project Manager at the following address:
City of Santa Clarita
Attn: ____________________, \[Project Manager\]
23920 Valencia Blvd.
Valencia, CA 91355
E. The total amount payable by CITY shall not exceed $____________.
\[If the contract is for Specific Rates of Compensation, the following paragraphs A. –P. apply.\]
A. CONSULTANT will be reimbursed for hours worked at the hourly rates specified in
CONSULTANTs Cost Proposal (Attachment Number). The specified hourly rates shall include
direct salary costs, employee benefits, overhead, and fee. These rates are not adjustable for the
performance period set forth in this Contract.
B. In addition, CONSULTANT will be reimbursed for incurred (actual) direct costs other
than salary costs that are in the cost proposal and identified in the cost proposaland in the executed
Task Order.
C. Specific projects will be assigned to CONSULTANT through issuance of Task Orders.
D. After a project to be performed under this contract is identified by CITY, CITY will
prepare a draft Task Order; less the cost estimate. A draft Task Order will identify the scope of
services, expected results, project deliverables, period of performance, project schedule and will
designate a CITY Project Coordinator. The draft Task Order will be delivered to CONSULTANT for
review. CONSULTANT shall return the draft Task Order within ten (10) calendar days along with a
Cost Estimate, including a written estimate of the number of hours and hourly rates per staff person,
any anticipated reimbursable expenses, overhead, fee if any, and total dollar amount. After agreement
has been reached on the negotiable items and total cost; the finalized Task Order shall be signed by
both CITY and CONSULTANT.
E. Task Orders may be negotiated for a lump sum (Firm Fixed Price) or for specific rates of
compensation, both of which must be based on the labor and other rates set forth in
CONSULTANT’s Cost Proposal.
F. Reimbursement for transportation and subsistence costs shall not exceed the rates as
specified in the approved Cost Proposal.
G. When milestone cost estimates are included in the approved Cost Proposal,
CONSULTANT shall obtain prior written approval for a revised milestone cost estimate from the
Project Manager before exceeding such estimate.
H. Progress payments for each Task Order will be made monthly in arrears based on services
provided and actual costs incurred.
I. CONSULTANT shall not commence performance of work or services until this contract
has been approved by CITY, and notification to proceed has been issued by CITY’S Project
Manager. No payment will be made prior to approval or for any work performed prior to approval of
this contract.
J. A Task Order is of no force or effect until returned to CITY and signed by an authorized
representative of CITY. No expenditures are authorized on a project and work shall not commence
until a Task Order for that project has been executed by CITY.
K. CONSULTANT will be reimbursed, as promptly as fiscal procedures will permit upon
receipt by CITY’S Project Manager of itemized invoices in triplicate. Separate invoices itemizing all
costs are required for all work performed under each Task Order. Invoices shall be submitted no later
than 45 calendar days after the performance of work for which CONSULTANT is billing, or upon
completion of the TaskOrder. Invoices shall detail the work performed on each milestone, on each
project as applicable. Invoices shall follow the format stipulated for the approved Cost Proposal and
shall reference this contract number, project title and Task Order number. Credits due CITY that
include any equipment purchased under the provisions of Article XI Equipment Purchase of this
contract, must be reimbursed by CONSULTANT prior to the expiration or termination of this
contract. Invoices shall be mailed to CITY’s Project Manager at the following address:
City of Santa Clarita
Attn: ____________________, \[Project Manager\]
23920 Valencia Blvd.
Valencia, CA 91355
L. The period of performance for Task Orders shall be in accordance with dates specified in
the Task Order.No Task Order will be written which extends beyond the expiration date of this
Contract.
M. The total amount payable by CITY for an individual Task Order shall not exceed the
amount agreed to in the Task Order, unless authorized by contract amendment.
N. If the Consultant fails to satisfactorily complete a deliverable according to the schedule set
forth in a Task Order, no payment will be made until the deliverable has been satisfactorily
completed.
O. Task Orders may not be used to amend this Agreement and may not exceed the scope of
work under this Agreement.
P. The total amount payable by CITY for all Task Orders resulting from this contract shall
not exceed $_______________. It is understood and agreed that there is no guarantee, either
expressedor implied that this dollar amount will be authorized under this contract through Task
Orders.
III. TERMINATION
A. CITY reserves the right to terminate this contract upon thirty (30) calendar days written
notice to CONSULTANT with the reasons for termination stated in the notice.
B. CITY may terminate this contract with CONSULTANT should CONSULTANT fail to
perform the covenants herein contained at the time and in the manner herein provided. In the event of
such termination, CITY may proceed with the work in any manner deemed proper by CITY. If CITY
terminates this contract with CONSULTANT, CITY shall pay CONSULTANT the sum due to
CONSULTANT under this contract prior to termination, unless the cost of completion to CITY
exceeds the funds remaining in the contract. In which case the overage shall be deducted from any
sum due CONSULTANT under this contract and the balance, if any, shall be paid to
CONSULTANT upon demand.
C. The maximum amount for which the CITY shall be liable if this contract is terminated is
_____ dollars.
IV. COST PRINCIPLES AND ADMINISTRATIVE REQUIREMENTS
A. CONSULTANT agrees that the Contract Cost Principles and Procedures, 48 CFR, Federal
Acquisition Regulations System, Chapter 1, Part 31.000 et seq., shall be used to determinethe cost
allowability of individual items.
B. CONSULTANT also agrees to comply with federal procedures in accordance with 49
CFR, Part 18, Uniform Administrative Requirements for Grants and Cooperative Agreements to
State and Local Governments.
C. Anycosts for which payment has been made to CONSULTANT that are determined by
subsequent audit to be unallowable under 49 CFR, Part 18 and 48 CFR, Federal Acquisition
Regulations System, Chapter 1, Part 31.000 et seq., are subject to repayment by CONSULTANT to
CITY.
V. RETENTION OF RECORDS/AUDIT
For the purpose of determining compliance with Public Contract Code 10115, et seq. and Title 21,
California Code of Regulations, Chapter 21, Section 2500 et seq., when applicable and other matters
connected with the performance of the contract pursuant to Government Code 8546.7;
CONSULTANT, subconsultants, and CITY shall maintain and make available for inspection all
books, documents, papers, accounting records, and other evidence pertaining to the performance of
the contract, including but not limited to, the costs of administering the contract. All parties shall
make such materials available at their respective offices at all reasonable times during the contract
period and for three years from the date of final payment under the contract. The state, State Auditor,
CITY, FHWA, or any duly authorized representative of the Federal Government shall have access to
any books, records, and documents of CONSULTANT and it’s certified public accountants (CPA)
work papers thatare pertinent to the contract and indirect cost rates (ICR) for audit, examinations,
excerpts, and transactions, and copies thereof shall be furnished if requested.
VI. AUDIT REVIEW PROCEDURES
A. Any dispute concerning a question of fact arising underan interim or post audit of this
contract that is not disposed of by agreement, shall be reviewed by CITY’S Chief Financial Officer.
B. Not later than 30 days after issuance of the final audit report, CONSULTANT may request
a review by CITY’S Chief Financial Officer of unresolved audit issues. The request for review will
be submitted in writing.
C. Neither the pendency of a dispute nor its consideration by CITY will excuse
CONSULTANT from full and timely performance, in accordance with the terms of thiscontract.
D. \[This paragraph D. applies only to contracts of $150,000 or greater\] CONSULTANT and
subconsultant contracts, including cost proposals and ICR, are subject to audits or reviews such as,
but not limited to, a contract audit, an incurred cost audit, an ICR Audit, or a CPA ICR audit work
paper review. If selected for audit or review, the contract, cost proposal and ICR and related work
papers, if applicable, will be reviewed to verify compliance with 48 CFR, Part 31 and other related
laws and regulations. In the instances of a CPA ICR audit work paper review it is CONSULTANT’s
responsibility to ensure federal, state, or local government officials are allowed full access to the
CPA’s work papers including making copies as necessary. The contract, cost proposal, and ICR shall
be adjusted by CONSULTANT and approved by CITY contract manager to conform to the audit or
review recommendations. CONSULTANT agrees that individual terms of costs identified in the
audit report shall be incorporated into the contract by this reference if directed by CITY at its sole
discretion. Refusal by CONSULTANT to incorporate audit or review recommendations, or to ensure
that the federal, state or local governments have access to CPA work papers, will be considered a
breach of contract terms and cause for termination of the contract and disallowance of prior
reimbursed costs.
E. \[This paragraph E. applies only to contracts of $3,500,000 or greater\]
CONSULTANT Cost Proposal is subject to a CPA ICR Audit Work Paper Review by Caltrans’
Audit and Investigation (Caltrans). Caltrans, at its sole discretion, may review and/or audit and
approve the CPA ICR documentation. The Cost Proposal shall be adjusted by the CONSULTANT
and approved by the CITY Project Manager to conform to the Work Paper Review recommendations
included in the management letter or audit recommendations included in the audit report. Refusal by
the CONSULTANT to incorporate the Work Paper Review recommendations included in the
management letter or audit recommendations included in the audit report will be considered a breach
of the contract terms and cause for termination of the contract and disallowance of prior reimbursed
costs.
1. During a Caltrans’ review of the ICR audit work papers created by the CONSULTANT’s
independent CPA, Caltrans will work with the CPA and/or CONSULTANT toward a resolution of
issues that arise during the review. Each party agrees to use its best efforts to resolve any audit
disputes in a timely manner. If Caltrans identifies significant issues during the review and is unable
to issue a cognizant approval letter, CITY will reimburse the CONSULTANT at a provisional ICR
until a FAR compliant ICR {e.g. 48 CFR, part 31; GAGAS (Generally Accepted Auditing
Standards); CAS (Cost Accounting Standards), if applicable; in accordance with procedures and
guidelines of the American Association of State Highways and Transportation Officials Audit Guide;
and other applicable procedures and guidelines}is received and approved by A&I. Provisional rates
will be as follows:
a. If the proposed rate is less than 150% -the provisional rate reimbursed will be 90%
of the proposed rate.
b. If the proposed rate is between 150% and 200% -the provisional rate will be 85%
of the proposed rate.
c. If the proposed rate is greater than 200% -the provisional rate will be 75% of the
proposed rate.
2. If Caltrans is unable to issue a cognizant letter per paragraph E.1. above, Caltrans may require
CONSULTANT to submit a revised independent CPA-audited ICR and auditreport within three (3)
months of the effective date of the management letter. Caltrans will then have up to six (6) months to
review the CONSULTANT’s and/or the independent CPA’s revisions.
3. If the CONSULTANT fails to comply with the provisions of this Section E, or if Caltrans is still
unable to issue a cognizant approval letter after the revised independent CPA-audited ICR is
submitted, overhead cost reimbursement will be limited to the provisional ICR that was established
upon initial rejection of the ICR and set forth in paragraph E.1. above for all rendered services. In
this event, this provisional ICR will become the actual and final ICR for reimbursement purposes
under this contract.
4. CONSULTANT may submit to CITY final invoice only when allof the following items have
occurred: (1) Caltrans approves or rejects the original or revised independent CPA-audited ICR; (2)
all work under this contract has been completed to the satisfaction of LOCAL GAENCY; and, (3)
Caltrans has issued its final ICRreview letter. The CONSULTANT MUST SUBMIT ITS FINAL
INVOICE TO local agency no later than 60 days after occurrence of the last of these items. The
provisional ICR will apply to this contract and all other contracts executed between CITY and the
CONSULTANT, either as a prime or subconsultant, with the same fiscal period ICR.
VII. SUBCONTRACTING
A. Nothing contained in this contract or otherwise, shall create any contractual relation
between CITY and any subconsultant(s), and no subcontract shall relieveCONSULTANT of its
responsibilities and obligations hereunder. CONSULTANT agrees to be as fully responsible to CITY
for the acts and omissions of its subconsultant(s) and of persons either directly or indirectly
employed by any of them as it is for the acts and omissions of persons directly employed by
CONSULTANT. CONSULTANT’s obligation to pay its subconsultant(s) is an independent
obligation from CITY’S obligation to make payments to the CONSULTANT.
B. CONSULTANT shall perform the work contemplated with resources available within its
own organization and no portion of the work pertinent to this contract shall be subcontracted without
written authorization by CITY’s Project Manager, except that, which is expressly identified in the
approved Cost Proposal.
C. CONSULTANT shall pay its subconsultants within ten (10) calendar days from receipt of
each payment made to CONSULTANT by CITY.
D. All subcontracts entered into as a result of this contract shall contain all the provisions
stipulated in this contractto be applicable to subconsultants.
E. Any substitution of subconsultant(s) must be approved in writing by CITY’s Project
Manager prior to the start of work by the subconsultant(s).
VIII. EQUIPMENT PURCHASE
A. Prior authorization in writing, by CITY’s Project Manager shall be required before
CONSULTANT enters into any unbudgeted purchase order, or subcontract exceeding $5,000 for
supplies, equipment, or CONSULTANT services. CONSULTANT shall provide an evaluation of the
necessity or desirability of incurring such costs.
B. For purchase of any item, service or consulting work not covered in CONSULTANT’s
Cost Proposal and exceeding $5,000 prior authorization by CITY’s Project Manager; three
competitive quotations must be submitted with the request, or the absence of bidding must be
adequately justified.
C. Any equipment purchased as a result of this contract is subject to the following:
“CONSULTANT shall maintain an inventory of all nonexpendable property. Nonexpendable
property is defined as having auseful life of at least two years and an acquisition cost of $5,000 or
more. If the purchased equipment needs replacement and is sold or traded in, CITY shall receive a
proper refund or credit at the conclusion of the contract, or if the contract is terminated,
CONSULTANT may either keep the equipment and credit CITY in an amount equal to its fair
market value, or sell such equipment at the best price obtainable at a public or private sale, in
accordance with established CITY procedures; and credit CITY in an amount equal to the sales price.
If CONSULTANT elects to keep the equipment, fair market value shall be determined at
CONSULTANT’s expense, on the basis of a competent independent appraisal of such equipment.
Appraisals shall be obtained from an appraiser mutually agreeable to by CITY and CONSULTANT,
if it is determined to sell the equipment, the terms and conditions of such sale must be approved in
advance by CITY.” 49 CFR, Part 18 requires a credit to Federal funds when participating equipment
with afair market value greater than $5,000 is credited to the project.
IX. STATE PREVAILING WAGE RATES
\[If the contract includes work to be performed by crafts affected by state labor laws, the
following paragraphs A. and B. apply.\]
A. CONSULTANT shall comply with the State of California’s General Prevailing Wage
Rate requirements in accordance with California Labor Code, Section 1770, and all Federal, State,
and local laws and ordinances applicable to the work.
B. Any subcontract entered into as a result of this contract, if for more than $25,000 for
public works construction or more than $15,000 for the alteration, demolition, repair, or maintenance
of public works, shall contain all of the provisions of this Article, unless the awarding agency has an
approved labor compliance program by the Director of Industrial Relations.
C. When prevailing wages apply to the services described in the scope of work,
transportation and subsistence costs shall be reimbursed at the minimum rates set by the Department
of Industrial Relations (DIR) as outlined in the applicable Prevailing Wage Determination. See
http://www.dir.ca.gov.
\[If the contract does not include any work to be performed by crafts affected by state labor
laws, the following paragraph A. applies.\]
A. The State of California’s General Prevailing Wage Rates are not applicable to this
contract.
X. CONFLICT OF INTEREST
A. CONSULTANT shall disclose any financial, business, or other relationship with CITY
that may have an impact upon the outcome of this contract, or any ensuing CITY construction
project. CONSULTANT shall also list current clients who may have a financial interest in the
outcome of this contract, or any ensuing CITY construction project, which will follow.
B. CONSULTANT hereby certifies that it does not now have, nor shall it acquire any
financial or business interest that would conflict with the performance of services under this contract.
\[If the contract is for preparation of plans, specifications or estimates, the following paragraphs C.
and D. apply\]
C. CONSULTANT hereby certifies that neither CONSULTANT, nor any firm affiliated with
CONSULTANT will bid on any construction contract, or on any contract to provide construction
inspection for any construction project resulting from this contract. An affiliated firm is one, which is
subject to the control of the same persons through joint-ownership, or otherwise.
D. Except for subconsultants whose services are limited to providing surveying or materials testing
information, no subconsultant who has provided design services in connection with this contract shall
be eligible to bid on any construction contract, or on any contract to provide construction inspection
for any construction project resulting from this contract.
\[If the contract is for Construction Administration Services, the following paragraphs C., D.
and E. apply\]
C. CONSULTANT hereby certifies that neither CONSULTANT, its employees, nor any firm
affiliated with CONSULTANT providing services on this project prepared thePlans, Specifications,
and Estimate for any construction project included within this contract. An affiliated firm is one,
which is subject to the control of the same persons through joint-ownership, or otherwise.
D. CONSULTANT further certifies that neither CONSULTANT, nor any firm affiliated with
CONSULTANT, will bid on any construction subcontracts included within the construction contract.
Additionally, CONSULTANT certifies that no person working under this contract is also employed
by the construction contractor for any project included within this contract.
E. Except for subconsultants whose services are limited to materials testing, no subconsultant
who is providing service on this contract shall have provided services on the design of any project
included within this contract.
XI. REBATES, KICKBACKS OR OTHER UNLAWFUL CONSIDERATION
CONSULTANT warrants that this contract was not obtained or secured through rebates kickbacks or
other unlawful consideration, either promised or paid to any CITY employee. For breach or violation
of this warranty, CITY shall have the right in its discretion; to terminate the contract without liability;
to pay only for the value of the work actually performed; or to deduct from the contract price; or
otherwise recover the full amount of such rebate, kickback or other unlawful consideration.
XII. PROHIBITION OF EXPENDING CITY STATE OR FEDERAL FUNDS FOR
LOBBYING
\[This Article applies only where federal funding for this contract will exceed $150,000\]
A. CONSULTANT certifies to the best of his or her knowledge and belief that:
1. No state, federal or local agency appropriated funds have been paid, or will be paid
by-or-on behalf of CONSULTANT to any person for influencing or attempting to influence
an officer or employee of any state or federal agency; a Member of the State Legislature or
United States Congress; an officer or employee of the Legislature or Congress; or any
employee of a Member of the Legislature or Congress, in connection with the awarding of
any state or federal contract; the making of any state or federal grant; the making of any state
or federal loan; the entering into of any cooperative agreement, and the extension,
continuation, renewal, amendment, or modification of any state or federal contract, grant,
loan, or cooperative agreement.
2. If any funds other than federal appropriated funds have been paid, or will be paid
to any person for influencing or attempting to influence an officer or employee of any federal
agency; a Member of Congress; an officer or employee of Congress, or an employee of a
Member of Congress; in connection with this federal contract, grant, loan, or cooperative
agreement; CONSULTANT shall complete and submit Standard Form-LLL, “Disclosure
Form to Report Lobbying”, in accordance with its instructions.
B. This certification is a material representation of fact upon which reliance was placed when
this transaction was made or entered into. Submission of this certification is a prerequisite for making
or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails
to file the required certification shall be subject to a civil penalty of not less than $10,000 and not
more than $100,000 for each such failure.
C. CONSULTANT also agrees by signing this document that he or she shall require that the
language of this certification be included in all lower-tier subcontracts, which exceed $100,000 and
that all such sub recipients shall certify and disclose accordingly.
XIII. STATEMENT OF COMPLIANCE
A. CONSULTANT’s signature affixed herein, and dated, shall constitute a certification under
penalty of perjury under the laws of the State of California that CONSULTANT has, unless exempt,
complied with, the nondiscrimination program requirements of Government Code Section 12990 and
Title 2, California Administrative Code, Section 8103.
B. During the performance of this Contract, Consultant and its subconsultants shall not
unlawfully discriminate, harass, or allow harassment against any employee or applicant for
employment because of sex, race, color, ancestry, religious creed, national origin, physical disability
(including HIV and AIDS), mental disability, medical condition (e.g., cancer), age (over 40), marital
status, and denial of family care leave. Consultant and subconsultants shall insure that the evaluation
and treatment of their employees and applicants for employment are free from such discrimination
and harassment. Consultant and subconsultants shall comply with the provisions of the Fair
Employment and Housing Act (Gov. Code §12990 (a-f) et seq.) and the applicable regulations
promulgated there under (California Code of Regulations, Title 2, Section 7285 et seq.). The
applicable regulations of the Fair Employment and Housing Commission implementing Government
Code Section 12990 (a-f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of
Regulations, are incorporated into this Contract by reference and
made a part hereof as if set forth in full. Consultant and its subconsultants shall give written notice of
their obligations under this clause to labor organizations with which they have a collective bargaining
or other Agreement.
C. The Consultant shall comply with regulations relative to Title VI (nondiscrimination in federally-
assisted programs of the Department of Transportation –Title 49 Code of Federal Regulations, Part
21–Effectuation of Title VI of the 1964 Civil Rights Act). Title VI provides that the recipients of
federal assistance will implement and maintaina policy of nondiscrimination in which no person in
the state of California shall, on the basis of race, color, national origin, religion, sex, age, disability,
be excluded from participation in, denied the benefits of or subject to discrimination under any
program or activity by the recipients of federal assistance or their assignees and successors in
interest.
D. The Consultant, with regard to the work performed by it during the Agreement shall act in
accordance with Title VI. Specifically, the Consultant shall not discriminate on the basis of race,
color, national origin, religion, sex, age, or disability in the selection and retention of Subconsultants,
including procurement of materials and leases of equipment. The Consultant shall not participate
either directly or indirectly in the discrimination prohibited by Section 21.5 of the U.S. DOT’s
Regulations, including employment practices when the Agreement covers a program whose goal is
employment.
XIV. DEBARMENT AND SUSPENSION CERTIFICATION
A. CONSULTANT’s signature affixed herein, shall constitute a certification under penalty of
perjury under the laws of the State of California, that CONSULTANT has complied with Title 2
CFR, Part 180, “OMB Guidelines to Agencies on Government wide Debarment and Suspension
(nonprocurement)”, which certifies that he/she or any person associated therewith in the capacity of
owner, partner, director, officer, or manager, is not currently under suspension, debarment, voluntary
exclusion, or determination of ineligibilityby any federal agency; has not been suspended, debarred,
voluntarily excluded, or determined ineligible by any federal agency within the past three (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 three (3) years. Any exceptions to this certification must be
disclosed to CITY.
B. Exceptions will not necessarily result in denial of recommendation for award, but will be
considered in determining CONSULTANT responsibility. Disclosures must indicate to whom
exceptions apply, initiating agency, and dates of action.
C. Exceptions to the Federal Government Excluded Parties List System maintained by the
General Services Administration are to be determined by the Federal highway Administration.
XV. ARTICLE XVIII FUNDING REQUIREMENTS
A. It is mutually understood between the parties that this contract may have been written
before ascertaining the availability of funds or appropriation of funds, for the mutual benefit of both
parties, in order to avoid program and fiscal delays that would occur if the contract were executed
after that determination was made.
B. This contract is valid and enforceable only, if sufficient funds are made available to CITY
for the purpose of this contract. In addition, this contract is subject to any additional restrictions,
limitations, conditions, or any statute enacted by the Congress, State Legislature, or CITY governing
board that may affect the provisions, terms, or funding of this contract in any manner.
C. It is mutually agreed that if sufficient funds are not appropriated, this contract may be
amended to reflect any reduction in funds.
D. CITY has the option to void the contract under the 30-day termination clause pursuant to
Article III, or by mutual agreement to amend the contract to reflect any reduction of funds.
XVI. CHANGE IN TERMS
A. This contract may be amended or modified only by mutual written agreement of the
parties.
B. CONSULTANT shall only commence work covered by an amendment after the
amendment is executed and notification to proceed has been provided by CITY’s Project Manager.
C. There shall be no change in CONSULTANT’s Project Manager or members of the project
team, as listed in the approved Cost Proposal, which is a part of this contract without prior written
approval by CITY’s Project Manager.
XVII. DISADVANTAGED BUSINESS ENTERPRISES (DBE) PARTICIPATION
A. This contract is subject to 49 CFR, Part 26 entitled “Participation by Disadvantaged
Business Enterprises in Department of Transportation Financial Assistance Programs”. Consultants
who obtain DBE participation on this contract will assist Caltrans in meeting its federally mandated
statewide overall DBE goal.
B. The goal for DBE participation for this contract is_____6____%. Participation by DBE
consultant or subconsultants shall be in accordance with information contained in the Consultant
Proposal DBE Commitment (Exhibit 10-O1), or in the Consultant Contract DBE Information
(Exhibit 10-O2) attached hereto and incorporated as part of the Contract. If a DBE subconsultant is
unable to perform, CONSULTANT must make a good faith effort to replace him/her with another
DBE subconsultant, if the goal is not otherwise met.
C. DBEs and other small businesses, as defined in 49 CFR, Part 26 are encouraged to
participate in the performance of contracts financed in whole or in part with federal funds.
CONSULTANT or subconsultant shall not discriminate on the basis of race, color, national origin, or
sex in the performance of this contract. CONSULTANT shall carry out applicable requirements of 49
CFR, Part 26 in the award and administration of US DOT-assisted agreements. Failure by
CONSULTANT to carry out these requirements is a material breach of this contract, which may
result in the termination of this contract or such other remedy as CITY deems appropriate.
D. Any subcontract entered into as a result of this contract shall contain all of the provisions
of this section.
E. A DBE firm may be terminated only with prior written approval from CITY and only for
the reasons specified in 49 CFR 26.53(f). Prior to requesting CITY consent for the termination,
CONSULTANT must meet the procedural requirements specified in 49 CFR 26.53(f).
F. A DBE performs a Commercially Useful Function (CUF) when it is responsible for
execution of the work of the contract and is carrying out its responsibilities by actually performing,
managing, and supervising the work involved. To perform a CUF, the DBE must also be responsible
with respect to materials and supplies used on the contract, for negotiating price, determining quality
and quantity, ordering the material, and installing (where applicable) and paying for the material
itself. To determine whether a DBE is performing a CUF, evaluate the amount of work
subcontracted, industry practices, whether the amount the firm is to be paid under the, contract is
commensurate with the work it is actually performing, and other relevant factors.
G. A DBE does not perform a CUF if its role is limited to that of an extra participant in a
transaction, contract, or project through which funds are passed in order to obtain the appearance of
DBE participation. In determining whether a DBE is such an extra participant, examine similar
transactions, particularly those in which DBEs do not participate.
H. If a DBE does not perform or exercise responsibility for at least thirty percent (30%) of
the total cost of its contract with its own work force, or the DBE subcontracts a greater portion of the
work of the contract than would be expected on the basis of normal industry practice for the type of
work involved, it will be presumed that it is not performing a CUF.
I. CONSULTANT shall maintain records of materials purchased or supplied from all
subcontracts entered into with certified DBEs. The records shall show the name and business address
of each DBE or vendor and the total dollar amount actually paid each DBE or vendor, regardless of
tier. The records shall show the date of payment and the total dollar figure paid to all firms. DBE
prime consultants shall also show the date of work performed by their own forces along with the
corresponding dollar value of the work.
J. Upon completion of the Contract, a summary of these records shall be prepared and
submitted on the form entitled, “Final Report-Utilization of Disadvantaged Business Enterprise
(DBE), First-Tier Subconsultants” CEM-2402F \[Exhibit 17-F,of the LAPM\], certified correct by
CONSULTANT or CONSULTANT’s authorized representative and shall be furnished to the Project
Manager with the final invoice. Failure to provide the summary of DBE payments with the final
invoice will result in twenty-five percent (25%) of the dollar value of the invoice being withheld
from payment until the form is submitted. The amount will be returned to CONSULTANT when a
satisfactory “Final Report-Utilization of Disadvantaged Business Enterprises (DBE), First-Tier
Subconsultants” is submitted to the Project Manager.
K. If a DBE subconsultant is decertified during the life of the contract, the decertified
subconsultant shall notify CONSULTANT in writing with the date of decertification. If a
subconsultant becomes a certified DBE during the life of the Contract, the subconsultant shall notify
CONSULTANT in writing with the date of certification. Any changes should be reported to CITY’s
Project Manager within 30 days.
XVIII.CONTINGENT FEE
CONSULTANT warrants, by execution of this contract that no person or selling agency has been
employed, or retained, to solicit or secure this contract upon an agreement or understanding, for a
commission, percentage, brokerage, or contingent fee, excepting bona fide employees, or bona fide
established commercial or selling agencies maintained by CONSULTANT for the purpose of
securing business. For breach or violation of this warranty, CITY has the right to annul this contract
without liability; pay only for the value of the work actuallyperformed, or in its discretion to deduct
from the contract price or consideration, or otherwise recover the full amount of such commission,
percentage, brokerage, or contingent fee.
XIX. DISPUTES
\[If the contract is not for preparation of plans, specifications or estimates, the following
paragraphs A. -C. apply\]
A. Any dispute, other than audit, concerning a question of fact arising under this contract that
is not disposed of by agreement shall be decided by a committee consisting of CITY’s Contract
Administrator and (Department Head or Official), who may consider written or verbal information
submitted by CONSULTANT.
B. Not later than 30 days after completion of all work under the contract, CONSULTANT
may request review by CITY Governing Board of unresolved claims or disputes, other than audit.
The request for review will be submitted in writing.
C. Neither the pendency of a dispute, nor its consideration by the committee will excuse
CONSULTANT from full and timely performance in accordance with the terms of this contract.
\[If the contract requires submission of plans, specifications or estimates, replace the above
paragraph B. with the following\]
B. Not later than 30 days after completion of all deliverables necessary to complete the plans,
specifications and estimates, CONSULTANT may request review by CITY Governing Board of
unresolved claims or disputes, other than audit. The request for review will be submitted in writing.
XX. INSPECTION OF WORK
CONSULTANT and any subconsultant shall permit CITY, the state, and the FHWA if federal
participating funds are used in this contract; to review and inspect the project activities and files at all
reasonable times during the performance period of this contract including review and inspection on a
daily basis.
XXI. SAFETY
A. CONSULTANT shall comply with OSHA regulations applicable to CONSULTANT
regarding necessary safety equipment or procedures. CONSULTANT shall comply with safety
instructions issued by CITY Safety Officer and other CITY representatives. CONSULTANT
personnel shall wear hard hats and safety vests at all times while working on the construction project
site.
B. Pursuant to the authority contained in Section 591 of the Vehicle Code, CITY has
determined that such areas are within the limits of the project and are open to public traffic.
CONSULTANT shall comply with all of the requirements set forth in Divisions 11, 12, 13, 14, and
15 of the Vehicle Code. CONSULTANT shall take all reasonably necessary precautions for safe
operation ofits vehicles and the protection of the traveling public from injury and damage from such
vehicles.
C. Any subcontract entered into as a result of this contract, shall contain all of the provisions
of this Article.
XXII. INSURANCE
\[The following provisions only apply if the contract scope of services may require the consultant or
subconsultant to work within the operating state or Local Agency Highway Right of Way; where
there would be exposure to public traffic or construction operations,\]
A. Priorto commencement of the work described herein, CONSULTANT shall furnish CITY
a Certificate of Insurance stating that there is general comprehensive liability insurance presently in
effect for CONSULTANT with a combined single limit (CSL) of not less than one million dollars
($1,000,000) per occurrence.
B. The Certificate of Insurance will provide:
1. That the insurer will not cancel the insured’s coverage without 30 days prior
written notice to CITY.
2. That CITY, its officers, agents, employees, and servants are included as additional
insureds, but only insofar as the operations under this contract are concerned.
3. That CITY will not be responsible for any premiums or assessments on the policy.
C. CONSULTANT agrees that the bodily injury liability insurance herein provided for, shall
be in effect at all times during the term of this contract. In the event said insurance coverage expires
at any time or times during the term of this contract, CONSULTANT agrees to provide at least thirty
(30) days prior notice to said expiration date; and a new Certificate of Insurance evidencing
insurance coverage as provided for herein, for not less than either the remainder of the term of the
contract, or for a period of not less than one (1) year. New Certificatesof Insurance are subject to the
approval of CITY. In the event CONSULTANT fails to keep in effect at all times insurance coverage
as herein provided, CITY may, in addition to any other remedies it may have, terminate this contract
upon occurrence of such event.
XXIII.OWNERSHIP OF DATA
A. Upon completion of all work under this contract, ownership and title to all reports,
documents, plans, specifications, and estimates produce as part of this contract will automatically be
vested in CITY; and no furtheragreement will be necessary to transfer ownership to CITY.
CONSULTANT shall furnish CITY all necessary copies of data needed to complete the review and
approval process.
B. It is understood and agreed that all calculations, drawings and specifications, whether in
hard copy or machine-readable form, are intended for one-time use in the construction of the project
for which this contract has been entered into.
C. CONSULTANT is not liable for claims, liabilities, or losses arising out of, or connected
with the modification, or misuse by CITY of the machine-readable information and data provided by
CONSULTANT under this contract; further, CONSULTANT is not liable for claims, liabilities, or
losses arising out of, or connected with any use by CITY of the project documentation on other
projects for additions to this project, or for the completion of this project by others, except only such
use as many be authorized in writing by CONSULTANT.
D. Applicable patent rights provisions regarding rights to inventions shall be included in the
contracts as appropriate (48 CFR 27, Subpart 27.3 -Patent Rights under Government Contracts for
federal-aid contracts).
E. CITY may permit copyrighting reports or other agreement products. If copyrights are
permitted; the agreement shall provide that the FHWA shall have the royalty-free nonexclusive and
irrevocable right to reproduce, publish, or otherwise use; and to authorize others to use, the work for
government purposes.
XXIV. CLAIMS FILED BY CITY’s CONSTRUCTION CONTRACTOR
A. If claims are filed by CITY’s construction contractor relating to work performed by
CONSULTANT’s personnel, and additional information or assistance from CONSULTANT’s
personnel is required in order to evaluate or defend against such claims; CONSULTANT agrees to
make its personnel available for consultation with CITY’S construction contract administration and
legal staff and for testimony, if necessary, at depositions and at trial or arbitration proceedings.
B. CONSULTANT’s personnel that CITY considers essential to assist in defending against
construction contractor claims will be made available on reasonable notice from CITY. Consultation
or testimony will be reimbursed at the same rates, including travel costs that are being paid for
CONSULTANT’spersonnel services under this contract.
C. Services of CONSULTANT’s personnel in connection with CITY’s construction
contractor claims will be performed pursuant to a written contract amendment, if necessary,
extending the termination date of this contract in order to resolve the construction claims.
XXV. CONFIDENTIALITY OF DATA
A. All financial, statistical, personal, technical, or other data and information relative to
CITY’s operations, which are designated confidential by CITY and made available to
CONSULTANT in order to carry out this contract, shall be protected by CONSULTANT from
unauthorized use and disclosure.
B. Permission to disclose information on one occasion, or public hearing held by CITY
relating to the contract, shall not authorize CONSULTANT to further disclose such information, or
disseminate the same on any other occasion.
C. CONSULTANT shall not comment publicly to the press or any other media regarding the
contract or CITY’s actions on the same, except to CITY’s staff, CONSULTANT’s own personnel
involved in the performance of this contract, at public hearings or in response to questions from a
Legislative committee.
D. CONSULTANT shall not issue any news release or public relations item of any nature,
whatsoever, regarding work performed or to be performed under this contract without prior review of
the contents thereof by CITY, and receipt of CITY’S written permission.
E. Any subcontract entered into as a result of this contract shall contain all of the provisions
of this Article.
\[The following paragraph F. applies to PS&E contracts\]
F. All information related to the construction estimate is confidential, and shall not be
disclosed by CONSULTANT to any entity other than CITY.
XXVI. NATIONAL LABOR RELATIONS BOARD CERTIFICATION
In accordance with Public Contract Code Section 10296, CONSULTANT hereby states under
penalty of perjury that no more than one final unappealable finding of contempt of court by a federal
court has been issued against CONSULTANT within the immediately preceding two-year period,
because of CONSULTANT’s failure to comply with an order of a federal court that orders
CONSULTANT to comply with an order of the National Labor Relations Board.
XXVII. EVALUATION OF CONSULTANT
CONSULTANT’s performance will be evaluated by CITY. A copy of the evaluation will be sent to
CONSULTANT for comments. The evaluation together with the comments shall be retained as part
of the contract record.
XXVIII. RETENTION OF FUNDS
A. Any subcontract entered into as a result of this Contract shall contain all of the provisions
of this section.
B. No retainage will be withheld by the Agency from progress payments due the prime
consultant. Retainage by the prime consultant or subconsultants is prohibited, and no retainage will
be held by the prime consultant from progress due subconsultants. Any violation of this provision
shall subject the violating prime consultant or subconsultants to the penalties, sanctions, and other
remedies specified in Section 7108.5 of the California Business and Professions Code. This
requirement shall not be construed to limit or impair any contractual, administrative, or judicial
remedies, otherwise available to the prime consultant or subconsultant in the event of a dispute
involving late payment or nonpayment by the prime consultant or deficient subconsultant
performance, or noncompliance by a subconsultant. This provision applies to both DBE and non-
DBE prime consultants and subconsultants.
XXIX. NOTIFICATION
All notices hereunder and communications regarding interpretation of the terms of this contract and
changes thereto, shall be effected by the mailing thereof by registered or certified mail, return receipt
requested, postage prepaid, and addressed as provided in the contract.
XXX. CONTRACT
The two parties to this contract, who are the before named CONSULTANT and the before named
CITY, hereby agree that this contract constitutes the entire agreement which is made and concluded
in duplicate between the two parties. Both of these parties for and in consideration of the payments to
be made, conditions mentioned, and work to be performed; each agree to diligently perform in
accordance with the terms and conditions of this contract as evidenced by the signatures in the
contract.
Supplemental DBE Contract Provisions
I.DISADVANTAGED BUSINESS ENTERPRISES (DBE) POLICY AND
APPLICABILITY
In accordance with federal financial assistance agreements with the U.S. Department of
Transportation (U.S. DOT), the City of Santa Clarita (City) has adopted a Disadvantaged
Business Enterprise (DBE) Program, in conformance with Title 49 CFR Part 26,
“Participation by Disadvantaged Business Enterprises in Department of Transportation
Financial Assistance Programs.”
This DOT-assisted project is subject to thesestipulated regulationsand the City’s DBE
program, which are hereby incorporated in their entirety by this reference. In order to
ensure that the City achieves its overall DBE Program goals and objectives, the City
encourages the participation of DBEs as defined in 49 CFR 26 in the performance of
contracts financed in whole or in part with U.S. DOT funds.
It is Consultant’s responsibility to be fully informed regarding the requirements of 49 CFR,
Part 26and City’s DBE program. Particular attention is directed to the following:
A DBE must be a small business firm defined pursuant to 13 CFR 121 and be
certified through the California Unified Certification Program (CUCP).
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.
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.
Consultant must not claim DBE participation as attained until the amount to be
claimed is paid and fully adheres to DBE crediting provisions.
Consultant must complete and submitall required DBE documentation to
effectively capture all DBE utilization on City’s DOT-assisted contracts whether
achieved race neutrally or race consciously. No changes to Consultant’s DBE
Commitment shall be made until proper protocols for review and approval of the
Cityare rendered in writing.
Consultant shall take appropriate actions to ensure that it will satisfy good faith
efforts to meet the DBE contract goal and continue to meet the DBE
commitment(s) made at award, when amendments or other contract
modifications alter the dollar amount of the contract or the distribution of work.
Consultant must apply and report its DBE goal commitments against the total
current contract value, including any amendments and/or contract modifications.
Any terms used in this section that are defined in 49 CFR Part 26, or elsewhere in
the Regulations, must have the meaning set forth in the Regulations. In the event
of any conflicts or inconsistencies between the Regulations and the City’s DBE
Program with respect toDOT-assisted contracts, the Regulations must prevail.
A.DBE Policy Implementation Directives
Pursuant to the provisions associated with federal regulation 49 CFR, Part 26, the Disadvantaged
Business Enterprise (DBE) program exists to ensure participation, equitable competition, and
assistance to participants in the U.S. DOT DBE program. Accordingly, based on City’s analysis
of its past utilization data, coupled with its examination of similar Agencies’ Disparity Studies and
recent Goal Methodology findings,City’s DBE program is implemented utilizing both race-
conscious and race-neutral means. When a contract-specific DBE goal is assigned to a project,
meeting the contract-specific goal by committing to utilize DBEs or documenting a bona fide good
faith effort to do so, is a condition of award.
B.Consultant’s Assurance Clause Regarding Non-Discrimination
Consultantshall ensure that the following clause is placed in every Subcontract
agreement:
“The Consultant, subrecipient or subcontractor will never exclude any person from
participation in, deny any person the benefits of, or otherwise discriminate against
anyone in connection with the award and performance of any contract covered by
49 CFR 26 on the basis of race, color, sex, or national origin. In administering the
Local Agency components of the DBE Program Plan, the Consultant, subrecipient,
or subcontractor will not, directly, or through contractual or other arrangement, use
criteria or methods of administration that have the effect of defeating or
substantially impairing accomplishment of the objectives of the DBE Program Plan
with respect to individuals of a particular race, color, sex, or national origin.
The Consultant, or subconsultant shall not discriminate on the basis of race, color,
national origin, or sex in the performance of this contract. The Consultantshall
carry out applicable requirements of 49 CFR part 26 in the award and
administration of DOT-assisted contracts. Failure by the Consultantto carry out
these requirements is a material breach of this contract, which may result in the
termination of this contract or such other remedy as the recipient deems
appropriate, which may include, but is not limited to:
(1) Withholding monthly progress payments;
(2) Assessing sanctions;
(3) Liquidated damages; and/or
(4) Disqualifying the Consultantfrom future bidding as non-responsible.”
C.DBE Goal and Consultant’sDBE Commitment
The City establishes contract-specific DBE goals to meet any portion of the City’s Overall
DBE Goal that the City does not project being able to meet using race-neutral means.
The City establishes contract-specific goals only on those DOT-assisted contracts that
have subcontracting opportunities.
The City may establish a DBE contract goal that is higher or lower than its overall goal,
depending on such factors as the type of work involved, the location of the work, and the
availability of DBEs for the work of the particular contract.
The City established a 6%DBE contract-specific goal on this project and the Consultant
has committed to ___% DBEparticipation. The Consultantis required to demonstrate
DBE responsiveness towards meeting the _6__% DBE contract-specific goal onthis
project as well as their DBE commitments.
Consultantagrees to ensure that any DBE subconsultant listed on the “DBE Participation
Commitment Form”will perform work and/or supply materials in accordance with original
commitments, unless otherwise directed and/or approved by City prior to Consultant
effectuating any changes to its DBE participation commitment(s).
The Consultantmust demonstrate responsiveness to meeting the DBE goal throughout
the life of the project. The Consultant's DBE commitment shall be evaluated by dividing
the value of DBE commitments (executed subcontracts or purchase orders) by the
Consultant's total contract value. DBE utilization/DBE attainment will be evaluated by
dividing the dollars paid to DBE firms by the Consultant’s current contract value.
TheConsultantmust notify the City in a timely manner and in writing, of changes to
planned DBE participation or problems anticipated in attaining the DBE contract goal. In
accordance with the City's DBE Program,the Consultantmust include satisfactory
evidence that good faith efforts were undertaken and must specify additionalgood faith
efforts planned to remedy any shortfall towards meeting the DBE contract goal.
If there is a change order to a contract on which there is a DBE contract goal, then the
contract goal applies to the total contract value, inclusive of all changeorders. This is true
regardless of whether the City or the Consultantinitiates the change order.
D.DBE Eligibility and Commercially Useful Function Standards
A DBE must be certified at the time of proposal submission:
1.The City requires all DBEs listed for participation to be DBE certified by a
California Unified Certification Program (CUCP) certifying member agency.
The City is a non-certifying member agency of the CUCP. Therefore, the
City will accept DBE certifications from member agencies which certify the
eligibility of DBEs in accordance with 49 CFR Part 26.81, under the CUCP.
2.It is the responsibility of the Consultantto verify the DBE certification status
of all listed DBEs prior to listing the firm as a DBE participant.
3.It is also the responsibility of the Consultantto ensure that each DBE is
certified in the NAICS code that corresponds to the DBE’s contract scope
of work. The City’s evaluation of the “Disadvantaged Business Enterprise
(DBE) Participation Listing” form requires DBEs to be certified for the scope
listed in accordance with the regulatory requirements.
4.A DBE may participate as a Prime Consultant, subconsultant, joint venture
partner with a Prime or Subconsultant, vendor of material or supplies, or as
a trucking company.
5.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.
6.The use of joint-checks for DBE firms must be approved by the City prior to
execution and a joint-check agreement must accompanythe request to City.
7.A DBE must perform a commercially useful function in accordance with 49
CFR 26.55 (i.e., 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). A DBE should perform at least thirty
percent (30%) of the total cost of its contract with its own workforce to
presume it is performing a commercially useful function.A DBE does not
perform a commercially useful function if its role is limited to that of an extra
participant in a transaction, contract, or project through which funds are
passed in order to obtain the appearance of DBE participation.
E.DBE Crediting Provisions
Credit for DBE participation is determined according tothe following provisions:
When a DBE is proposed to participate in the Contract, either as a prime
Consultant or subconsultant, at any tier, only the value of the work proposed to be
performed by the DBE with its own forces may be counted toward DBE
participation.
If the Consultantis a DBE joint venture participant, only the DBE proportionate
interest in the joint venture shall be counted.
If a DBE intends to subcontract part of the work of its subcontract to a lower tier
subconsultant, the value of the subcontracted work may be counted toward DBE
participation only if the DBE subconsultant is a certified DBE and actually performs
the work with its own forces. Services subcontracted to a non-DBE firm may not
be credited toward the Consultant’s DBE attainment.
Consultantis to calculate and credit participation by eligible DBE vendors of
equipment, materials, and suppliers toward DBE attainment, as follows:
1.Sixty percent (60%) of expenditure(s) for equipment, materials, and
supplies required under the Contract, obtained from a regular dealer; or
2.One hundred percent (100%) of expenditure(s) for equipment, materials,
and supplies required under the Contract, obtained from a DBE
manufacturer.
The following types of fees or commissions paid to DBE subconsultants, brokers,
and packagers may be credited toward DBE attainment, provided that the fee or
commission is reasonable, and not excessive, as compared with fees or
commissions customarily allowed for similar work, including:
1.Fees and commissions charged for providing bona fide professional or
technical services, or procurement of essential personnel,
facilities, equipment, materials, or supplies required in the
performance of the Contract;
2.Fees charged for delivery of material and supplies (excluding the cost of
materials or supplies themselves) when the licensed hauler,
trucker, or delivery service is not also the manufacturer of, or a
regular dealer in, the material and supplies;
3.Fees and commissions charged for providing any insurance specifically
required in the performance of the Contract.
Consultantmay count the participation of DBE trucking companies toward DBE
attainment, as follows:
1.The DBE must be responsible for the management and supervision of the
entire trucking operation for which it is responsible on a particular
Contract.
2.The DBE must itself own and operate at least one fully licensed, insured,
and operational truck used on the Contract.
3.The DBE receives credit for the total value of the transportation services it
provides on the Contract using trucks it owns, insures, and
operates using drivers it employs.
4.The DBE may lease trucks from another DBE firm, including an owner-
operator who is certified as a DBE. The DBE who leases trucks
from another DBE receives credit for the total value of the
transportation services the lessee DBE provides on the Contract.
5.The DBE may also lease trucks from a non-DBE firm, including an owner-
operator. The DBE who leases trucks from a non-DBE is entitled
to credit only for the fee or commission it receives as a result of
the lease arrangement. The DBE does not receive credit for the
total value of the transportation services provided by the lessee,
since these services are not provided by a DBE.
6.The DBE may lease trucks without drivers from a non-DBE truck leasing
company and if the DBE uses its own employees as drivers, it is
entitled to credit for the total value of these hauling services.
7.For purposes of this paragraph, a lease must indicate that the DBE has
exclusive use of and control over the truck. This does not
preclude the leased truck from working for others during the term
of the lease with the consent of the DBE, so long as the lease
gives the DBE absolute priority for use of the leased truck.
Leased trucks must display the name and identification number
of the DBE.
If the Consultantlisted a non-certified DBE 1st tier subconsultant to perform work
on this Contract, and the non-certified DBE subconsultant subcontracts a part of
its work or purchases materials and/or supplies from a lower-tier DBE certified
subconsultant or Vendor, the value of work performed by the lower-tier DBE firm’s
own forces can be counted toward DBE participation on the Contract.
The Consultantis advised not to count the participation of DBEs toward the
Consultant’s DBE attainmentuntil the amount being counted has been paid to the
DBE.
F.DBE “FRAUDS” AND “FRONTS”
Only legitimate DBEs are eligible to participate as DBEs in the City’s federally-assisted
contracts. Consultantis cautioned against knowingly and willfully using “fronts.”The use
of “fronts”and “pass through”subcontracts to non-disadvantaged firms constitute criminal
violations. Further, any indication of fraud, waste, abuse or mismanagement of Federal
funds should be immediately reported to the Office of Inspector General (OIG), U.S.
Department of Transportation, via the online hotline at https://www.oig.dot.gov/hotline,
toll-free hotline at 800-424-9071, email at hotline@oig.dot.gov, or U.S. mail at DOT
th
Inspector General, 1200 New Jersey Ave SE, West Bldg. 7Floor, Washington, DC
20590. The hotline is open 24 hours per day, seven days per week.
II.SUBMISSION OF DBE INFORMATION AND ON-GOING REPORTING REQUIREMENTS
(POST-AWARD)
If there is a DBE goal and/or DBE commitment on the contract, Consultantmust complete
and submit the following information contained in the reporting submittals electronically
through the City-approved electronic reporting system by the date specified unless the City
provides the Contractor a written waiver to submit these submittals in hard copy forms to
the City.
A.Monthly DBE Subconsultant Commitment and Attainment Report Summary and Lower-
Tier Prompt Payment Verification
The purpose for the Consultant to report this information is to ensure Consultant’s DBE commitments
are attained, properly reported and credited in accordance with DBE crediting provisions based on
the capacity the DBE performs the scope of work. This data further serves to collect DBE utilization
data required under 49 CFR, Part 26.
Consultantmust complete and report this data through the City’s electronic reporting system by the
15th of each month until completion of the contract. Reporting will initiate following the first month of
contract activity. Even if no DBE participationwill be reported within a period, Consultantmust
submit this report on a Monthly basis. Key monthly reporting elements will include:
1.ConsultantPrompt Payment and Retention Verification Summary
Consultantwill be required to electronically report payment and retention data for
each lower-tier subconsultant in which the Consultanthas reflected a value paid
within the reporting period (DBE and Non-DBE). The reporting summary will include
the subconsultant’s Invoice Number, Invoice Amount, Invoice Date, and Date Paid.
The corresponding Check Number, Retention, and Disputed Invoice Amount
withheld or other key information shall be included in the notes.
When reporting the Consultant’s payments received, the Consultant’s Invoice
Number should be included in the notes. The date of Invoice submission to City, and
Date and amount City paid on Consultant’s Invoice shall also be reported.
This reporting further serves to collect DBE utilization data required under 49 CFR,
Part 26. This data will assist the City in ensuring Consultant’sDBE commitments are
attained, properly reported and credited in accordance with DBE crediting provisions
based on the capacity the DBE performs the scope of work.
Consultantis advised not to report the participation of DBE(s) toward the
Consultant’s DBE attainment until the amount being claimed has been paid to the
DBE.
2.ConsultantAssurance of Full Compliance with Prompt Payment Provisions
When submitting electronic payment and retention information, Consultantshall
reviewits payments to subconsultants to ensure compliance with prompt payment
and retention requirements have been met for all subconsultants in accordance with
regulatory mandates and as required by 49 CFR part 26.29.
Note: If Consultant submits subconsultant commitment and payment information required under
item A. “Monthly DBE Subcontractor Commitment and Attainment Report Summary and
Payment Verification” through the City-approved electronic reporting system, the hard copy
reports under item A. are not required to be submitted. However, if Consultant is not reporting
this information through the City-approved electronic system, the Consultant is required to seek
a waiver to submit these hard copy reports.
B.Monthly DBE Trucking Data
As a part of the “Monthly DBE Subconsultant Commitment and Attainment Report
Summary and Payment Verification” reporting process, Consultantwill be required
to electronically report applicable trucking data for each DBE Trucking firm in which
the Consultanthas reflected a value paid within the reporting period.
Consultantwill be required to electronically provide the truck number, owner's name,
California Highway Patrol CA number, and if applicable, the DBE certification number
of the owner of the truck for all trucks usedduring the reporting period. Consultant
must also obtain and submit the amount paid by DBE trucking companies to all firms,
including owner-operators, for the leasing of trucks. If the DBE leases trucks from a
non-DBE, Consultantmay count only the fee or commission the DBE receives as a
result of the lease arrangement.
C.DBE Subconsultant Agreements
Consultantmust submit to City copies of executed subcontracts and/or purchase orders
(PO) for all DBE firms participating on the contract within ten (10)working days of award.
Consultantmust immediately notify City in writing of any problems it may have in
obtaining the subcontract agreements from listed DBE firms within the specified time.
D.Final Report-Utilization of Disadvantaged Business Enterprises (DBE)
Upon completion of the contract, Consultantmust complete and submit a "Final Report-
Utilization of Disadvantaged Business Enterprises (DBE) Subconsultants" and certified
correct by Consultantor Consultant’s authorized representative, to facilitatereporting
and capturing actual DBE attainments at conclusion of the contract. To assist in the
completion of this report, the Consultant may use the City-approved electronic reporting
system to collect the total payments to DBEs. The report must be furnished to City within
30 days from the date of contract acceptance. The amount of 25% will be withheld from
payments until a satisfactory report is submitted.
E.Disadvantaged Business (DBE) Certification Status Change
If a DBE Sub is decertified during the life of the project, the decertified Subconsultant
must notify Consultantin writing with the date of decertification. If a Subconsultant
becomes a certified DBE during the life of the project, the Subconsultant must notify
Consultantin writing with the date of certification (Attach DBE certification/decertification
letter). Consultantmust furnish the written documentation to City.
Upon completion of the contract, the "Disadvantaged Business Enterprises (DBE)
Certification Status Change" must be signed and certified correct by Consultant
indicating the DBEs' existing certification status. If there are no changes, indicate “No
Changes”. The certified form must be furnished to Consultantwithin 90 days from the
date of contract acceptance.
Failure to submit any of the required reporting submittals above and their support documentation
in a timely manner shall result in a penalty of $10 per day, per report.
Cityrequires Consultantto maintain records and documents of payments to lower-tiers, including
DBEs, for a period of three (3) years from the date of final payment by City, unless otherwise
provided by applicable record retention requirements for Consultant’sagreement, whichever is
longer. These records will be made available for inspection upon request by any authorized
representative of City. This reporting requirement extends to all lower-tiers, both DBE and non-
DBE.
City reserves the right, at its sole discretion, to demonstrate responsiveness to the requirements of
CFR 49 part 26.37 by implementing the following method(s):
a. Posting Consultantpayments data to a website, database, or other place accessible
to subconsultants to assist them in determining when they should expect to receive
payment.
b. Requiring Consultant to use an automated reporting system, inclusive of but not limited
to real time entry of payments made and received by consultants and their lower-tiers.
F.Prompt Payment
The City has adopted a prompt payment provision on all U.S. DOT-assisted contracts to facilitate
timely payment to all subconsultants in accordance with regulatory mandates. The City will include
the following clause in each DOT-assisted prime contract:
TheConsultantagrees to pay each subconsultant under this prime contract for satisfactory
performance ofits contract no later than seven (7) days from the receipt of each payment the prime
contract receives from the City. The Consultantagrees further to return retainage payments to each
subconsultant within seven (7) days after receiving payment for work satisfactorily completed and
accepted including incremental acceptances of portions of the contract work by the City. Any delay
or postponement of payment from the above referenced time frame may take place only for good
cause and with the City’s prior written approval.
The Consultantshall incorporate this clause verbatim, set forth above, in all subcontract, broker,
dealer, vendor, supplier or PO or other source agreements issued to both DBE and non-DBE firms.
This clause applies to both DBE and non-DBE subconsultant.
Any violation of the provisions listed above shall subject the violating consultant to the penalties,
sanctions, and other remedies specified in Section 7108.5 of the California Business and Professions
Code. This requirement shall not be construed to limit or impair any contractual, administrative or
judicial remedies otherwise available to the Consultantor subconsultant in the event of a dispute
involving late payment or nonpayment by the Consultant; deficient subconsultant performance
and/or noncompliance by a subconsultant.
Failure to comply with this provision without prior approval from the City will constitute
noncompliance, which may result in the application of appropriate administrative sanctions,
including, but not limited to, a penalty of two percent (2%) of the invoice amount due per month, for
every month that full payment is not made.
In the event that there is a good faith dispute over all or any portion of the amount due on a progress
payment from the Consultantor subconsultant to a subconsultant, the Consultantor subconsultant
may withhold no more than 150 percent of the disputed amount.
The sanctions authorized under this section shall be separate from, and in addition to, all other
remedies, either civil, administrative, or criminal. This provision applies to both DBE and non-DBE
subconsultants.
G.Performance of DBE Subconsultants
The following requirements govern the performance of DBE subconsultants:
DBEs listed by the Consultantin its “DBE Participation Commitment” Form submitted with
the executed Contract documents shall perform the work and supply the materials for
which they are listed, unless the Consultanthas received prior written authorization from
the City to perform the work with other forces or to obtain the materials from other sources.
Consultantshall provide written notification to the City in a timely manner of any changes
to its anticipated DBE participation. This notice should be provided prior to the
commencement of that portion of the work.
H.DBEAdd Request(s)
In the event that the Consultantidentifies additional DBE subconsultants or suppliers not
previously identified for DBE participation under the Contract, Consultantshall notify the City by
electronically completing and submitting a DBE Add Request through the City’s DBE Reporting
tool. Prior to processing the request, the City will verify the firm's eligibility, capacity, CUF and
ensure there is not a scope conflict with another listed firm. Proposed firms will not be applied
towards Consultant's DBE participation until approved by the City.
Additionally, each DBE Add Request must be accompanied by a written confirmation from the
DBE acknowledging that it is participating in the Contract for a specified value, including the
corresponding scope of work.
I.DBE Commitment Change Request(s) (Increases, Decreases, Substitutions and
Terminations)
The City requires that the Consultantnot terminate a DBE without the City’s prior written consent,
inclusive of electronic approvals through the City’sElectronic Reporting tool. This includes, but is
not limited to, instances in which Consultantseeks to perform work originally designated for a
DBE with its own forces or those of an affiliate, a non-DBE firm, or with another DBE firm.
The City will provide such written consent to use other forces or sources of materials, only if it
agrees, for reasons stated in the concurrence document, that Consultanthas good cause to
terminate the DBE firm. For purposes of this section, good cause includes the following
circumstances:
A.Listed DBE fails or refuses to execute a written contract based on plans and
specifications for the project.
B.You stipulate a bond is a condition of executing the subcontract and the listed DBE
fails to meet your bond requirements.
C.Work requires a Contractors’ license and listed DBE does not have a valid license
under Contractors License Law.
D.Listed DBE fails or refuses to perform the work or furnish the listed materials.
E.Listed DBE's work is unsatisfactory and not in compliance with the contract.
F.Listed DBE delays or disrupts the progress of the work.
G.Listed DBE becomes bankrupt or insolvent.
H.Other documented good cause that City determines compels the termination of the
DBE subconsultant.
Before electronically transmitting a request to terminate and/or substitute a DBE, Consultantmust
give notice in writing to the DBE subconsultant, with a copy to City, of its intent to request to
terminate and/or substitute, and the reason for the request.
Consultantmust give the DBE five (5) days to respond to Consultant’s notice and advise City and
Consultantof the reasons, if any, why it objects to the proposed termination of its subcontract and
why City should not approve Consultant’s action. If required in a particular case as a matter of
public necessity (e.g., safety), you may provide a response period shorter than five (5) days.
In the event of an approved DBE substitution, termination or failure of a DBE to complete its work
on the contract for any reason, the DBE must be substituted with another DBE or adequate good
faith efforts must be documented by Consultantwithin five (5) days, to the extent needed to meet
the contract-specific DBE goal. Note: Five (5) day period may be extended for an additional 5
days if necessary, at the request of the Consultant.
The substitute DBE must be certified as a DBE at the time of request for substitution. Consultant
shall not be entitled to any payment for work or materials unless it is performed or supplied by the
listed DBE, unless the DBE is terminated in accordance with this section and approved by City.
Should Consultantelect to submit good faith effort documentation in lieu of proposing additional
DBE participation City will review the documentation and provide a written determination to
Consultantstating whether or not good faith efforts have been adequately demonstrated.
The substitute DBE cannot work on the contract until its work eligibility has been confirmed and
required subcontracts, supply, trucking commitments, or other serviceshave been approved by
the City.
III.NON-COMPLIANCE AND ADMINISTRATIVE SANCTIONS
Consultantmust fully comply with the DBE contract requirements, including City’s DBE Program
and Title 49 CFR, Part 26 “Participation of Disadvantaged Businesses in Department of
Transportation Financial Assistance Programs” and ensure that all Subconsultants regardless of
tier are also fully compliant. Failure by Consultantto carry out these requirements is a material
breach of this Agreement, which may result in the termination of this Agreement or such other
remedy as the City deems appropriate, which may include, but is not limited to:
1.Suspension of progress payments to the Consultantor of any monies held by the
City as retention on the contract until the Consultantis brought into compliance;
2.A 2% withhold of applicable progress payments until the Consultantis brought into
compliance; and/or
3.Termination of the contract in part or in whole.
In instances of identified non-compliance, a Cure Notice will be issued to Consultantidentifying
the DBE non-compliance matter(s) and specifying the required course of action for remedy.
Consultantmust be given ten (10) working days from the date of the Cure Notice to remedy or
to (1) File a written appeal accompanied with supporting documentation and/or (2) Request a
hearing with City to reconsider City’s DBE determination. Failure to respond within the ten (10)
working day period must constitute a waiver of Consultant's right to appeal. If Consultantfiles
an appeal, City, mustissue a written determination and/or set a hearing date within ten (10)
working days of receipt of the written appeal, as applicable. A final Determination will be issued
within ten (10) working days after the hearing, as applicable.
If, after review ofConsultant's appeal, City decides to uphold the decision to impose DBE
administrative remedies on Consultant, the written determination must state the specific
remedy(ies) to be imposed.
Failure to comply with the Cure Notice and/or to remedy the identified DBE non-compliance
matter(s) is a material breach of contract and is subject to administrative remedies, including,
withholding at minimum of two percent (2%) of the invoice amount due per month for every
month that the identified non-compliance matter(s) is not remedied. Upon satisfactory
compliance City will release all withholdings.
In addition to administrative remedies defined in this section, City is not precluded from invoking
other contractual and/or legal remedies available under federal, state or local laws.
IV.Dispute Resolution
All contracts in excess of $50,000 shall contain provisions or conditions which will allow for
dispute resolution remedies in instances where Consultantviolates or breaches DBE Program
requirements, inclusive but notlimited to prompt payment, and provide for such sanctions and
penalties as may be appropriate.
Consultantshall incorporate this Section into each subcontract related to work arising under this
contract and shall not incorporate by reference.
Consultantand Subconsultant agree to notify City within five (5) business days of any prompt
payment and/or DBE Program disputes which cannot be settled by discussions between the
parties involved.
Consultantand Subconsultant further agree to proceed through informal meetings, mediation,
arbitration, or any combination thereof as further detailed below. Dispute submittals shall include
the method(s) of dispute resolution selected, terms, timeframes and a detailed summary of
assistance being requested (as applicable).
I.INFORMAL MEETINGS:
The City is available to assist the prime with coordination of informal meeting requests, to assist
in the resolution of disputes between Consultantand Subconsultant. City’s DBELO or a
designated DBE support representative will conduct the informal meetings with parties in
dispute. Representatives from the Consultantand Subconsultant, for the purpose of dispute
resolution, must include individuals authorized to bind each interested party. All parties must
agree to the procedure.
II.Mediation
The parties to a contract may agree to endeavor to settle a dispute through informal mediation
under independent third-party organizations. City’s DBELO and her designated support staff is
considered an independent third party. Submission to informal mediation is voluntary; is not
binding and offers advisory opinions.
Performance during dispute: Unless otherwise directed by the City, Consultantand its sub tiers
shall continue performance under the Contract while matters in dispute are being resolved.
III.Arbitration
Should the parties fail to resolve any DBE related dispute arising out of or related to the
contract via informal meetings or mediation, the parties are contractually obligated to submit
the claims for arbitration within 120 days from date the City is notified of the dispute.
Arbitration conducted pursuant to the contract shall be binding upon all parties to the
arbitration, however, the findings do not in any way relieve the Consultantof its obligation to
meet a DBE goal. All arbitration is to be conducted in a manner consistent with section 1020
et seq. of the Public Contract Code and Section 1296 of Code of Civil Procedure.
Flow down requirements: The Dispute Resolution provisions flow down to all tiers.
These provisions shall not apply to disputes between the Consultantand City. These provisions
do not alter in any way or waive compliance with other provisions in the contract agreement.
FAITHFUL PERFORMANCE BOND
PROPOSAL # TMF-21-22-02
Bus Hydrogen Refueling Station Consulting and Project Management Services
City of Santa Clarita, California
KNOW ALL MEN BY THESE PRESENTS that _______________________________________, as CONTRACTOR, AND
__________________________________________________, as SURETY, are held and firmly bound unto the City of
Santa Clarita, as AGENCY, in the penal sum of __________________________________________________ dollars
($___________), which is one-hundred (100%) percent of the total amount for the above-stated project, for the
payment of which sum, CONTRACTOR and SURETY agree to be bound, jointly and severally, firmly by these presents.
For service contracts of a continuing nature, the bond shall be in the amount equal to the amount of the initial contract
term. Thereafter, the bond shall be in an amount equal to the annual value of such contract. The term of the bond
shall cover the initial contract term. Thereafter, CONTRACTOR and SURETY must submit a new or renewed bond
covering each subsequent annual renewal of the contract.
THE CONDITIONS OF THIS OBLIGATION ARE SUCH that, whereas CONTRACTOR has been awarded and is about to enter
into the annexed Contract Agreement with AGENCY for the above-stated project, if CONTRACTOR faithfully performs
and fulfills all obligations under the contract documents in the manner and time specified therein, then this obligation
shall be null and void, otherwise it shall remain in full force and effect in favor of AGENCY; provided that any alterations
in the obligation or time for completion made pursuant to the terms of the contract documents shall not in any way
release either CONTRACTOR or SURETY, and notice of such alterations is hereby waived by SURETY.
IN WITNESS WHEREOF, the parties hereto have set their names, titles, hands, and seals, this _____ day of
___________________, 2021.
CONTRACTOR: __
Name and Title of Signatory Signature
_________________________________ ________________ ________
Legal Name of Bidder
_______________________________ __________ ________________
Bidder Address
_________ _____________ __________ ___________
Telephone Number Federal Tax I.D. No.
SURETY*: ______________________________________ ___________________
Name
_____________________________ ____________________________
Phone Number and Email
_______________________________________ __________________
Address
This document must be notarized prior to submittal.
LABOR AND MATERIALS BOND
PROPOSAL # TMF-21-22-02
Bus Hydrogen Refueling Station Consulting and Project Management Services
City of Santa Clarita, California
KNOW ALL PERSONS BY THESE PRESENTS that .,
as CONTRACTOR AND , as SURETY, are
held and firmly bound unto the City of Santa Clarita, as CITY, in the penal sum of
dollars ($ ), which
is one-hundred (100%) percent of the total amount for the above stated project, for the payment of which sum,
CONTRACTOR and SURETY agree to be bound, jointly and severally, firmly by these presents.
THE CONDITIONS OF THIS OBLIGATION ARE SUCH that, whereas CONTRACTOR has been awarded and is about to
enter into the annexed Contract Agreement with CITY for the above-stated project, if CONTRACTOR or any
subcontractor fails to pay for any labor or material of any kind used in the performance of the work to be done under
said contract, or fails to submit amounts due under the State Unemployment Insurance Act with respect to said
labor, SURETY will pay for the same in an amount not exceeding the sum set forth above, which amount shall insure
to the benefit of all persons entitled to file claims under the State Code of Civil Procedures; provided that any
alterations in the work to be done, materials to be furnished, or time for completion made pursuant to the terms of
the contract documents shall not in any way release either CONTRACTOR or SURETY, and notice of said alterations
is hereby waived by SURETY.
IN WITNESS WHEREOF, the parties hereto have set their names, titles, hands, and seals, this day
of _____________________________________, 2021.
CONTRACTOR: __
Name and Title of Signatory Signature
_________________________________ ________________ ________
Legal Name of Bidder
_______________________________ __________ ________________
Bidder Address
_________ _____________ __________ ___________
Telephone Number Federal Tax I.D. No.
SURETY*: ______________________________________ ___________________
Name
_____________________________ ____________________________
Phone Number and Email
_______________________________________ __________________
Address
This document must be notarized prior to submittal.