HomeMy WebLinkAbout2024-11-12; City Council; Resolution 2024-244RESOLUTION NO. 2024-244
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD,
CALIFORNIA, APPROVING 37 MASTER AGREEMENTS WITH CONSULTING
FIRMS TO PROVIDE PROFESSIONAL SERVICES IN AN AMOUNT NOT TO
EXCEED $19,300,000
WHEREAS, the City Council of the City of Carlsbad, California has determined that securing
access to a diverse pool of available consultants for professional services that facilitate timely
completion of departmental and Capital Improvement Program projects is needed; and
WHEREAS, the city posted a request for qualifications, then received and reviewed statements
of qualifications for professional services consistent with the Carlsbad Municipal Code Section
3.28.060; and
WHEREAS, following a review and ranking of the statements of qualifications based on a
weighted scoring system, staff recommend the firms most qualified in providing the best value to the
City of Carlsbad for the corresponding disciplines for the term Dec. 1, 2024, through Nov. 30, 2027,
with an initial three-year agreement and two additional one-year extensions at the discretion of the
City Manager:
1. Architecture/bridging, Carrier Johnson (Attachment A)
2. Architecture/bridging, Domusstudio Architecture, LLP (Attachment B)
3. Architecture/bridging, Tucker Sadler, Architects, Inc. (Attachment C)
4. Civil engineering (General), Dokken Engineering (Attachment D)
5. Civil engineering (General), Kimley-Horn and Associates, Inc. (Attachment E)
6. Civil engineering (General), Michael Baker International, Inc. (Attachment F)
7. Civil engineering (General), Nasland Engineering (Attachment G)
8. Civil engineering (General), NV5, Inc. (Attachment H)
9. Civil engineering (General), Glenn A. Rick Engineering and Development Co. (Attachment I)
10. Civil engineering (General), Wood Rodgers, Inc. (Attachment J)
11. Corrosion engineering, RF Yeager Engineering Inc. (Attachment K)
12. Electrical engineering, BSE Engineering, Inc. (Attachment L)
13. Electrical engineering, Enterprise Engineering, Inc. (Attachment M)
14. Electrical engineering, IDS Group, Inc. (Attachment N)
15. Environmental planning/studies, Dudek (Attachment 0)
16. Environmental planning/studies, Environmental Science Associates (Attachment P)
17. Environmental planning/studies, HELIX Environmental Planning, Inc. (Attachment Q)
18. Environmental planning/studies, LSA Associates, Inc. (Attachment R)
19. Financial services, Carollo Engineers, Inc. (Attachment S)
20. Financial services, Hoch Consulting, APC (Attachment T)
21. Storm water treatment control best management practices inspection, ENGEO, Incorporated
(Attachment U)
22. Storm water treatment control best management practices inspection, Mikhail Ogawa
Engineering Inc. (Attachment V)
23. Traffic engineering, Chen Ryan Associates, Inc. dba CR Associates (Attachment W}
24. Traffic engineering, Dokken Engineering (Attachment X)
25. Traffic engineering, Michael Baker International, Inc. (Attachment Y)
26. Traffic engineering, Glenn A. Rick Engineering and Development Co. (Attachment Z}
27. Traffic engineering, STC Traffic, Inc. (Attachment AA)
28. Transportation planning, Chen Ryan Associates, Inc. dba CR Associates (Attachment AB}
29 . Transportation planning, Fehr & Peers (Attachment AC)
30. Transportation planning, Kimley-Horn and Associates, Inc. (Attachment AD)
31. Transportation planning, Michael Baker International, Inc. (Attachment AE)
32. Utility locating/ potholing, Underground Solutions, Inc. (Attachment AF)
33. Water re sources studies and engineering, HOR Engineering, Inc. (Attachment AG)
34. Water resources studies and engineering, NV5, Inc. (Attachment AH)
35. Water resources studies and engineering, R.E.C. Consultants, Inc. (Attachment Al)
36. Water resources studies and engineering, Glenn A. Rick Engineering and Development Co.
(Attachment AJ)
37 . Water resources studies and engineering, Tory R. Walker Engineering, Inc. (Attachment AK)
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, California, as
follows:
1. That the above recitations are true and correct.
2. That the attached 37 master agreements are hereby approved in a total amount not to
exceed $19,300,000. That the Mayor is hereby authorized and directed to execute the
attached 37 master agreements for professional services on behalf of the City of
Carlsbad.
3. That the City Manager, or designee, is authorized to sign, on behalf of the City of
Carlsbad, future project task descriptions and fee allotments issued under these master
agreements.
4. That the City Manager is further authorized to execute amendments to extend the
agreements for up to two additional one-year periods, or portions thereof.
PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City of
Carlsbad on the 12th day of November, 2024, by the following vote, to wit:
AYES:
NAYS:
ABSTAIN:
ABSENT:
BLACKBURN, BHAT-PATEL, ACOSTA, BURKHOLDER, LUNA.
NONE.
NONE.
NONE.
KEITH BLACKBURN, Mayor
SHERRY FREISINGER, City Clerk
(SEAL)
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be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
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The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
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Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
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Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
dynamic by improving information flow, reducing non-productive activities, reducing rework and
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decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
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Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
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Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
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Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
Nothing contained in this Agreement will create any contractual relationship between any subcontractor
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of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
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The City reserves the right to employ other Contractors in connection with the Services.
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Contractor is a design-professional and agrees to defend (with counsel approved by the City), indemnify,
and hold harmless the City and its officers, elected and appointed officials, employees and volunteers
from and against all claims, damages, losses and expenses including attorneys fees arising out of the
performance of the work described herein caused by any willful misconduct or negligent act or omission
of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone
for whose acts any of them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
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Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; KZ with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
KZ an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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Nov. 12, 2024 Item #2 Page 10 of 680
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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Nov. 12, 2024 Item #2 Page 11 of 680
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Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
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Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
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All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
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Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
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The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
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Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Nov. 12, 2024 Item #2 Page 12 of 680
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
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Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
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Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
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If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law. Where City Manager does not direct a solution to
the problem, mediation is optional if a dispute remains.
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In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
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Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
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not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
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By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
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This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
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It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
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Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
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This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
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Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
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conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
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The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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Page 11 City Attorney Approved Version 5/22/2024
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Perform a variety of architecture and bridging tasks as outlined in individual Project Task Description &
Fee Allotments (PTD&FA) related to the following:
A. Bridging Document Development.
B. Complete Design Services.
C. Conceptual Design.
D. Design Administration Services (RFI, ASI, Review).
E. Space Programming.
Requests for work not listed above must be contracted under separate agreement.
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Nov. 12, 2024 Item #2 Page 17 of 680
418.00
360.00
285.00
254.00
241.00
222.00
170.00
148.00
127.00
117.00
10
10
95.00
275.00
320.00
335.00
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Nov. 12, 2024 Item #2 Page 18 of 680
HOURLY PROFESSIONAL MEP ENGINEERING SERVICES
Principal ____________________________ $250.00
Associate ___________________________ $220.00
Project Manager _____________________ $200.00
Project Engineer ______________________ $160.00
Senior Designer ______________________ $135.00
Designer ____________________________ $110.00
CAD Operator ________________________ $85.00
Administrative _______________________ $75.00
Principals
Michael Akavan, PE, LEED AP
Roy Campbell, PE, LEED AP
Jerry Coult, CPD, LEED AP
Daniel Grammier, PE, LEED AP
Brian Hahnlen
Richard Hernandez, CPD, LEED AP
Eric Leftwich, PE
Vincent Luna, PE
Tom Lunneberg, PE, LEED AP BD+C, CxA
David Noji, LEED AP
Shahab Salehi, PE, LEED AP
Dwayne Sattler, CPD
Harold Stueven, PE
Benny Sy, PE, CPD
Ray Thompson
Vincent Vegas, PE, CPD, LEED AP
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Nov. 12, 2024 Item #2 Page 19 of 680
SCHEDULE OF EXPENSES - DCI ENGINEERS
PROFESSIONAL SERVICES
February 2024
Clerical and Administrative 1000 $80/hr Project Manager 3100 $120/hr
Clerical and Administrative 1010 $100/hr Project Manager 3110 $140/hr
Clerical and Administrative 1020 $120/hr Project Manager 3120 $160/hr
Project Manager 3130 $180/hr
Technical Designer 2000 $80/hr Project Manager 3140 $200/hr
Technical Designer 2010 $90/hr Project Manager 3150 $220/hr
Technical Designer 2020 $100/hr Project Manager 3160 $240/hr
Technical Designer 2030 $120/hr Project Manager 3170 $260/hr
Technical Designer 2040 $140/hr
Senior Project Manager 3200 $140/hr
Senior Technical Designer 2100 $100/hr Senior Project Manager 3210 $160/hr
Senior Technical Designer 2110 $120/hr Senior Project Manager 3220 $180/hr
Senior Technical Designer 2120 $140/hr Senior Project Manager 3230 $200/hr
Senior Technical Designer 2130 $160/hr Senior Project Manager 3240 $220/hr
Senior Technical Designer 2140 $180/hr Senior Project Manager 3250 $240/hr
Senior Technical Designer 2150 $200/hr Senior Project Manager 3260 $260/hr
Senior Project Manager 3270 $280/hr
Project Designer 2200 $80/hr
Project Designer 2210 $100/hr Associate 4000 $160/hr
Project Designer 2220 $120/hr Associate 4010 $180/hr
Project Designer 2230 $140/hr Associate 4020 $200/hr
Project Designer 2240 $160/hr Associate 4030 $220/hr
Project Designer 2250 $180/hr Associate 4040 $240/hr
Project Designer 2260 $200/hr Associate 4050 $260/hr
Associate 4060 $280/hr
Project Engineer 3000 $100/hr
Project Engineer 3010 $120/hr Associate Principal 4100 $180/hr
Project Engineer 3020 $140/hr Associate Principal 4110 $200/hr
Project Engineer 3030 $160/hr Associate Principal 4120 $220/hr
Project Engineer 3040 $180/hr Associate Principal 4130 $240/hr
Project Engineer 3050 $200/hr Associate Principal 4140 $260/hr
Associate Principal 4150 $280/hr
Senior Project Engineer 3300 $120/hr Associate Principal 4160 $300/hr
Senior Project Engineer 3310 $140/hr
Senior Project Engineer 3320 $160/hr Principal Engineer 4200 $200/hr
Senior Project Engineer 3330 $180/hr Principal Engineer 4210 $220/hr
Senior Project Engineer 3340 $200/hr Principal Engineer 4220 $250/hr
Senior Project Engineer 3350 $220/hr Principal Engineer 4230 $300/hr
Principal Engineer 4240 $350/hr
Principal Engineer 4250 $400/hr
Principal Engineer 4260 $500/hr
Principal Engineer 4270 $600/hr
REIMBURSABLE SERVICES
Out of Office Services/Expenses $1.10x Direct Cost
Mileage Reimbursement IRS Standard Mileage Rate
This Schedule of Expenses is subject to adjustment in accordance with DCI’s normal review practices. For
billing purposes, DCI will use the Schedule of Expenses in effect at the time of service.
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Nov. 12, 2024 Item #2 Page 20 of 680
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Nov. 12, 2024 Item #2 Page 21 of 680
HOURLY TIME AND MATERIALS FEE SCHEDULE
January 2024
Fees will be charged for technical work, consultation, and additional services. Charges will be made for typing, as in the
preparation of reports, and for time and costs of printing. No direct charges will be made for normal secretarial service,
office management, or general accounting; these items are included in overhead.
HOURLY RATES
Principal Landscape Architect/President ...........................................................................................................................$300/hour
Principal Landscape Architect/Partner ...............................................................................................................................$250/hour
Principal/Studio Director ........................................................................................................................................................$200/hour
Associate Landscape Architect ..............................................................................................................................................$175/hour
Senior Project Manager/Licensed Landscape Architect/Certified Arborist ..............................................................$155/hour
Project Manager .........................................................................................................................................................................$140/hour
Senior Landscape Designer .....................................................................................................................................................$125/hour
Landscape Designer ...................................................................................................................................................................$110/hour
Clerical/Typist ...............................................................................................................................................................................$85/hour
REIMBURSABLE EXPENSES
Reimbursable expenses such as reproduction printing, delivery service, soils testing, permits, parking, project specific
supplies, etc., will be marked up by 10%.
In-house plotting will be charged per square-foot at the following rates: bond $2.00 per square-foot, vellum $3.00 per
square-foot, mylar $4.00 per square-foot, and color $5.00 per square-foot. In-house color laser prints will be charged
at $.50 for letter size, $.75 for legal size, and $1.00 for ledger size.
SUB-CONSULTANTS
Expenses for consultants employed by Schmidt Design Group, Inc. will be marked up by 10%.
MILEAGE
Mileage in the interest of the client will be charged at the current U.S. General Services Administration Privately
Owned Vehicle Mileage Reimbursement Rates.
TRAVEL
Time spent in travel in the interest of the client will be charged at hourly rates. A minimum of one hour will be charged
for any site visit. No more than eight (8) hours of travel time will be charged in any one day. Subsistence will be
charged when it is necessary for personnel to be away from the office overnight.
Rates may be adjusted annually.
1310 Rosecrans St., Suite G San Diego, CA 92106
T 619.236.1462 | F 619.236.8792
LIC. CA 2138 | NV 219 | AZ 34139
SCHMIDTDESIGN.COM
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Nov. 12, 2024 Item #2 Page 22 of 680
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Nov. 12, 2024 Item #2 Page 23 of 680
Fee Schedule - 2024
TITLE HOURLY RATE
DIRECTOR
LEVEL SERVICES:Director $270
MANAGEMENT:Cost Estimating Manager $197
SENIOR
PROFESSIONAL:Senior Cost Estimator $187
PROFESSIONAL:
Cost Estimator II
Cost Estimator I
Economist
Senior Risk Analyst
$172
$162
$200
$187
Rates are valid through 31 December 2024.
PROFESSIONAL RATES
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Nov. 12, 2024 Item #2 Page 24 of 680
COFFMAN ENGINEERS | City of Carlsbad MSA 2024 8
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Nov. 12, 2024 Item #2 Page 25 of 680
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ŵĂLJĐŽŶƐŝĚĞƌĂƉƉƌŽǀŝŶŐĂƌĂƚĞƐĐŚĞĚƵůĞŝŶĐƌĞĂƐĞ͘ZĂƚĞƐĐŚĞĚƵůĞŝŶĐƌĞĂƐĞƐǁŝůůďĞĐŽŶƐŝĚĞƌĞĚĨŽƌĞĂĐŚ
ĂŶŶŝǀĞƌƐĂƌLJŽĨƚŚĞŐƌĞĞŵĞŶƚĞĨĨĞĐƚŝǀĞĚĂƚĞĂĨƚĞƌƚŚĞŝŶŝƚŝĂůƚŚƌĞĞͲLJĞĂƌƚĞƌŵ͘ŶŝŶĐƌĞĂƐĞƚŽƚŚĞƌĂƚĞ
ƐĐŚĞĚƵůĞǁŝůůďĞĐĂůĐƵůĂƚĞĚďĂƐĞĚŽŶƚŚĞƉƌŽĐĞĞĚŝŶŐϭϮͲŵŽŶƚŚƉĞƌĐĞŶƚĂŐĞĐŚĂŶŐĞŝŶƚŚĞŽŶƐƵŵĞƌWƌŝĐĞ
/ŶĚĞdž͕^ĂŶŝĞŐŽƌĞĂ͕ĨŽƌůůhƌďĂŶƵƐƚŽŵĞƌƐ;W/ͲhͿ͕ĂƐƌĞƉŽƌƚĞĚďLJƚŚĞƵƌĞĂƵŽĨ>ĂďŽƌ^ƚĂƚŝƐƚŝĐƐŽƌ
ϱ͘Ϭй͕ǁŚŝĐŚĞǀĞƌŝƐůŽǁĞƌ͘/ĨƚŚĞW/ͲhŝƐĂŶĞŐĂƚŝǀĞŶƵŵďĞƌ͕ƚŚĞŶƚŚĞƌĂƚĞƐĐŚĞĚƵůĞǁŝůůŶŽƚďĞĂĚũƵƐƚĞĚ
ĨŽƌƚŚĂƚLJĞĂƌ͘dŚĞŽŶƚƌĂĐƚŽƌŵƵƐƚƐƵďŵŝƚĂƌĞƋƵĞƐƚĂŶĚũƵƐƚŝĨŝĐĂƚŝŽŶƚŽŝŶĐƌĞĂƐĞƚŚĞƌĂƚĞƐĐŚĞĚƵůĞĂƚůĞĂƐƚ
ƐŝdžƚLJĚĂLJƐƉƌŝŽƌƚŽƚŚĞĂŶŶŝǀĞƌƐĂƌLJŽĨƚŚĞĞĨĨĞĐƚŝǀĞĚĂƚĞ͕ĂƐƐƵŵŝŶŐƚŚĞŝƚLJŽƌDtŽƉƚƚŽĞdžƚĞŶĚƚŚĞ
DĂƐƚĞƌ ^ĞƌǀŝĐĞƐ ŐƌĞĞŵĞŶƚ͘ dŚĞ ũƵƐƚŝĨŝĐĂƚŝŽŶ ĂĐĐŽŵƉĂŶLJŝŶŐ ƚŚĞ ǁƌŝƚƚĞŶ ƌĞƋƵĞƐƚ ƐŚŽƵůĚ ĚĞƚĂŝů ƚŚĞ
ƌĂƚŝŽŶĂůĞĨŽƌƚŚĞƌĞƋƵĞƐƚĞĚĂĚũƵƐƚŵĞŶƚ͕ĂŶĚƚŚĞƌĞƋƵĞƐƚĞĚĂĚũƵƐƚŵĞŶƚĂŵŽƵŶƚ͕ƐƵƉƉŽƌƚĞĚďLJƌĞůĞǀĂŶƚ
ĚŽĐƵŵĞŶƚĂƚŝŽŶ;Ğ͘Ő͕͘W/ͲhŽƌϱ͘Ϭй͕ǁŚŝĐŚĞǀĞƌŝƐůĞƐƐͿ͘ƉƉƌŽǀĂůŽĨƌĂƚĞƐĐŚĞĚƵůĞŝŶĐƌĞĂƐĞďLJƚŚĞŝƚLJŽƌ
DtŵƵƐƚďĞĚŽĐƵŵĞŶƚĞĚŝŶĂŶĂŵĞŶĚŵĞŶƚƚŽƚŚĞŐƌĞĞŵĞŶƚ͘
ϲ͘ WZ s/>/E't' Zd ^
ŶLJĐŽŶƐƚƌƵĐƚŝŽŶ͕ĂůƚĞƌĂƚŝŽŶ͕ĚĞŵŽůŝƚŝŽŶ͕ƌĞƉĂŝƌ͕ĂŶĚŵĂŝŶƚĞŶĂŶĐĞǁŽƌŬ͕ŝŶĐůƵĚŝŶŐǁŽƌŬƉĞƌĨŽƌŵĞĚĚƵƌŝŶŐ
ĚĞƐŝŐŶĂŶĚƉƌĞĐŽŶƐƚƌƵĐƚŝŽŶƐƵĐŚĂƐŝŶƐƉĞĐƚŝŽŶĂŶĚůĂŶĚƐƵƌǀĞLJŝŶŐǁŽƌŬ͕ĐƵŵƵůĂƚŝǀĞůLJĞdžĐĞĞĚŝŶŐΨϭ͕ϬϬϬ
ĂŶĚƉĞƌĨŽƌŵĞĚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞƐƵďũĞĐƚƚŽƐƚĂƚĞƉƌĞǀĂŝůŝŶŐǁĂŐĞůĂǁƐ͘dŚĞŐĞŶĞƌĂůƉƌĞǀĂŝůŝŶŐ
ƌĂƚĞŽĨǁĂŐĞƐ͕ĨŽƌĞĂĐŚĐƌĂĨƚŽƌƚLJƉĞ ŽĨǁŽƌŬĞƌŶĞĞĚĞĚ ƚŽ ĞdžĞĐƵƚĞƚŚĞĐŽŶƚƌĂĐƚ͕ ƐŚĂůů ďĞƚŚŽƐĞĂƐ
ĚĞƚĞƌŵŝŶĞĚďLJƚŚĞŝƌĞĐƚŽƌŽĨ/ŶĚƵƐƚƌŝĂůZĞůĂƚŝŽŶƐƉƵƌƐƵĂŶƚƚŽƚŚĞ^ĞĐƚŝŽŶϭϳϳϬ͕ϭϳϳϯĂŶĚϭϳϳϯ͘ϭŽĨƚŚĞ
ĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͘WƵƌƐƵĂŶƚƚŽ^ĞĐƚŝŽŶϭϳϳϯ͘ϮŽĨƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌĐŽĚĞ͕ĂĐƵƌƌĞŶƚĐŽƉLJŽĨĂƉƉůŝĐĂďůĞ
ǁĂŐĞƌĂƚĞƐŝƐŽŶĨŝůĞŝŶƚŚĞŽĨĨŝĐĞŽĨƚŚĞŝƚLJ ŶŐŝŶĞĞƌ͘ŽŶƚƌĂĐƚŽƌƐŚĂůůŶŽƚƉĂLJůĞƐƐƚŚĂŶƚŚĞƐĂŝĚƐƉĞĐŝĨŝĞĚ
ƉƌĞǀĂŝůŝŶŐƌĂƚĞƐŽĨǁĂŐĞƐƚŽĂůůƐƵĐŚǁŽƌŬĞƌƐĞŵƉůŽLJĞĚďLJŚŝŵŽƌŚĞƌŝŶƚŚĞĞdžĞĐƵƚŝŽŶŽĨƚŚĞŐƌĞĞŵĞŶƚ͘
ŽŶƚƌĂĐƚŽƌĂŶĚĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌƐƐŚĂůůĐŽŵƉůLJǁŝƚŚ^ĞĐƚŝŽŶϭϳϳϲŽĨƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͕ǁŚŝĐŚ
ŐĞŶĞƌĂůůLJƌĞƋƵŝƌĞƐŬĞĞƉŝŶŐĂĐĐƵƌĂƚĞƉĂLJƌŽůůƌĞĐŽƌĚƐ͕ǀĞƌŝĨLJŝŶŐĂŶĚĐĞƌƚŝĨLJŝŶŐƉĂLJƌŽůůƌĞĐŽƌĚƐ͕ĂŶĚŵĂŬŝŶŐ
ƚŚĞŵĂǀĂŝůĂďůĞĨŽƌŝŶƐƉĞĐƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌƐŚĂůůƌĞƋƵŝƌĞĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌƐƚŽĐŽŵƉůLJǁŝƚŚ^ĞĐƚŝŽŶϭϳϳϲ͘
ϳ͘ KE^dZhd/KEDE' D Ed^K&dtZ
WƌŽĐŽƌĞWƌŽũĞĐƚDĂŶĂŐĞŵĞŶƚĂŶĚŽůůĂďŽƌĂƚŝŽŶ^LJƐƚĞŵ͘dŚŝƐƉƌŽũĞĐƚŵĂLJƵƚŝůŝnjĞƚŚĞKǁŶĞƌ͛ƐWƌŽĐŽƌĞ
;ǁǁǁ͘ƉƌŽĐŽƌĞ͘ĐŽŵͿŽŶůŝŶĞƉƌŽũĞĐƚŵĂŶĂŐĞŵĞŶƚĂŶĚĚŽĐƵŵĞŶƚĐŽŶƚƌŽůƉůĂƚĨŽƌŵ͘dŚĞŝŶƚĞŶƚŽĨƵƚŝůŝnjŝŶŐ
WƌŽĐŽƌĞŝƐƚŽƌĞĚƵĐĞĐŽƐƚĂŶĚƐĐŚĞĚƵůĞƌŝƐŬ͕ŝŵƉƌŽǀĞƋƵĂůŝƚLJĂŶĚƐĂĨĞƚLJ͕ĂŶĚŵĂŝŶƚĂŝŶĂŚĞĂůƚŚLJƚĞĂŵ
ĚLJŶĂŵŝĐ ďLJ ŝŵƉƌŽǀŝŶŐ ŝŶĨŽƌŵĂƚŝŽŶ ĨůŽǁ͕ ƌĞĚƵĐŝŶŐ ŶŽŶͲƉƌŽĚƵĐƚŝǀĞĂĐƚŝǀŝƚŝĞƐ͕ ƌĞĚƵĐŝŶŐ ƌĞǁŽƌŬ ĂŶĚ
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W^ϮϱͲϯϱϮϰ
WĂŐĞϯ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ĚĞĐƌĞĂƐŝŶŐ ƚƵƌŶĂƌŽƵŶĚ ƚŝŵĞƐ͘ dŚĞ ŽŶƚƌĂĐƚŽƌ ŝƐ ƌĞƋƵŝƌĞĚ ƚŽ ĐƌĞĂƚĞ Ă ĨƌĞĞ ǁĞďͲďĂƐĞĚ WƌŽĐŽƌĞ ƵƐĞƌ
ĂĐĐŽƵŶƚ;ƐͿĂŶĚƵƚŝůŝnjĞǁĞďͲďĂƐĞĚƚƌĂŝŶŝŶŐͬƚƵƚŽƌŝĂůƐ;ĂƐŶĞĞĚĞĚͿƚŽďĞĐŽŵĞĨĂŵŝůŝĂƌǁŝƚŚƚŚĞƐLJƐƚĞŵ͘
hŶůĞƐƐƚŚĞ ŶŐŝŶĞĞƌĂƉƉƌŽǀĞƐŽƚŚĞƌǁŝƐĞ͕ƚŚĞŽŶƚƌĂĐƚŽƌƐŚĂůůƉƌŽĐĞƐƐĂůůƉƌŽũĞĐƚĚŽĐƵŵĞŶƚƐƚŚƌŽƵŐŚ
WƌŽĐŽƌĞďĞĐĂƵƐĞƚŚŝƐƉůĂƚĨŽƌŵǁŝůůďĞƵƐĞĚƚŽƐƵďŵŝƚ͕ƚƌĂĐŬ͕ĚŝƐƚƌŝďƵƚĞĂŶĚĐŽůůĂďŽƌĂƚĞŽŶƉƌŽũĞĐƚ͘/Ĩ
ƵŶĨĂŵŝůŝĂƌ Žƌ ŶŽƚ ŽƚŚĞƌǁŝƐĞ ƚƌĂŝŶĞĚ ǁŝƚŚ WƌŽĐŽƌĞ͕ ŽŶƚƌĂĐƚŽƌ ĂŶĚ ĂƉƉůŝĐĂďůĞ ƚĞĂŵ ŵĞŵďĞƌƐ ƐŚĂůů
ĐŽŵƉůĞƚĞĂĨƌĞĞƚƌĂŝŶŝŶŐĐĞƌƚŝĨŝĐĂƚŝŽŶĐŽƵƌƐĞůŽĐĂƚĞĚĂƚŚƚƚƉ͗ͬͬůĞĂƌŶ͘ƉƌŽĐŽƌĞ͘ĐŽŵͬƉƌŽĐŽƌĞͲĐĞƌƚŝĨŝĐĂƚŝŽŶͲ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͘dŚĞŽŶƚƌĂĐƚŽƌŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌĂƚƚĂŝŶŝŶŐƚŚĞŝƌŽǁŶWƌŽĐŽƌĞƐƵƉƉŽƌƚ͕ĂƐŶĞĞĚĞĚ͕ĞŝƚŚĞƌ
ƚŚƌŽƵŐŚƚŚĞŽŶůŝŶĞƚƌĂŝŶŝŶŐŽƌƌĞĂĐŚŝŶŐŽƵƚƚŽƚŚĞWƌŽĐŽƌĞƐƵƉƉŽƌƚƚĞĂŵ͘/ƚǁŝůůďĞƚŚĞƌĞƐƉŽŶƐŝďŝůŝƚLJŽĨƚŚĞ
ŽŶƚƌĂĐƚŽƌƚŽƌĞŐƵůĂƌůLJĐŚĞĐŬWƌŽĐŽƌĞĂŶĚƌĞǀŝĞǁƵƉĚĂƚĞĚĚŽĐƵŵĞŶƚƐĂƐƚŚĞLJĂƌĞĂĚĚĞĚ͘dŚĞƌĞǁŝůůďĞŶŽ
ĐŽƐƚƚŽƚŚĞŽŶƚƌĂĐƚŽƌĨŽƌƵƐĞŽĨWƌŽĐŽƌĞ͘
/ƚ ŝƐ ƌĞĐŽŵŵĞŶĚĞĚ ƚŚĂƚ ƚŚĞ ŽŶƚƌĂĐƚŽƌ ƉƌŽǀŝĚĞ ŵŽďŝůĞ ĂĐĐĞƐƐ ĨŽƌ tŝŶĚŽǁƐ͕ ŝK^ ůŽĐĂƚĞĚ Ăƚ
ŚƚƚƉƐ͗ͬͬĂƉƉƐ͘ĂƉƉůĞ͘ĐŽŵͬƵƐͬĂƉƉͬƉƌŽĐŽƌĞͲĐŽŶƐƚƌƵĐƚŝŽŶͲŵĂŶĂŐĞŵĞŶƚͬŝĚϯϳϰϵϯϬϱϰϮ Žƌ ŶĚƌŽŝĚ ĚĞǀŝĐĞƐ
ůŽĐĂƚĞĚĂƚŚƚƚƉƐ͗ͬͬƉůĂLJ͘ŐŽŽŐůĞ͘ĐŽŵͬƐƚŽƌĞͬĂƉƉƐͬĚĞƚĂŝůƐ͍ŝĚсĐŽŵ͘ƉƌŽĐŽƌĞ͘ĂĐƚŝǀŝƚŝĞƐǁŝƚŚƚŚĞWƌŽĐŽƌĞƉƉ
ŝŶƐƚĂůůĞĚ ƚŽ Ăƚ ůĞĂƐƚ ŽŶĞ ŽŶͲƐŝƚĞ ŝŶĚŝǀŝĚƵĂů ƚŽ ƉƌŽǀŝĚĞ ƌĞĂůͲƚŝŵĞ ĂĐĐĞƐƐ ƚŽ ĐƵƌƌĞŶƚ ƉŽƐƚĞĚ ĚƌĂǁŝŶŐƐ͕
ƐƉĞĐŝĨŝĐĂƚŝŽŶƐ͕Z&/Ɛ͕ƐƵďŵŝƚƚĂůƐ͕ƐĐŚĞĚƵůĞƐ͕ĐŚĂŶŐĞŽƌĚĞƌƐ͕ƉƌŽũĞĐƚĚŽĐƵŵĞŶƚƐ͕ĂƐǁĞůůĂƐĂŶLJĚĞĨŝĐŝĞŶƚ
ŽďƐĞƌǀĂƚŝŽŶƐŽƌƉƵŶĐŚůŝƐƚŝƚĞŵƐ͘WƌŽǀŝĚŝŶŐŵŽďŝůĞĂĐĐĞƐƐǁŝůůŝŵƉƌŽǀĞĐŽŵŵƵŶŝĐĂƚŝŽŶ͕ĞĨĨŝĐŝĞŶĐLJ͕ĂŶĚ
ƉƌŽĚƵĐƚŝǀŝƚLJĨŽƌĂůůƉĂƌƚŝĞƐ͘dŚĞƵƐĞŽĨWƌŽĐŽƌĞĨŽƌƉƌŽũĞĐƚŵĂŶĂŐĞŵĞŶƚĚŽĞƐŶŽƚƌĞůŝĞǀĞƚŚĞĐŽŶƚƌĂĐƚŽƌŽĨ
ĂŶLJŽƚŚĞƌƌĞƋƵŝƌĞŵĞŶƚƐĂƐŵĂLJďĞƐƉĞĐŝĨŝĞĚŝŶƚŚĞĐŽŶƚƌĂĐƚĚŽĐƵŵĞŶƚƐ͘
ϴ͘ ^ddh^K&KEdZdKZ
ŽŶƚƌĂĐƚŽƌǁŝůůƉĞƌĨŽƌŵƚŚĞ^ĞƌǀŝĐĞƐŝŶŽŶƚƌĂĐƚŽƌΖƐŽǁŶǁĂLJĂƐĂŶŝŶĚĞƉĞŶĚĞŶƚĐŽŶƚƌĂĐƚŽƌĂŶĚŝŶƉƵƌƐƵŝƚ
ŽĨŽŶƚƌĂĐƚŽƌΖƐŝŶĚĞƉĞŶĚĞŶƚĐĂůůŝŶŐ͕ĂŶĚŶŽƚĂƐĂŶĞŵƉůŽLJĞĞŽĨŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞƵŶĚĞƌĐŽŶƚƌŽůŽĨ
ŝƚLJŽŶůLJĂƐƚŽƚŚĞƌĞƐƵůƚƚŽďĞĂĐĐŽŵƉůŝƐŚĞĚ͕ďƵƚǁŝůůĐŽŶƐƵůƚǁŝƚŚŝƚLJĂƐŶĞĐĞƐƐĂƌLJ͘dŚĞƉĞƌƐŽŶƐƵƐĞĚďLJ
ŽŶƚƌĂĐƚŽƌƚŽƉƌŽǀŝĚĞƐĞƌǀŝĐĞƐƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůŶŽƚďĞĐŽŶƐŝĚĞƌĞĚĞŵƉůŽLJĞĞƐŽĨŝƚLJĨŽƌĂŶLJ
ƉƵƌƉŽƐĞƐ͘
dŚĞƉĂLJŵĞŶƚŵĂĚĞƚŽŽŶƚƌĂĐƚŽƌƉƵƌƐƵĂŶƚƚŽƚŚĞŐƌĞĞŵĞŶƚǁŝůůďĞƚŚĞĨƵůůĂŶĚĐŽŵƉůĞƚĞĐŽŵƉĞŶƐĂƚŝŽŶ
ƚŽǁŚŝĐŚŽŶƚƌĂĐƚŽƌŝƐĞŶƚŝƚůĞĚ͘ŝƚLJǁŝůůŶŽƚŵĂŬĞĂŶLJĨĞĚĞƌĂůŽƌƐƚĂƚĞƚĂdžǁŝƚŚŚŽůĚŝŶŐƐŽŶďĞŚĂůĨŽĨ
ŽŶƚƌĂĐƚŽƌŽƌŝƚƐĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐŽƌƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ŝƚLJǁŝůůŶŽƚďĞƌĞƋƵŝƌĞĚƚŽƉĂLJĂŶLJǁŽƌŬĞƌƐΖ
ĐŽŵƉĞŶƐĂƚŝŽŶŝŶƐƵƌĂŶĐĞŽƌƵŶĞŵƉůŽLJŵĞŶƚĐŽŶƚƌŝďƵƚŝŽŶƐŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌŽƌŝƚƐĞŵƉůŽLJĞĞƐŽƌ
ƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ ŽŶƚƌĂĐƚŽƌ ĂŐƌĞĞƐ ƚŽ ŝŶĚĞŵŶŝĨLJ ŝƚLJ ǁŝƚŚŝŶ ƚŚŝƌƚLJ ;ϯϬͿ ĚĂLJƐ ĨŽƌ ĂŶLJ ƚĂdž͕ ƌĞƚŝƌĞŵĞŶƚ
ĐŽŶƚƌŝďƵƚŝŽŶ͕ ƐŽĐŝĂů ƐĞĐƵƌŝƚLJ͕ ŽǀĞƌƚŝŵĞ ƉĂLJŵĞŶƚ͕ ƵŶĞŵƉůŽLJŵĞŶƚ ƉĂLJŵĞŶƚ Žƌ ǁŽƌŬĞƌƐΖ ĐŽŵƉĞŶƐĂƚŝŽŶ
ƉĂLJŵĞŶƚǁŚŝĐŚŝƚLJŵĂLJďĞƌĞƋƵŝƌĞĚƚŽŵĂŬĞŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌŽƌĂŶLJĂŐĞŶƚ͕ĞŵƉůŽLJĞĞ͕Žƌ
ƐƵďĐŽŶƚƌĂĐƚŽƌŽĨŽŶƚƌĂĐƚŽƌĨŽƌǁŽƌŬĚŽŶĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ƚƚŚĞŝƚLJ͛ƐĞůĞĐƚŝŽŶ͕ŝƚLJŵĂLJĚĞĚƵĐƚ
ƚŚĞŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶĂŵŽƵŶƚĨƌŽŵĂŶLJďĂůĂŶĐĞŽǁŝŶŐƚŽŽŶƚƌĂĐƚŽƌ͘
ϵ͘ KEdZdKZ s>hd/KE^
tŽƌŬƉĞƌĨŽƌŵĞĚƵŶĚĞƌƚŚŝƐDĂƐƚĞƌ^ĞƌǀŝĐĞƐŐƌĞĞŵĞŶƚŵĂLJďĞƐƵďũĞĐƚƚŽƚŚĞŝƚLJ͛ƐĐŽŶƚƌĂĐƚŽƌĞǀĂůƵĂƚŝŽŶ
ƉƌŽŐƌĂŵ͘ WƌŝŽƌ ƚŽ ƚŚĞ ƌĞůĞĂƐĞ ŽĨ ĂŶLJ ƚĂƐŬ ŽƌĚĞƌƐ͕ ƚŚĞ ŽŶƚƌĂĐƚŽƌ ǁŝůů ďĞ ŶŽƚŝĨŝĞĚ ŽĨ ƚŚĞ ƉƌŽŐƌĂŵ
ƌĞƋƵŝƌĞŵĞŶƚƐĂŶĚǁŝůůƌĞĐĞŝǀĞĂĐŽƉLJŽĨƚŚĞĞǀĂůƵĂƚŝŽŶĐƌŝƚĞƌŝĂĂŶĚƉƌŽĐĞƐƐ͘dŚĞŽŶƚƌĂĐƚŽƌ͛ƐƉĞƌĨŽƌŵĂŶĐĞ
ŵĂLJďĞĞǀĂůƵĂƚĞĚĂŶĚƚŚĞƌĞƐƵůƚƐǁŝůůďĞĐŽŶƐŝĚĞƌĞĚĨŽƌĨƵƚƵƌĞƚĂƐŬŽƌĚĞƌƐŽƌĂŐƌĞĞŵĞŶƚƐ͘
ϭϬ͘ ^hKEdZd/E'
ŽŶƚƌĂĐƚŽƌǁŝůůŶŽƚƐƵďĐŽŶƚƌĂĐƚĂŶLJƉŽƌƚŝŽŶŽĨƚŚĞ^ĞƌǀŝĐĞƐǁŝƚŚŽƵƚƉƌŝŽƌǁƌŝƚƚĞŶĂƉƉƌŽǀĂůŽĨŝƚLJ͘/Ĩ
ŽŶƚƌĂĐƚŽƌƐƵďĐŽŶƚƌĂĐƚƐĂŶLJŽĨƚŚĞ^ĞƌǀŝĐĞƐ͕ŽŶƚƌĂĐƚŽƌǁŝůůďĞĨƵůůLJƌĞƐƉŽŶƐŝďůĞƚŽŝƚLJĨŽƌƚŚĞĂĐƚƐĂŶĚ
ŽŵŝƐƐŝŽŶƐŽĨŽŶƚƌĂĐƚŽƌΖƐƐƵďĐŽŶƚƌĂĐƚŽƌĂŶĚŽĨƚŚĞƉĞƌƐŽŶƐĞŝƚŚĞƌĚŝƌĞĐƚůLJŽƌŝŶĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJƚŚĞ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͕ĂƐŽŶƚƌĂĐƚŽƌŝƐĨŽƌƚŚĞĂĐƚƐĂŶĚŽŵŝƐƐŝŽŶƐŽĨƉĞƌƐŽŶƐĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJŽŶƚƌĂĐƚŽƌ͘
EŽƚŚŝŶŐĐŽŶƚĂŝŶĞĚŝŶƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůĐƌĞĂƚĞĂŶLJĐŽŶƚƌĂĐƚƵĂůƌĞůĂƚŝŽŶƐŚŝƉďĞƚǁĞĞŶĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌ
Nov. 12, 2024 Item #2 Page 28 of 680
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W^ϮϱͲϯϱϮϰ
WĂŐĞϰ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ŽĨŽŶƚƌĂĐƚŽƌĂŶĚŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌƉĂLJŵĞŶƚŽĨƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ŽŶƚƌĂĐƚŽƌǁŝůůďŝŶĚ
ĞǀĞƌLJ ƐƵďĐŽŶƚƌĂĐƚŽƌ ĂŶĚ ĞǀĞƌLJ ƐƵďĐŽŶƚƌĂĐƚŽƌ ŽĨ Ă ƐƵďĐŽŶƚƌĂĐƚŽƌďLJ ƚŚĞ ƚĞƌŵƐ ŽĨ ƚŚŝƐ ŐƌĞĞŵĞŶƚ
ĂƉƉůŝĐĂďůĞƚŽŽŶƚƌĂĐƚŽƌΖƐǁŽƌŬƵŶůĞƐƐƐƉĞĐŝĨŝĐĂůůLJŶŽƚĞĚƚŽƚŚĞĐŽŶƚƌĂƌLJŝŶƚŚĞƐƵďĐŽŶƚƌĂĐƚĂŶĚĂƉƉƌŽǀĞĚ
ŝŶǁƌŝƚŝŶŐďLJŝƚLJ͘
ϭϭ͘ Kd, ZKEdZdKZ^
dŚĞŝƚLJƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽĞŵƉůŽLJŽƚŚĞƌŽŶƚƌĂĐƚŽƌƐŝŶĐŽŶŶĞĐƚŝŽŶǁŝƚŚƚŚĞ^ĞƌǀŝĐĞƐ͘
ϭϮ͘ /E DE/&/d/KE
ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŽĚĞĨĞŶĚ;ǁŝƚŚĐŽƵŶƐĞůĂƉƉƌŽǀĞĚďLJƚŚĞŝƚLJͿ͕ŝŶĚĞŵŶŝĨLJ͕ĂŶĚŚŽůĚŚĂƌŵůĞƐƐƚŚĞŝƚLJ
ĂŶĚŝƚƐŽĨĨŝĐĞƌƐ͕ĞůĞĐƚĞĚĂŶĚĂƉƉŽŝŶƚĞĚŽĨĨŝĐŝĂůƐ͕ĞŵƉůŽLJĞĞƐĂŶĚǀŽůƵŶƚĞĞƌƐĨƌŽŵĂŶĚĂŐĂŝŶƐƚĂůůĐůĂŝŵƐ͕
ĚĂŵĂŐĞƐ͕ůŽƐƐĞƐĂŶĚĞdžƉĞŶƐĞƐŝŶĐůƵĚŝŶŐĂƚƚŽƌŶĞLJƐĨĞĞƐĂƌŝƐŝŶŐŽƵƚŽĨƚŚĞƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞǁŽƌŬ
ĚĞƐĐƌŝďĞĚŚĞƌĞŝŶĐĂƵƐĞĚďLJĂŶLJǁŝůůĨƵůŵŝƐĐŽŶĚƵĐƚŽƌŶĞŐůŝŐĞŶƚĂĐƚŽƌŽŵŝƐƐŝŽŶŽĨƚŚĞŽŶƚƌĂĐƚŽƌ͕ĂŶLJ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͕ĂŶLJŽŶĞĚŝƌĞĐƚůLJŽƌŝŶĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJĂŶLJŽĨƚŚĞŵŽƌĂŶLJŽŶĞĨŽƌǁŚŽƐĞĂĐƚƐĂŶLJŽĨ
ƚŚĞŵŵĂLJďĞůŝĂďůĞ͘
/Ĩ ŽŶƚƌĂĐƚŽƌ͛Ɛ ŽďůŝŐĂƚŝŽŶ ƚŽ ĚĞĨĞŶĚ͕ ŝŶĚĞŵŶŝĨLJ͕ ĂŶĚͬŽƌ ŚŽůĚ ŚĂƌŵůĞƐƐ ĂƌŝƐĞƐ ŽƵƚ ŽĨ ŽŶƚƌĂĐƚŽƌ͛Ɛ
ƉĞƌĨŽƌŵĂŶĐĞĂƐĂ͞ĚĞƐŝŐŶƉƌŽĨĞƐƐŝŽŶĂů͟;ĂƐƚŚĂƚƚĞƌŵŝƐĚĞĨŝŶĞĚƵŶĚĞƌŝǀŝůŽĚĞƐĞĐƚŝŽŶϮϳϴϮ͘ϴͿ͕ƚŚĞŶ͕
ĂŶĚ ŽŶůLJ ƚŽ ƚŚĞ ĞdžƚĞŶƚ ƌĞƋƵŝƌĞĚ ďLJ ŝǀŝů ŽĚĞ ^ĞĐƚŝŽŶ ϮϳϴϮ͘ϴ͕ ǁŚŝĐŚ ŝƐ ĨƵůůLJ ŝŶĐŽƌƉŽƌĂƚĞĚ ŚĞƌĞŝŶ͕
ŽŶƚƌĂĐƚŽƌ͛ƐŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶŽďůŝŐĂƚŝŽŶƐŚĂůůďĞůŝŵŝƚĞĚƚŽĐůĂŝŵƐƚŚĂƚĂƌŝƐĞŽƵƚŽĨ͕ƉĞƌƚĂŝŶƚŽ͕ŽƌƌĞůĂƚĞƚŽ
ƚŚĞŶĞŐůŝŐĞŶĐĞ͕ƌĞĐŬůĞƐƐŶĞƐƐ͕ŽƌǁŝůůĨƵůŵŝƐĐŽŶĚƵĐƚŽĨƚŚĞŽŶƚƌĂĐƚŽƌ͕ĂŶĚ͕ƵƉŽŶŽŶƚƌĂĐƚŽƌŽďƚĂŝŶŝŶŐĂ
ĨŝŶĂůĂĚũƵĚŝĐĂƚŝŽŶďLJĂĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌ͛ƐůŝĂďŝůŝƚLJĨŽƌƐƵĐŚĐůĂŝŵ͕ŝŶĐůƵĚŝŶŐƚŚĞ
ĐŽƐƚƚŽĚĞĨĞŶĚ͕ƐŚĂůůŶŽƚĞdžĐĞĞĚƚŚĞŽŶƚƌĂĐƚŽƌ͛ƐƉƌŽƉŽƌƚŝŽŶĂƚĞƉĞƌĐĞŶƚĂŐĞŽĨĨĂƵůƚ͘
dŚĞƉĂƌƚŝĞƐĞdžƉƌĞƐƐůLJĂŐƌĞĞƚŚĂƚĂŶLJƉĂLJŵĞŶƚ͕ĂƚƚŽƌŶĞLJ͛ƐĨĞĞ͕ĐŽƐƚƐŽƌĞdžƉĞŶƐĞŝƚLJŝŶĐƵƌƐŽƌŵĂŬĞƐƚŽŽƌ
ŽŶďĞŚĂůĨŽĨĂŶŝŶũƵƌĞĚĞŵƉůŽLJĞĞƵŶĚĞƌƚŚĞŝƚLJ͛ƐƐĞůĨͲĂĚŵŝŶŝƐƚĞƌĞĚǁŽƌŬĞƌƐ͛ĐŽŵƉĞŶƐĂƚŝŽŶŝƐŝŶĐůƵĚĞĚĂƐ
ĂůŽƐƐ͕ĞdžƉĞŶƐĞŽƌĐŽƐƚĨŽƌƚŚĞƉƵƌƉŽƐĞƐŽĨƚŚŝƐƐĞĐƚŝŽŶ͕ĂŶĚƚŚĂƚƚŚŝƐƐĞĐƚŝŽŶǁŝůůƐƵƌǀŝǀĞƚŚĞĞdžƉŝƌĂƚŝŽŶŽƌ
ĞĂƌůLJƚĞƌŵŝŶĂƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϯ͘ /E^hZE
ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶĂŶĚŵĂŝŶƚĂŝŶĨŽƌƚŚĞĚƵƌĂƚŝŽŶŽĨƚŚĞŐƌĞĞŵĞŶƚĂŶĚĂŶLJĂŶĚĂůůĂŵĞŶĚŵĞŶƚƐ͕
ŝŶƐƵƌĂŶĐĞĂŐĂŝŶƐƚĐůĂŝŵƐĨŽƌŝŶũƵƌŝĞƐƚŽƉĞƌƐŽŶƐŽƌĚĂŵĂŐĞƚŽƉƌŽƉĞƌƚLJǁŚŝĐŚŵĂLJĂƌŝƐĞŽƵƚŽĨŽƌŝŶ
ĐŽŶŶĞĐƚŝŽŶ ǁŝƚŚƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞƐĞƌǀŝĐĞƐ ďLJŽŶƚƌĂĐƚŽƌ ŽƌŽŶƚƌĂĐƚŽƌ͛ƐĂŐĞŶƚƐ͕ ƌĞƉƌĞƐĞŶƚĂƚŝǀĞƐ͕
ĞŵƉůŽLJĞĞƐŽƌƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘dŚĞŝŶƐƵƌĂŶĐĞǁŝůůďĞŽďƚĂŝŶĞĚĨƌŽŵĂŶŝŶƐƵƌĂŶĐĞĐĂƌƌŝĞƌĂĚŵŝƚƚĞĚĂŶĚ
ĂƵƚŚŽƌŝnjĞĚƚŽĚŽďƵƐŝŶĞƐƐŝŶƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͘dŚĞŝŶƐƵƌĂŶĐĞĐĂƌƌŝĞƌŝƐƌĞƋƵŝƌĞĚƚŽŚĂǀĞĂĐƵƌƌĞŶƚ
ĞƐƚΖƐ<ĞLJZĂƚŝŶŐŽĨŶŽƚůĞƐƐƚŚĂŶΗͲ͗s//Η͖KZǁŝƚŚĂƐƵƌƉůƵƐůŝŶĞŝŶƐƵƌĞƌŽŶƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͛Ɛ>ŝƐƚŽĨ
ƉƉƌŽǀĞĚ^ƵƌƉůƵƐ>ŝŶĞ/ŶƐƵƌĞƌƐ;>^>/ͿǁŝƚŚĂƌĂƚŝŶŐŝŶƚŚĞůĂƚĞƐƚĞƐƚ͛Ɛ<ĞLJZĂƚŝŶŐ'ƵŝĚĞŽĨĂƚůĞĂƐƚ͗͞y͖͟
KZĂŶĂůŝĞŶŶŽŶͲĂĚŵŝƚƚĞĚŝŶƐƵƌĞƌůŝƐƚĞĚďLJƚŚĞEĂƚŝŽŶĂůƐƐŽĐŝĂƚŝŽŶŽĨ/ŶƐƵƌĂŶĐĞŽŵŵŝƐƐŝŽŶĞƌƐ;E/Ϳ
ůĂƚĞƐƚƋƵĂƌƚĞƌůLJůŝƐƚŝŶŐƐƌĞƉŽƌƚ͘
ϭϯ͘ϭ ŽǀĞƌĂŐĞƐ ĂŶĚ >ŝŵŝƚƐ͘ ŽŶƚƌĂĐƚŽƌ ǁŝůů ŵĂŝŶƚĂŝŶ ƚŚĞ ƚLJƉĞƐ ŽĨ ĐŽǀĞƌĂŐĞƐ ĂŶĚ ŵŝŶŝŵƵŵ ůŝŵŝƚƐ
ŝŶĚŝĐĂƚĞĚ ďĞůŽǁ͕ ƵŶůĞƐƐ ZŝƐŬ DĂŶĂŐĞƌ Žƌ ŝƚLJ DĂŶĂŐĞƌ ĂƉƉƌŽǀĞƐ Ă ůŽǁĞƌ ĂŵŽƵŶƚ͘ dŚĞƐĞ ŵŝŶŝŵƵŵ
ĂŵŽƵŶƚƐŽĨĐŽǀĞƌĂŐĞǁŝůůŶŽƚĐŽŶƐƚŝƚƵƚĞĂŶLJůŝŵŝƚĂƚŝŽŶƐŽƌĐĂƉŽŶŽŶƚƌĂĐƚŽƌΖƐŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶŽďůŝŐĂƚŝŽŶƐ
ƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ŝƚLJ͕ŝƚƐŽĨĨŝĐĞƌƐ͕ĂŐĞŶƚƐĂŶĚĞŵƉůŽLJĞĞƐŵĂŬĞŶŽƌĞƉƌĞƐĞŶƚĂƚŝŽŶƚŚĂƚƚŚĞůŝŵŝƚƐŽĨ
ƚŚĞŝŶƐƵƌĂŶĐĞƐƉĞĐŝĨŝĞĚƚŽďĞĐĂƌƌŝĞĚďLJŽŶƚƌĂĐƚŽƌƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞĂĚĞƋƵĂƚĞƚŽƉƌŽƚĞĐƚ
ŽŶƚƌĂĐƚŽƌ͘/ĨŽŶƚƌĂĐƚŽƌďĞůŝĞǀĞƐƚŚĂƚĂŶLJƌĞƋƵŝƌĞĚŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞŝƐŝŶĂĚĞƋƵĂƚĞ͕ŽŶƚƌĂĐƚŽƌǁŝůů
ŽďƚĂŝŶƐƵĐŚĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞ͕ĂƐŽŶƚƌĂĐƚŽƌĚĞĞŵƐĂĚĞƋƵĂƚĞ͕ĂƚŽŶƚƌĂĐƚŽƌΖƐƐŽůĞĞdžƉĞŶƐĞ͘
dŚĞĨƵůůůŝŵŝƚƐĂǀĂŝůĂďůĞƚŽƚŚĞŶĂŵĞĚŝŶƐƵƌĞĚƐŚĂůůĂůƐŽďĞĂǀĂŝůĂďůĞĂŶĚĂƉƉůŝĐĂďůĞƚŽƚŚĞŝƚLJĂƐĂŶ
ĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĞĚ͘
Nov. 12, 2024 Item #2 Page 29 of 680
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W^ϮϱͲϯϱϮϰ
WĂŐĞϱ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ϭϯ͘ϭ͘ϭ ŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJ;'>Ϳ/ŶƐƵƌĂŶĐĞ͘/ŶƐƵƌĂŶĐĞǁƌŝƚƚĞŶŽŶĂŶ͞ŽĐĐƵƌƌĞŶĐĞ͟ďĂƐŝƐ͕
ŝŶĐůƵĚŝŶŐƉĞƌƐŽŶĂůΘĂĚǀĞƌƚŝƐŝŶŐŝŶũƵƌLJ͕ǁŝƚŚůŝŵŝƚƐŶŽůĞƐƐƚŚĂŶΨϮ͕ϬϬϬ͕ϬϬϬƉĞƌŽĐĐƵƌƌĞŶĐĞ͘/ĨĂŐĞŶĞƌĂů
ĂŐŐƌĞŐĂƚĞůŝŵŝƚĂƉƉůŝĞƐ͕ĞŝƚŚĞƌƚŚĞŐĞŶĞƌĂůĂŐŐƌĞŐĂƚĞůŝŵŝƚƐŚĂůůĂƉƉůLJƐĞƉĂƌĂƚĞůLJƚŽƚŚŝƐƉƌŽũĞĐƚͬůŽĐĂƚŝŽŶ
ŽƌƚŚĞŐĞŶĞƌĂůĂŐŐƌĞŐĂƚĞůŝŵŝƚƐŚĂůůďĞƚǁŝĐĞƚŚĞƌĞƋƵŝƌĞĚŽĐĐƵƌƌĞŶĐĞůŝŵŝƚ͘
ϭϯ͘ϭ͘Ϯ ƵƚŽŵŽďŝůĞ>ŝĂďŝůŝƚLJ͘;/ĨƚŚĞƵƐĞŽĨĂŶĂƵƚŽŵŽďŝůĞŝƐŝŶǀŽůǀĞĚĨŽƌŽŶƚƌĂĐƚŽƌΖƐǁŽƌŬĨŽƌ
ŝƚLJͿ͘ΨϮ͕ϬϬϬ͕ϬϬϬĐŽŵďŝŶĞĚƐŝŶŐůĞͲůŝŵŝƚƉĞƌĂĐĐŝĚĞŶƚĨŽƌďŽĚŝůLJŝŶũƵƌLJĂŶĚƉƌŽƉĞƌƚLJĚĂŵĂŐĞ͘
ϭϯ͘ϭ͘ϯ tŽƌŬĞƌƐΖ ŽŵƉĞŶƐĂƚŝŽŶ ĂŶĚ ŵƉůŽLJĞƌΖƐ >ŝĂďŝůŝƚLJ͘ tŽƌŬĞƌƐΖ ŽŵƉĞŶƐĂƚŝŽŶ ůŝŵŝƚƐ ĂƐ
ƌĞƋƵŝƌĞĚďLJƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͘tŽƌŬĞƌƐΖŽŵƉĞŶƐĂƚŝŽŶǁŝůůŶŽƚďĞƌĞƋƵŝƌĞĚŝĨŽŶƚƌĂĐƚŽƌŚĂƐŶŽ
ĞŵƉůŽLJĞĞƐĂŶĚƉƌŽǀŝĚĞƐ͕ƚŽŝƚLJΖƐƐĂƚŝƐĨĂĐƚŝŽŶ͕ĂĚĞĐůĂƌĂƚŝŽŶƐƚĂƚŝŶŐƚŚŝƐ͘
ϭϯ͘ϭ͘ϰ WƌŽĨĞƐƐŝŽŶĂů>ŝĂďŝůŝƚLJ͘ ƌƌŽƌƐĂŶĚŽŵŝƐƐŝŽŶƐůŝĂďŝůŝƚLJĂƉƉƌŽƉƌŝĂƚĞƚŽŽŶƚƌĂĐƚŽƌ͛ƐƉƌŽĨĞƐƐŝŽŶ
ǁŝƚŚůŝŵŝƚƐŽĨŶŽƚůĞƐƐƚŚĂŶΨϭ͕ϬϬϬ͕ϬϬϬƉĞƌĐůĂŝŵ͘ŽǀĞƌĂŐĞŵƵƐƚďĞŵĂŝŶƚĂŝŶĞĚĨŽƌĂƉĞƌŝŽĚŽĨĨŝǀĞLJĞĂƌƐ
ĨŽůůŽǁŝŶŐƚŚĞĚĂƚĞŽĨĐŽŵƉůĞƚŝŽŶŽĨƚŚĞǁŽƌŬ͘
ϭϯ͘Ϯ͘ ĚĚŝƚŝŽŶĂůWƌŽǀŝƐŝŽŶƐ͘ŽŶƚƌĂĐƚŽƌǁŝůůĞŶƐƵƌĞƚŚĂƚƚŚĞƉŽůŝĐŝĞƐŽĨŝŶƐƵƌĂŶĐĞƌĞƋƵŝƌĞĚƵŶĚĞƌƚŚŝƐ
ŐƌĞĞŵĞŶƚĐŽŶƚĂŝŶ͕ŽƌĂƌĞĞŶĚŽƌƐĞĚƚŽĐŽŶƚĂŝŶ͕ƚŚĞĨŽůůŽǁŝŶŐƉƌŽǀŝƐŝŽŶƐ͗
ϭϯ͘Ϯ͘ϭ dŚĞŝƚLJǁŝůůďĞŶĂŵĞĚĂƐĂŶĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĞĚŽŶŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJǁŚŝĐŚ
ƐŚĂůůƉƌŽǀŝĚĞƉƌŝŵĂƌLJĐŽǀĞƌĂŐĞƚŽƚŚĞŝƚLJ͘
ϭϯ͘Ϯ͘Ϯ ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶŽĐĐƵƌƌĞŶĐĞĐŽǀĞƌĂŐĞ͕ĞdžĐůƵĚŝŶŐWƌŽĨĞƐƐŝŽŶĂů>ŝĂďŝůŝƚLJ͕ǁŚŝĐŚǁŝůůďĞ
ǁƌŝƚƚĞŶĂƐĐůĂŝŵƐͲŵĂĚĞĐŽǀĞƌĂŐĞ͘
ϭϯ͘Ϯ͘ϯ /ĨŽŶƚƌĂĐƚŽƌŵĂŝŶƚĂŝŶƐŚŝŐŚĞƌůŝŵŝƚƐƚŚĂŶƚŚĞŵŝŶŝŵƵŵƐƐŚŽǁŶĂďŽǀĞ͕ƚŚĞŝƚLJƌĞƋƵŝƌĞƐ
ĂŶĚǁŝůůďĞĞŶƚŝƚůĞĚƚŽĐŽǀĞƌĂŐĞĨŽƌƚŚĞŚŝŐŚĞƌůŝŵŝƚƐŵĂŝŶƚĂŝŶĞĚďLJŽŶƚƌĂĐƚŽƌ͘ŶLJĂǀĂŝůĂďůĞŝŶƐƵƌĂŶĐĞ
ƉƌŽĐĞĞĚƐŝŶĞdžĐĞƐƐŽĨƚŚĞƐƉĞĐŝĨŝĞĚŵŝŶŝŵƵŵůŝŵŝƚƐŽĨŝŶƐƵƌĂŶĐĞĂŶĚĐŽǀĞƌĂŐĞǁŝůůďĞĂǀĂŝůĂďůĞƚŽƚŚĞŝƚLJ͘͟
ϭϯ͘Ϯ͘ϰ dŚŝƐŝŶƐƵƌĂŶĐĞǁŝůůďĞŝŶĨŽƌĐĞĚƵƌŝŶŐƚŚĞůŝĨĞŽĨƚŚĞŐƌĞĞŵĞŶƚĂŶĚĂŶLJĞdžƚĞŶƐŝŽŶƐŽĨŝƚ
ĂŶĚǁŝůůŶŽƚďĞĐĂŶĐĞůĞĚǁŝƚŚŽƵƚƚŚŝƌƚLJ;ϯϬͿĚĂLJƐƉƌŝŽƌǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŝƚLJƐĞŶƚďLJĐĞƌƚŝĨŝĞĚŵĂŝůƉƵƌƐƵĂŶƚ
ƚŽƚŚĞEŽƚŝĐĞƉƌŽǀŝƐŝŽŶƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϯ͘ϯ WƌŽǀŝĚŝŶŐĞƌƚŝĨŝĐĂƚĞƐŽĨ/ŶƐƵƌĂŶĐĞĂŶĚ ŶĚŽƌƐĞŵĞŶƚƐ͘WƌŝŽƌƚŽŝƚLJΖƐĞdžĞĐƵƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͕
ŽŶƚƌĂĐƚŽƌǁŝůůĨƵƌŶŝƐŚĐĞƌƚŝĨŝĐĂƚĞƐŽĨŝŶƐƵƌĂŶĐĞĂŶĚĞŶĚŽƌƐĞŵĞŶƚƐƚŽŝƚLJ͘
ϭϯ͘ϰ &ĂŝůƵƌĞƚŽDĂŝŶƚĂŝŶŽǀĞƌĂŐĞ͘/ĨŽŶƚƌĂĐƚŽƌĨĂŝůƐƚŽŵĂŝŶƚĂŝŶĂŶLJŽĨƚŚĞƐĞŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞƐ͕
ƚŚĞŶŝƚLJǁŝůůŚĂǀĞƚŚĞŽƉƚŝŽŶƚŽĚĞĐůĂƌĞŽŶƚƌĂĐƚŽƌŝŶďƌĞĂĐŚ͕ŽƌŵĂLJƉƵƌĐŚĂƐĞƌĞƉůĂĐĞŵĞŶƚŝŶƐƵƌĂŶĐĞŽƌ
ƉĂLJƚŚĞƉƌĞŵŝƵŵƐƚŚĂƚĂƌĞĚƵĞŽŶĞdžŝƐƚŝŶŐƉŽůŝĐŝĞƐŝŶŽƌĚĞƌƚŽŵĂŝŶƚĂŝŶƚŚĞƌĞƋƵŝƌĞĚĐŽǀĞƌĂŐĞƐ͘ŽŶƚƌĂĐƚŽƌ
ŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌĂŶLJƉĂLJŵĞŶƚƐŵĂĚĞďLJŝƚLJƚŽŽďƚĂŝŶŽƌŵĂŝŶƚĂŝŶŝŶƐƵƌĂŶĐĞĂŶĚŝƚLJŵĂLJĐŽůůĞĐƚƚŚĞƐĞ
ƉĂLJŵĞŶƚƐ ĨƌŽŵ ŽŶƚƌĂĐƚŽƌ Žƌ ĚĞĚƵĐƚ ƚŚĞ ĂŵŽƵŶƚ ƉĂŝĚ ĨƌŽŵ ĂŶLJ ƐƵŵƐ ĚƵĞ ŽŶƚƌĂĐƚŽƌ ƵŶĚĞƌ ƚŚŝƐ
ŐƌĞĞŵĞŶƚ͘
ϭϯ͘ϱ ^ƵďŵŝƐƐŝŽŶŽĨ/ŶƐƵƌĂŶĐĞWŽůŝĐŝĞƐ͘ŝƚLJƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽƌĞƋƵŝƌĞ͕ĂƚĂŶLJƚŝŵĞ͕ĐŽŵƉůĞƚĞĂŶĚ
ĐĞƌƚŝĨŝĞĚĐŽƉŝĞƐŽĨĂŶLJŽƌĂůůƌĞƋƵŝƌĞĚŝŶƐƵƌĂŶĐĞƉŽůŝĐŝĞƐĂŶĚĞŶĚŽƌƐĞŵĞŶƚƐ͘
Nov. 12, 2024 Item #2 Page 30 of 680
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W^ϮϱͲϯϱϮϰ
WĂŐĞϲ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ϭϰ͘ h^/E ^^>/ E^
ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶĂŶĚŵĂŝŶƚĂŝŶĂŝƚLJŽĨĂƌůƐďĂĚƵƐŝŶĞƐƐ>ŝĐĞŶƐĞĨŽƌƚŚĞƚĞƌŵŽĨƚŚĞŐƌĞĞŵĞŶƚ͕ĂƐ
ŵĂLJďĞĂŵĞŶĚĞĚĨƌŽŵƚŝŵĞͲƚŽͲƚŝŵĞ͘
ϭϱ͘ KhEd/E'Z KZ^
ŽŶƚƌĂĐƚŽƌ ǁŝůů ŵĂŝŶƚĂŝŶ ĐŽŵƉůĞƚĞ ĂŶĚ ĂĐĐƵƌĂƚĞ ƌĞĐŽƌĚƐ ǁŝƚŚ ƌĞƐƉĞĐƚ ƚŽ ĐŽƐƚƐ ŝŶĐƵƌƌĞĚ ƵŶĚĞƌ ƚŚŝƐ
ŐƌĞĞŵĞŶƚ͘ůůƌĞĐŽƌĚƐǁŝůůďĞĐůĞĂƌůLJŝĚĞŶƚŝĨŝĂďůĞ͘ŽŶƚƌĂĐƚŽƌǁŝůůĂůůŽǁĂƌĞƉƌĞƐĞŶƚĂƚŝǀĞŽĨŝƚLJĚƵƌŝŶŐ
ŶŽƌŵĂůďƵƐŝŶĞƐƐŚŽƵƌƐƚŽĞdžĂŵŝŶĞ͕ĂƵĚŝƚ͕ĂŶĚŵĂŬĞƚƌĂŶƐĐƌŝƉƚƐŽƌĐŽƉŝĞƐŽĨƌĞĐŽƌĚƐĂŶĚĂŶLJŽƚŚĞƌ
ĚŽĐƵŵĞŶƚƐĐƌĞĂƚĞĚƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚ͘ŽŶƚƌĂĐƚŽƌǁŝůůĂůůŽǁŝŶƐƉĞĐƚŝŽŶŽĨĂůůǁŽƌŬ͕ĚĂƚĂ͕
ĚŽĐƵŵĞŶƚƐ͕ƉƌŽĐĞĞĚŝŶŐƐ͕ĂŶĚĂĐƚŝǀŝƚŝĞƐƌĞůĂƚĞĚƚŽƚŚĞŐƌĞĞŵĞŶƚĨŽƌĂƉĞƌŝŽĚŽĨĨŽƵƌ;ϰͿLJĞĂƌƐĨƌŽŵƚŚĞ
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ŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚƵƉŽŶǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŽŶƚƌĂĐƚŽƌ͘hƉŽŶŶŽƚŝĨŝĐĂƚŝŽŶŽĨƚĞƌŵŝŶĂƚŝŽŶ͕
ŽŶƚƌĂĐƚŽƌŚĂƐĨŝǀĞ;ϱͿďƵƐŝŶĞƐƐĚĂLJƐƚŽĚĞůŝǀĞƌĂŶLJĚŽĐƵŵĞŶƚƐŽǁŶĞĚďLJŝƚLJĂŶĚĂůůǁŽƌŬŝŶƉƌŽŐƌĞƐƐƚŽ
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ǁŽƌŬƉƌŽĚƵĐƚĚĞůŝǀĞƌĞĚƚŽŝƚLJĂŶĚŽĨƚŚĞƉĞƌĐĞŶƚĂŐĞŽĨǁŽƌŬƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐƉĞƌĨŽƌŵĞĚǁŚŝĐŚŝƐ
ƵƐĂďůĞĂŶĚŽĨǁŽƌƚŚƚŽŝƚLJŝŶŚĂǀŝŶŐƚŚĞŐƌĞĞŵĞŶƚĐŽŵƉůĞƚĞĚ͘ĂƐĞĚƵƉŽŶƚŚĂƚĨŝŶĚŝŶŐŝƚLJǁŝůů
ĚĞƚĞƌŵŝŶĞƚŚĞĨŝŶĂůƉĂLJŵĞŶƚŽĨƚŚĞŐƌĞĞŵĞŶƚ͘
ŝƚLJŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚďLJƚĞŶĚĞƌŝŶŐƚŚŝƌƚLJ;ϯϬͿĚĂLJƐǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŽŶƚƌĂĐƚŽƌ͘ŽŶƚƌĂĐƚŽƌ
ŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚďLJƚĞŶĚĞƌŝŶŐͺͺͺͺͺͺͺͺͺͺͺͺͺͺ;ͺͺͺͿĚĂLJƐǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŝƚLJ͘/ŶƚŚĞ
ĞǀĞŶƚŽĨƚĞƌŵŝŶĂƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚďLJĞŝƚŚĞƌƉĂƌƚLJĂŶĚƵƉŽŶƌĞƋƵĞƐƚŽĨŝƚLJ͕ŽŶƚƌĂĐƚŽƌǁŝůůĂƐƐĞŵďůĞ
ƚŚĞǁŽƌŬƉƌŽĚƵĐƚĂŶĚƉƵƚŝƚŝŶŽƌĚĞƌĨŽƌƉƌŽƉĞƌĨŝůŝŶŐĂŶĚĐůŽƐŝŶŐĂŶĚĚĞůŝǀĞƌŝƚƚŽŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞ
ƉĂŝĚĨŽƌǁŽƌŬƉĞƌĨŽƌŵĞĚƚŽƚŚĞƚĞƌŵŝŶĂƚŝŽŶĚĂƚĞ͖ŚŽǁĞǀĞƌ͕ƚŚĞƚŽƚĂůǁŝůůŶŽƚĞdžĐĞĞĚƚŚĞůƵŵƉƐƵŵĨĞĞ
ƉĂLJĂďůĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ŝƚLJǁŝůůŵĂŬĞƚŚĞĨŝŶĂůĚĞƚĞƌŵŝŶĂƚŝŽŶĂƐƚŽƚŚĞƉŽƌƚŝŽŶƐŽĨƚĂƐŬƐĐŽŵƉůĞƚĞĚ
ĂŶĚƚŚĞĐŽŵƉĞŶƐĂƚŝŽŶƚŽďĞŵĂĚĞ͘
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ŽŶƚƌĂĐƚŽƌǁĂƌƌĂŶƚƐƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐŶŽƚĞŵƉůŽLJĞĚŽƌƌĞƚĂŝŶĞĚĂŶLJĐŽŵƉĂŶLJŽƌƉĞƌƐŽŶ͕ŽƚŚĞƌƚŚĂŶĂ
ďŽŶĂĨŝĚĞĞŵƉůŽLJĞĞǁŽƌŬŝŶŐĨŽƌŽŶƚƌĂĐƚŽƌ͕ƚŽƐŽůŝĐŝƚŽƌƐĞĐƵƌĞƚŚŝƐŐƌĞĞŵĞŶƚ͕ĂŶĚƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐ
ŶŽƚƉĂŝĚŽƌĂŐƌĞĞĚƚŽƉĂLJĂŶLJĐŽŵƉĂŶLJŽƌƉĞƌƐŽŶ͕ŽƚŚĞƌƚŚĂŶĂďŽŶĂĨŝĚĞĞŵƉůŽLJĞĞ͕ĂŶLJĨĞĞ͕ĐŽŵŵŝƐƐŝŽŶ͕
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Nov. 12, 2024 Item #2 Page 32 of 680
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WĂŐĞϴ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ƉĞƌĐĞŶƚĂŐĞ͕ďƌŽŬĞƌĂŐĞĨĞĞ͕ŐŝĨƚ͕ŽƌĂŶLJŽƚŚĞƌĐŽŶƐŝĚĞƌĂƚŝŽŶĐŽŶƚŝŶŐĞŶƚƵƉŽŶ͕ŽƌƌĞƐƵůƚŝŶŐĨƌŽŵ͕ƚŚĞĂǁĂƌĚ
ŽƌŵĂŬŝŶŐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘&ŽƌďƌĞĂĐŚŽƌǀŝŽůĂƚŝŽŶŽĨƚŚŝƐǁĂƌƌĂŶƚLJ͕ŝƚLJǁŝůůŚĂǀĞƚŚĞƌŝŐŚƚƚŽĂŶŶƵůƚŚŝƐ
ŐƌĞĞŵĞŶƚǁŝƚŚŽƵƚůŝĂďŝůŝƚLJ͕Žƌ͕ŝŶŝƚƐĚŝƐĐƌĞƚŝŽŶ͕ƚŽĚĞĚƵĐƚĨƌŽŵƚŚĞŐƌĞĞŵĞŶƚƉƌŝĐĞŽƌĐŽŶƐŝĚĞƌĂƚŝŽŶ͕Žƌ
ŽƚŚĞƌǁŝƐĞƌĞĐŽǀĞƌ͕ƚŚĞĨƵůůĂŵŽƵŶƚŽĨƚŚĞĨĞĞ͕ĐŽŵŵŝƐƐŝŽŶ͕ƉĞƌĐĞŶƚĂŐĞ͕ďƌŽŬĞƌĂŐĞĨĞĞƐ͕ŐŝĨƚ͕ŽƌĐŽŶƚŝŶŐĞŶƚ
ĨĞĞ͘
Ϯϱ͘ >/D^E>t^h/d^
LJƐŝŐŶŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͕ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŚĂƚĂŶLJŐƌĞĞŵĞŶƚĐůĂŝŵƐƵďŵŝƚƚĞĚƚŽŝƚLJŵƵƐƚďĞ
ĂƐƐĞƌƚĞĚĂƐƉĂƌƚŽĨƚŚĞŐƌĞĞŵĞŶƚƉƌŽĐĞƐƐĂƐƐĞƚĨŽƌƚŚŝŶƚŚŝƐŐƌĞĞŵĞŶƚĂŶĚŶŽƚŝŶĂŶƚŝĐŝƉĂƚŝŽŶŽĨ
ůŝƚŝŐĂƚŝŽŶŽƌŝŶĐŽŶũƵŶĐƚŝŽŶǁŝƚŚůŝƚŝŐĂƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚŝĨĂĨĂůƐĞĐůĂŝŵŝƐƐƵďŵŝƚƚĞĚƚŽ
ŝƚLJ͕ŝƚŵĂLJďĞĐŽŶƐŝĚĞƌĞĚĨƌĂƵĚĂŶĚŽŶƚƌĂĐƚŽƌŵĂLJďĞƐƵďũĞĐƚƚŽĐƌŝŵŝŶĂůƉƌŽƐĞĐƵƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌ
ĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚĂůŝĨŽƌŶŝĂ'ŽǀĞƌŶŵĞŶƚŽĚĞƐĞĐƚŝŽŶƐϭϮϲϱϬĞƚƐĞƋ͕͘ƚŚĞ&ĂůƐĞůĂŝŵƐĐƚĂƉƉůŝĞƐƚŽƚŚŝƐ
ŐƌĞĞŵĞŶƚĂŶĚ͕ƉƌŽǀŝĚĞƐĨŽƌĐŝǀŝůƉĞŶĂůƚŝĞƐǁŚĞƌĞĂƉĞƌƐŽŶŬŶŽǁŝŶŐůLJƐƵďŵŝƚƐĂĨĂůƐĞĐůĂŝŵƚŽĂƉƵďůŝĐ
ĞŶƚŝƚLJ͘dŚĞƐĞƉƌŽǀŝƐŝŽŶƐŝŶĐůƵĚĞĨĂůƐĞĐůĂŝŵƐŵĂĚĞǁŝƚŚĚĞůŝďĞƌĂƚĞŝŐŶŽƌĂŶĐĞŽĨƚŚĞĨĂůƐĞŝŶĨŽƌŵĂƚŝŽŶŽƌŝŶ
ƌĞĐŬůĞƐƐĚŝƐƌĞŐĂƌĚŽĨƚŚĞƚƌƵƚŚŽƌĨĂůƐŝƚLJŽĨŝŶĨŽƌŵĂƚŝŽŶ͘/ĨŝƚLJƐĞĞŬƐƚŽƌĞĐŽǀĞƌƉĞŶĂůƚŝĞƐƉƵƌƐƵĂŶƚƚŽƚŚĞ
&ĂůƐĞ ůĂŝŵƐ Đƚ͕ ŝƚ ŝƐ ĞŶƚŝƚůĞĚ ƚŽ ƌĞĐŽǀĞƌ ŝƚƐ ůŝƚŝŐĂƚŝŽŶ ĐŽƐƚƐ͕ ŝŶĐůƵĚŝŶŐ ĂƚƚŽƌŶĞLJΖƐ ĨĞĞƐ͘ ŽŶƚƌĂĐƚŽƌ
ĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚƚŚĞĨŝůŝŶŐŽĨĂĨĂůƐĞĐůĂŝŵŵĂLJƐƵďũĞĐƚŽŶƚƌĂĐƚŽƌƚŽĂŶĂĚŵŝŶŝƐƚƌĂƚŝǀĞĚĞďĂƌŵĞŶƚ
ƉƌŽĐĞĞĚŝŶŐĂƐƚŚĞƌĞƐƵůƚŽĨǁŚŝĐŚŽŶƚƌĂĐƚŽƌŵĂLJďĞƉƌĞǀĞŶƚĞĚƚŽĂĐƚĂƐĂŽŶƚƌĂĐƚŽƌŽŶĂŶLJƉƵďůŝĐǁŽƌŬ
ŽƌŝŵƉƌŽǀĞŵĞŶƚĨŽƌĂƉĞƌŝŽĚŽĨƵƉƚŽĨŝǀĞ;ϱͿLJĞĂƌƐ͘ŽŶƚƌĂĐƚŽƌĂĐŬŶŽǁůĞĚŐĞƐĚĞďĂƌŵĞŶƚďLJĂŶŽƚŚĞƌ
ũƵƌŝƐĚŝĐƚŝŽŶŝƐŐƌŽƵŶĚƐĨŽƌŝƚLJƚŽƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚ͘
Ϯϲ͘ :hZ/^/d/KE^Es Eh
dŚŝƐŐƌĞĞŵĞŶƚƐŚĂůůďĞŝŶƚĞƌƉƌĞƚĞĚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞůĂǁƐŽĨƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͘ŶLJĂĐƚŝŽŶĂƚ
ůĂǁŽƌŝŶĞƋƵŝƚLJďƌŽƵŐŚƚďLJĞŝƚŚĞƌŽĨƚŚĞƉĂƌƚŝĞƐĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨĞŶĨŽƌĐŝŶŐĂƌŝŐŚƚŽƌƌŝŐŚƚƐƉƌŽǀŝĚĞĚĨŽƌ
ďLJƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞƚƌŝĞĚŝŶĂĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƚŝŽŶŝŶƚŚĞŽƵŶƚLJŽĨ^ĂŶŝĞŐŽ͕^ƚĂƚĞŽĨ
ĂůŝĨŽƌŶŝĂ͕ĂŶĚƚŚĞƉĂƌƚŝĞƐǁĂŝǀĞĂůůƉƌŽǀŝƐŝŽŶƐŽĨůĂǁƉƌŽǀŝĚŝŶŐĨŽƌĂĐŚĂŶŐĞŽĨǀĞŶƵĞŝŶƚŚĞƐĞƉƌŽĐĞĞĚŝŶŐƐ
ƚŽĂŶLJŽƚŚĞƌĐŽƵŶƚLJ͘
Ϯϳ͘ ^h ^^KZ^E^^/'E^
/ƚŝƐŵƵƚƵĂůůLJƵŶĚĞƌƐƚŽŽĚĂŶĚĂŐƌĞĞĚƚŚĂƚƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞďŝŶĚŝŶŐƵƉŽŶŝƚLJĂŶĚŽŶƚƌĂĐƚŽƌĂŶĚ
ƚŚĞŝƌƌĞƐƉĞĐƚŝǀĞƐƵĐĐĞƐƐŽƌƐ͘EĞŝƚŚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŶŽƌĂŶLJƉĂƌƚŽĨŝƚŶŽƌĂŶLJŵŽŶŝĞƐĚƵĞŽƌƚŽďĞĐŽŵĞ
ĚƵĞƵŶĚĞƌŝƚŵĂLJďĞĂƐƐŝŐŶĞĚ ďLJŽŶƚƌĂĐƚŽƌǁŝƚŚŽƵƚƚŚĞ ƉƌŝŽƌ ĐŽŶƐĞŶƚŽĨŝƚLJ͕ ǁŚŝĐŚ ƐŚĂůůŶŽƚďĞ
ƵŶƌĞĂƐŽŶĂďůLJǁŝƚŚŚĞůĚ͘
Ϯϴ͘ d,/ZͲWZdzZ/',d^
EŽƚŚŝŶŐŝŶƚŚŝƐŐƌĞĞŵĞŶƚƐŚŽƵůĚďĞĐŽŶƐƚƌƵĞĚƚŽŐŝǀĞĂŶLJƌŝŐŚƚƐŽƌďĞŶĞĨŝƚƐƚŽĂŶLJƉĂƌƚLJŽƚŚĞƌƚŚĂŶƚŚĞ
ŝƚLJĂŶĚŽŶƚƌĂĐƚŽƌ͘
Ϯϵ͘ Ed/Z 'Z D Ed
dŚŝƐŐƌĞĞŵĞŶƚ͕ƚŽŐĞƚŚĞƌǁŝƚŚĂŶLJŽƚŚĞƌǁƌŝƚƚĞŶĚŽĐƵŵĞŶƚƌĞĨĞƌƌĞĚƚŽŽƌĐŽŶƚĞŵƉůĂƚĞĚďLJŝƚ͕ĂůŽŶŐǁŝƚŚ
ƚŚĞ ƉƵƌĐŚĂƐĞ ŽƌĚĞƌ ĨŽƌ ƚŚŝƐ ŐƌĞĞŵĞŶƚ ĂŶĚ ŝƚƐ ƉƌŽǀŝƐŝŽŶƐ͕ ĞŵďŽĚLJ ƚŚĞ ĞŶƚŝƌĞ ŐƌĞĞŵĞŶƚ ĂŶĚ
ƵŶĚĞƌƐƚĂŶĚŝŶŐďĞƚǁĞĞŶƚŚĞƉĂƌƚŝĞƐƌĞůĂƚŝŶŐƚŽƚŚĞƐƵďũĞĐƚŵĂƚƚĞƌŽĨŝƚ͘/ŶĐĂƐĞŽĨĐŽŶĨůŝĐƚ͕ƚŚĞƚĞƌŵƐŽĨƚŚĞ
ŐƌĞĞŵĞŶƚƐƵƉĞƌƐĞĚĞƚŚĞƉƵƌĐŚĂƐĞŽƌĚĞƌ͘EĞŝƚŚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŶŽƌĂŶLJŽĨŝƚƐƉƌŽǀŝƐŝŽŶƐŵĂLJďĞ
ĂŵĞŶĚĞĚ͕ŵŽĚŝĨŝĞĚ͕ǁĂŝǀĞĚŽƌĚŝƐĐŚĂƌŐĞĚĞdžĐĞƉƚŝŶĂǁƌŝƚŝŶŐƐŝŐŶĞĚďLJďŽƚŚƉĂƌƚŝĞƐ͘dŚŝƐŐƌĞĞŵĞŶƚŵĂLJ
ďĞĞdžĞĐƵƚĞĚŝŶĐŽƵŶƚĞƌƉĂƌƚƐ͘
ϯϬ͘ Wh>/' Ez>h^
ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŚĂƚĂŶLJƉƵďůŝĐĂŐĞŶĐLJĂƐĚĞĨŝŶĞĚďLJĂů͘'Žǀ͘ŽĚĞƐĞĐƚŝŽŶϲϱϬϬ͕ŝĨĂƵƚŚŽƌŝnjĞĚďLJŝƚƐ
ŐŽǀĞƌŶŝŶŐďŽĚLJ͕ƐŚĂůůŚĂǀĞƚŚĞŽƉƚŝŽŶƚŽƉĂƌƚŝĐŝƉĂƚĞŝŶƚŚŝƐĐŽŶƚƌĂĐƚĂƚƚŚĞƐĂŵĞƉƌŝĐĞƐ͕ƚĞƌŵƐ͕ĂŶĚ
ĐŽŶĚŝƚŝŽŶƐ͘/ĨĂŶŽƚŚĞƌƉƵďůŝĐĂŐĞŶĐLJĐŚŽŽƐĞƐƚŽƉĂƌƚŝĐŝƉĂƚĞ͕ƚŚĞƚĞƌŵƐŚĂůůďĞĨŽƌƚŚĞƚĞƌŵŽĨƚŚŝƐĐŽŶƚƌĂĐƚ͕
Nov. 12, 2024 Item #2 Page 33 of 680
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W^ϮϱͲϯϱϮϰ
WĂŐĞϵ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
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Nov. 12, 2024 Item #2 Page 36 of 680
Fee Proposal
City of Carlsbad
Request for Qualifications Notice
Master Services Agreement for Consultants
Number: RFQ24-3430CA
1. Architecture / Bridging
A. Bridging Document Development
B. Complete Design Services
C. Conceptual Design
D. Design Administration Services
(RFI, ASI, Review)
E. Space Programming
2800 Third Avenue San Diego, CA 92103
Tel 619.692.9393
1. Cover SheetEXHIBIT "A"
Nov. 12, 2024 Item #2 Page 37 of 680
domusstudio architecture
2
Attachment B - Master Services
Agreement Rate Schedule
15
(See attached)
(See attached)
See Notes below
NA - we can work with City's
reprographic consultant
0.67
NA - no markup
See Notes below
Nov. 12, 2024 Item #2 Page 38 of 680
domusstudio architecture
3
Attachment B - Master Services
Agreement Rate Schedule
Principals: -RQDWKDQ'RPLQ\$,$_:D\QH+ROWDQ$,$_'DYLG.HLWHO$,$_'DYLG3IHLIHU$,$_-RKQ3\MDU$,$
7KLUG$YHQXH6DQ'LHJR&DOLIRUQLD GRPXVVWXGLRFRP
Hourly Billing Classification Rates Schedule
Effective as of January 2024
CLASSIFICATION
PERSONNEL
HOURLY RATE
Principal
Jonathan Dominy AIA
Wayne Holtan AIA
David Keitel AIA
David Pfeifer AIA | LEED AP
John Pyjar AIA | LEED AP
$220
Associate
Lisa D’Ambrosia AIA
Tommy Ross AIA
$195
Project Manager
Rachel Barnhart
Michael D. Meizen AIA
Luis Ramirez
Kellie Terrell | LEED AP
$165
Project Architect
Toni Pyjar
$140
Designer/Job Captain
Yohannes Abebe
Michael Cintron, AIA Associate Member
Kayleigh Cornejo, AIA Associate Member
Joseph Fleener
Uros Milikic
$110
Business Administrator
John Topete
$105
EEO Provisions: domusstudio architecture is an equal opportunity employer and makes employment decisions on the basis of
merit. We want to have the best available persons in every job. Company policy prohibits unlawful discrimination based on race, color,
creed, gender, religion, marital status, age, national origin or ancestry, physical or mental disability, medical condition including genetic
characteristics, or any other consideration made unlawful by federal, state, or local laws. All such discrimination is unlawful.
Our Company is committed to compliance with all applicable laws providing equal employment opportunities. This commitment
applies to all persons involved in the operations of the Company and prohibits unlawful discrimination by any staff member of
the Company, including Principals, Associates and outside Consultants.
Nov. 12, 2024 Item #2 Page 39 of 680
49449 Balboa Avenue, Suite 270, San Diego, CA 92123 | 619.299.5550 | bwesd.com
Structural Engineering Civil Engineering Land Surveyingggggyg
STRUCTURAL ENGINEERING
HOURLY RATE SCHEDULE
City of Carlsbad Master Services Agreement
Charlie Colvin, SE / BWE, Inc. Principal................................................................. $190.00
Dave Adams, SE / BWE, Inc. Principal Associate / Project Manager…………$165.00
Mara Cordon, SE / BWE, Inc. Senior Project Engineer........................................$140.00
Helen To / BWE, Inc. Project Engineer / BIM Manager........................... $125.00
Guillermo Vallejo / BWE, Inc. Engineering Technician......................................... $115.00
Kristen Marlow / BWE, Inc. Administrative Assistant......................................... $100.00
Nov. 12, 2024 Item #2 Page 40 of 680
5
Snipes-Dye associates
____________________________________________________________________________________________
c i v i l e n g i n e e r s a n d l a n d s u r v e y o r s
&HQWHU'ULYH6XLWH*/D0HVD&$ - - )D[ -2033
William A. Snipes, P.E., L.S.
Principal
Matthew P. Kurtz, P.E.
Principal
Todd Rockwell, L.S.
Survey Manager
Adolfo Flores Jr.
Asst. Survey Manager
Diana C. Padilla, P.E.
Project Engineer
Exhibit A
Civil Engineering and
Land Surveying
Services
Sub-Consultants
Snipes-Dye Associates Title
Hourly
Rate
1 Matthew P. Kurtz Principal Engineer
235.00
2 William A. Snipes Principal Engineer/Surveyor
235.00
3 Diana Padilla Project Engineer
195.00
4 Alfonso Alonso Sr. Design Engineer
160.00
5 Nick Doungpanya Asst. Design Engineer
120.00
6 Dustin Bui Jr. Design Engineer
110.00
7 Anjalique Preston Jr. Design Engineer
110.00
8 Mark Sanders CAD Technician
140.00
9 Adolfo Flores, Jr. Survey Manager
195.00
10 Cory Kurtz Survey Analyst/Calculations
160.00
11 One Person Survey Crew Prevailing Wage Rate
260.00
12 Two Person Survey Crew Prevailing Wage Rate
325.00
13 3 Staff Available Technical Assistant
95.00
Expenses
Description Cost % Markup
1 Reimbursable Expenses Cost 10%
Nov. 12, 2024 Item #2 Page 41 of 680
6
MCPARLANE & ASSOCIATES, INC.
Principal $225
Project Manager $200
Project Engineer $150
Designer (Revit/AutoCAD) $125
Administration $100
HOURLY RATES
Nov. 12, 2024 Item #2 Page 42 of 680
7
Billing Rate Schedule
2024 Hourly Rates
TITLE - CATEGORY
Engineering Aide or Project Administrator $115 - $135
Project Coordinator $135 - $155
BIM Designer $135 - $155
Designer / Engineer $180 - $205
Senior BIM Designer $195 - $225
Senior Designer / Senior Engineer $205 - $235
Sustainability Specialist $225 - $245
Supervising Designer $260 - $280
Project Manager $280 - $300
Project Engineer/Supervising Engineer $280 - $300
Principal in Charge $335 - $365
Project Executive $400 - $440
The above rates are applicable through December 31, 2024 and are subject to annual escalation.
Any project related, out-of-pocket expenses incurred are reimbursable at a 1.1x multiplier.
RATE PER HOUR ($)
7
()
ƍCounty of Riverside On-Call Engineering
Services (completed)
(p )
Nov. 12, 2024 Item #2 Page 43 of 680
8
+RXUO\%LOOLQJ5DWHV
Effective January 2024
These rates are effective through December 2024
F:\01 Agreement and Proposal Forms\04 Standard Hourly Rates\2024\SD_2024 Hourly Billing Rates Electrical Only.docx
CLASSIFICATION
ELECTRICAL
Principal III $310
Principal II $289
Principal I $278
Senior Discipline Manager $263
Senior Discipline Project Manager $257
Senior Discipline Engineer $247
Senior Project Engineer $252
Senior Project Manager $236
Discipline Manager $231
Discipline Engineer $229
Senior Engineer $210
Project Manager $200
Engineer III $189
Engineer II $168
Engineer I $152
Engineering Intern $110
Senior Designer $179
Designer III $158
Designer II $147
Designer I $123
Drafter II $114
Drafter I $105
Administrative Supervisor 1 $98
Clerical $89
Nov. 12, 2024 Item #2 Page 44 of 680
9
Design Fees & Hourly Rates
Our office standard policy is to provide fixed fees for individual projects at
the time such work is requested. A written fee estimate and scope of work
will be submitted for your review and approval prior to any work being
performed. Fees will include separate line items for reimbursable expenses,
testing, photography, copy writing, and other specific items, if included in
our work.
Design work on smaller projects, and additional work on established projects
can be provided at the client’s request, at our standard office hourly rates.
Principal $170.00 per hour
Project Landscape Architect / Designer $140.00 per hour
Irrigation Designer $100.00 per hour
Clerical $60.00 per hour
Copy Writer $92.00 per hour
Reimbursable Expenses
Plan and report printing and photographic or xerox work may be billed directly
through your printing account at your request. Printing billed through our
account, special materials for the preparation of presentation exhibits (i.e. mylars,
frames, mounting, etc.), soil tests or reports, and outside consultants will be
billed at cost plus 10% for handling, or may be billed to you directly through the
supplier of your choice. In-house plots of the final plans (if required) will be
billed at $2.00 each for bond and $22.00 for mylar.
Nov. 12, 2024 Item #2 Page 45 of 680
10Ninyo & Moore | City of Carlsbad Master Agreement for Professional Services | 02-03403 | May 23, 2024 CA14
Schedule of Fees
Hourly Charges for Personnel
Professional Staff
Principal Engineer/Geologist/Environmental Scientist/Certified Industrial Hygienist .............................................. $ 210
Senior Engineer/Geologist/Environmental Scientist ............................................................................................... $ 200
Senior Project Engineer/Geologist/Environmental Scientist ................................................................................... $ 195
Project Engineer/Geologist/Environmental Scientist ............................................................................................... $ 185
Senior Staff Engineer/Geologist/Environmental Scientist ....................................................................................... $ 170
Staff Engineer/Geologist/Environmental Scientist................................................................................................... $ 155
GIS Analyst .............................................................................................................................................................. $ 130
Technical Illustrator/CAD Operator.......................................................................................................................... $ 110
Field Staff
Certified Asbestos/Lead Technician ........................................................................................................................ $ 195
Field Operations Manager ....................................................................................................................................... $ 130 Nondestructive Examination Technician (UT, MT, LP) ........................................................................................... $ 125
Supervisory Technician ........................................................................................................................................... $ 120 Special Inspector (Concrete, Masonry, Structural Steel, Welding, and Fireproofing) ............................................ $ 115
Senior Technician .................................................................................................................................................... $ 110
Technician ................................................................................................................................................................ $ 110
Administrative Staff
Information Specialist .............................................................................................................................................. $ 90
Geotechnical/Environmental/Laboratory Assistant ................................................................................................. $ 95 Data Processor ........................................................................................................................................................ $ 75
Other Charges
Concrete Coring Equipment (includes technician) .............................................................................................. $ 190/hr
Anchor Load Test Equipment (includes technician) ........................................................................................... $ 190/hr
GPR Equipment ................................................................................................................................................... $ 180/hr
State of California Prevailing Wage Surcharge................................................................................................... $ 30/hr
Inclinometer ......................................................................................................................................................... $ 100/hr
Hand Auger Equipment ....................................................................................................................................... $ 80/hr
Rebar Locator (Pachometer) ............................................................................................................................... $ 25/hr
Vapor Emission Kit .............................................................................................................................................. $ 65/kit
Nuclear Density Gauge ....................................................................................................................................... $ 12/hr
X-Ray Fluorescence ............................................................................................................................................ $ 70/hr
PID/FID ................................................................................................................................................................ $ 25/hr
Air Sampling Pump .............................................................................................................................................. $ 10/hr
Field Vehicle ........................................................................................................................................................ $ 15/hr
Expert Witness Testimony ................................................................................................................................... $ 450/hr
Direct Expenses .................................................................................................................................... Cost plus 15 %
Special equipment charges will be provided upon request.
Notes
Our field services, are charged at a 4-hour minimum, and 8-hour minimum for hours exceeding 4 hours. Overtime rates
at 1.5 times the regular rates will be charged for work performed in excess of 8 hours in one day Monday through Friday
and all day on Saturday. Rates at twice the regular rates will be charged for all work in excess of 12 hours in one day,
all day Sunday and on holidays.
Field services that may be subject to prevailing wage in accordance with AB 1768 and Prevailing Wage Determinations,
will be subject to a prevailing wage surcharge as shown in our Schedule of Fees. Our rates will be adjusted in conjunction
with the increase in the Prevailing Wage Determination during the life of the project, as applicable.
The terms and conditions are included in Ninyo & Moore’s Work Authorization and Agreement form.
Nov. 12, 2024 Item #2 Page 46 of 680
11
Ninyo & Moore | 2021 Laboratory Testing
Schedule of Fees for Laboratory Testing
SOILS CONCRETE
Atterberg Limits, D 4318, CT 204 .............................................................. $ 170 Compression Tests, 6x12 Cylinder, C 39 ................................................... $ 35 California Bearing Ratio (CBR), D 1883 .................................................... $ 550 Concrete Mix Design Review, Job Spec ..................................................... $ 300 Chloride and Sulfate Content, CT 417 & CT 422 ..................................... $ 175 Concrete Mix Design, per Trial Batch, 6 cylinder, ACI ............................... $ 850
Consolidation, D 2435, CT 219 .................................................................. $ 300 Concrete Cores, Compression (excludes sampling), C 42 ....................... $ 120
Consolidation, Hydro-Collapse only, D 2435 ............................................ $ 150 Drying Shrinkage, C 157 .............................................................................. $ 400
Consolidation – Time Rate, D 2435, CT 219 ............................................ $ 200 Flexural Test, C 78 ....................................................................................... $ 85
Direct Shear – Remolded, D 3080 ............................................................ $ 350 Flexural Test, C 293 ..................................................................................... $ 85 Direct Shear – Undisturbed, D 3080 ......................................................... $ 300 Flexural Test, CT 523 ................................................................................... $ 95 Durability Index, CT 229 ............................................................................. $ 175 Gunite/Shotcrete, Panels, 3 cut cores per panel and test, ACI ................ $ 275
Expansion Index, D 4829, IBC 18-3 .......................................................... $ 190 Lightweight Concrete Fill, Compression, C 495 ......................................... $ 80
Expansion Potential (Method A), D 4546 .................................................. $ 170 Petrographic Analysis, C 856 ...................................................................... $ 2,000
Geofabric Tensile and Elongation Test, D 4632 ....................................... $ 200 Restrained Expansion of Shrinkage Compensation .................................. $ 450 Hydraulic Conductivity, D 5084 .................................................................. $ 350 Splitting Tensile Strength, C 496 ................................................................. $ 100 Hydrometer Analysis, D 6913, CT 203...................................................... $ 220 3x6 Grout, (CLSM), C 39 ............................................................................. $ 55
Moisture, Ash, & Organic Matter of Peat/Organic Soils ........................... $ 120 2x2x2 Non-Shrink Grout, C 109 ................................................................. $ 55
Moisture Only, D 2216, CT 226 ................................................................. $ 35
Moisture and Density, D 2937 ................................................................... $ 45 ASPHALT
Permeability, CH, D 2434, CT 220 ............................................................ $ 300 Air Voids, T 269 ............................................................................................ $ 85 pH and Resistivity, CT 643......................................................................... $ 175 Asphalt Mix Design, Caltrans (incl. Aggregate Quality) ............................. $ 4,500
Proctor Density D1557, D 698, CT 216, AASHTO T-180 ........................ $ 220 Asphalt Mix Design Review, Job Spec ....................................................... $ 180
Proctor Density with Rock Correction D 1557 .......................................... $ 340 Dust Proportioning, CT LP-4 ........................................................................ $ 85
R-value, D 2844, CT 301 ........................................................................... $ 375 Extraction, % Asphalt, including Gradation, D 2172, CT 382 .................... $ 250
Sand Equivalent, D 2419, CT 217 ............................................................. $ 125 Extraction, % Asphalt without Gradation, D 2172, CT 382 ........................ $ 150 Sieve Analysis, D 6913, CT 202 ................................................................ $ 145 Film Stripping, CT 302.................................................................................. $ 120
Sieve Analysis, 200 Wash, D 1140, CT 202 ............................................. $ 100 Hveem Stability and Unit Weight D 1560, T 246, CT 366 ......................... $ 225
Specific Gravity, D 854 ............................................................................... $ 125 Marshall Stability, Flow and Unit Weight, T 245 ......................................... $ 240
Thermal Resistivity (ASTM 5334, IEEE 442) ............................................ $ 925 Maximum Theoretical Unit Weight, D 2041, CT 309 .................................. $ 150
Triaxial Shear, C.D, D 4767, T 297 ........................................................... $ 550 Moisture Content, CT 370 ............................................................................ $ 95 Triaxial Shear, C.U., w/pore pressure, D 4767, T 2297 per pt ................ $ 450 Moisture Susceptibility and Tensile Stress Ratio, T 238, CT 371 ............. $ 1,000 Triaxial Shear, C.U., w/o pore pressure, D 4767, T 2297 per pt ........................$ 350 Slurry Wet Track Abrasion, D 3910 ............................................................. $ 150
Triaxial Shear, U.U., D 2850 ...................................................................... $ 250 Superpave, Asphalt Mix Verification (incl. Aggregate Quality) .................. $ 4,900
Unconfined Compression, D 2166, T 208 ................................................. $ 180 Superpave, Gyratory Unit Wt., T 312 .......................................................... $ 100
Superpave, Hamburg Wheel, 20,000 passes, T 324 ................................. $ 1,000 MASONRY Unit Weight sample or core, D 2726, CT 308 ............................................. $ 100
Brick Absorption, 24-hour submersion, 5-hr boiling, 7-day, C 67 ............ $ 70 Voids in Mineral Aggregate, (VMA) CT LP-2 .............................................. $ 90
Brick Compression Test, C 67 ................................................................... $ 55 Voids filled with Asphalt, (VFA) CT LP-3 .................................................... $ 90
Brick Efflorescence, C 67 ........................................................................... $ 55 Wax Density, D 1188................................................................................... $ 140
Brick Modulus of Rupture, C 67 ................................................................. $ 50 Brick Moisture as received, C 67 ............................................................... $ 45 AGGREGATES
Brick Saturation Coefficient, C 67 .............................................................. $ 60 Clay Lumps and Friable Particles, C 142.................................................... $ 180
Concrete Block Compression Test, 8x8x16, C 140 ................................. $ 70 Cleanness Value, CT 227 ............................................................................ $ 180
Concrete Block Conformance Package, C 90 .......................................... $ 500 Crushed Particles, CT 205 ........................................................................... $ 175 Concrete Block Linear Shrinkage, C 426 .................................................. $ 200 Durability, Coarse or Fine, CT 229 .............................................................. $ 205 Concrete Block Unit Weight and Absorption, C 140 ................................ $ 70 Fine Aggregate Angularity, ASTM C 1252, T 304, CT 234 ....................... $ 180
Cores, Compression or Shear Bond, CA Code ........................................ $ 70 Flat and Elongated Particle, D 4791............................................................ $ 220
Masonry Grout, 3x3x6 prism compression, C 39 ..................................... $ 45 Lightweight Particles, C 123 ........................................................................ $ 180
Masonry Mortar, 2x2 cube compression, C 109 ....................................... $ 35 Los Angeles Abrasion, C 131 or C 535 ....................................................... $ 200
Masonry Prism, half size, compression, C 1019 ...................................... $ 120 Material Finer than No. 200 Sieve by Washing, C 117 .............................. $ 90 Masonry Prism, Full size, compression, C 1019 ...................................... $ 200 Organic Impurities, C 40 .............................................................................. $ 90 Potential Alkali Reactivity, Mortar Bar Method, Coarse, C 1260 ............... $ 1,250
REINFORCING AND STRUCTURAL STEEL Potential Alkali Reactivity, Mortar Bar Method, Fine, C 1260 .................... $ 950
Chemical Analysis, A 36, A 615................................................................. $ 135 Potential Reactivity of Aggregate (Chemical Method), C 289 ................... $ 475
Fireproofing Density Test, UBC 7-6........................................................... $ 90 Sand Equivalent, T 176, CT 217 ................................................................. $ 125 Hardness Test, Rockwell, A 370 ............................................................... $ 80 Sieve Analysis, Coarse Aggregate, T 27, C 136 ........................................ $ 120
High Strength Bolt, Nut & Washer Conformance, Sieve Analysis, Fine Aggregate (including wash), T 27, C 136................. $ 145
per assembly, A 325 ............................................................................. $ 150 Sodium Sulfate Soundness, C 88 ............................................................... $ 450
Mechanically Spliced Reinforcing Tensile Test, ACI ................................ $ 175 Specific Gravity and Absorption, Coarse, C 127, CT 206 ......................... $ 115
Pre-Stress Strand (7 wire), A 416 .............................................................. $ 170 Specific Gravity and Absorption, Fine, C 128, CT 207 .............................. $ 175 Reinforcing Tensile or Bend up to No. 11, A 615 & A 706...................... $ 75 Structural Steel Tensile Test: Up to 200,000 lbs., A 370 ......................... $ 90 ROOFING
Welded Reinforcing Tensile Test: Up to No. 11 bars, ACI ....................... $ 80 Roofing Tile Absorption, (set of 5), C 67 ..................................................... $ 250
Roofing Tile Strength Test, (set of 5), C 67 ................................................ $ 250
Special preparation of standard test specimens will be charged at the technician’s hourly rate.
Ninyo & Moore is accredited to perform the AASHTO equivalent of many ASTM test procedures.
Nov. 12, 2024 Item #2 Page 47 of 680
12
Fee Schedule - 2024
TITLE HOURLY RATE
DIRECTOR
LEVEL SERVICES:Director $270
MANAGEMENT:Cost Estimating Manager $197
SENIOR
PROFESSIONAL:Senior Cost Estimator $187
PROFESSIONAL:
Cost Estimator II
Cost Estimator I
Economist
Senior Risk Analyst
$172
$162
$200
$187
Rates are valid through 31 December 2024.
PROFESSIONAL RATES
Nov. 12, 2024 Item #2 Page 48 of 680
13
STC Traffic, Inc.
Fee Schedule
Staff Title Hourly Rate
Ashley Adamos Project Engineer III $190.00
Myles Baidy Project Engineer III $190.00
Justin Bautista Drafter II $130.00
Robert Blough Principal Manager $260.00
Jordan Conrad Intern $100.00
David Dipierro Senior Principal Manager $270.00
Alexander Duenhoelter Intern $100.00
John Flores Intern $100.00
Binyam Gebregergs Project Engineer I $140.00
Brett Hansen Construction Manager $240.00
Alain Hungerford Systems Engineer/Tech Specialist III $200.00
Philip Kern Senior Principal Manager $240.00
Christian Lambarth Principal Manager $260.00
Adam Lemberg Sr. Systems Engineer/Technical Specialist $220.00
Trevor O’Neal Project Engineer I $140.00
Gianluca Pesaresi Project Engineer II $160.00
Brandon Schlueter Project Manager I $200.00
Balaji Shivaji Senior Project Engineer $210.00
Jason Stack Principal-In-Charge $290.00
Kevin Stone Sr. Construction Engineer/Inspector $220.00
Joseph Walters Senior Project Engineer $210.00
Phillip Wragg Project Manager I $200.00
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be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
dynamic by improving information flow, reducing non-productive activities, reducing rework and
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decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
Nothing contained in this Agreement will create any contractual relationship between any subcontractor
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of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of architecture and bridging tasks as outlined in individual Project Task Description &
Fee Allotments (PTD&FA) related to the following:
A. Bridging Document Development.
B. Complete Design Services.
C. Conceptual Design.
D. Design Administration Services (RFI, ASI, Review).
E. Space Programming.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 60 of 680
2044 1st Avenue, Suite 300, San Diego, CA 92101 tel 619.236.1662 www.tuckersadler.com
STANDARD BILLING RATES
For invoicing as of January 1, 2023
Personnel Category Hourly Rate
Principal $ 325
Project Director $ 216
Project Architect/Manager Level 1 $ 205
Project Architect/Manager Level 2 $ 184
Project Architect/Manager Level 3 $ 160
Project Designer Level 1 $ 172
Project Designer Level 2 $ 160
Project Designer Level 3 $ 124
Interior Designer Level 1 $ 178
Interior Designer Level 2 $ 143
Interior Designer Level 3 $ 113
Job Captain Level 1 $ 160
Job Captain Level 2 $ 143
Job Captain Level 3 $ 119
Planner / Intern $ 97
Digital Modeler/BIM Manager $ 160
Business/Marketing Manager $ 194
Administrative/Clerical $ 86
Administrative/Controller $ 146
Note: The Rate/Hour for services of the Architect shall be adjusted annually on each subsequent January 1.
Reimbursables:
Outsourced: 15% standard, but check Contracts as it may be lower
TSA Copies/Plotter (no markup):
x Black & White copies: $0.10/sheet
x Color copies: $0.15/sheet
x Plotter: ½ size = $1.00/sheet
24 x 36 = $1.50/sheet
30 x 42 = $2.00/sheet
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed nine hundred
thousand dollars ($900,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
Nov. 12, 2024 Item #2 Page 63 of 680
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
Nov. 12, 2024 Item #2 Page 64 of 680
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
Nov. 12, 2024 Item #2 Page 65 of 680
ATTACHMENT D
PSA25-3529CA
Page 5 City Attorney Approved Version 5/22/2024
13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
Nov. 12, 2024 Item #2 Page 66 of 680
ATTACHMENT D
PSA25-3529CA
Page 6 City Attorney Approved Version 5/22/2024
14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Nov. 12, 2024 Item #2 Page 67 of 680
ATTACHMENT D
PSA25-3529CA
Page 7 City Attorney Approved Version 5/22/2024
Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
Nov. 12, 2024 Item #2 Page 68 of 680
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Page 8 City Attorney Approved Version 5/22/2024
percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
Nov. 12, 2024 Item #2 Page 69 of 680
ATTACHMENT D
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
Nov. 12, 2024 Item #2 Page 70 of 680
ATTACHMENT D
PSA25-3529CA
Page 11 City Attorney Approved Version 5/22/2024
EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of general civil engineering tasks as outlined in individual Project Task Descriptions and
Fee Allotments (PTD&FA), related to the following:
A. Roadway Design.
B. Parkway Design.
C. Site Design.
D. Roundabout Design.
E. Visual Simulations.
F. Intelligent Transportation Systems.
G. ADA Design / Inspection.
H. Stormwater Engineering (Civil Design).
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 72 of 680
HOURLY RATE
1.$295.00
2.$405.00
3.$325.00
4.$295.00
5.$255.00
6.$205.00
7.$185.00
8.$160.00
9.$135.00
10.$245.00
11.$160.00
12.$125.00
13.$285.00
14.$215.00
15.$195.00
16.$145.00
17.$115.00
18.$95.00
19.$235.00
20.$195.00
21.$125.00
22.$125.00
23.$95.00
1.
2.
3.
4.
5.
ATTACHMENT B –MASTER SERVICES AGREEMENT RATE SCHEDULE (EXAMPLE)
Prices valid through Term of Agreement
NAME TITLE
Mary Elizabeth Westrum, PE Contract/Project Manager
Staff Principal in Charge
Staff QA/QC Manager
SUB-CONSULTANTS
Staff Right of Way Manager
Staff Senior Right of Way Agent
Staff Right of Way Agent
Aguirre & Associates
CAD/Engineering Technician 2
NOVA Services
FIRM
Staff Senior Environmental Planner
Staff Associate Environmental Planner
Staff Environmental Planner
Staff Environmental Technician
Staff
Staff Right of Way Assistant
Reddy Services
River Focus
VRPA Technologies
Staff Environmental Manager
See attached rate schedule.
See attached rate schedule.
See attached rate schedule.
See attached rate schedule.
See attached rate schedule.
Assistant Engineer 1
Staff
Staff Senior Engineer 2
Staff CAD/Engineering Technician 1
Staff Senior CAD Manager
Right of Way Appraiser
DOKKEN ENGINEERING
Staff Principal Planner
Staff Senior Engineer 1
Staff Associate Engineer 2
Staff Associate Engineer 1
Staff Assistant Engineer 2
Staff
Nov. 12, 2024 Item #2 Page 73 of 680
% MARKUP
1.0%
2.0%
3.0%
4.0%
5.0%
6.0%
7.0%
8.0%
9.0%
10.0%
11.0%
DESCRIPTION COST
Outside Reproduction Actual Cost
Title Reports Actual Cost
Appraisals Actual Cost
Actual Cost
Room and Equipment Rentals Actual Cost
Traffic Control Actual Cost
Appraisal Reviews Actual Cost
Public Notice Advertisements Actual Cost
Utility Potholing Actual Cost
Postage for Public Notice Advertisements Actual Cost
Record Search Fees / EDR Reports
EXPENSES
Permit Fees Actual Cost
Nov. 12, 2024 Item #2 Page 74 of 680
AGUIRRE & ASSOCIATES
8363 CENTER DRIVE, SUITE 5A • LA MESA, CA 91942 • PH: (619)464-6978 • FAX: (619)464-7203
SURVEYING • MAPPING • RIGHT-OF-WAY ENGINEERING
SCHEDULE OF HOURLY BILLING RATES
Effective January 1, 2024
LAND SURVEYING SERVICES - OFFICE
Mickey Aguirre, Principal Land Surveyor PLS $200.00
Mike Havener, Land Surveyor LS 180.00
Kenneth Anderson, CAD Technician CAD 120.00
LAND SURVEYING SERVICES - FIELD
Marc Syverson, 1-Person Survey Crew (PW) 1PSC-PW 250.00
Marc Syverson, 1-Person Survey Crew (GPS) (PW) 1PSC-GPS-PW 250.00
Ivan Nunez, GPS Crew Assistant (PW) GPS-A-PW 245.00
Marc Syverson, Survey Crew Party Chief (PW) PC-PW 250.00
Ivan Nunez, Survey Crew Chainman (PW) CH-PW 245.00
PW = Prevailing Wage Position
DIRECT COSTS
Prints and Copies Cost
Delivery Charges Cost
Photogrammetry Cost
Nov. 12, 2024 Item #2 Page 75 of 680
City of Carlsbad Rates for
Professional and Technical Services
4373 Viewridge Avenue, Suite B
San Diego, CA 92123
P: 858.292.7575
usa-nova.com 16610 Aston Street
Irvine, CA 92606
P: 949.388.7710
NAME TITLE HOURLY RATE
Professional Staff
Principal Geotechnical Engineer $ 275.00
Tom Canady, PE Principal Engineer/Geologist $ 250.00
Andrew Neuhaus, PG/CEG Senior Engineer/Geologist $ 225.00
Project Manager $ 225.00
Project Engineer/Geologist $ 200.00
Staff Engineer/Geologist $ 180.00
Soils Technician $ 140.00
Laboratory Technician (sample pick-ups; services
outside normal business hours)
$ 95.00
Technical Drafter (CAD) $ 110.00
Administrative Support $ 75.00
LABORATORY TESTING
Description ASTM RATE/EA
Soil and Aggregate
Compaction Curve, Modified, D1557 $ 275.00
Compaction Curve, Standard, D698 $ 275.00
Compaction Check Point $ 90.00
Oversize Rock Correction D4718 $ 90.00
Sieve Analysis, with Wash C136, D6913, CT 202 $ 155.00
Sieve Analysis, fine with Hydrometer D6913, D7928, D422 $ 240.00
Percent Finer than #200 C117 $ 85.00
Specific Gravity and Absorption, Coarse C127, CT 206 $ 180.00
Specific Gravity and Absorption, Fine C128, CT 207 $ 135.00
Unit Weight and Voids in Aggregate C29, CT 212 $ 90.00
Moisture Content D2216, CT 226 $ 45.00
Moisture Content and Dry Density D2937 $ 45.00
Atterberg Limits: PL, LL, PI D4318, CT 204 $ 225.00
Sand Equivalent D2419, CT 217 $ 100.00
Durability Index D3744 $ 265.00
Cleanness Value CT 227 $ Quote
Los Angeles Abrasion (LA Rattler) C131, C535 $ Quote
Expansion Index D4829 $ 235.00
R-Value D2844 $ 376.00
Consolidation D2435 $ 250.00
Direct Shear D3080 $ 335.00
Direct Shear Remold $ 635.00
Sulfate and Chloride Content $ 130.00
pH and Resistivity CT 643 $ 165.00
Unconfined Compression D2166 $ 180.00
California Bearing Ratio D1883 $ 650.00
Nov. 12, 2024 Item #2 Page 76 of 680
City of Carlsbad Rates for
Professional and Technical Services
Asphalt Concrete
Hveem Stability and Unit Weight D1560 $ 370.00
Wet Track Abrasion D3910 $ 230.00
Maximum Theoretical Specific Gravity (Rice) D2041 $ 150.00
Percent Asphalt with Gradation (ignition oven) C6307 $ 250.00
Unit Weight Only (compacted sample or core) D2726, D1188 $ 55.00
Unit Weight Requiring Compaction D2726 $ 250.00
Asphalt Mix Design Review (per hour) $ 250.00
EXPENSES AND OUTSIDE SERVICES
Outside services and reimbursable expenses not included in this fee schedule (samples sent to outside
laboratory for testing, samples sent to outside fabricator or machine shop, equipment, subcontractors,
vendor credentialing and billing programs, etc.) are charged at cost plus 10%.
ADDITIONAL TERMS AND CONDITIONS
x Overtime occurs in the following instances:
- work more than 8 hours per day is charged at time-and-a-half.
- work more than 40 hours per week is charged at time-and-a-half.
- work performed outside the hours between 6:30 a.m. and 4:00 p.m., Monday through Friday is charged at time-and-a-
half; work up to 12 hours per day on Saturday is charged at time-and-a-half.
- work more than 12 hours in one day, or over 8 hours on the 7th consecutive day or worked Sundays/holidays is charged
at double time.
x Hourly rates are charged on a portal-to-portal basis.
x A 4-hour minimum is charged for field services. Work performed more than 4 hours will be charged at 8 hours. Work
performed over 8 hours is charged in half-hour increments.
x 24-hour notice is required for testing and inspection services. There will be a 4-hour minimum charge (show-up time) for
cancellations without notification.
x Same Day Callouts will be subject to a 1-hour project management fee.
x When personnel are required by job conditions to work more than 5 consecutive hours without the ability to take a one-
half hour uninterrupted lunch period, an additional hour will be billed at regular time in addition to actual hours worked.
Laboratory testing that is required to be performed outside regular hours will be billed for Lab Technician time in addition
to the lab test rate. Weekend sample pickups, if required, will incur additional charges.
x Please note that our services are billed on a time and materials basis. Our fees are determined by the construction
schedule as well as the type and frequency of services requested and specified by local jurisdictions and their
representatives.
Nov. 12, 2024 Item #2 Page 77 of 680
3160 CAMINO DEL RIO SOUTH, SUITE 103 | SAN DIEGO, CA 92108 | REDDYENGINEERING.COM | DBE MBE ELBE SB-MICRO-PW
RATE SCHEDULE
Personnel Name Job Classification Hourly Rate
David Preciado Senior Landscape Architect $190
Jaime Sandoval Landscape Architect II / Project Manager $150
Colby Alston Landscape Architect I $140
Landscape Designer $120
Nov. 12, 2024 Item #2 Page 78 of 680
SUB-CONSULTANTS
NAME/FIRM TITLE HOURLY RATE
1. A. Jake Gusman/River Focus Principal $220
2. Darren Bertrand/River Focus Project Manager $213
3. Jon Viducich/ River Focus Senior Water Resources
Engineer $176
4. Vicki Tripolitis/River Focus Senior Water Resources
Engineer $176
5. Haley Erickson/River Focus Water Resources Engineer $151
6. Evia Gusman/River Focus Water Resources Engineer $151
7. Jess Straub/River Focus Hydraulic Modeler $134
8. Tyler Hileman/River Focus Hydraulic Modeler $134
9. Peter Kickham/River Focus Hydraulic Engineer $114
10 Sebastian Ferraro/River Focus Hydraulic Engineer $114
11. Brady Halvorson/River Focus Hydraulic Engineer $114
12. Grant Doty/River Focus Hydraulic Engineer $114
13. Jacey Cloninger/River Focus Administrative Assistant $84
EXPENSES
DESCRIPTION COST % MARKUP
1. Mileage Latest IRS Schedule none
2.
3.
Nov. 12, 2024 Item #2 Page 79 of 680
ATTACHMENT B –MASTER SERVICES AGREEMENT RATE SCHEDULE (EXAMPLE)
Prices valid through Term of Agreement
STAFF
NAME TITLE HOURLY RATE
1. ƌŝŬZƵĞŚƌ WƌŽũĞĐƚDĂŶĂŐĞƌ $Ϯϭϰ͘ϰϮ
2.:ĞĨĨ^ƚŝŶĞ PůĂŶŶĞƌ $ϭϰϳ͘Ϯϱ
3.
4.
5.
9.
10.
SUB-CONSULTANTS
NAME/FIRM TITLE HOURLY RATE
1.
2.
3.
9.
10.
EXPENSES
DESCRIPTION COST % MARKUP
1. Mileage $͘ϲϳ / mile Ϭ%
2.
3.
4.
RFQ24-3430CA
REQUEST FOR QUALIFICATIONS-
MASTER SERVICES AGREMENT FOR CONSULTANTS
22 DUE DATE 6/12/2024
2:00 PM PST
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed nine hundred
thousand dollars ($900,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
Nov. 12, 2024 Item #2 Page 82 of 680
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
Nov. 12, 2024 Item #2 Page 87 of 680
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of general civil engineering tasks as outlined in individual Project Task Descriptions and
Fee Allotments (PTD&FA), related to the following:
A. Roadway Design.
B. Parkway Design.
C. Site Design.
D. Roundabout Design.
E. Visual Simulations.
F. Intelligent Transportation Systems.
G. ADA Design / Inspection.
H. Stormwater Engineering (Civil Design).
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 91 of 680
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DISCIPLINE CATEGORY 2. CIVIL ENGINEERING
City of Carlsbad GMOC80034.2024 ii
Kimley-Horn and Associates, Inc.
____________________________________
Hourly Labor Rate Schedule
Classification Rate
Analyst I $120 - $175
Analyst II $160 - $215
Professional $185 - $250
Senior Professional I $240 - $340
Senior Professional II $335 - $440
Senior Technical Support $180 - $320
Technical Support $100 - $190
Support Staff $80 - $155
BR00PUDIS.A.CCT
Effective through December 31, 2027. Subject to annual adjustment thereafter.
Internal Reimbursable Expenses will be billed at 5% of Labor Billings.
External Reimbursable Expenses will be billed at 10% mark-up, or per the Contract.
Allowed mileage will be billed at the Federal Rate.
Sub-Consultants will be billed at 10% mark-up, or per the Contract.
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of general civil engineering tasks as outlined in individual Project Task Descriptions and
Fee Allotments (PTD&FA), related to the following:
A. Roadway Design.
B. Parkway Design.
C. Site Design.
D. Roundabout Design.
E. Visual Simulations.
F. Intelligent Transportation Systems.
G. ADA Design / Inspection.
H. Stormwater Engineering (Civil Design).
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 103 of 680
58MICHAEL BAKER INTERNATIONAL ▬ CITY OF CARLSBAD ▬ RFQ24-3430CA
CITY OF CARLSBAD ▬ MASTER SERVICES AGREEMENT FOR CONSULTANTS ▬ CATEGORY 2: CIVIL ENGINEERING (GENERAL)
HOURLY RATES
Pricing shall remain firm for the three (3) year term of the Agreement.
Name Title Role Hourly
Rate
Josh Stone, PE Project Manager QA/QC $310
Ryan Zellers, PE, TE Traffic and Civil Engineer Roadway, Roundabout, and ADA Design $290
Jennifer Chan, PE RoadwayEngineer QA/QC $240
Geoff Retemeyer, PE Civil Engineer Roadway and ADA Design Task Order Lead $185
Jecelyn Martinez, PE Civil Associate Drainage & Water Quality Lead $160
Rachel Fabian Transportation Planner Site & Parkway Design $140
Daniel Carns, PE Civil Engineer - Transportation Roadway Design $160
Kyle LaViscount, PE Civil Engineer - Land Development Site & Parkway Design $170
Tyler Wood, EIT Technical Specialist - Land
Development
Drainage & Water Quality $150
Leo Liu, PE Civil Engineer Roadway Design $170
Jordan Gray, PE, TE Technical Manager - Transportation ITS & Traffic Support $170
Jacob Swim, PE, TE Senior Transportation Planner ITS & Traffic Support $160
Samantha Lathrop, EIT Civil Associate - Traffic Traffic Design $150
Jeremy Franzini, PLA Landscape Architecture Department
Manager
Landscape/Irrigation $230
Bob Stark, AICP Environmental Department Manager Environmental Support $240
Andy Taylor Project Controls $90
Survey Personnel
Staff 2-Person Survey Crew $310
Staff 1-Person Survey Crew $200
Paul Goebel, PLS Licensed Surveyor $250
John Bistowski, LSIT Field Supervisor $215
EXPENSES
Description Cost % Markup
Mileage At the IRS approved rate N/A
Copy Services At cost 10%
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of general civil engineering tasks as outlined in individual Project Task Descriptions and
Fee Allotments (PTD&FA), related to the following:
A. Roadway Design.
B. Parkway Design.
C. Site Design.
D. Roundabout Design.
E. Visual Simulations.
F. Intelligent Transportation Systems.
G. ADA Design / Inspection.
H. Stormwater Engineering (Civil Design).
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 115 of 680
SCHEDULE OF HOURLY BILLING RATES
Effective March 1, 2024
Office Engineering Rate
Administration $ 90.00
Engineering Aide 105.00
Engineering Technician 135.00
Designer 155.00
Design Engineer 180.00
Project Engineer 225.00
Project Manager 275.00
Principal Engineer/Surveyor 310.00
Field Engineering
Survey Aide $ 105.00
Assistant Survey Analyst 145.00
Survey Analyst 175.00
Survey Project Manager 275.00
2 – Person Survey Crew 285.00
1 – Person Survey Crew 185.00
2 – Person Survey Crew (Prevailing Wage) 395.00
1 – Person Survey Crew (Prevailing Wage) 290.00
R Printing, maps and records, delivery by outside messenger services, professional consultants,
reproduction, subsistence and other direct expenses will be billed at cost plus 10%. Local
Delivery $50.00.
R Mileage will be billed at current government rate, plus 10%
R Hourly rate charges are subject to adjustment.
City of Carlsbad, June, 2024
95.00
90.00
95.00
135.00
175.00
235.00
135.00
155.00
180.00
210.00
235.00
295.00
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of general civil engineering tasks as outlined in individual Project Task Descriptions and
Fee Allotments (PTD&FA), related to the following:
A. Roadway Design.
B. Parkway Design.
C. Site Design.
D. Roundabout Design.
E. Visual Simulations.
F. Intelligent Transportation Systems.
G. ADA Design / Inspection.
H. Stormwater Engineering (Civil Design).
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 127 of 680
FEE PROPOSAL
Technical Services
Engineering Aide/Planning Aide __________________________________________________________ $92.00/hour
Project Assistant _____________________________________________________________________ $110.00/hour
Project Administrator _________________________________________________________________ $112.00/hour
CADD Technician I ____________________________________________________________________ $115.00/hour
CADD Technician II ___________________________________________________________________ $142.00/hour
CADD Technician III ___________________________________________________________________ $150.00/hour
Sr. CADD Technician/Designer _________________________________________________________ $158.00/hour
Design Supervisor ____________________________________________________________________ $174.00/hour
GIS Technician I______________________________________________________________________ $115.00/hour
GIS Technician II _____________________________________________________________________ $145.00/hour
GIS Analyst __________________________________________________________________________ $163.00/hour
Senior GIS Analyst ____________________________________________________________________ $193.00/hour
Field Survey
1-Person Survey Crew (GPS) (Robotic) ___________________________________________________ $173.00/hour
1-Person Survey Crew _________________________________________________________________ $159.00/hour
2-Person Survey Crew _________________________________________________________________ $257.00/hour
3-Person Survey Crew _________________________________________________________________ $334.00/hour
1-Person Survey Crew (GPS) (Robotic)* __________________________________________________ $198.00/hour
1-Person Survey Crew*________________________________________________________________ $184.00/hour
2-Person Survey Crew*________________________________________________________________ $330.00/hour
3-Person Survey Crew*________________________________________________________________ $445.00/hour
* Field rates are based on “Prevailing Wage” as determination by the Department of Industrial Relations (DIR).
Geospatial Services
Technician ___________________________________________________________________________ $88.00/hour
Technical Specialist __________________________________________________________________ $114.00/hour
Technical Expert _____________________________________________________________________ $179.00/hour
Pilot _______________________________________________________________________________ $130.00/hour
Associate Team Leader _______________________________________________________________ $130.00/hour
Field Manager _______________________________________________________________________ $168.00/hour
Project Manager _____________________________________________________________________ $146.00/hour
Account Manager ____________________________________________________________________ $270.00/hour
Director ____________________________________________________________________________ $249.00/hour
Professional
Intern _______________________________________________________________________________ $78.00/hour
Junior Engineer / Planner / Scientist / Surveyor ___________________________________________ $125.00/hour
Assistant Engineer / Planner / Scientist / Surveyor _________________________________________ $148.00/hour
Associate Engineer / Planner / Scientist / Surveyor ________________________________________ $170.00/hour
Senior Engineer / Planner / Scientist / Surveyor ___________________________________________ $197.00/hour
Senior Bridge Engineer ________________________________________________________________ $205.00/hour
Project Manager _____________________________________________________________________ $224.00/hour
Senior Project Manager _______________________________________________________________ $235.00/hour
Principal Engineer ____________________________________________________________________ $268.00/hour
Principal ____________________________________________________________________________ $305.00/hour
EXPENSES
Plotting and In-House Reproduction ________________________________________________________ 1.10 x Cost
Subsistence ____________________________________________________________________________ 1.10 x Cost
Other Expenses - Including Subconsultants & Purchased Services through Subcontracts _____________ 1.10 x Cost
GIS Web Hosting ________________________________________________________________________ 1.10 x Cost
Mileage - Outside Local Area ____________________________________________________ Per Accepted IRS Rate
2024-2027 Fee Schedule
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Nov. 12, 2024 Item #2 Page 128 of 680
FEE PROPOSAL
2024-2027 Fee Schedule
Project Manager 3 (Scott Lyle): $308/hour
SUBCONSULTANT
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed nine hundred
thousand dollars ($900,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name Edgar Camerino, PE
Title Senior Contract Administrator Title Principal-in-Charge/Contract Manager
Dept Public Works Address 5620 Friars Road
CITY OF CARLSBAD San Diego, CA 92110
Address 1635 Faraday Avenue Phone 619-291-0707 M: 619-871-3225
Carlsbad, CA 92008 Email ecamerino@rickengineering.com
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
Nov. 12, 2024 Item #2 Page 135 of 680
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
Nov. 12, 2024 Item #2 Page 136 of 680
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
Nov. 12, 2024 Item #2 Page 137 of 680
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
Nov. 12, 2024 Item #2 Page 138 of 680
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Page 11 City Attorney Approved Version 5/22/2024
EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of general civil engineering tasks as outlined in individual Project Task Descriptions and
Fee Allotments (PTD&FA), related to the following:
A. Roadway Design.
B. Parkway Design.
C. Site Design.
D. Roundabout Design.
E. Visual Simulations.
F. Intelligent Transportation Systems.
G. ADA Design / Inspection.
H. Stormwater Engineering (Civil Design).
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 140 of 680
1
Since this solicitation is for As-Needed/On-Call services the fee schedules provide hourly rates for
positions. At the Task Order stage, hourly rates and position will be provided for each team member.
rovide hourly
each team m
Hourly Rates – California Offices
March 1, 2024 – August 30, 2024
_____________________________________________________________________________________________________________________________________
Rates subject to change for prevailing wage contracts.
When authorized, overtime shall be charged at the listed rates times 1.5.
Unless otherwise agreed upon, we shall charge for printing, reproduction, deliveries, transportation, and other expenses.
A fifteen (15) percent fee for administration, coordination and handling will be added to all subcontracted services.
Page xx of xx
Principal Consultant (Special Projects) .............................. $300.00
Principal .............................................................................. 290.00
Associate Principal .............................................................. 270.00
Associate/Manager ............................................................. 250.00
Expert Witness ..................................................................... 450.00
Court Appearance per half day or part............................... 1,800.00
Senior Project Manager/Engineering Manager ................. $ 245.00
Principal Project Engineer/Manager .................................... 230.00
Associate Project Engineer/Manager ................................... 205.00
Assistant Project Engineer/Manager .................................... 190.00
Principal Engineering Designer ........................................... 170.00
Associate Engineering Designer .......................................... 150.00
Assistant Engineering Designer .......................................... 135.00
Principal Engineering Drafter ............................................. 130.00
Associate Engineering Drafter ............................................ 120.00
Assistant Engineering Drafter ............................................ 110.00
Senior Technical Manager .................................................. 195.00
Senior Transportation/Traffic Engineer ............................. $ 240.00
Principal Transportation/Traffic Engineer ........................... 230.00
Associate Transportation/Traffic Engineer .......................... 205.00
Assistant Transportation/Traffic Engineer ........................... 190.00
Principal Transportation/Traffic Designer ........................... 170.00
Associate Transportation/Traffic Designer .......................... 150.00
Assistant Transportation/Traffic Designer .......................... 135.00
Principal Planner II ............................................................ $ 220.00
Principal Planner I .............................................................. 205.00
Senior Planner II .................................................................. 190.00
Senior Planner I ................................................................... 180.00
Associate Planner ............................................................... 160.00
Assistant Planner ................................................................ 140.00
Planning Technician ........................................................... 120.00
Principal Project Landscape Architect/Manager .............. $ 205.00
Associate Project Landscape Architect/Manager .............. 185.00
Assistant Project Landscape Architect/Manager ............... 165.00
Principal Landscape/Urban Designer ................................. 140.00
Associate Landscape/Urban Designer ............................... 130.00
Assistant Landscape/Urban Designer ................................ 115.00
Director of Environmental Planning Services .................. $ 245.00
Principal Environmental Project Manager .......................... 210.00
Associate Environmental Project Manager ....................... 195.00
Assistant Environmental Project Manager ....................... 180.00
Principal Environmental Planner/Analyst ........................ 165.00
Associate Environmental Planner/Analyst ....................... 145.00
Assistant Environmental Planner/Analyst .......................... 125.00
Environmental Technician .................................................. 110.00
Principal Water Resources Engineer/Manager .................. $ 235.00
Principal Water Resources Designer ................................... 170.00
Associate Water Resources Designer .................................. 150.00
Assistant Water Resources Designer .................................. 135.00
Principal Stormwater Project Manager ............................. $ 200.00
Associate Stormwater Project Manager .............................. 185.00
Assistant Stormwater Project Manager ............................. 165.00
Principal Stormwater Specialist ........................................ 145.00
Associate Stormwater Specialist ....................................... 135.00
Assistant Stormwater Specialist ........................................ 120.00
GIS Manager ..................................................................... $200.00
GIS Asset Manager .............................................................. 195.00
GIS Programmer ................................................................ 170.00
Principal GIS Project Manager .......................................... 190.00
Associate GIS Project Manager ........................................... 175.00
Assistant GIS Project Manager .......................................... 160.00
Principal GIS Analyst ........................................................ 150.00
Associate GIS Analyst ....................................................... 140.00
Assistant GIS Analyst ........................................................ 125.00
Graphics Designer .............................................................. 145.00
CAD Manager ..................................................................... 180.00
Field Supervisor ............................................................... $ 220.00
One-person Survey Party ................................................... 180.00
One-person Survey Party with Robotics ............................ 230.00
Two-person Survey Party ................................................... 280.00
Three-person Survey Party ................................................ 380.00
3D Laser Scanning Crew (One-Person) ............................ $ 210.00
3D Laser Scanning Crew (Two Person) ............................. 310.00
Principal 3D Laser Scanning Project Manager ................. $ 200.00
Associate 3D Laser Scanning Project Manager .................. 175.00
Assistant 3D Laser Scanning Project Manager ................... 165.00
Principal 3D Laser Scanning Specialist .............................. 145.00
Associate 3D Laser Scanning Specialist ............................. 135.00
Assistant 3D Laser Scanning Specialist .............................. 125.00
Principal 3D Laser Scanning Technician ............................. 115.00
Associate 3D Laser Scanning Technician ........................... 105.00
Assistant 3D Laser Scanning Technician .............................. 95.00
Photogrammetry Supervisor .............................................. $185.00
Principal Photogrammetrist ............................................... 160.00
Associate Photogrammetrist ............................................... 130.00
Assistant Photogrammetrist ................................................ 120.00
Principal Survey Analyst ................................................... $195.00
Associate Survey Analyst ................................................... 160.00
Assistant Survey Analyst ..................................................... 130.00
Associate Project Administrator ....................................... $ 100.00
Assistant Project Administrator ............................................ 80.00
Administrative Assistant/Manager........................................ 85.00
Nov. 12, 2024 Item #2 Page 141 of 680
2
21636 North Dietz Drive, Maricopa, Arizona 85138 520.316.6745 fdsaz.com– veracity.pro
31894 Whitetail Ln., Temecula, CA 92592 619.677.6542
ARIZONA - CALIFORNIA – HAWAII – NEVADA – NEW MEXICO
Standard Hourly Rate Sheet
Personnel Job Description Billing Rate
Sharon Morris Project Manager $ 94.00
Adam Barry Field Tech II $ 50.00
Jon McCreadie Field Tech II $ 50.00
Aaron Barry Field Tech II $ 50.00
Robin Fatone Field Tech I $ 48.00
Nov. 12, 2024 Item #2 Page 142 of 680
3
The Power of Commitment
2305 Historic Decatur Road
Suite 102
San Diego, CA 92106
USA
ghd.com
Personnel Job Description Billing Rate
Lindsey Van Parys Project Manager $298/hr
Brittany Zambrano Senior Civil Engineer $204/hr
Standard Hourly Rate Sheet
Nov. 12, 2024 Item #2 Page 143 of 680
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ŵĂLJĐŽŶƐŝĚĞƌĂƉƉƌŽǀŝŶŐĂƌĂƚĞƐĐŚĞĚƵůĞŝŶĐƌĞĂƐĞ͘ZĂƚĞƐĐŚĞĚƵůĞŝŶĐƌĞĂƐĞƐǁŝůůďĞĐŽŶƐŝĚĞƌĞĚĨŽƌĞĂĐŚ
ĂŶŶŝǀĞƌƐĂƌLJŽĨƚŚĞŐƌĞĞŵĞŶƚĞĨĨĞĐƚŝǀĞĚĂƚĞĂĨƚĞƌƚŚĞŝŶŝƚŝĂůƚŚƌĞĞͲLJĞĂƌƚĞƌŵ͘ŶŝŶĐƌĞĂƐĞƚŽƚŚĞƌĂƚĞ
ƐĐŚĞĚƵůĞǁŝůůďĞĐĂůĐƵůĂƚĞĚďĂƐĞĚŽŶƚŚĞƉƌŽĐĞĞĚŝŶŐϭϮͲŵŽŶƚŚƉĞƌĐĞŶƚĂŐĞĐŚĂŶŐĞŝŶƚŚĞŽŶƐƵŵĞƌWƌŝĐĞ
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ϱ͘Ϭй͕ǁŚŝĐŚĞǀĞƌŝƐůŽǁĞƌ͘/ĨƚŚĞW/ͲhŝƐĂŶĞŐĂƚŝǀĞŶƵŵďĞƌ͕ƚŚĞŶƚŚĞƌĂƚĞƐĐŚĞĚƵůĞǁŝůůŶŽƚďĞĂĚũƵƐƚĞĚ
ĨŽƌƚŚĂƚLJĞĂƌ͘dŚĞŽŶƚƌĂĐƚŽƌŵƵƐƚƐƵďŵŝƚĂƌĞƋƵĞƐƚĂŶĚũƵƐƚŝĨŝĐĂƚŝŽŶƚŽŝŶĐƌĞĂƐĞƚŚĞƌĂƚĞƐĐŚĞĚƵůĞĂƚůĞĂƐƚ
ƐŝdžƚLJĚĂLJƐƉƌŝŽƌƚŽƚŚĞĂŶŶŝǀĞƌƐĂƌLJŽĨƚŚĞĞĨĨĞĐƚŝǀĞĚĂƚĞ͕ĂƐƐƵŵŝŶŐƚŚĞŝƚLJŽƌDtŽƉƚƚŽĞdžƚĞŶĚƚŚĞ
DĂƐƚĞƌ ^ĞƌǀŝĐĞƐ ŐƌĞĞŵĞŶƚ͘ dŚĞ ũƵƐƚŝĨŝĐĂƚŝŽŶ ĂĐĐŽŵƉĂŶLJŝŶŐ ƚŚĞ ǁƌŝƚƚĞŶ ƌĞƋƵĞƐƚ ƐŚŽƵůĚ ĚĞƚĂŝů ƚŚĞ
ƌĂƚŝŽŶĂůĞĨŽƌƚŚĞƌĞƋƵĞƐƚĞĚĂĚũƵƐƚŵĞŶƚ͕ĂŶĚƚŚĞƌĞƋƵĞƐƚĞĚĂĚũƵƐƚŵĞŶƚĂŵŽƵŶƚ͕ƐƵƉƉŽƌƚĞĚďLJƌĞůĞǀĂŶƚ
ĚŽĐƵŵĞŶƚĂƚŝŽŶ;Ğ͘Ő͕͘W/ͲhŽƌϱ͘Ϭй͕ǁŚŝĐŚĞǀĞƌŝƐůĞƐƐͿ͘ƉƉƌŽǀĂůŽĨƌĂƚĞƐĐŚĞĚƵůĞŝŶĐƌĞĂƐĞďLJƚŚĞŝƚLJŽƌ
DtŵƵƐƚďĞĚŽĐƵŵĞŶƚĞĚŝŶĂŶĂŵĞŶĚŵĞŶƚƚŽƚŚĞŐƌĞĞŵĞŶƚ͘
ϲ͘ WZ s/>/E't' Zd ^
ŶLJĐŽŶƐƚƌƵĐƚŝŽŶ͕ĂůƚĞƌĂƚŝŽŶ͕ĚĞŵŽůŝƚŝŽŶ͕ƌĞƉĂŝƌ͕ĂŶĚŵĂŝŶƚĞŶĂŶĐĞǁŽƌŬ͕ŝŶĐůƵĚŝŶŐǁŽƌŬƉĞƌĨŽƌŵĞĚĚƵƌŝŶŐ
ĚĞƐŝŐŶĂŶĚƉƌĞĐŽŶƐƚƌƵĐƚŝŽŶƐƵĐŚĂƐŝŶƐƉĞĐƚŝŽŶĂŶĚůĂŶĚƐƵƌǀĞLJŝŶŐǁŽƌŬ͕ĐƵŵƵůĂƚŝǀĞůLJĞdžĐĞĞĚŝŶŐΨϭ͕ϬϬϬ
ĂŶĚƉĞƌĨŽƌŵĞĚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞƐƵďũĞĐƚƚŽƐƚĂƚĞƉƌĞǀĂŝůŝŶŐǁĂŐĞůĂǁƐ͘dŚĞŐĞŶĞƌĂůƉƌĞǀĂŝůŝŶŐ
ƌĂƚĞŽĨǁĂŐĞƐ͕ĨŽƌĞĂĐŚĐƌĂĨƚŽƌƚLJƉĞ ŽĨǁŽƌŬĞƌŶĞĞĚĞĚ ƚŽ ĞdžĞĐƵƚĞƚŚĞĐŽŶƚƌĂĐƚ͕ ƐŚĂůů ďĞƚŚŽƐĞĂƐ
ĚĞƚĞƌŵŝŶĞĚďLJƚŚĞŝƌĞĐƚŽƌŽĨ/ŶĚƵƐƚƌŝĂůZĞůĂƚŝŽŶƐƉƵƌƐƵĂŶƚƚŽƚŚĞ^ĞĐƚŝŽŶϭϳϳϬ͕ϭϳϳϯĂŶĚϭϳϳϯ͘ϭŽĨƚŚĞ
ĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͘WƵƌƐƵĂŶƚƚŽ^ĞĐƚŝŽŶϭϳϳϯ͘ϮŽĨƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌĐŽĚĞ͕ĂĐƵƌƌĞŶƚĐŽƉLJŽĨĂƉƉůŝĐĂďůĞ
ǁĂŐĞƌĂƚĞƐŝƐŽŶĨŝůĞŝŶƚŚĞŽĨĨŝĐĞŽĨƚŚĞŝƚLJ ŶŐŝŶĞĞƌ͘ŽŶƚƌĂĐƚŽƌƐŚĂůůŶŽƚƉĂLJůĞƐƐƚŚĂŶƚŚĞƐĂŝĚƐƉĞĐŝĨŝĞĚ
ƉƌĞǀĂŝůŝŶŐƌĂƚĞƐŽĨǁĂŐĞƐƚŽĂůůƐƵĐŚǁŽƌŬĞƌƐĞŵƉůŽLJĞĚďLJŚŝŵŽƌŚĞƌŝŶƚŚĞĞdžĞĐƵƚŝŽŶŽĨƚŚĞŐƌĞĞŵĞŶƚ͘
ŽŶƚƌĂĐƚŽƌĂŶĚĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌƐƐŚĂůůĐŽŵƉůLJǁŝƚŚ^ĞĐƚŝŽŶϭϳϳϲŽĨƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͕ǁŚŝĐŚ
ŐĞŶĞƌĂůůLJƌĞƋƵŝƌĞƐŬĞĞƉŝŶŐĂĐĐƵƌĂƚĞƉĂLJƌŽůůƌĞĐŽƌĚƐ͕ǀĞƌŝĨLJŝŶŐĂŶĚĐĞƌƚŝĨLJŝŶŐƉĂLJƌŽůůƌĞĐŽƌĚƐ͕ĂŶĚŵĂŬŝŶŐ
ƚŚĞŵĂǀĂŝůĂďůĞĨŽƌŝŶƐƉĞĐƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌƐŚĂůůƌĞƋƵŝƌĞĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌƐƚŽĐŽŵƉůLJǁŝƚŚ^ĞĐƚŝŽŶϭϳϳϲ͘
Nov. 12, 2024 Item #2 Page 145 of 680
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W^ϮϱͲϯϱϲϱ
WĂŐĞϯ 'ĞŶĞƌĂůŽƵŶƐĞůƉƉƌŽǀĞĚϱͬϮϮͬϮϬϮϰ
ϳ͘ KE^dZhd/KEDE' D Ed^K&dtZ
WƌŽĐŽƌĞWƌŽũĞĐƚDĂŶĂŐĞŵĞŶƚĂŶĚŽůůĂďŽƌĂƚŝŽŶ^LJƐƚĞŵ͘dŚŝƐƉƌŽũĞĐƚŵĂLJƵƚŝůŝnjĞƚŚĞKǁŶĞƌ͛ƐWƌŽĐŽƌĞ
;ǁǁǁ͘ƉƌŽĐŽƌĞ͘ĐŽŵͿŽŶůŝŶĞƉƌŽũĞĐƚŵĂŶĂŐĞŵĞŶƚĂŶĚĚŽĐƵŵĞŶƚĐŽŶƚƌŽůƉůĂƚĨŽƌŵ͘dŚĞŝŶƚĞŶƚŽĨƵƚŝůŝnjŝŶŐ
WƌŽĐŽƌĞŝƐƚŽƌĞĚƵĐĞĐŽƐƚĂŶĚƐĐŚĞĚƵůĞƌŝƐŬ͕ŝŵƉƌŽǀĞƋƵĂůŝƚLJĂŶĚƐĂĨĞƚLJ͕ĂŶĚŵĂŝŶƚĂŝŶĂŚĞĂůƚŚLJƚĞĂŵ
ĚLJŶĂŵŝĐ ďLJ ŝŵƉƌŽǀŝŶŐ ŝŶĨŽƌŵĂƚŝŽŶ ĨůŽǁ͕ ƌĞĚƵĐŝŶŐ ŶŽŶͲƉƌŽĚƵĐƚŝǀĞĂĐƚŝǀŝƚŝĞƐ͕ ƌĞĚƵĐŝŶŐ ƌĞǁŽƌŬ ĂŶĚ
ĚĞĐƌĞĂƐŝŶŐ ƚƵƌŶĂƌŽƵŶĚ ƚŝŵĞƐ͘ dŚĞ ŽŶƚƌĂĐƚŽƌ ŝƐ ƌĞƋƵŝƌĞĚ ƚŽ ĐƌĞĂƚĞ Ă ĨƌĞĞ ǁĞďͲďĂƐĞĚ WƌŽĐŽƌĞ ƵƐĞƌ
ĂĐĐŽƵŶƚ;ƐͿĂŶĚƵƚŝůŝnjĞǁĞďͲďĂƐĞĚƚƌĂŝŶŝŶŐͬƚƵƚŽƌŝĂůƐ;ĂƐŶĞĞĚĞĚͿƚŽďĞĐŽŵĞĨĂŵŝůŝĂƌǁŝƚŚƚŚĞƐLJƐƚĞŵ͘
hŶůĞƐƐƚŚĞ ŶŐŝŶĞĞƌĂƉƉƌŽǀĞƐŽƚŚĞƌǁŝƐĞ͕ƚŚĞŽŶƚƌĂĐƚŽƌƐŚĂůůƉƌŽĐĞƐƐĂůůƉƌŽũĞĐƚĚŽĐƵŵĞŶƚƐƚŚƌŽƵŐŚ
WƌŽĐŽƌĞďĞĐĂƵƐĞƚŚŝƐƉůĂƚĨŽƌŵǁŝůůďĞƵƐĞĚƚŽƐƵďŵŝƚ͕ƚƌĂĐŬ͕ĚŝƐƚƌŝďƵƚĞĂŶĚĐŽůůĂďŽƌĂƚĞŽŶƉƌŽũĞĐƚ͘/Ĩ
ƵŶĨĂŵŝůŝĂƌ Žƌ ŶŽƚ ŽƚŚĞƌǁŝƐĞ ƚƌĂŝŶĞĚ ǁŝƚŚ WƌŽĐŽƌĞ͕ ŽŶƚƌĂĐƚŽƌ ĂŶĚ ĂƉƉůŝĐĂďůĞ ƚĞĂŵ ŵĞŵďĞƌƐ ƐŚĂůů
ĐŽŵƉůĞƚĞĂĨƌĞĞƚƌĂŝŶŝŶŐĐĞƌƚŝĨŝĐĂƚŝŽŶĐŽƵƌƐĞůŽĐĂƚĞĚĂƚŚƚƚƉ͗ͬͬůĞĂƌŶ͘ƉƌŽĐŽƌĞ͘ĐŽŵͬƉƌŽĐŽƌĞͲĐĞƌƚŝĨŝĐĂƚŝŽŶͲ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͘dŚĞŽŶƚƌĂĐƚŽƌŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌĂƚƚĂŝŶŝŶŐƚŚĞŝƌŽǁŶWƌŽĐŽƌĞƐƵƉƉŽƌƚ͕ĂƐŶĞĞĚĞĚ͕ĞŝƚŚĞƌ
ƚŚƌŽƵŐŚƚŚĞŽŶůŝŶĞƚƌĂŝŶŝŶŐŽƌƌĞĂĐŚŝŶŐŽƵƚƚŽƚŚĞWƌŽĐŽƌĞƐƵƉƉŽƌƚƚĞĂŵ͘/ƚǁŝůůďĞƚŚĞƌĞƐƉŽŶƐŝďŝůŝƚLJŽĨƚŚĞ
ŽŶƚƌĂĐƚŽƌƚŽƌĞŐƵůĂƌůLJĐŚĞĐŬWƌŽĐŽƌĞĂŶĚƌĞǀŝĞǁƵƉĚĂƚĞĚĚŽĐƵŵĞŶƚƐĂƐƚŚĞLJĂƌĞĂĚĚĞĚ͘dŚĞƌĞǁŝůůďĞŶŽ
ĐŽƐƚƚŽƚŚĞŽŶƚƌĂĐƚŽƌĨŽƌƵƐĞŽĨWƌŽĐŽƌĞ͘
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ŚƚƚƉƐ͗ͬͬĂƉƉƐ͘ĂƉƉůĞ͘ĐŽŵͬƵƐͬĂƉƉͬƉƌŽĐŽƌĞͲĐŽŶƐƚƌƵĐƚŝŽŶͲŵĂŶĂŐĞŵĞŶƚͬŝĚϯϳϰϵϯϬϱϰϮ Žƌ ŶĚƌŽŝĚ ĚĞǀŝĐĞƐ
ůŽĐĂƚĞĚĂƚŚƚƚƉƐ͗ͬͬƉůĂLJ͘ŐŽŽŐůĞ͘ĐŽŵͬƐƚŽƌĞͬĂƉƉƐͬĚĞƚĂŝůƐ͍ŝĚсĐŽŵ͘ƉƌŽĐŽƌĞ͘ĂĐƚŝǀŝƚŝĞƐǁŝƚŚƚŚĞWƌŽĐŽƌĞƉƉ
ŝŶƐƚĂůůĞĚ ƚŽ Ăƚ ůĞĂƐƚ ŽŶĞ ŽŶͲƐŝƚĞ ŝŶĚŝǀŝĚƵĂů ƚŽ ƉƌŽǀŝĚĞ ƌĞĂůͲƚŝŵĞ ĂĐĐĞƐƐ ƚŽ ĐƵƌƌĞŶƚ ƉŽƐƚĞĚ ĚƌĂǁŝŶŐƐ͕
ƐƉĞĐŝĨŝĐĂƚŝŽŶƐ͕Z&/Ɛ͕ƐƵďŵŝƚƚĂůƐ͕ƐĐŚĞĚƵůĞƐ͕ĐŚĂŶŐĞŽƌĚĞƌƐ͕ƉƌŽũĞĐƚĚŽĐƵŵĞŶƚƐ͕ĂƐǁĞůůĂƐĂŶLJĚĞĨŝĐŝĞŶƚ
ŽďƐĞƌǀĂƚŝŽŶƐŽƌƉƵŶĐŚůŝƐƚŝƚĞŵƐ͘WƌŽǀŝĚŝŶŐŵŽďŝůĞĂĐĐĞƐƐǁŝůůŝŵƉƌŽǀĞĐŽŵŵƵŶŝĐĂƚŝŽŶ͕ĞĨĨŝĐŝĞŶĐLJ͕ĂŶĚ
ƉƌŽĚƵĐƚŝǀŝƚLJĨŽƌĂůůƉĂƌƚŝĞƐ͘dŚĞƵƐĞŽĨWƌŽĐŽƌĞĨŽƌƉƌŽũĞĐƚŵĂŶĂŐĞŵĞŶƚĚŽĞƐŶŽƚƌĞůŝĞǀĞƚŚĞĐŽŶƚƌĂĐƚŽƌŽĨ
ĂŶLJŽƚŚĞƌƌĞƋƵŝƌĞŵĞŶƚƐĂƐŵĂLJďĞƐƉĞĐŝĨŝĞĚŝŶƚŚĞĐŽŶƚƌĂĐƚĚŽĐƵŵĞŶƚƐ͘
ϴ͘ ^ddh^K&KEdZdKZ
ŽŶƚƌĂĐƚŽƌǁŝůůƉĞƌĨŽƌŵƚŚĞ^ĞƌǀŝĐĞƐŝŶŽŶƚƌĂĐƚŽƌΖƐŽǁŶǁĂLJĂƐĂŶŝŶĚĞƉĞŶĚĞŶƚĐŽŶƚƌĂĐƚŽƌĂŶĚŝŶƉƵƌƐƵŝƚ
ŽĨŽŶƚƌĂĐƚŽƌΖƐŝŶĚĞƉĞŶĚĞŶƚĐĂůůŝŶŐ͕ĂŶĚŶŽƚĂƐĂŶĞŵƉůŽLJĞĞŽĨDt͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞƵŶĚĞƌĐŽŶƚƌŽů
ŽĨDtŽŶůLJĂƐƚŽƚŚĞƌĞƐƵůƚƚŽďĞĂĐĐŽŵƉůŝƐŚĞĚ͕ďƵƚǁŝůůĐŽŶƐƵůƚǁŝƚŚDtĂƐŶĞĐĞƐƐĂƌLJ͘dŚĞƉĞƌƐŽŶƐ
ƵƐĞĚďLJŽŶƚƌĂĐƚŽƌƚŽƉƌŽǀŝĚĞƐĞƌǀŝĐĞƐƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůŶŽƚďĞĐŽŶƐŝĚĞƌĞĚĞŵƉůŽLJĞĞƐŽĨDt
ĨŽƌĂŶLJƉƵƌƉŽƐĞƐ͘
dŚĞƉĂLJŵĞŶƚŵĂĚĞƚŽŽŶƚƌĂĐƚŽƌƉƵƌƐƵĂŶƚƚŽƚŚĞŐƌĞĞŵĞŶƚǁŝůůďĞƚŚĞĨƵůůĂŶĚĐŽŵƉůĞƚĞĐŽŵƉĞŶƐĂƚŝŽŶ
ƚŽǁŚŝĐŚŽŶƚƌĂĐƚŽƌŝƐĞŶƚŝƚůĞĚ͘DtǁŝůůŶŽƚŵĂŬĞĂŶLJĨĞĚĞƌĂůŽƌƐƚĂƚĞƚĂdžǁŝƚŚŚŽůĚŝŶŐƐŽŶďĞŚĂůĨŽĨ
ŽŶƚƌĂĐƚŽƌŽƌŝƚƐĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐŽƌƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘DtǁŝůůŶŽƚďĞƌĞƋƵŝƌĞĚƚŽƉĂLJĂŶLJǁŽƌŬĞƌƐΖ
ĐŽŵƉĞŶƐĂƚŝŽŶŝŶƐƵƌĂŶĐĞŽƌƵŶĞŵƉůŽLJŵĞŶƚĐŽŶƚƌŝďƵƚŝŽŶƐŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌŽƌŝƚƐĞŵƉůŽLJĞĞƐŽƌ
ƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŽŝŶĚĞŵŶŝĨLJDtĂŶĚƚŚĞŝƚLJŽĨĂƌůƐďĂĚǁŝƚŚŝŶƚŚŝƌƚLJ;ϯϬͿĚĂLJƐĨŽƌ
ĂŶLJƚĂdž͕ƌĞƚŝƌĞŵĞŶƚĐŽŶƚƌŝďƵƚŝŽŶ͕ƐŽĐŝĂůƐĞĐƵƌŝƚLJ͕ŽǀĞƌƚŝŵĞƉĂLJŵĞŶƚ͕ƵŶĞŵƉůŽLJŵĞŶƚƉĂLJŵĞŶƚŽƌǁŽƌŬĞƌƐΖ
ĐŽŵƉĞŶƐĂƚŝŽŶƉĂLJŵĞŶƚǁŚŝĐŚDtŵĂLJďĞƌĞƋƵŝƌĞĚƚŽŵĂŬĞŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌŽƌĂŶLJĂŐĞŶƚ͕
ĞŵƉůŽLJĞĞ͕ŽƌƐƵďĐŽŶƚƌĂĐƚŽƌŽĨŽŶƚƌĂĐƚŽƌĨŽƌǁŽƌŬĚŽŶĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ƚDt͛ƐĞůĞĐƚŝŽŶ͕
DtŵĂLJĚĞĚƵĐƚƚŚĞŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶĂŵŽƵŶƚĨƌŽŵĂŶLJďĂůĂŶĐĞŽǁŝŶŐƚŽŽŶƚƌĂĐƚŽƌ
ϵ͘ KEdZdKZ s>hd/KE^
tŽƌŬ ƉĞƌĨŽƌŵĞĚ ƵŶĚĞƌ ƚŚŝƐ DĂƐƚĞƌ ^ĞƌǀŝĐĞƐ ŐƌĞĞŵĞŶƚ ŵĂLJ ďĞ ƐƵďũĞĐƚ ƚŽ ƚŚĞ Dt ĐŽŶƚƌĂĐƚŽƌ
ĞǀĂůƵĂƚŝŽŶƉƌŽŐƌĂŵ͘WƌŝŽƌƚŽƚŚĞƌĞůĞĂƐĞŽĨĂŶLJƚĂƐŬŽƌĚĞƌƐ͕ƚŚĞŽŶƚƌĂĐƚŽƌǁŝůůďĞŶŽƚŝĨŝĞĚŽĨƚŚĞƉƌŽŐƌĂŵ
ƌĞƋƵŝƌĞŵĞŶƚƐĂŶĚǁŝůůƌĞĐĞŝǀĞĂĐŽƉLJŽĨƚŚĞĞǀĂůƵĂƚŝŽŶĐƌŝƚĞƌŝĂĂŶĚƉƌŽĐĞƐƐ͘dŚĞŽŶƚƌĂĐƚŽƌ͛ƐƉĞƌĨŽƌŵĂŶĐĞ
ŵĂLJďĞĞǀĂůƵĂƚĞĚĂŶĚƚŚĞƌĞƐƵůƚƐǁŝůůďĞĐŽŶƐŝĚĞƌĞĚĨŽƌĨƵƚƵƌĞƚĂƐŬŽƌĚĞƌƐŽƌĂŐƌĞĞŵĞŶƚƐ͘
Nov. 12, 2024 Item #2 Page 146 of 680
dd,D Ed:
W^ϮϱͲϯϱϲϱ
WĂŐĞϰ 'ĞŶĞƌĂůŽƵŶƐĞůƉƉƌŽǀĞĚϱͬϮϮͬϮϬϮϰ
ϭϬ͘ ^hKEdZd/E'
ŽŶƚƌĂĐƚŽƌǁŝůůŶŽƚƐƵďĐŽŶƚƌĂĐƚĂŶLJƉŽƌƚŝŽŶŽĨƚŚĞ^ĞƌǀŝĐĞƐǁŝƚŚŽƵƚƉƌŝŽƌǁƌŝƚƚĞŶĂƉƉƌŽǀĂůŽĨDt͘/Ĩ
ŽŶƚƌĂĐƚŽƌƐƵďĐŽŶƚƌĂĐƚƐĂŶLJŽĨƚŚĞ^ĞƌǀŝĐĞƐ͕ŽŶƚƌĂĐƚŽƌǁŝůůďĞĨƵůůLJƌĞƐƉŽŶƐŝďůĞƚŽDtĨŽƌƚŚĞĂĐƚƐĂŶĚ
ŽŵŝƐƐŝŽŶƐŽĨŽŶƚƌĂĐƚŽƌΖƐƐƵďĐŽŶƚƌĂĐƚŽƌĂŶĚŽĨƚŚĞƉĞƌƐŽŶƐĞŝƚŚĞƌĚŝƌĞĐƚůLJŽƌŝŶĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJƚŚĞ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͕ĂƐŽŶƚƌĂĐƚŽƌŝƐĨŽƌƚŚĞĂĐƚƐĂŶĚŽŵŝƐƐŝŽŶƐŽĨƉĞƌƐŽŶƐĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJŽŶƚƌĂĐƚŽƌ͘
EŽƚŚŝŶŐĐŽŶƚĂŝŶĞĚŝŶƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůĐƌĞĂƚĞĂŶLJĐŽŶƚƌĂĐƚƵĂůƌĞůĂƚŝŽŶƐŚŝƉďĞƚǁĞĞŶĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌ
ŽĨŽŶƚƌĂĐƚŽƌĂŶĚDt͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌƉĂLJŵĞŶƚŽĨƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ŽŶƚƌĂĐƚŽƌǁŝůů
ďŝŶĚĞǀĞƌLJƐƵďĐŽŶƚƌĂĐƚŽƌĂŶĚĞǀĞƌLJƐƵďĐŽŶƚƌĂĐƚŽƌŽĨĂƐƵďĐŽŶƚƌĂĐƚŽƌďLJƚŚĞƚĞƌŵƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ
ĂƉƉůŝĐĂďůĞƚŽŽŶƚƌĂĐƚŽƌΖƐǁŽƌŬƵŶůĞƐƐƐƉĞĐŝĨŝĐĂůůLJŶŽƚĞĚƚŽƚŚĞĐŽŶƚƌĂƌLJŝŶƚŚĞƐƵďĐŽŶƚƌĂĐƚĂŶĚĂƉƉƌŽǀĞĚ
ŝŶǁƌŝƚŝŶŐďLJDt͘
ϭϭ͘ Kd, ZKEdZdKZ^
DtƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽĞŵƉůŽLJŽƚŚĞƌŽŶƚƌĂĐƚŽƌƐŝŶĐŽŶŶĞĐƚŝŽŶǁŝƚŚƚŚĞ^ĞƌǀŝĐĞƐ͘
ϭϮ͘ /E DE/&/d/KE
ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŽĚĞĨĞŶĚ;ǁŝƚŚĐŽƵŶƐĞůĂƉƉƌŽǀĞĚďLJDtͿ͕ŝŶĚĞŵŶŝĨLJĂŶĚŚŽůĚŚĂƌŵůĞƐƐDtĂŶĚ
ƚŚĞŝƚLJŽĨĂƌůƐďĂĚĂŶĚŝƚƐŽĨĨŝĐĞƌƐ͕ĞůĞĐƚĞĚĂŶĚĂƉƉŽŝŶƚĞĚŽĨĨŝĐŝĂůƐ͕ĞŵƉůŽLJĞĞƐĂŶĚǀŽůƵŶƚĞĞƌƐĨƌŽŵĂŶĚ
ĂŐĂŝŶƐƚĂůůĐůĂŝŵƐ͕ĚĂŵĂŐĞƐ͕ůŽƐƐĞƐĂŶĚĞdžƉĞŶƐĞƐŝŶĐůƵĚŝŶŐĂƚƚŽƌŶĞLJƐĨĞĞƐĂƌŝƐŝŶŐŽƵƚŽĨƚŚĞƉĞƌĨŽƌŵĂŶĐĞ
ŽĨƚŚĞǁŽƌŬĚĞƐĐƌŝďĞĚŚĞƌĞŝŶĐĂƵƐĞĚďLJĂŶLJǁŝůůĨƵůŵŝƐĐŽŶĚƵĐƚŽƌŶĞŐůŝŐĞŶƚĂĐƚŽƌŽŵŝƐƐŝŽŶŽĨƚŚĞ
ŽŶƚƌĂĐƚŽƌ͕ĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌ͕ĂŶLJŽŶĞĚŝƌĞĐƚůLJŽƌŝŶĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJĂŶLJŽĨƚŚĞŵŽƌĂŶLJŽŶĞĨŽƌǁŚŽƐĞ
ĂĐƚƐĂŶLJŽĨƚŚĞŵŵĂLJďĞůŝĂďůĞ͘
/Ĩ ŽŶƚƌĂĐƚŽƌ͛Ɛ ŽďůŝŐĂƚŝŽŶ ƚŽ ĚĞĨĞŶĚ͕ ŝŶĚĞŵŶŝĨLJ͕ ĂŶĚͬŽƌ ŚŽůĚ ŚĂƌŵůĞƐƐ ĂƌŝƐĞƐ ŽƵƚ ŽĨ ŽŶƚƌĂĐƚŽƌ͛Ɛ
ƉĞƌĨŽƌŵĂŶĐĞĂƐĂ͞ĚĞƐŝŐŶƉƌŽĨĞƐƐŝŽŶĂů͟;ĂƐƚŚĂƚƚĞƌŵŝƐĚĞĨŝŶĞĚƵŶĚĞƌŝǀŝůŽĚĞƐĞĐƚŝŽŶϮϳϴϮ͘ϴͿ͕ƚŚĞŶ͕
ĂŶĚ ŽŶůLJ ƚŽ ƚŚĞ ĞdžƚĞŶƚ ƌĞƋƵŝƌĞĚ ďLJ ŝǀŝů ŽĚĞ ^ĞĐƚŝŽŶ ϮϳϴϮ͘ϴ͕ ǁŚŝĐŚ ŝƐ ĨƵůůLJ ŝŶĐŽƌƉŽƌĂƚĞĚ ŚĞƌĞŝŶ͕
ŽŶƚƌĂĐƚŽƌ͛ƐŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶŽďůŝŐĂƚŝŽŶƐŚĂůůďĞůŝŵŝƚĞĚƚŽĐůĂŝŵƐƚŚĂƚĂƌŝƐĞŽƵƚŽĨ͕ƉĞƌƚĂŝŶƚŽ͕ŽƌƌĞůĂƚĞƚŽ
ƚŚĞŶĞŐůŝŐĞŶĐĞ͕ƌĞĐŬůĞƐƐŶĞƐƐ͕ŽƌǁŝůůĨƵůŵŝƐĐŽŶĚƵĐƚŽĨƚŚĞŽŶƚƌĂĐƚŽƌ͕ĂŶĚ͕ƵƉŽŶŽŶƚƌĂĐƚŽƌŽďƚĂŝŶŝŶŐĂ
ĨŝŶĂůĂĚũƵĚŝĐĂƚŝŽŶďLJĂĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌ͛ƐůŝĂďŝůŝƚLJĨŽƌƐƵĐŚĐůĂŝŵ͕ŝŶĐůƵĚŝŶŐƚŚĞ
ĐŽƐƚƚŽĚĞĨĞŶĚ͕ƐŚĂůůŶŽƚĞdžĐĞĞĚƚŚĞŽŶƚƌĂĐƚŽƌ͛ƐƉƌŽƉŽƌƚŝŽŶĂƚĞƉĞƌĐĞŶƚĂŐĞŽĨĨĂƵůƚ͘
dŚĞƉĂƌƚŝĞƐĞdžƉƌĞƐƐůLJĂŐƌĞĞƚŚĂƚĂŶLJƉĂLJŵĞŶƚ͕ĂƚƚŽƌŶĞLJ͛ƐĨĞĞ͕ĐŽƐƚƐŽƌĞdžƉĞŶƐĞDtŽƌƚŚĞŝƚLJŽĨ
ĂƌůƐďĂĚŝŶĐƵƌƐŽƌŵĂŬĞƐƚŽŽƌŽŶďĞŚĂůĨŽĨĂŶŝŶũƵƌĞĚĞŵƉůŽLJĞĞƵŶĚĞƌDt͛ƐƐĞůĨͲĂĚŵŝŶŝƐƚĞƌĞĚ
ǁŽƌŬĞƌƐ͛ĐŽŵƉĞŶƐĂƚŝŽŶŝƐŝŶĐůƵĚĞĚĂƐĂůŽƐƐ͕ĞdžƉĞŶƐĞŽƌĐŽƐƚĨŽƌƚŚĞƉƵƌƉŽƐĞƐŽĨƚŚŝƐƐĞĐƚŝŽŶ͕ĂŶĚƚŚĂƚƚŚŝƐ
ƐĞĐƚŝŽŶǁŝůůƐƵƌǀŝǀĞƚŚĞĞdžƉŝƌĂƚŝŽŶŽƌĞĂƌůLJƚĞƌŵŝŶĂƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϯ͘ /E^hZE
ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶĂŶĚŵĂŝŶƚĂŝŶĨŽƌƚŚĞĚƵƌĂƚŝŽŶŽĨƚŚĞŐƌĞĞŵĞŶƚĂŶĚĂŶLJĂŶĚĂůůĂŵĞŶĚŵĞŶƚƐ͕
ŝŶƐƵƌĂŶĐĞĂŐĂŝŶƐƚĐůĂŝŵƐĨŽƌŝŶũƵƌŝĞƐƚŽƉĞƌƐŽŶƐŽƌĚĂŵĂŐĞƚŽƉƌŽƉĞƌƚLJǁŚŝĐŚŵĂLJĂƌŝƐĞŽƵƚŽĨŽƌŝŶ
ĐŽŶŶĞĐƚŝŽŶ ǁŝƚŚƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞƐĞƌǀŝĐĞƐ ďLJŽŶƚƌĂĐƚŽƌ ŽƌŽŶƚƌĂĐƚŽƌ͛ƐĂŐĞŶƚƐ͕ ƌĞƉƌĞƐĞŶƚĂƚŝǀĞƐ͕
ĞŵƉůŽLJĞĞƐŽƌƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘dŚĞŝŶƐƵƌĂŶĐĞǁŝůůďĞŽďƚĂŝŶĞĚĨƌŽŵĂŶŝŶƐƵƌĂŶĐĞĐĂƌƌŝĞƌĂĚŵŝƚƚĞĚĂŶĚ
ĂƵƚŚŽƌŝnjĞĚƚŽĚŽďƵƐŝŶĞƐƐŝŶƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͘dŚĞŝŶƐƵƌĂŶĐĞĐĂƌƌŝĞƌŝƐƌĞƋƵŝƌĞĚƚŽŚĂǀĞĂĐƵƌƌĞŶƚ
ĞƐƚΖƐ<ĞLJZĂƚŝŶŐŽĨŶŽƚůĞƐƐƚŚĂŶΗͲ͗s//Η͖KZǁŝƚŚĂƐƵƌƉůƵƐůŝŶĞŝŶƐƵƌĞƌŽŶƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͛Ɛ>ŝƐƚŽĨ
ƉƉƌŽǀĞĚ^ƵƌƉůƵƐ>ŝŶĞ/ŶƐƵƌĞƌƐ;>^>/ͿǁŝƚŚĂƌĂƚŝŶŐŝŶƚŚĞůĂƚĞƐƚĞƐƚ͛Ɛ<ĞLJZĂƚŝŶŐ'ƵŝĚĞŽĨĂƚůĞĂƐƚ͗͞y͖͟
KZĂŶĂůŝĞŶŶŽŶͲĂĚŵŝƚƚĞĚŝŶƐƵƌĞƌůŝƐƚĞĚďLJƚŚĞEĂƚŝŽŶĂůƐƐŽĐŝĂƚŝŽŶŽĨ/ŶƐƵƌĂŶĐĞŽŵŵŝƐƐŝŽŶĞƌƐ;E/Ϳ
ůĂƚĞƐƚƋƵĂƌƚĞƌůLJůŝƐƚŝŶŐƐƌĞƉŽƌƚ͘
ϭϯ͘ϭ ŽǀĞƌĂŐĞƐ ĂŶĚ >ŝŵŝƚƐ͘ ŽŶƚƌĂĐƚŽƌ ǁŝůů ŵĂŝŶƚĂŝŶ ƚŚĞ ƚLJƉĞƐ ŽĨ ĐŽǀĞƌĂŐĞƐ ĂŶĚ ŵŝŶŝŵƵŵ ůŝŵŝƚƐ
ŝŶĚŝĐĂƚĞĚ ďĞůŽǁ͕ ƵŶůĞƐƐ ZŝƐŬ DĂŶĂŐĞƌ Žƌ ŝƚLJ DĂŶĂŐĞƌ ĂƉƉƌŽǀĞƐ Ă ůŽǁĞƌ ĂŵŽƵŶƚ͘ dŚĞƐĞ ŵŝŶŝŵƵŵ
ĂŵŽƵŶƚƐŽĨĐŽǀĞƌĂŐĞǁŝůůŶŽƚĐŽŶƐƚŝƚƵƚĞĂŶLJůŝŵŝƚĂƚŝŽŶƐŽƌĐĂƉŽŶŽŶƚƌĂĐƚŽƌΖƐŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶŽďůŝŐĂƚŝŽŶƐ
Nov. 12, 2024 Item #2 Page 147 of 680
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W^ϮϱͲϯϱϲϱ
WĂŐĞϱ 'ĞŶĞƌĂůŽƵŶƐĞůƉƉƌŽǀĞĚϱͬϮϮͬϮϬϮϰ
ƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ŝƚLJ͕ŝƚƐŽĨĨŝĐĞƌƐ͕ĂŐĞŶƚƐĂŶĚĞŵƉůŽLJĞĞƐŵĂŬĞŶŽƌĞƉƌĞƐĞŶƚĂƚŝŽŶƚŚĂƚƚŚĞůŝŵŝƚƐŽĨ
ƚŚĞŝŶƐƵƌĂŶĐĞƐƉĞĐŝĨŝĞĚƚŽďĞĐĂƌƌŝĞĚďLJŽŶƚƌĂĐƚŽƌƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞĂĚĞƋƵĂƚĞƚŽƉƌŽƚĞĐƚ
ŽŶƚƌĂĐƚŽƌ͘/ĨŽŶƚƌĂĐƚŽƌďĞůŝĞǀĞƐƚŚĂƚĂŶLJƌĞƋƵŝƌĞĚŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞŝƐŝŶĂĚĞƋƵĂƚĞ͕ŽŶƚƌĂĐƚŽƌǁŝůů
ŽďƚĂŝŶƐƵĐŚĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞ͕ĂƐŽŶƚƌĂĐƚŽƌĚĞĞŵƐĂĚĞƋƵĂƚĞ͕ĂƚŽŶƚƌĂĐƚŽƌΖƐƐŽůĞĞdžƉĞŶƐĞ͘
dŚĞĨƵůůůŝŵŝƚƐĂǀĂŝůĂďůĞƚŽƚŚĞŶĂŵĞĚŝŶƐƵƌĞĚƐŚĂůůĂůƐŽďĞĂǀĂŝůĂďůĞĂŶĚĂƉƉůŝĐĂďůĞƚŽƚŚĞŝƚLJĂƐĂŶ
ĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĞĚ͘
ϭϯ͘ϭ͘ϭ ŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJ;'>Ϳ/ŶƐƵƌĂŶĐĞ͘/ŶƐƵƌĂŶĐĞǁƌŝƚƚĞŶŽŶĂŶ͞ŽĐĐƵƌƌĞŶĐĞ͟ďĂƐŝƐ͕
ŝŶĐůƵĚŝŶŐƉĞƌƐŽŶĂůΘĂĚǀĞƌƚŝƐŝŶŐŝŶũƵƌLJ͕ǁŝƚŚůŝŵŝƚƐŶŽůĞƐƐƚŚĂŶΨϮ͕ϬϬϬ͕ϬϬϬƉĞƌŽĐĐƵƌƌĞŶĐĞ͘/ĨĂŐĞŶĞƌĂů
ĂŐŐƌĞŐĂƚĞůŝŵŝƚĂƉƉůŝĞƐ͕ĞŝƚŚĞƌƚŚĞŐĞŶĞƌĂůĂŐŐƌĞŐĂƚĞůŝŵŝƚƐŚĂůůĂƉƉůLJƐĞƉĂƌĂƚĞůLJƚŽƚŚŝƐƉƌŽũĞĐƚͬůŽĐĂƚŝŽŶ
ŽƌƚŚĞŐĞŶĞƌĂůĂŐŐƌĞŐĂƚĞůŝŵŝƚƐŚĂůůďĞƚǁŝĐĞƚŚĞƌĞƋƵŝƌĞĚŽĐĐƵƌƌĞŶĐĞůŝŵŝƚ͘
ϭϯ͘ϭ͘Ϯ ƵƚŽŵŽďŝůĞ>ŝĂďŝůŝƚLJ͘;/ĨƚŚĞƵƐĞŽĨĂŶĂƵƚŽŵŽďŝůĞŝƐŝŶǀŽůǀĞĚĨŽƌŽŶƚƌĂĐƚŽƌΖƐǁŽƌŬĨŽƌ
ŝƚLJͿ͘ΨϮ͕ϬϬϬ͕ϬϬϬĐŽŵďŝŶĞĚƐŝŶŐůĞͲůŝŵŝƚƉĞƌĂĐĐŝĚĞŶƚĨŽƌďŽĚŝůLJŝŶũƵƌLJĂŶĚƉƌŽƉĞƌƚLJĚĂŵĂŐĞ͘
ϭϯ͘ϭ͘ϯ tŽƌŬĞƌƐΖ ŽŵƉĞŶƐĂƚŝŽŶ ĂŶĚ ŵƉůŽLJĞƌΖƐ >ŝĂďŝůŝƚLJ͘ tŽƌŬĞƌƐΖ ŽŵƉĞŶƐĂƚŝŽŶ ůŝŵŝƚƐ ĂƐ
ƌĞƋƵŝƌĞĚďLJƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͘tŽƌŬĞƌƐΖŽŵƉĞŶƐĂƚŝŽŶǁŝůůŶŽƚďĞƌĞƋƵŝƌĞĚŝĨŽŶƚƌĂĐƚŽƌŚĂƐŶŽ
ĞŵƉůŽLJĞĞƐĂŶĚƉƌŽǀŝĚĞƐ͕ƚŽDt͛ƐƐĂƚŝƐĨĂĐƚŝŽŶ͕ĂĚĞĐůĂƌĂƚŝŽŶƐƚĂƚŝŶŐƚŚŝƐ͘
ϭϯ͘ϭ͘ϰ WƌŽĨĞƐƐŝŽŶĂů>ŝĂďŝůŝƚLJ͘ ƌƌŽƌƐĂŶĚŽŵŝƐƐŝŽŶƐůŝĂďŝůŝƚLJĂƉƉƌŽƉƌŝĂƚĞƚŽŽŶƚƌĂĐƚŽƌ͛ƐƉƌŽĨĞƐƐŝŽŶ
ǁŝƚŚůŝŵŝƚƐŽĨŶŽƚůĞƐƐƚŚĂŶΨϭ͕ϬϬϬ͕ϬϬϬƉĞƌĐůĂŝŵ͘ŽǀĞƌĂŐĞŵƵƐƚďĞŵĂŝŶƚĂŝŶĞĚĨŽƌĂƉĞƌŝŽĚŽĨĨŝǀĞLJĞĂƌƐ
ĨŽůůŽǁŝŶŐƚŚĞĚĂƚĞŽĨĐŽŵƉůĞƚŝŽŶŽĨƚŚĞǁŽƌŬ͘
ϭϯ͘Ϯ͘ ĚĚŝƚŝŽŶĂůWƌŽǀŝƐŝŽŶƐ͘ŽŶƚƌĂĐƚŽƌǁŝůůĞŶƐƵƌĞƚŚĂƚƚŚĞƉŽůŝĐŝĞƐŽĨŝŶƐƵƌĂŶĐĞƌĞƋƵŝƌĞĚƵŶĚĞƌƚŚŝƐ
ŐƌĞĞŵĞŶƚĐŽŶƚĂŝŶ͕ŽƌĂƌĞĞŶĚŽƌƐĞĚƚŽĐŽŶƚĂŝŶ͕ƚŚĞĨŽůůŽǁŝŶŐƉƌŽǀŝƐŝŽŶƐ͗
ϭϯ͘Ϯ͘ϭ DtǁŝůůďĞŶĂŵĞĚĂƐĂŶĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĞĚŽŶ'ĞŶĞƌĂů>ŝĂďŝůŝƚLJǁŚŝĐŚƐŚĂůůƉƌŽǀŝĚĞ
ƉƌŝŵĂƌLJĐŽǀĞƌĂŐĞƚŽDt͘
ϭϯ͘Ϯ͘Ϯ ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶŽĐĐƵƌƌĞŶĐĞĐŽǀĞƌĂŐĞ͕ĞdžĐůƵĚŝŶŐWƌŽĨĞƐƐŝŽŶĂů>ŝĂďŝůŝƚLJ͕ǁŚŝĐŚǁŝůůďĞ
ǁƌŝƚƚĞŶĂƐĐůĂŝŵƐͲŵĂĚĞĐŽǀĞƌĂŐĞ͘
ϭϯ͘Ϯ͘ϯ /ĨŽŶƚƌĂĐƚŽƌŵĂŝŶƚĂŝŶƐŚŝŐŚĞƌůŝŵŝƚƐƚŚĂŶƚŚĞŵŝŶŝŵƵŵƐƐŚŽǁŶĂďŽǀĞ͕ƚŚĞŝƚLJƌĞƋƵŝƌĞƐ
ĂŶĚǁŝůůďĞĞŶƚŝƚůĞĚƚŽĐŽǀĞƌĂŐĞĨŽƌƚŚĞŚŝŐŚĞƌůŝŵŝƚƐŵĂŝŶƚĂŝŶĞĚďLJŽŶƚƌĂĐƚŽƌ͘ŶLJĂǀĂŝůĂďůĞŝŶƐƵƌĂŶĐĞ
ƉƌŽĐĞĞĚƐŝŶĞdžĐĞƐƐŽĨƚŚĞƐƉĞĐŝĨŝĞĚŵŝŶŝŵƵŵůŝŵŝƚƐŽĨŝŶƐƵƌĂŶĐĞĂŶĚĐŽǀĞƌĂŐĞǁŝůůďĞĂǀĂŝůĂďůĞƚŽƚŚĞŝƚLJ͘͟
ϭϯ͘Ϯ͘ϰ dŚŝƐŝŶƐƵƌĂŶĐĞǁŝůůďĞŝŶĨŽƌĐĞĚƵƌŝŶŐƚŚĞůŝĨĞŽĨƚŚĞŐƌĞĞŵĞŶƚĂŶĚĂŶLJĞdžƚĞŶƐŝŽŶƐŽĨŝƚ
ĂŶĚǁŝůůŶŽƚďĞĐĂŶĐĞůĞĚǁŝƚŚŽƵƚƚŚŝƌƚLJ;ϯϬͿĚĂLJƐƉƌŝŽƌǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽDtƐĞŶƚďLJĐĞƌƚŝĨŝĞĚŵĂŝů
ƉƵƌƐƵĂŶƚƚŽƚŚĞEŽƚŝĐĞƉƌŽǀŝƐŝŽŶƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϯ͘ϯ WƌŽǀŝĚŝŶŐ ĞƌƚŝĨŝĐĂƚĞƐ ŽĨ /ŶƐƵƌĂŶĐĞ ĂŶĚ ŶĚŽƌƐĞŵĞŶƚƐ͘ WƌŝŽƌ ƚŽ Dt͛Ɛ ĞdžĞĐƵƚŝŽŶ ŽĨ ƚŚŝƐ
ŐƌĞĞŵĞŶƚ͕ŽŶƚƌĂĐƚŽƌǁŝůůĨƵƌŶŝƐŚĐĞƌƚŝĨŝĐĂƚĞƐŽĨŝŶƐƵƌĂŶĐĞĂŶĚĞŶĚŽƌƐĞŵĞŶƚƐƚŽDt͘
ϭϯ͘ϰ &ĂŝůƵƌĞƚŽDĂŝŶƚĂŝŶŽǀĞƌĂŐĞ͘/ĨŽŶƚƌĂĐƚŽƌĨĂŝůƐƚŽŵĂŝŶƚĂŝŶĂŶLJŽĨƚŚĞƐĞŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞƐ͕
ƚŚĞŶDtǁŝůůŚĂǀĞƚŚĞŽƉƚŝŽŶƚŽĚĞĐůĂƌĞŽŶƚƌĂĐƚŽƌŝŶďƌĞĂĐŚ͕ŽƌŵĂLJƉƵƌĐŚĂƐĞƌĞƉůĂĐĞŵĞŶƚŝŶƐƵƌĂŶĐĞ
ŽƌƉĂLJƚŚĞƉƌĞŵŝƵŵƐƚŚĂƚĂƌĞĚƵĞŽŶĞdžŝƐƚŝŶŐƉŽůŝĐŝĞƐŝŶŽƌĚĞƌƚŽŵĂŝŶƚĂŝŶƚŚĞƌĞƋƵŝƌĞĚ ĐŽǀĞƌĂŐĞƐ͘
ŽŶƚƌĂĐƚŽƌŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌĂŶLJƉĂLJŵĞŶƚƐŵĂĚĞďLJDtƚŽŽďƚĂŝŶŽƌŵĂŝŶƚĂŝŶŝŶƐƵƌĂŶĐĞĂŶĚDt
Nov. 12, 2024 Item #2 Page 148 of 680
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W^ϮϱͲϯϱϲϱ
WĂŐĞϲ 'ĞŶĞƌĂůŽƵŶƐĞůƉƉƌŽǀĞĚϱͬϮϮͬϮϬϮϰ
ŵĂLJĐŽůůĞĐƚƚŚĞƐĞƉĂLJŵĞŶƚƐĨƌŽŵŽŶƚƌĂĐƚŽƌŽƌĚĞĚƵĐƚƚŚĞĂŵŽƵŶƚƉĂŝĚĨƌŽŵĂŶLJƐƵŵƐĚƵĞŽŶƚƌĂĐƚŽƌ
ƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϯ͘ϱ ^ƵďŵŝƐƐŝŽŶŽĨ/ŶƐƵƌĂŶĐĞWŽůŝĐŝĞƐ͘DtƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽƌĞƋƵŝƌĞ͕ĂƚĂŶLJƚŝŵĞ͕ĐŽŵƉůĞƚĞĂŶĚ
ĐĞƌƚŝĨŝĞĚĐŽƉŝĞƐŽĨĂŶLJŽƌĂůůƌĞƋƵŝƌĞĚŝŶƐƵƌĂŶĐĞƉŽůŝĐŝĞƐĂŶĚĞŶĚŽƌƐĞŵĞŶƚƐ͘
ϭϰ͘ h^/E ^^>/ E^
ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶĂŶĚŵĂŝŶƚĂŝŶĂŝƚLJŽĨĂƌůƐďĂĚƵƐŝŶĞƐƐ>ŝĐĞŶƐĞĨŽƌƚŚĞƚĞƌŵŽĨƚŚĞŐƌĞĞŵĞŶƚ͕ĂƐ
ŵĂLJďĞĂŵĞŶĚĞĚĨƌŽŵƚŝŵĞͲƚŽͲƚŝŵĞ͘
ϭϱ͘ KhEd/E'Z KZ^
ŽŶƚƌĂĐƚŽƌ ǁŝůů ŵĂŝŶƚĂŝŶ ĐŽŵƉůĞƚĞ ĂŶĚ ĂĐĐƵƌĂƚĞ ƌĞĐŽƌĚƐ ǁŝƚŚ ƌĞƐƉĞĐƚ ƚŽ ĐŽƐƚƐ ŝŶĐƵƌƌĞĚ ƵŶĚĞƌ ƚŚŝƐ
ŐƌĞĞŵĞŶƚ͘ůůƌĞĐŽƌĚƐǁŝůůďĞĐůĞĂƌůLJŝĚĞŶƚŝĨŝĂďůĞ͘ŽŶƚƌĂĐƚŽƌǁŝůůĂůůŽǁĂƌĞƉƌĞƐĞŶƚĂƚŝǀĞŽĨDtĚƵƌŝŶŐ
ŶŽƌŵĂůďƵƐŝŶĞƐƐŚŽƵƌƐƚŽĞdžĂŵŝŶĞ͕ĂƵĚŝƚ͕ĂŶĚŵĂŬĞƚƌĂŶƐĐƌŝƉƚƐŽƌĐŽƉŝĞƐŽĨƌĞĐŽƌĚƐĂŶĚĂŶLJŽƚŚĞƌ
ĚŽĐƵŵĞŶƚƐ ĐƌĞĂƚĞĚ ƉƵƌƐƵĂŶƚ ƚŽ ƚŚŝƐ ŐƌĞĞŵĞŶƚ͘ ŽŶƚƌĂĐƚŽƌ ǁŝůů ĂůůŽǁ ŝŶƐƉĞĐƚŝŽŶ ŽĨ Ăůů ǁŽƌŬ͕ ĚĂƚĂ͕
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ϳϲϬͲϮϵϰͲϵϰϰϵĞdžƚ͘ϭϬϯ
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ĚĞůŝǀĞƌLJƚŽďĞĚŝƌĞĐƚĞĚƚŽĂŶŽƚŚĞƌĂĚĚƌĞƐƐ͘
Nov. 12, 2024 Item #2 Page 149 of 680
dd,D Ed:
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WĂŐĞϳ 'ĞŶĞƌĂůŽƵŶƐĞůƉƉƌŽǀĞĚϱͬϮϮͬϮϬϮϰ
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ďLJ ŽŶƚƌĂĐƚŽƌ͘ ŽŶƚƌĂĐƚŽƌ ǁŝůů Ăƚ Ăůů ƚŝŵĞƐ ŽďƐĞƌǀĞ ĂŶĚ ĐŽŵƉůLJǁŝƚŚ ƚŚĞƐĞ ůĂǁƐ͕ ŽƌĚŝŶĂŶĐĞƐ͕ ĂŶĚ
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ĚŝƐĐƌŝŵŝŶĂƚŝŽŶĂŶĚŚĂƌĂƐƐŵĞŶƚ͘
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ǁŝůůƌĞƉůLJƚŽƚŚĞůĞƚƚĞƌĂůŽŶŐǁŝƚŚĂƌĞĐŽŵŵĞŶĚĞĚŵĞƚŚŽĚŽĨƌĞƐŽůƵƚŝŽŶǁŝƚŚŝŶƚĞŶ;ϭϬͿďƵƐŝŶĞƐƐĚĂLJƐ͘/Ĩ
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ďLJĞĂĐŚƉĂƌƚLJĂŶĚŵĂLJƚŚĞŶŽƉƚƚŽĚŝƌĞĐƚĂƐŽůƵƚŝŽŶƚŽƚŚĞƉƌŽďůĞŵ͘/ŶƐƵĐŚĐĂƐĞƐ͕ƚŚĞĂĐƚŝŽŶŽĨƚŚĞŝƚLJ
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ƚĞƌŵŝŶĂƚĞ ƚŚŝƐ ŐƌĞĞŵĞŶƚ ĨŽƌ ŶŽŶƉĞƌĨŽƌŵĂŶĐĞ ďLJ ŶŽƚŝĨLJŝŶŐ ŽŶƚƌĂĐƚŽƌ ďLJ ĐĞƌƚŝĨŝĞĚ ŵĂŝů ŽĨ ƚŚĞ
ƚĞƌŵŝŶĂƚŝŽŶ͘/ĨDtĚĞĐŝĚĞƐƚŽĂďĂŶĚŽŶŽƌŝŶĚĞĨŝŶŝƚĞůLJƉŽƐƚƉŽŶĞƚŚĞǁŽƌŬŽƌƐĞƌǀŝĐĞƐĐŽŶƚĞŵƉůĂƚĞĚďLJ
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ŶŽƚŝĨŝĐĂƚŝŽŶŽĨƚĞƌŵŝŶĂƚŝŽŶ͕ŽŶƚƌĂĐƚŽƌŚĂƐĨŝǀĞ;ϱͿďƵƐŝŶĞƐƐĚĂLJƐƚŽĚĞůŝǀĞƌĂŶLJĚŽĐƵŵĞŶƚƐŽǁŶĞĚďLJ
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ĚĞƚĞƌŵŝŶĂƚŝŽŶŽĨĨĂĐƚďĂƐĞĚƵƉŽŶƚŚĞǁŽƌŬƉƌŽĚƵĐƚĚĞůŝǀĞƌĞĚƚŽDtĂŶĚŽĨƚŚĞƉĞƌĐĞŶƚĂŐĞŽĨǁŽƌŬ
ƚŚĂƚ ŽŶƚƌĂĐƚŽƌ ŚĂƐ ƉĞƌĨŽƌŵĞĚ ǁŚŝĐŚ ŝƐ ƵƐĂďůĞ ĂŶĚ ŽĨ ǁŽƌƚŚ ƚŽ Dt ŝŶ ŚĂǀŝŶŐ ƚŚĞ ŐƌĞĞŵĞŶƚ
ĐŽŵƉůĞƚĞĚ͘ĂƐĞĚƵƉŽŶƚŚĂƚĨŝŶĚŝŶŐDtǁŝůůĚĞƚĞƌŵŝŶĞƚŚĞĨŝŶĂůƉĂLJŵĞŶƚŽĨƚŚĞŐƌĞĞŵĞŶƚ͘
Dt ŵĂLJ ƚĞƌŵŝŶĂƚĞ ƚŚŝƐ ŐƌĞĞŵĞŶƚ ďLJ ƚĞŶĚĞƌŝŶŐ ƚŚŝƌƚLJ ;ϯϬͿ ĚĂLJƐ ǁƌŝƚƚĞŶ ŶŽƚŝĐĞ ƚŽ ŽŶƚƌĂĐƚŽƌ͘
ŽŶƚƌĂĐƚŽƌŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚďLJƚĞŶĚĞƌŝŶŐͺͺͺͺͺͺͺͺͺͺͺͺͺͺ;ͺͺͺͿĚĂLJƐǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽ
Dt͘/ŶƚŚĞĞǀĞŶƚŽĨƚĞƌŵŝŶĂƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚďLJĞŝƚŚĞƌƉĂƌƚLJĂŶĚƵƉŽŶƌĞƋƵĞƐƚŽĨDt͕
ŽŶƚƌĂĐƚŽƌǁŝůůĂƐƐĞŵďůĞƚŚĞǁŽƌŬƉƌŽĚƵĐƚĂŶĚƉƵƚŝƚŝŶŽƌĚĞƌĨŽƌƉƌŽƉĞƌĨŝůŝŶŐĂŶĚĐůŽƐŝŶŐĂŶĚĚĞůŝǀĞƌŝƚ
ƚŽDt͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞƉĂŝĚĨŽƌǁŽƌŬƉĞƌĨŽƌŵĞĚƚŽƚŚĞƚĞƌŵŝŶĂƚŝŽŶĚĂƚĞ͖ŚŽǁĞǀĞƌ͕ƚŚĞƚŽƚĂůǁŝůůŶŽƚ
ĞdžĐĞĞĚƚŚĞůƵŵƉƐƵŵĨĞĞƉĂLJĂďůĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘DtǁŝůůŵĂŬĞƚŚĞĨŝŶĂůĚĞƚĞƌŵŝŶĂƚŝŽŶĂƐƚŽ
ƚŚĞƉŽƌƚŝŽŶƐŽĨƚĂƐŬƐĐŽŵƉůĞƚĞĚĂŶĚƚŚĞĐŽŵƉĞŶƐĂƚŝŽŶƚŽďĞŵĂĚĞ͘
Nov. 12, 2024 Item #2 Page 150 of 680
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W^ϮϱͲϯϱϲϱ
WĂŐĞϴ 'ĞŶĞƌĂůŽƵŶƐĞůƉƉƌŽǀĞĚϱͬϮϮͬϮϬϮϰ
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ŽŶƚƌĂĐƚŽƌǁĂƌƌĂŶƚƐƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐŶŽƚĞŵƉůŽLJĞĚŽƌƌĞƚĂŝŶĞĚĂŶLJĐŽŵƉĂŶLJŽƌƉĞƌƐŽŶ͕ŽƚŚĞƌƚŚĂŶĂ
ďŽŶĂĨŝĚĞĞŵƉůŽLJĞĞǁŽƌŬŝŶŐĨŽƌŽŶƚƌĂĐƚŽƌ͕ƚŽƐŽůŝĐŝƚŽƌƐĞĐƵƌĞƚŚŝƐŐƌĞĞŵĞŶƚ͕ĂŶĚƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐ
ŶŽƚƉĂŝĚŽƌĂŐƌĞĞĚƚŽƉĂLJĂŶLJĐŽŵƉĂŶLJŽƌƉĞƌƐŽŶ͕ŽƚŚĞƌƚŚĂŶĂďŽŶĂĨŝĚĞĞŵƉůŽLJĞĞ͕ĂŶLJĨĞĞ͕ĐŽŵŵŝƐƐŝŽŶ͕
ƉĞƌĐĞŶƚĂŐĞ͕ďƌŽŬĞƌĂŐĞĨĞĞ͕ŐŝĨƚ͕ŽƌĂŶLJŽƚŚĞƌĐŽŶƐŝĚĞƌĂƚŝŽŶĐŽŶƚŝŶŐĞŶƚƵƉŽŶ͕ŽƌƌĞƐƵůƚŝŶŐĨƌŽŵ͕ƚŚĞĂǁĂƌĚ
ŽƌŵĂŬŝŶŐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘&ŽƌďƌĞĂĐŚŽƌǀŝŽůĂƚŝŽŶŽĨƚŚŝƐǁĂƌƌĂŶƚLJ͕DtǁŝůůŚĂǀĞƚŚĞƌŝŐŚƚƚŽĂŶŶƵů
ƚŚŝƐŐƌĞĞŵĞŶƚǁŝƚŚŽƵƚůŝĂďŝůŝƚLJ͕Žƌ͕ŝŶŝƚƐĚŝƐĐƌĞƚŝŽŶ͕ƚŽĚĞĚƵĐƚĨƌŽŵƚŚĞŐƌĞĞŵĞŶƚƉƌŝĐĞŽƌĐŽŶƐŝĚĞƌĂƚŝŽŶ͕
Žƌ ŽƚŚĞƌǁŝƐĞ ƌĞĐŽǀĞƌ͕ ƚŚĞ ĨƵůů ĂŵŽƵŶƚ ŽĨ ƚŚĞ ĨĞĞ͕ ĐŽŵŵŝƐƐŝŽŶ͕ ƉĞƌĐĞŶƚĂŐĞ͕ ďƌŽŬĞƌĂŐĞ ĨĞĞƐ͕ ŐŝĨƚ͕ Žƌ
ĐŽŶƚŝŶŐĞŶƚĨĞĞ͘
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LJƐŝŐŶŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͕ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŚĂƚĂŶLJĂŐƌĞĞŵĞŶƚĐůĂŝŵƐƵďŵŝƚƚĞĚƚŽDtŵƵƐƚďĞ
ĂƐƐĞƌƚĞĚĂƐƉĂƌƚŽĨƚŚĞŐƌĞĞŵĞŶƚƉƌŽĐĞƐƐĂƐƐĞƚĨŽƌƚŚŝŶƚŚŝƐŐƌĞĞŵĞŶƚĂŶĚŶŽƚŝŶĂŶƚŝĐŝƉĂƚŝŽŶŽĨ
ůŝƚŝŐĂƚŝŽŶŽƌŝŶĐŽŶũƵŶĐƚŝŽŶǁŝƚŚůŝƚŝŐĂƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚŝĨĂĨĂůƐĞĐůĂŝŵŝƐƐƵďŵŝƚƚĞĚƚŽ
Dt͕ŝƚŵĂLJďĞĐŽŶƐŝĚĞƌĞĚĨƌĂƵĚĂŶĚŽŶƚƌĂĐƚŽƌŵĂLJďĞƐƵďũĞĐƚƚŽĐƌŝŵŝŶĂůƉƌŽƐĞĐƵƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌ
ĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚĂůŝĨŽƌŶŝĂ'ŽǀĞƌŶŵĞŶƚŽĚĞƐĞĐƚŝŽŶƐϭϮϲϱϬĞƚƐĞƋ͕͘ƚŚĞ&ĂůƐĞůĂŝŵƐĐƚĂƉƉůŝĞƐƚŽ
ƚŚŝƐŐƌĞĞŵĞŶƚĂŶĚ͕ƉƌŽǀŝĚĞƐĨŽƌĐŝǀŝůƉĞŶĂůƚŝĞƐǁŚĞƌĞĂƉĞƌƐŽŶŬŶŽǁŝŶŐůLJƐƵďŵŝƚƐĂĨĂůƐĞĐůĂŝŵƚŽĂƉƵďůŝĐ
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ƌĞĐŬůĞƐƐĚŝƐƌĞŐĂƌĚŽĨƚŚĞƚƌƵƚŚŽƌĨĂůƐŝƚLJŽĨŝŶĨŽƌŵĂƚŝŽŶ͘/ĨDtƐĞĞŬƐƚŽƌĞĐŽǀĞƌƉĞŶĂůƚŝĞƐƉƵƌƐƵĂŶƚƚŽ
ƚŚĞ&ĂůƐĞůĂŝŵƐĐƚ͕ŝƚŝƐĞŶƚŝƚůĞĚƚŽƌĞĐŽǀĞƌŝƚƐůŝƚŝŐĂƚŝŽŶĐŽƐƚƐ͕ŝŶĐůƵĚŝŶŐĂƚƚŽƌŶĞLJΖƐĨĞĞƐ͘ŽŶƚƌĂĐƚŽƌ
ĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚƚŚĞĨŝůŝŶŐŽĨĂĨĂůƐĞĐůĂŝŵŵĂLJƐƵďũĞĐƚŽŶƚƌĂĐƚŽƌƚŽĂŶĂĚŵŝŶŝƐƚƌĂƚŝǀĞĚĞďĂƌŵĞŶƚ
ƉƌŽĐĞĞĚŝŶŐĂƐƚŚĞƌĞƐƵůƚŽĨǁŚŝĐŚŽŶƚƌĂĐƚŽƌŵĂLJďĞƉƌĞǀĞŶƚĞĚƚŽĂĐƚĂƐĂŽŶƚƌĂĐƚŽƌŽŶĂŶLJƉƵďůŝĐǁŽƌŬ
ŽƌŝŵƉƌŽǀĞŵĞŶƚĨŽƌĂƉĞƌŝŽĚŽĨƵƉƚŽĨŝǀĞ;ϱͿLJĞĂƌƐ͘ŽŶƚƌĂĐƚŽƌĂĐŬŶŽǁůĞĚŐĞƐĚĞďĂƌŵĞŶƚďLJĂŶŽƚŚĞƌ
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Ϯϲ͘ :hZ/^/d/KE^Es Eh
dŚŝƐŐƌĞĞŵĞŶƚƐŚĂůůďĞŝŶƚĞƌƉƌĞƚĞĚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞůĂǁƐŽĨƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͘ŶLJĂĐƚŝŽŶĂƚ
ůĂǁŽƌŝŶĞƋƵŝƚLJďƌŽƵŐŚƚďLJĞŝƚŚĞƌŽĨƚŚĞƉĂƌƚŝĞƐĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨĞŶĨŽƌĐŝŶŐĂƌŝŐŚƚŽƌƌŝŐŚƚƐƉƌŽǀŝĚĞĚĨŽƌ
ďLJƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞƚƌŝĞĚŝŶĂĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƚŝŽŶŝŶƚŚĞŽƵŶƚLJŽĨ^ĂŶŝĞŐŽ͕^ƚĂƚĞŽĨ
ĂůŝĨŽƌŶŝĂ͕ĂŶĚƚŚĞƉĂƌƚŝĞƐǁĂŝǀĞĂůůƉƌŽǀŝƐŝŽŶƐŽĨůĂǁƉƌŽǀŝĚŝŶŐĨŽƌĂĐŚĂŶŐĞŽĨǀĞŶƵĞŝŶƚŚĞƐĞƉƌŽĐĞĞĚŝŶŐƐ
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ƚŚĞŝƌƌĞƐƉĞĐƚŝǀĞƐƵĐĐĞƐƐŽƌƐ͘EĞŝƚŚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŶŽƌĂŶLJƉĂƌƚŽĨŝƚŶŽƌĂŶLJŵŽŶŝĞƐĚƵĞŽƌƚŽďĞĐŽŵĞ
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dŚŝƐŐƌĞĞŵĞŶƚ͕ƚŽŐĞƚŚĞƌǁŝƚŚĂŶLJŽƚŚĞƌǁƌŝƚƚĞŶĚŽĐƵŵĞŶƚƌĞĨĞƌƌĞĚƚŽŽƌĐŽŶƚĞŵƉůĂƚĞĚďLJŝƚ͕ĂůŽŶŐǁŝƚŚ
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ƵŶĚĞƌƐƚĂŶĚŝŶŐďĞƚǁĞĞŶƚŚĞƉĂƌƚŝĞƐƌĞůĂƚŝŶŐƚŽƚŚĞƐƵďũĞĐƚŵĂƚƚĞƌŽĨŝƚ͘/ŶĐĂƐĞŽĨĐŽŶĨůŝĐƚ͕ƚŚĞƚĞƌŵƐŽĨƚŚĞ
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ďĞĞdžĞĐƵƚĞĚŝŶĐŽƵŶƚĞƌƉĂƌƚƐ͘
Nov. 12, 2024 Item #2 Page 151 of 680
dd,D Ed:
W^ϮϱͲϯϱϲϱ
WĂŐĞϵ 'ĞŶĞƌĂůŽƵŶƐĞůƉƉƌŽǀĞĚϱͬϮϮͬϮϬϮϰ
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ŐŽǀĞƌŶŝŶŐďŽĚLJ͕ƐŚĂůůŚĂǀĞƚŚĞŽƉƚŝŽŶƚŽƉĂƌƚŝĐŝƉĂƚĞŝŶƚŚŝƐĐŽŶƚƌĂĐƚĂƚƚŚĞƐĂŵĞƉƌŝĐĞƐ͕ƚĞƌŵƐ͕ĂŶĚ
ĐŽŶĚŝƚŝŽŶƐ͘/ĨĂŶŽƚŚĞƌƉƵďůŝĐĂŐĞŶĐLJĐŚŽŽƐĞƐƚŽƉĂƌƚŝĐŝƉĂƚĞ͕ƚŚĞƚĞƌŵƐŚĂůůďĞĨŽƌƚŚĞƚĞƌŵŽĨƚŚŝƐĐŽŶƚƌĂĐƚ͕
ĂŶĚ ƐŚĂůů ďĞ ĐŽŶƚŝŶŐĞŶƚ ƵƉŽŶ ŽŶƚƌĂĐƚŽƌΖƐ ĂĐĐĞƉƚĂŶĐĞ͘ WĂƌƚŝĐŝƉĂƚŝŶŐ ƉƵďůŝĐ ĂŐĞŶĐŝĞƐ ƐŚĂůů ďĞ ƐŽůĞůLJ
ƌĞƐƉŽŶƐŝďůĞĨŽƌƚŚĞƉůĂĐŝŶŐŽĨŽƌĚĞƌƐ͕ĂƌƌĂŶŐŝŶŐĨŽƌĚĞůŝǀĞƌLJĂŶĚͬŽƌƐĞƌǀŝĐĞƐ͕ĂŶĚŵĂŬŝŶŐƉĂLJŵĞŶƚƐƚŽƚŚĞ
ŽŶƚƌĂĐƚŽƌ͘dŚĞŝƚLJŽĨĂƌůƐďĂĚĂŶĚĂƌůƐďĂĚDƵŶŝĐŝƉĂůtĂƚĞƌŝƐƚƌŝĐƚƐŚĂůůŶŽƚďĞůŝĂďůĞ͕ŽƌƌĞƐƉŽŶƐŝďůĞ͕
ĨŽƌĂŶLJŽďůŝŐĂƚŝŽŶƐ͕ŝŶĐůƵĚŝŶŐďƵƚŶŽƚůŝŵŝƚĞĚƚŽĨŝŶĂŶĐŝĂůƌĞƐƉŽŶƐŝďŝůŝƚLJ͕ŝŶĐŽŶŶĞĐƚŝŽŶǁŝƚŚƉĂƌƚŝĐŝƉĂƚŝŽŶ
ďLJĂŶŽƚŚĞƌƉƵďůŝĐĂŐĞŶĐLJ͘
ϯϭ͘ hd,KZ/dz
dŚĞŝŶĚŝǀŝĚƵĂůƐĞdžĞĐƵƚŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚĂŶĚƚŚĞŝŶƐƚƌƵŵĞŶƚƐƌĞĨĞƌĞŶĐĞĚŝŶŝƚŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌ
ĞĂĐŚƌĞƉƌĞƐĞŶƚĂŶĚǁĂƌƌĂŶƚƚŚĂƚƚŚĞLJŚĂǀĞƚŚĞůĞŐĂůƉŽǁĞƌ͕ƌŝŐŚƚĂŶĚĂĐƚƵĂůĂƵƚŚŽƌŝƚLJƚŽďŝŶĚŽŶƚƌĂĐƚŽƌ
ƚŽƚŚĞƚĞƌŵƐĂŶĚĐŽŶĚŝƚŝŽŶƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
džĞĐƵƚĞĚďLJŽŶƚƌĂĐƚŽƌƚŚŝƐͺͺͺͺͺͺͺͺͺͺͺĚĂLJŽĨͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺ͕ϮϬϮϰ͘
Nov. 12, 2024 Item #2 Page 152 of 680
dd,D Ed:
W^ϮϱͲϯϱϲϱ
WĂŐĞϭϭ 'ĞŶĞƌĂůŽƵŶƐĞůƉƉƌŽǀĞĚϱͬϮϮͬϮϬϮϰ
y,//d
^KW K&^ Zs/ ^E& ^
WĞƌĨŽƌŵĂǀĂƌŝĞƚLJŽĨƵƚŝůŝƚLJůŽĐĂƚŝŶŐĂŶĚƉŽƚŚŽůŝŶŐƚĂƐŬƐĂƐŽƵƚůŝŶĞĚŝŶŝŶĚŝǀŝĚƵĂůWƌŽũĞĐƚdĂƐŬĞƐĐƌŝƉƚŝŽŶƐ
Θ&ĞĞůůŽƚŵĞŶƚƐ;WdΘ&Ϳ͕ƌĞůĂƚĞĚƚŽƚŚĞĨŽůůŽǁŝŶŐ͗
͘ ^ƵďƐƵƌĨĂĐĞhƚŝůŝƚLJWŽƚŚŽůŝŶŐĂŶĚ>ŽĐĂƚŝŶŐ͘
͘ 'ƌŽƵŶĚWĞŶĞƚƌĂƚŝŶŐZĂĚĂƌ^ĞƌǀŝĐĞƐ͘
͘ hƚŝůŝƚLJZĞƐĞĂƌĐŚͬŽĐƵŵĞŶƚĂƚŝŽŶ͘
͘ &ŝĞůĚĞƚĞƌŵŝŶĂƚŝŽŶͬŽĐƵŵĞŶƚĂƚŝŽŶ͘
ZĞƋƵĞƐƚƐĨŽƌǁŽƌŬŶŽƚůŝƐƚĞĚĂďŽǀĞŵƵƐƚďĞĐŽŶƚƌĂĐƚĞĚƵŶĚĞƌƐĞƉĂƌĂƚĞĂŐƌĞĞŵĞŶƚ͘
Nov. 12, 2024 Item #2 Page 154 of 680
Date:June 12, 2024
Quote # TC61224-14L
Expiration Date: End of Contract
Sales Person: TC
Item # Qty Unit Price Line Total
1 525.00$
2 230.00$
3 1,875.00$
4 250.00$
5 225.00$
6 170.00$
ADDITIONAL :
7 100.00$
Subtotal
Total
120 N. Andreasen Dr. Escondido, CA 92029 PH# 760 294 9449 Fax# 760 294 9490
Project Name:RFQ24 - 3430CA
ESTIMATE
To:
Elieda Felix Yackel
City of Carlsbad Public Works Branch
5950 El Camino Real
Your First Choice for Utility Locating Services
Carlsbad, CA 92008
Description
CCTV Push Camera (Per Hour) (4'' - 10'' )
Utility Locating Per Day (8 hrs)
Digital Flash Card Utility Locating / CCTV Report - Per
Day Cost
Pressure Washing Markout Paint Removal (Per Hour) (4)
Hr Min
Utility Locating Service Call (2) Hr Min
Utility Locating Additional hours up to (7 hrs)
Hydrojetting (4'' - 10'' ) Per Hour (4) Hr Min
Nov. 12, 2024 Item #2 Page 155 of 680
Date:June 12, 2024
Quote # TC61224-13H
Expiration Date: End of Contract
Sales Person: TTC
Item # Qty Unit Price Line Total
1 2,800.00$
2 175.00$
3 250.00$
4 175.00$
5 150.00$
6 575.00$
7 135.00$
8 600.00$
9 650.00$
10 1,300.00$
11 95.00$
12 100.00$
13 250.00$
14 50.00$
15 185.00$
16 50.00$
17 1,575.00$
18 1,360.00$
19 150.00$
20 65.00$
EExcluded: Permit and Deposit Fees to be paid by client prior to start of work
Encroachment & Traffic Permits No Fee Parking Meter Buyouts N/A
Deposit Amt
Subtotal -$
-$
Total --$
1120 N. Andreasen Dr. Escondido, CA 92029 PH# 760/294-9449 Fax# 760/294-9490
Project Name:RRFQ24 - 3430CA
AASPHALT REPAIR
TTRAFFIC CONTROL
Pothole Service (Prevailing Wage) Per Day
Description
USA Dig Alert Delination and Mark Out - Superintendent
RREPORTING
OOTHER COSTS
Sand Cover for Utility (Ea)
Aquaphalt Asphalt Repair (Ea)
Additional Arrowboards (Ea)
Traffic Control Plans - Non Eng Stamped (Each)
Fuel Surcharge - Per Day
Traffic Control Plans - Eng Stamped (Each)
Standard Traffic Control (Per Day)
ESTIMATE
To:
EEleida Felix Yackel
CCity of Carlsbad Public Works Branch
55950 El Camino Real
YYour First Choice for Potholing Services
****4-hour minimum + Mob/Demob
CCarlsbad, CA 92008
Hot-Patch Asphalt Grind & Overlay Up to 5'x5' (Ea)
USA Markout Paint Removal (Per Day)
Spoil Haul off and Disposal (Ea)
8'' - 10'' Core Drill + Re-install and Seal (Ea)
Traffic Control (1 - Flagger) (Per Hour)
PDF/Digital Flash Card Utility Report (1 - 5 potholes) +$100
Increments for every (5) Potholes
Hot Patch Asphalt Repairs - Base Pave (Ea)
Major Traffic Control (Per Day) (1) Arrowboard
Synthetic Asphalt Overlay Up to 3'x3' (Ea)
Encroachment / Traffic Permit Processing Fee
Slurry Backfill - Bag Spec Mix (Ea)
Nov. 12, 2024 Item #2 Page 156 of 680
dd,D Ed<
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WĂŐĞϮ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ĞƐĐƌŝƉƚŝŽŶĨŽƌƚŚĞƉƌŽũĞĐƚ;ƐĞĞƉĂƌĂŐƌĂƉŚϱďĞůŽǁͿ͘ džƚĞŶƐŝŽŶƐŽĨƚŝŵĞĨŽƌĂƐƉĞĐŝĨŝĐdĂƐŬĞƐĐƌŝƉƚŝŽŶŵĂLJ
ďĞŐƌĂŶƚĞĚŝĨƌĞƋƵĞƐƚĞĚďLJŽŶƚƌĂĐƚŽƌĂŶĚĂŐƌĞĞĚƚŽŝŶǁƌŝƚŝŶŐďLJƚŚĞŝƚLJDĂŶĂŐĞƌŽƌƚŚĞŝǀŝƐŝŽŶŝƌĞĐƚŽƌ
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ĚŽĐƵŵĞŶƚĞĚĂŶĚƐƵďƐƚĂŶƚŝĂƚĞĚƵŶĨŽƌĞƐĞĞĂďůĞĂŶĚƵŶĂǀŽŝĚĂďůĞĚĞůĂLJƐŶŽƚĐĂƵƐĞĚďLJĂůĂĐŬŽĨĨŽƌĞƐŝŐŚƚ
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dŚĞĐƵŵƵůĂƚŝǀĞƚŽƚĂůĨŽƌĂůůƉƌŽũĞĐƚƐĂůůŽǁĞĚƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůŶŽƚĞdžĐĞĞĚƚǁŽŚƵŶĚƌĞĚ
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ϱ͘Ϭй͕ǁŚŝĐŚĞǀĞƌŝƐůŽǁĞƌ͘/ĨƚŚĞW/ͲhŝƐĂŶĞŐĂƚŝǀĞŶƵŵďĞƌ͕ƚŚĞŶƚŚĞƌĂƚĞƐĐŚĞĚƵůĞǁŝůůŶŽƚďĞĂĚũƵƐƚĞĚ
ĨŽƌƚŚĂƚLJĞĂƌ͘dŚĞŽŶƚƌĂĐƚŽƌŵƵƐƚƐƵďŵŝƚĂƌĞƋƵĞƐƚĂŶĚũƵƐƚŝĨŝĐĂƚŝŽŶƚŽŝŶĐƌĞĂƐĞƚŚĞƌĂƚĞƐĐŚĞĚƵůĞĂƚůĞĂƐƚ
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DĂƐƚĞƌ ^ĞƌǀŝĐĞƐ ŐƌĞĞŵĞŶƚ͘ dŚĞ ũƵƐƚŝĨŝĐĂƚŝŽŶ ĂĐĐŽŵƉĂŶLJŝŶŐ ƚŚĞ ǁƌŝƚƚĞŶ ƌĞƋƵĞƐƚ ƐŚŽƵůĚ ĚĞƚĂŝů ƚŚĞ
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DtŵƵƐƚďĞĚŽĐƵŵĞŶƚĞĚŝŶĂŶĂŵĞŶĚŵĞŶƚƚŽƚŚĞŐƌĞĞŵĞŶƚ͘
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ĂŶĚƉĞƌĨŽƌŵĞĚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞƐƵďũĞĐƚƚŽƐƚĂƚĞƉƌĞǀĂŝůŝŶŐǁĂŐĞůĂǁƐ͘dŚĞŐĞŶĞƌĂůƉƌĞǀĂŝůŝŶŐ
ƌĂƚĞŽĨǁĂŐĞƐ͕ĨŽƌĞĂĐŚĐƌĂĨƚŽƌƚLJƉĞ ŽĨǁŽƌŬĞƌŶĞĞĚĞĚ ƚŽ ĞdžĞĐƵƚĞƚŚĞĐŽŶƚƌĂĐƚ͕ ƐŚĂůů ďĞƚŚŽƐĞĂƐ
ĚĞƚĞƌŵŝŶĞĚďLJƚŚĞŝƌĞĐƚŽƌŽĨ/ŶĚƵƐƚƌŝĂůZĞůĂƚŝŽŶƐƉƵƌƐƵĂŶƚƚŽƚŚĞ^ĞĐƚŝŽŶϭϳϳϬ͕ϭϳϳϯĂŶĚϭϳϳϯ͘ϭŽĨƚŚĞ
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ŐĞŶĞƌĂůůLJƌĞƋƵŝƌĞƐŬĞĞƉŝŶŐĂĐĐƵƌĂƚĞƉĂLJƌŽůůƌĞĐŽƌĚƐ͕ǀĞƌŝĨLJŝŶŐĂŶĚĐĞƌƚŝĨLJŝŶŐƉĂLJƌŽůůƌĞĐŽƌĚƐ͕ĂŶĚŵĂŬŝŶŐ
ƚŚĞŵĂǀĂŝůĂďůĞĨŽƌŝŶƐƉĞĐƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌƐŚĂůůƌĞƋƵŝƌĞĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌƐƚŽĐŽŵƉůLJǁŝƚŚ^ĞĐƚŝŽŶϭϳϳϲ͘
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WƌŽĐŽƌĞŝƐƚŽƌĞĚƵĐĞĐŽƐƚĂŶĚƐĐŚĞĚƵůĞƌŝƐŬ͕ŝŵƉƌŽǀĞƋƵĂůŝƚLJĂŶĚƐĂĨĞƚLJ͕ĂŶĚŵĂŝŶƚĂŝŶĂŚĞĂůƚŚLJƚĞĂŵ
Nov. 12, 2024 Item #2 Page 158 of 680
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WĂŐĞϯ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ĚLJŶĂŵŝĐ ďLJ ŝŵƉƌŽǀŝŶŐ ŝŶĨŽƌŵĂƚŝŽŶ ĨůŽǁ͕ ƌĞĚƵĐŝŶŐ ŶŽŶͲƉƌŽĚƵĐƚŝǀĞĂĐƚŝǀŝƚŝĞƐ͕ ƌĞĚƵĐŝŶŐ ƌĞǁŽƌŬ ĂŶĚ
ĚĞĐƌĞĂƐŝŶŐ ƚƵƌŶĂƌŽƵŶĚ ƚŝŵĞƐ͘ dŚĞ ŽŶƚƌĂĐƚŽƌ ŝƐ ƌĞƋƵŝƌĞĚ ƚŽ ĐƌĞĂƚĞ Ă ĨƌĞĞ ǁĞďͲďĂƐĞĚ WƌŽĐŽƌĞ ƵƐĞƌ
ĂĐĐŽƵŶƚ;ƐͿĂŶĚƵƚŝůŝnjĞǁĞďͲďĂƐĞĚƚƌĂŝŶŝŶŐͬƚƵƚŽƌŝĂůƐ;ĂƐŶĞĞĚĞĚͿƚŽďĞĐŽŵĞĨĂŵŝůŝĂƌǁŝƚŚƚŚĞƐLJƐƚĞŵ͘
hŶůĞƐƐƚŚĞ ŶŐŝŶĞĞƌĂƉƉƌŽǀĞƐŽƚŚĞƌǁŝƐĞ͕ƚŚĞŽŶƚƌĂĐƚŽƌƐŚĂůůƉƌŽĐĞƐƐĂůůƉƌŽũĞĐƚĚŽĐƵŵĞŶƚƐƚŚƌŽƵŐŚ
WƌŽĐŽƌĞďĞĐĂƵƐĞƚŚŝƐƉůĂƚĨŽƌŵǁŝůůďĞƵƐĞĚƚŽƐƵďŵŝƚ͕ƚƌĂĐŬ͕ĚŝƐƚƌŝďƵƚĞĂŶĚĐŽůůĂďŽƌĂƚĞŽŶƉƌŽũĞĐƚ͘/Ĩ
ƵŶĨĂŵŝůŝĂƌ Žƌ ŶŽƚ ŽƚŚĞƌǁŝƐĞ ƚƌĂŝŶĞĚ ǁŝƚŚ WƌŽĐŽƌĞ͕ ŽŶƚƌĂĐƚŽƌ ĂŶĚ ĂƉƉůŝĐĂďůĞ ƚĞĂŵ ŵĞŵďĞƌƐ ƐŚĂůů
ĐŽŵƉůĞƚĞĂĨƌĞĞƚƌĂŝŶŝŶŐĐĞƌƚŝĨŝĐĂƚŝŽŶĐŽƵƌƐĞůŽĐĂƚĞĚĂƚŚƚƚƉ͗ͬͬůĞĂƌŶ͘ƉƌŽĐŽƌĞ͘ĐŽŵͬƉƌŽĐŽƌĞͲĐĞƌƚŝĨŝĐĂƚŝŽŶͲ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͘dŚĞŽŶƚƌĂĐƚŽƌŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌĂƚƚĂŝŶŝŶŐƚŚĞŝƌŽǁŶWƌŽĐŽƌĞƐƵƉƉŽƌƚ͕ĂƐŶĞĞĚĞĚ͕ĞŝƚŚĞƌ
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ϴ͘ ^ddh^K&KEdZdKZ
ŽŶƚƌĂĐƚŽƌǁŝůůƉĞƌĨŽƌŵƚŚĞ^ĞƌǀŝĐĞƐŝŶŽŶƚƌĂĐƚŽƌΖƐŽǁŶǁĂLJĂƐĂŶŝŶĚĞƉĞŶĚĞŶƚĐŽŶƚƌĂĐƚŽƌĂŶĚŝŶƉƵƌƐƵŝƚ
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ƚŽǁŚŝĐŚŽŶƚƌĂĐƚŽƌŝƐĞŶƚŝƚůĞĚ͘ŝƚLJǁŝůůŶŽƚŵĂŬĞĂŶLJĨĞĚĞƌĂůŽƌƐƚĂƚĞƚĂdžǁŝƚŚŚŽůĚŝŶŐƐŽŶďĞŚĂůĨŽĨ
ŽŶƚƌĂĐƚŽƌŽƌŝƚƐĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐŽƌƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ŝƚLJǁŝůůŶŽƚďĞƌĞƋƵŝƌĞĚƚŽƉĂLJĂŶLJǁŽƌŬĞƌƐΖ
ĐŽŵƉĞŶƐĂƚŝŽŶŝŶƐƵƌĂŶĐĞŽƌƵŶĞŵƉůŽLJŵĞŶƚĐŽŶƚƌŝďƵƚŝŽŶƐŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌŽƌŝƚƐĞŵƉůŽLJĞĞƐŽƌ
ƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ ŽŶƚƌĂĐƚŽƌ ĂŐƌĞĞƐ ƚŽ ŝŶĚĞŵŶŝĨLJ ŝƚLJ ǁŝƚŚŝŶ ƚŚŝƌƚLJ ;ϯϬͿ ĚĂLJƐ ĨŽƌ ĂŶLJ ƚĂdž͕ ƌĞƚŝƌĞŵĞŶƚ
ĐŽŶƚƌŝďƵƚŝŽŶ͕ ƐŽĐŝĂů ƐĞĐƵƌŝƚLJ͕ ŽǀĞƌƚŝŵĞ ƉĂLJŵĞŶƚ͕ ƵŶĞŵƉůŽLJŵĞŶƚ ƉĂLJŵĞŶƚ Žƌ ǁŽƌŬĞƌƐΖ ĐŽŵƉĞŶƐĂƚŝŽŶ
ƉĂLJŵĞŶƚǁŚŝĐŚŝƚLJŵĂLJďĞƌĞƋƵŝƌĞĚƚŽŵĂŬĞŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌŽƌĂŶLJĂŐĞŶƚ͕ĞŵƉůŽLJĞĞ͕Žƌ
ƐƵďĐŽŶƚƌĂĐƚŽƌŽĨŽŶƚƌĂĐƚŽƌĨŽƌǁŽƌŬĚŽŶĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ƚƚŚĞŝƚLJ͛ƐĞůĞĐƚŝŽŶ͕ŝƚLJŵĂLJĚĞĚƵĐƚ
ƚŚĞŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶĂŵŽƵŶƚĨƌŽŵĂŶLJďĂůĂŶĐĞŽǁŝŶŐƚŽŽŶƚƌĂĐƚŽƌ͘
ϵ͘ KEdZdKZ s>hd/KE^
tŽƌŬƉĞƌĨŽƌŵĞĚƵŶĚĞƌƚŚŝƐDĂƐƚĞƌ^ĞƌǀŝĐĞƐŐƌĞĞŵĞŶƚŵĂLJďĞƐƵďũĞĐƚƚŽƚŚĞŝƚLJ͛ƐĐŽŶƚƌĂĐƚŽƌĞǀĂůƵĂƚŝŽŶ
ƉƌŽŐƌĂŵ͘ WƌŝŽƌ ƚŽ ƚŚĞ ƌĞůĞĂƐĞ ŽĨ ĂŶLJ ƚĂƐŬ ŽƌĚĞƌƐ͕ ƚŚĞ ŽŶƚƌĂĐƚŽƌ ǁŝůů ďĞ ŶŽƚŝĨŝĞĚ ŽĨ ƚŚĞ ƉƌŽŐƌĂŵ
ƌĞƋƵŝƌĞŵĞŶƚƐĂŶĚǁŝůůƌĞĐĞŝǀĞĂĐŽƉLJŽĨƚŚĞĞǀĂůƵĂƚŝŽŶĐƌŝƚĞƌŝĂĂŶĚƉƌŽĐĞƐƐ͘dŚĞŽŶƚƌĂĐƚŽƌ͛ƐƉĞƌĨŽƌŵĂŶĐĞ
ŵĂLJďĞĞǀĂůƵĂƚĞĚĂŶĚƚŚĞƌĞƐƵůƚƐǁŝůůďĞĐŽŶƐŝĚĞƌĞĚĨŽƌĨƵƚƵƌĞƚĂƐŬŽƌĚĞƌƐŽƌĂŐƌĞĞŵĞŶƚƐ͘
ϭϬ͘ ^hKEdZd/E'
ŽŶƚƌĂĐƚŽƌǁŝůůŶŽƚƐƵďĐŽŶƚƌĂĐƚĂŶLJƉŽƌƚŝŽŶŽĨƚŚĞ^ĞƌǀŝĐĞƐǁŝƚŚŽƵƚƉƌŝŽƌǁƌŝƚƚĞŶĂƉƉƌŽǀĂůŽĨŝƚLJ͘/Ĩ
ŽŶƚƌĂĐƚŽƌƐƵďĐŽŶƚƌĂĐƚƐĂŶLJŽĨƚŚĞ^ĞƌǀŝĐĞƐ͕ŽŶƚƌĂĐƚŽƌǁŝůůďĞĨƵůůLJƌĞƐƉŽŶƐŝďůĞƚŽŝƚLJĨŽƌƚŚĞĂĐƚƐĂŶĚ
ŽŵŝƐƐŝŽŶƐŽĨŽŶƚƌĂĐƚŽƌΖƐƐƵďĐŽŶƚƌĂĐƚŽƌĂŶĚŽĨƚŚĞƉĞƌƐŽŶƐĞŝƚŚĞƌĚŝƌĞĐƚůLJŽƌŝŶĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJƚŚĞ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͕ĂƐŽŶƚƌĂĐƚŽƌŝƐĨŽƌƚŚĞĂĐƚƐĂŶĚŽŵŝƐƐŝŽŶƐŽĨƉĞƌƐŽŶƐĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJŽŶƚƌĂĐƚŽƌ͘
Nov. 12, 2024 Item #2 Page 159 of 680
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W^ϮϱͲϯϱϯϱ
WĂŐĞϰ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
EŽƚŚŝŶŐĐŽŶƚĂŝŶĞĚŝŶƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůĐƌĞĂƚĞĂŶLJĐŽŶƚƌĂĐƚƵĂůƌĞůĂƚŝŽŶƐŚŝƉďĞƚǁĞĞŶĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌ
ŽĨŽŶƚƌĂĐƚŽƌĂŶĚŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌƉĂLJŵĞŶƚŽĨƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ŽŶƚƌĂĐƚŽƌǁŝůůďŝŶĚ
ĞǀĞƌLJ ƐƵďĐŽŶƚƌĂĐƚŽƌ ĂŶĚ ĞǀĞƌLJ ƐƵďĐŽŶƚƌĂĐƚŽƌ ŽĨ Ă ƐƵďĐŽŶƚƌĂĐƚŽƌďLJ ƚŚĞ ƚĞƌŵƐ ŽĨ ƚŚŝƐ ŐƌĞĞŵĞŶƚ
ĂƉƉůŝĐĂďůĞƚŽŽŶƚƌĂĐƚŽƌΖƐǁŽƌŬƵŶůĞƐƐƐƉĞĐŝĨŝĐĂůůLJŶŽƚĞĚƚŽƚŚĞĐŽŶƚƌĂƌLJŝŶƚŚĞƐƵďĐŽŶƚƌĂĐƚĂŶĚĂƉƉƌŽǀĞĚ
ŝŶǁƌŝƚŝŶŐďLJŝƚLJ͘
ϭϭ͘ Kd, ZKEdZdKZ^
dŚĞŝƚLJƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽĞŵƉůŽLJŽƚŚĞƌŽŶƚƌĂĐƚŽƌƐŝŶĐŽŶŶĞĐƚŝŽŶǁŝƚŚƚŚĞ^ĞƌǀŝĐĞƐ͘
ϭϮ͘ /E DE/&/d/KE
ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŽĚĞĨĞŶĚ;ǁŝƚŚĐŽƵŶƐĞůĂƉƉƌŽǀĞĚďLJƚŚĞŝƚLJͿ͕ŝŶĚĞŵŶŝĨLJ͕ĂŶĚŚŽůĚŚĂƌŵůĞƐƐƚŚĞŝƚLJ
ĂŶĚŝƚƐŽĨĨŝĐĞƌƐ͕ĞůĞĐƚĞĚĂŶĚĂƉƉŽŝŶƚĞĚŽĨĨŝĐŝĂůƐ͕ĞŵƉůŽLJĞĞƐĂŶĚǀŽůƵŶƚĞĞƌƐĨƌŽŵĂŶĚĂŐĂŝŶƐƚĂůůĐůĂŝŵƐ͕
ĚĂŵĂŐĞƐ͕ůŽƐƐĞƐĂŶĚĞdžƉĞŶƐĞƐŝŶĐůƵĚŝŶŐĂƚƚŽƌŶĞLJƐĨĞĞƐĂƌŝƐŝŶŐŽƵƚŽĨƚŚĞƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞǁŽƌŬ
ĚĞƐĐƌŝďĞĚŚĞƌĞŝŶĐĂƵƐĞĚďLJĂŶLJǁŝůůĨƵůŵŝƐĐŽŶĚƵĐƚŽƌŶĞŐůŝŐĞŶƚĂĐƚŽƌŽŵŝƐƐŝŽŶŽĨƚŚĞŽŶƚƌĂĐƚŽƌ͕ĂŶLJ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͕ĂŶLJŽŶĞĚŝƌĞĐƚůLJŽƌŝŶĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJĂŶLJŽĨƚŚĞŵŽƌĂŶLJŽŶĞĨŽƌǁŚŽƐĞĂĐƚƐĂŶLJŽĨ
ƚŚĞŵŵĂLJďĞůŝĂďůĞ͘
/Ĩ ŽŶƚƌĂĐƚŽƌ͛Ɛ ŽďůŝŐĂƚŝŽŶ ƚŽ ĚĞĨĞŶĚ͕ ŝŶĚĞŵŶŝĨLJ͕ ĂŶĚͬŽƌ ŚŽůĚ ŚĂƌŵůĞƐƐ ĂƌŝƐĞƐ ŽƵƚ ŽĨ ŽŶƚƌĂĐƚŽƌ͛Ɛ
ƉĞƌĨŽƌŵĂŶĐĞĂƐĂ͞ĚĞƐŝŐŶƉƌŽĨĞƐƐŝŽŶĂů͟;ĂƐƚŚĂƚƚĞƌŵŝƐĚĞĨŝŶĞĚƵŶĚĞƌŝǀŝůŽĚĞƐĞĐƚŝŽŶϮϳϴϮ͘ϴͿ͕ƚŚĞŶ͕
ĂŶĚ ŽŶůLJ ƚŽ ƚŚĞ ĞdžƚĞŶƚ ƌĞƋƵŝƌĞĚ ďLJ ŝǀŝů ŽĚĞ ^ĞĐƚŝŽŶ ϮϳϴϮ͘ϴ͕ ǁŚŝĐŚ ŝƐ ĨƵůůLJ ŝŶĐŽƌƉŽƌĂƚĞĚ ŚĞƌĞŝŶ͕
ŽŶƚƌĂĐƚŽƌ͛ƐŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶŽďůŝŐĂƚŝŽŶƐŚĂůůďĞůŝŵŝƚĞĚƚŽĐůĂŝŵƐƚŚĂƚĂƌŝƐĞŽƵƚŽĨ͕ƉĞƌƚĂŝŶƚŽ͕ŽƌƌĞůĂƚĞƚŽ
ƚŚĞŶĞŐůŝŐĞŶĐĞ͕ƌĞĐŬůĞƐƐŶĞƐƐ͕ŽƌǁŝůůĨƵůŵŝƐĐŽŶĚƵĐƚŽĨƚŚĞŽŶƚƌĂĐƚŽƌ͕ĂŶĚ͕ƵƉŽŶŽŶƚƌĂĐƚŽƌŽďƚĂŝŶŝŶŐĂ
ĨŝŶĂůĂĚũƵĚŝĐĂƚŝŽŶďLJĂĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌ͛ƐůŝĂďŝůŝƚLJĨŽƌƐƵĐŚĐůĂŝŵ͕ŝŶĐůƵĚŝŶŐƚŚĞ
ĐŽƐƚƚŽĚĞĨĞŶĚ͕ƐŚĂůůŶŽƚĞdžĐĞĞĚƚŚĞŽŶƚƌĂĐƚŽƌ͛ƐƉƌŽƉŽƌƚŝŽŶĂƚĞƉĞƌĐĞŶƚĂŐĞŽĨĨĂƵůƚ͘
dŚĞƉĂƌƚŝĞƐĞdžƉƌĞƐƐůLJĂŐƌĞĞƚŚĂƚĂŶLJƉĂLJŵĞŶƚ͕ĂƚƚŽƌŶĞLJ͛ƐĨĞĞ͕ĐŽƐƚƐŽƌĞdžƉĞŶƐĞŝƚLJŝŶĐƵƌƐŽƌŵĂŬĞƐƚŽŽƌ
ŽŶďĞŚĂůĨŽĨĂŶŝŶũƵƌĞĚĞŵƉůŽLJĞĞƵŶĚĞƌƚŚĞŝƚLJ͛ƐƐĞůĨͲĂĚŵŝŶŝƐƚĞƌĞĚǁŽƌŬĞƌƐ͛ĐŽŵƉĞŶƐĂƚŝŽŶŝƐŝŶĐůƵĚĞĚĂƐ
ĂůŽƐƐ͕ĞdžƉĞŶƐĞŽƌĐŽƐƚĨŽƌƚŚĞƉƵƌƉŽƐĞƐŽĨƚŚŝƐƐĞĐƚŝŽŶ͕ĂŶĚƚŚĂƚƚŚŝƐƐĞĐƚŝŽŶǁŝůůƐƵƌǀŝǀĞƚŚĞĞdžƉŝƌĂƚŝŽŶŽƌ
ĞĂƌůLJƚĞƌŵŝŶĂƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϯ͘ /E^hZE
ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶĂŶĚŵĂŝŶƚĂŝŶĨŽƌƚŚĞĚƵƌĂƚŝŽŶŽĨƚŚĞŐƌĞĞŵĞŶƚĂŶĚĂŶLJĂŶĚĂůůĂŵĞŶĚŵĞŶƚƐ͕
ŝŶƐƵƌĂŶĐĞĂŐĂŝŶƐƚĐůĂŝŵƐĨŽƌŝŶũƵƌŝĞƐƚŽƉĞƌƐŽŶƐŽƌĚĂŵĂŐĞƚŽƉƌŽƉĞƌƚLJǁŚŝĐŚŵĂLJĂƌŝƐĞŽƵƚŽĨŽƌŝŶ
ĐŽŶŶĞĐƚŝŽŶ ǁŝƚŚƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞƐĞƌǀŝĐĞƐ ďLJŽŶƚƌĂĐƚŽƌ ŽƌŽŶƚƌĂĐƚŽƌ͛ƐĂŐĞŶƚƐ͕ ƌĞƉƌĞƐĞŶƚĂƚŝǀĞƐ͕
ĞŵƉůŽLJĞĞƐŽƌƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘dŚĞŝŶƐƵƌĂŶĐĞǁŝůůďĞŽďƚĂŝŶĞĚĨƌŽŵĂŶŝŶƐƵƌĂŶĐĞĐĂƌƌŝĞƌĂĚŵŝƚƚĞĚĂŶĚ
ĂƵƚŚŽƌŝnjĞĚƚŽĚŽďƵƐŝŶĞƐƐŝŶƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͘dŚĞŝŶƐƵƌĂŶĐĞĐĂƌƌŝĞƌŝƐƌĞƋƵŝƌĞĚƚŽŚĂǀĞĂĐƵƌƌĞŶƚ
ĞƐƚΖƐ<ĞLJZĂƚŝŶŐŽĨŶŽƚůĞƐƐƚŚĂŶΗͲ͗s//Η͖KZǁŝƚŚĂƐƵƌƉůƵƐůŝŶĞŝŶƐƵƌĞƌŽŶƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͛Ɛ>ŝƐƚŽĨ
ƉƉƌŽǀĞĚ^ƵƌƉůƵƐ>ŝŶĞ/ŶƐƵƌĞƌƐ;>^>/ͿǁŝƚŚĂƌĂƚŝŶŐŝŶƚŚĞůĂƚĞƐƚĞƐƚ͛Ɛ<ĞLJZĂƚŝŶŐ'ƵŝĚĞŽĨĂƚůĞĂƐƚ͗͞y͖͟
KZĂŶĂůŝĞŶŶŽŶͲĂĚŵŝƚƚĞĚŝŶƐƵƌĞƌůŝƐƚĞĚďLJƚŚĞEĂƚŝŽŶĂůƐƐŽĐŝĂƚŝŽŶŽĨ/ŶƐƵƌĂŶĐĞŽŵŵŝƐƐŝŽŶĞƌƐ;E/Ϳ
ůĂƚĞƐƚƋƵĂƌƚĞƌůLJůŝƐƚŝŶŐƐƌĞƉŽƌƚ͘
ϭϯ͘ϭ ŽǀĞƌĂŐĞƐ ĂŶĚ >ŝŵŝƚƐ͘ ŽŶƚƌĂĐƚŽƌ ǁŝůů ŵĂŝŶƚĂŝŶ ƚŚĞ ƚLJƉĞƐ ŽĨ ĐŽǀĞƌĂŐĞƐ ĂŶĚ ŵŝŶŝŵƵŵ ůŝŵŝƚƐ
ŝŶĚŝĐĂƚĞĚ ďĞůŽǁ͕ ƵŶůĞƐƐ ZŝƐŬ DĂŶĂŐĞƌ Žƌ ŝƚLJ DĂŶĂŐĞƌ ĂƉƉƌŽǀĞƐ Ă ůŽǁĞƌ ĂŵŽƵŶƚ͘ dŚĞƐĞ ŵŝŶŝŵƵŵ
ĂŵŽƵŶƚƐŽĨĐŽǀĞƌĂŐĞǁŝůůŶŽƚĐŽŶƐƚŝƚƵƚĞĂŶLJůŝŵŝƚĂƚŝŽŶƐŽƌĐĂƉŽŶŽŶƚƌĂĐƚŽƌΖƐŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶŽďůŝŐĂƚŝŽŶƐ
ƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ŝƚLJ͕ŝƚƐŽĨĨŝĐĞƌƐ͕ĂŐĞŶƚƐĂŶĚĞŵƉůŽLJĞĞƐŵĂŬĞŶŽƌĞƉƌĞƐĞŶƚĂƚŝŽŶƚŚĂƚƚŚĞůŝŵŝƚƐŽĨ
ƚŚĞŝŶƐƵƌĂŶĐĞƐƉĞĐŝĨŝĞĚƚŽďĞĐĂƌƌŝĞĚďLJŽŶƚƌĂĐƚŽƌƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞĂĚĞƋƵĂƚĞƚŽƉƌŽƚĞĐƚ
ŽŶƚƌĂĐƚŽƌ͘/ĨŽŶƚƌĂĐƚŽƌďĞůŝĞǀĞƐƚŚĂƚĂŶLJƌĞƋƵŝƌĞĚŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞŝƐŝŶĂĚĞƋƵĂƚĞ͕ŽŶƚƌĂĐƚŽƌǁŝůů
ŽďƚĂŝŶƐƵĐŚĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞ͕ĂƐŽŶƚƌĂĐƚŽƌĚĞĞŵƐĂĚĞƋƵĂƚĞ͕ĂƚŽŶƚƌĂĐƚŽƌΖƐƐŽůĞĞdžƉĞŶƐĞ͘
dŚĞĨƵůůůŝŵŝƚƐĂǀĂŝůĂďůĞƚŽƚŚĞŶĂŵĞĚŝŶƐƵƌĞĚƐŚĂůůĂůƐŽďĞĂǀĂŝůĂďůĞĂŶĚĂƉƉůŝĐĂďůĞƚŽƚŚĞŝƚLJĂƐĂŶ
ĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĞĚ͘
Nov. 12, 2024 Item #2 Page 160 of 680
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W^ϮϱͲϯϱϯϱ
WĂŐĞϱ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ϭϯ͘ϭ͘ϭ ŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJ;'>Ϳ/ŶƐƵƌĂŶĐĞ͘/ŶƐƵƌĂŶĐĞǁƌŝƚƚĞŶŽŶĂŶ͞ŽĐĐƵƌƌĞŶĐĞ͟ďĂƐŝƐ͕
ŝŶĐůƵĚŝŶŐƉĞƌƐŽŶĂůΘĂĚǀĞƌƚŝƐŝŶŐŝŶũƵƌLJ͕ǁŝƚŚůŝŵŝƚƐŶŽůĞƐƐƚŚĂŶΨϮ͕ϬϬϬ͕ϬϬϬƉĞƌŽĐĐƵƌƌĞŶĐĞ͘/ĨĂŐĞŶĞƌĂů
ĂŐŐƌĞŐĂƚĞůŝŵŝƚĂƉƉůŝĞƐ͕ĞŝƚŚĞƌƚŚĞŐĞŶĞƌĂůĂŐŐƌĞŐĂƚĞůŝŵŝƚƐŚĂůůĂƉƉůLJƐĞƉĂƌĂƚĞůLJƚŽƚŚŝƐƉƌŽũĞĐƚͬůŽĐĂƚŝŽŶ
ŽƌƚŚĞŐĞŶĞƌĂůĂŐŐƌĞŐĂƚĞůŝŵŝƚƐŚĂůůďĞƚǁŝĐĞƚŚĞƌĞƋƵŝƌĞĚŽĐĐƵƌƌĞŶĐĞůŝŵŝƚ͘
ϭϯ͘ϭ͘Ϯ ƵƚŽŵŽďŝůĞ>ŝĂďŝůŝƚLJ͘;/ĨƚŚĞƵƐĞŽĨĂŶĂƵƚŽŵŽďŝůĞŝƐŝŶǀŽůǀĞĚĨŽƌŽŶƚƌĂĐƚŽƌΖƐǁŽƌŬĨŽƌ
ŝƚLJͿ͘ΨϮ͕ϬϬϬ͕ϬϬϬĐŽŵďŝŶĞĚƐŝŶŐůĞͲůŝŵŝƚƉĞƌĂĐĐŝĚĞŶƚĨŽƌďŽĚŝůLJŝŶũƵƌLJĂŶĚƉƌŽƉĞƌƚLJĚĂŵĂŐĞ͘
ϭϯ͘ϭ͘ϯ tŽƌŬĞƌƐΖ ŽŵƉĞŶƐĂƚŝŽŶ ĂŶĚ ŵƉůŽLJĞƌΖƐ >ŝĂďŝůŝƚLJ͘ tŽƌŬĞƌƐΖ ŽŵƉĞŶƐĂƚŝŽŶ ůŝŵŝƚƐ ĂƐ
ƌĞƋƵŝƌĞĚďLJƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͘tŽƌŬĞƌƐΖŽŵƉĞŶƐĂƚŝŽŶǁŝůůŶŽƚďĞƌĞƋƵŝƌĞĚŝĨŽŶƚƌĂĐƚŽƌŚĂƐŶŽ
ĞŵƉůŽLJĞĞƐĂŶĚƉƌŽǀŝĚĞƐ͕ƚŽŝƚLJΖƐƐĂƚŝƐĨĂĐƚŝŽŶ͕ĂĚĞĐůĂƌĂƚŝŽŶƐƚĂƚŝŶŐƚŚŝƐ͘
ϭϯ͘ϭ͘ϰ WƌŽĨĞƐƐŝŽŶĂů>ŝĂďŝůŝƚLJ͘ ƌƌŽƌƐĂŶĚŽŵŝƐƐŝŽŶƐůŝĂďŝůŝƚLJĂƉƉƌŽƉƌŝĂƚĞƚŽŽŶƚƌĂĐƚŽƌ͛ƐƉƌŽĨĞƐƐŝŽŶ
ǁŝƚŚůŝŵŝƚƐŽĨŶŽƚůĞƐƐƚŚĂŶΨϭ͕ϬϬϬ͕ϬϬϬƉĞƌĐůĂŝŵ͘ŽǀĞƌĂŐĞŵƵƐƚďĞŵĂŝŶƚĂŝŶĞĚĨŽƌĂƉĞƌŝŽĚŽĨĨŝǀĞLJĞĂƌƐ
ĨŽůůŽǁŝŶŐƚŚĞĚĂƚĞŽĨĐŽŵƉůĞƚŝŽŶŽĨƚŚĞǁŽƌŬ͘
ϭϯ͘Ϯ͘ ĚĚŝƚŝŽŶĂůWƌŽǀŝƐŝŽŶƐ͘ŽŶƚƌĂĐƚŽƌǁŝůůĞŶƐƵƌĞƚŚĂƚƚŚĞƉŽůŝĐŝĞƐŽĨŝŶƐƵƌĂŶĐĞƌĞƋƵŝƌĞĚƵŶĚĞƌƚŚŝƐ
ŐƌĞĞŵĞŶƚĐŽŶƚĂŝŶ͕ŽƌĂƌĞĞŶĚŽƌƐĞĚƚŽĐŽŶƚĂŝŶ͕ƚŚĞĨŽůůŽǁŝŶŐƉƌŽǀŝƐŝŽŶƐ͗
ϭϯ͘Ϯ͘ϭ dŚĞŝƚLJǁŝůůďĞŶĂŵĞĚĂƐĂŶĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĞĚŽŶŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJǁŚŝĐŚ
ƐŚĂůůƉƌŽǀŝĚĞƉƌŝŵĂƌLJĐŽǀĞƌĂŐĞƚŽƚŚĞŝƚLJ͘
ϭϯ͘Ϯ͘Ϯ ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶŽĐĐƵƌƌĞŶĐĞĐŽǀĞƌĂŐĞ͕ĞdžĐůƵĚŝŶŐWƌŽĨĞƐƐŝŽŶĂů>ŝĂďŝůŝƚLJ͕ǁŚŝĐŚǁŝůůďĞ
ǁƌŝƚƚĞŶĂƐĐůĂŝŵƐͲŵĂĚĞĐŽǀĞƌĂŐĞ͘
ϭϯ͘Ϯ͘ϯ /ĨŽŶƚƌĂĐƚŽƌŵĂŝŶƚĂŝŶƐŚŝŐŚĞƌůŝŵŝƚƐƚŚĂŶƚŚĞŵŝŶŝŵƵŵƐƐŚŽǁŶĂďŽǀĞ͕ƚŚĞŝƚLJƌĞƋƵŝƌĞƐ
ĂŶĚǁŝůůďĞĞŶƚŝƚůĞĚƚŽĐŽǀĞƌĂŐĞĨŽƌƚŚĞŚŝŐŚĞƌůŝŵŝƚƐŵĂŝŶƚĂŝŶĞĚďLJŽŶƚƌĂĐƚŽƌ͘ŶLJĂǀĂŝůĂďůĞŝŶƐƵƌĂŶĐĞ
ƉƌŽĐĞĞĚƐŝŶĞdžĐĞƐƐŽĨƚŚĞƐƉĞĐŝĨŝĞĚŵŝŶŝŵƵŵůŝŵŝƚƐŽĨŝŶƐƵƌĂŶĐĞĂŶĚĐŽǀĞƌĂŐĞǁŝůůďĞĂǀĂŝůĂďůĞƚŽƚŚĞŝƚLJ͘͟
ϭϯ͘Ϯ͘ϰ dŚŝƐŝŶƐƵƌĂŶĐĞǁŝůůďĞŝŶĨŽƌĐĞĚƵƌŝŶŐƚŚĞůŝĨĞŽĨƚŚĞŐƌĞĞŵĞŶƚĂŶĚĂŶLJĞdžƚĞŶƐŝŽŶƐŽĨŝƚ
ĂŶĚǁŝůůŶŽƚďĞĐĂŶĐĞůĞĚǁŝƚŚŽƵƚƚŚŝƌƚLJ;ϯϬͿĚĂLJƐƉƌŝŽƌǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŝƚLJƐĞŶƚďLJĐĞƌƚŝĨŝĞĚŵĂŝůƉƵƌƐƵĂŶƚ
ƚŽƚŚĞEŽƚŝĐĞƉƌŽǀŝƐŝŽŶƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϯ͘ϯ WƌŽǀŝĚŝŶŐĞƌƚŝĨŝĐĂƚĞƐŽĨ/ŶƐƵƌĂŶĐĞĂŶĚ ŶĚŽƌƐĞŵĞŶƚƐ͘WƌŝŽƌƚŽŝƚLJΖƐĞdžĞĐƵƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͕
ŽŶƚƌĂĐƚŽƌǁŝůůĨƵƌŶŝƐŚĐĞƌƚŝĨŝĐĂƚĞƐŽĨŝŶƐƵƌĂŶĐĞĂŶĚĞŶĚŽƌƐĞŵĞŶƚƐƚŽŝƚLJ͘
ϭϯ͘ϰ &ĂŝůƵƌĞƚŽDĂŝŶƚĂŝŶŽǀĞƌĂŐĞ͘/ĨŽŶƚƌĂĐƚŽƌĨĂŝůƐƚŽŵĂŝŶƚĂŝŶĂŶLJŽĨƚŚĞƐĞŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞƐ͕
ƚŚĞŶŝƚLJǁŝůůŚĂǀĞƚŚĞŽƉƚŝŽŶƚŽĚĞĐůĂƌĞŽŶƚƌĂĐƚŽƌŝŶďƌĞĂĐŚ͕ŽƌŵĂLJƉƵƌĐŚĂƐĞƌĞƉůĂĐĞŵĞŶƚŝŶƐƵƌĂŶĐĞŽƌ
ƉĂLJƚŚĞƉƌĞŵŝƵŵƐƚŚĂƚĂƌĞĚƵĞŽŶĞdžŝƐƚŝŶŐƉŽůŝĐŝĞƐŝŶŽƌĚĞƌƚŽŵĂŝŶƚĂŝŶƚŚĞƌĞƋƵŝƌĞĚĐŽǀĞƌĂŐĞƐ͘ŽŶƚƌĂĐƚŽƌ
ŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌĂŶLJƉĂLJŵĞŶƚƐŵĂĚĞďLJŝƚLJƚŽŽďƚĂŝŶŽƌŵĂŝŶƚĂŝŶŝŶƐƵƌĂŶĐĞĂŶĚŝƚLJŵĂLJĐŽůůĞĐƚƚŚĞƐĞ
ƉĂLJŵĞŶƚƐ ĨƌŽŵ ŽŶƚƌĂĐƚŽƌ Žƌ ĚĞĚƵĐƚ ƚŚĞ ĂŵŽƵŶƚ ƉĂŝĚ ĨƌŽŵ ĂŶLJ ƐƵŵƐ ĚƵĞ ŽŶƚƌĂĐƚŽƌ ƵŶĚĞƌ ƚŚŝƐ
ŐƌĞĞŵĞŶƚ͘
ϭϯ͘ϱ ^ƵďŵŝƐƐŝŽŶŽĨ/ŶƐƵƌĂŶĐĞWŽůŝĐŝĞƐ͘ŝƚLJƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽƌĞƋƵŝƌĞ͕ĂƚĂŶLJƚŝŵĞ͕ĐŽŵƉůĞƚĞĂŶĚ
ĐĞƌƚŝĨŝĞĚĐŽƉŝĞƐŽĨĂŶLJŽƌĂůůƌĞƋƵŝƌĞĚŝŶƐƵƌĂŶĐĞƉŽůŝĐŝĞƐĂŶĚĞŶĚŽƌƐĞŵĞŶƚƐ͘
Nov. 12, 2024 Item #2 Page 161 of 680
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W^ϮϱͲϯϱϯϱ
WĂŐĞϲ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ϭϰ͘ h^/E ^^>/ E^
ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶĂŶĚŵĂŝŶƚĂŝŶĂŝƚLJŽĨĂƌůƐďĂĚƵƐŝŶĞƐƐ>ŝĐĞŶƐĞĨŽƌƚŚĞƚĞƌŵŽĨƚŚĞŐƌĞĞŵĞŶƚ͕ĂƐ
ŵĂLJďĞĂŵĞŶĚĞĚĨƌŽŵƚŝŵĞͲƚŽͲƚŝŵĞ͘
ϭϱ͘ KhEd/E'Z KZ^
ŽŶƚƌĂĐƚŽƌ ǁŝůů ŵĂŝŶƚĂŝŶ ĐŽŵƉůĞƚĞ ĂŶĚ ĂĐĐƵƌĂƚĞ ƌĞĐŽƌĚƐ ǁŝƚŚ ƌĞƐƉĞĐƚ ƚŽ ĐŽƐƚƐ ŝŶĐƵƌƌĞĚ ƵŶĚĞƌ ƚŚŝƐ
ŐƌĞĞŵĞŶƚ͘ůůƌĞĐŽƌĚƐǁŝůůďĞĐůĞĂƌůLJŝĚĞŶƚŝĨŝĂďůĞ͘ŽŶƚƌĂĐƚŽƌǁŝůůĂůůŽǁĂƌĞƉƌĞƐĞŶƚĂƚŝǀĞŽĨŝƚLJĚƵƌŝŶŐ
ŶŽƌŵĂůďƵƐŝŶĞƐƐŚŽƵƌƐƚŽĞdžĂŵŝŶĞ͕ĂƵĚŝƚ͕ĂŶĚŵĂŬĞƚƌĂŶƐĐƌŝƉƚƐŽƌĐŽƉŝĞƐŽĨƌĞĐŽƌĚƐĂŶĚĂŶLJŽƚŚĞƌ
ĚŽĐƵŵĞŶƚƐĐƌĞĂƚĞĚƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚ͘ŽŶƚƌĂĐƚŽƌǁŝůůĂůůŽǁŝŶƐƉĞĐƚŝŽŶŽĨĂůůǁŽƌŬ͕ĚĂƚĂ͕
ĚŽĐƵŵĞŶƚƐ͕ƉƌŽĐĞĞĚŝŶŐƐ͕ĂŶĚĂĐƚŝǀŝƚŝĞƐƌĞůĂƚĞĚƚŽƚŚĞŐƌĞĞŵĞŶƚĨŽƌĂƉĞƌŝŽĚŽĨĨŽƵƌ;ϰͿLJĞĂƌƐĨƌŽŵƚŚĞ
ĚĂƚĞŽĨĨŝŶĂůƉĂLJŵĞŶƚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϲ͘ KtE Z^,/WK&KhD Ed^
ůůǁŽƌŬƉƌŽĚƵĐƚƉƌŽĚƵĐĞĚďLJŽŶƚƌĂĐƚŽƌŽƌŝƚƐĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐ͕ĂŶĚƐƵďĐŽŶƚƌĂĐƚŽƌƐƉƵƌƐƵĂŶƚƚŽƚŚŝƐ
ŐƌĞĞŵĞŶƚŝƐƚŚĞƉƌŽƉĞƌƚLJŽĨŝƚLJ͘/ŶƚŚĞĞǀĞŶƚƚŚŝƐŐƌĞĞŵĞŶƚŝƐƚĞƌŵŝŶĂƚĞĚ͕ĂůůǁŽƌŬƉƌŽĚƵĐƚƉƌŽĚƵĐĞĚ
ďLJŽŶƚƌĂĐƚŽƌŽƌŝƚƐĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐĂŶĚƐƵďĐŽŶƚƌĂĐƚŽƌƐƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞĚĞůŝǀĞƌĞĚ
ĂƚŽŶĐĞƚŽŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůŚĂǀĞƚŚĞƌŝŐŚƚƚŽŵĂŬĞŽŶĞ;ϭͿĐŽƉLJŽĨƚŚĞǁŽƌŬƉƌŽĚƵĐƚĨŽƌŽŶƚƌĂĐƚŽƌ͛Ɛ
ƌĞĐŽƌĚƐ͘
ϭϳ͘ KWzZ/',d^
ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŚĂƚĂůůĐŽƉLJƌŝŐŚƚƐƚŚĂƚĂƌŝƐĞĨƌŽŵƚŚĞƐĞƌǀŝĐĞƐǁŝůůďĞǀĞƐƚĞĚŝŶŝƚLJĂŶĚŽŶƚƌĂĐƚŽƌ
ƌĞůŝŶƋƵŝƐŚĞƐĂůůĐůĂŝŵƐƚŽƚŚĞĐŽƉLJƌŝŐŚƚƐŝŶĨĂǀŽƌŽĨŝƚLJ͘
ϭϴ͘ EKd/ ^
dŚĞŶĂŵĞŽĨƚŚĞƉĞƌƐŽŶƐǁŚŽĂƌĞĂƵƚŚŽƌŝnjĞĚƚŽŐŝǀĞǁƌŝƚƚĞŶŶŽƚŝĐĞŽƌƚŽƌĞĐĞŝǀĞǁƌŝƚƚĞŶŶŽƚŝĐĞŽŶďĞŚĂůĨ
ŽĨŝƚLJĂŶĚŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞ͗
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ĚŝƐĐƌŝŵŝŶĂƚŝŽŶĂŶĚŚĂƌĂƐƐŵĞŶƚ͘
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ZĞƉƌĞƐĞŶƚĂƚŝǀĞƐŽĨŽŶƚƌĂĐƚŽƌŽƌŝƚLJǁŝůůƌĞĚƵĐĞƐƵĐŚƋƵĞƐƚŝŽŶƐ͕ĂŶĚƚŚĞŝƌƌĞƐƉĞĐƚŝǀĞǀŝĞǁƐ͕ƚŽǁƌŝƚŝŶŐ͘
ĐŽƉLJŽĨƐƵĐŚĚŽĐƵŵĞŶƚĞĚĚŝƐƉƵƚĞǁŝůůďĞĨŽƌǁĂƌĚĞĚƚŽďŽƚŚƉĂƌƚŝĞƐŝŶǀŽůǀĞĚĂůŽŶŐǁŝƚŚƌĞĐŽŵŵĞŶĚĞĚ
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ƚŚĞƌĞƐŽůƵƚŝŽŶƚŚƵƐŽďƚĂŝŶĞĚŝƐƵŶƐĂƚŝƐĨĂĐƚŽƌLJƚŽƚŚĞĂŐŐƌŝĞǀĞĚƉĂƌƚLJ͕ĂůĞƚƚĞƌŽƵƚůŝŶŝŶŐƚŚĞĚŝƐƉƵƚĞƐǁŝůů
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ĚĞĐŝĚĞƐƚŽĂďĂŶĚŽŶŽƌŝŶĚĞĨŝŶŝƚĞůLJƉŽƐƚƉŽŶĞƚŚĞǁŽƌŬŽƌƐĞƌǀŝĐĞƐĐŽŶƚĞŵƉůĂƚĞĚďLJƚŚŝƐŐƌĞĞŵĞŶƚ͕ŝƚLJ
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WĂŐĞϴ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ƉĞƌĐĞŶƚĂŐĞ͕ďƌŽŬĞƌĂŐĞĨĞĞ͕ŐŝĨƚ͕ŽƌĂŶLJŽƚŚĞƌĐŽŶƐŝĚĞƌĂƚŝŽŶĐŽŶƚŝŶŐĞŶƚƵƉŽŶ͕ŽƌƌĞƐƵůƚŝŶŐĨƌŽŵ͕ƚŚĞĂǁĂƌĚ
ŽƌŵĂŬŝŶŐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘&ŽƌďƌĞĂĐŚŽƌǀŝŽůĂƚŝŽŶŽĨƚŚŝƐǁĂƌƌĂŶƚLJ͕ŝƚLJǁŝůůŚĂǀĞƚŚĞƌŝŐŚƚƚŽĂŶŶƵůƚŚŝƐ
ŐƌĞĞŵĞŶƚǁŝƚŚŽƵƚůŝĂďŝůŝƚLJ͕Žƌ͕ŝŶŝƚƐĚŝƐĐƌĞƚŝŽŶ͕ƚŽĚĞĚƵĐƚĨƌŽŵƚŚĞŐƌĞĞŵĞŶƚƉƌŝĐĞŽƌĐŽŶƐŝĚĞƌĂƚŝŽŶ͕Žƌ
ŽƚŚĞƌǁŝƐĞƌĞĐŽǀĞƌ͕ƚŚĞĨƵůůĂŵŽƵŶƚŽĨƚŚĞĨĞĞ͕ĐŽŵŵŝƐƐŝŽŶ͕ƉĞƌĐĞŶƚĂŐĞ͕ďƌŽŬĞƌĂŐĞĨĞĞƐ͕ŐŝĨƚ͕ŽƌĐŽŶƚŝŶŐĞŶƚ
ĨĞĞ͘
Ϯϱ͘ >/D^E>t^h/d^
LJƐŝŐŶŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͕ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŚĂƚĂŶLJŐƌĞĞŵĞŶƚĐůĂŝŵƐƵďŵŝƚƚĞĚƚŽŝƚLJŵƵƐƚďĞ
ĂƐƐĞƌƚĞĚĂƐƉĂƌƚŽĨƚŚĞŐƌĞĞŵĞŶƚƉƌŽĐĞƐƐĂƐƐĞƚĨŽƌƚŚŝŶƚŚŝƐŐƌĞĞŵĞŶƚĂŶĚŶŽƚŝŶĂŶƚŝĐŝƉĂƚŝŽŶŽĨ
ůŝƚŝŐĂƚŝŽŶŽƌŝŶĐŽŶũƵŶĐƚŝŽŶǁŝƚŚůŝƚŝŐĂƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚŝĨĂĨĂůƐĞĐůĂŝŵŝƐƐƵďŵŝƚƚĞĚƚŽ
ŝƚLJ͕ŝƚŵĂLJďĞĐŽŶƐŝĚĞƌĞĚĨƌĂƵĚĂŶĚŽŶƚƌĂĐƚŽƌŵĂLJďĞƐƵďũĞĐƚƚŽĐƌŝŵŝŶĂůƉƌŽƐĞĐƵƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌ
ĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚĂůŝĨŽƌŶŝĂ'ŽǀĞƌŶŵĞŶƚŽĚĞƐĞĐƚŝŽŶƐϭϮϲϱϬĞƚƐĞƋ͕͘ƚŚĞ&ĂůƐĞůĂŝŵƐĐƚĂƉƉůŝĞƐƚŽƚŚŝƐ
ŐƌĞĞŵĞŶƚĂŶĚ͕ƉƌŽǀŝĚĞƐĨŽƌĐŝǀŝůƉĞŶĂůƚŝĞƐǁŚĞƌĞĂƉĞƌƐŽŶŬŶŽǁŝŶŐůLJƐƵďŵŝƚƐĂĨĂůƐĞĐůĂŝŵƚŽĂƉƵďůŝĐ
ĞŶƚŝƚLJ͘dŚĞƐĞƉƌŽǀŝƐŝŽŶƐŝŶĐůƵĚĞĨĂůƐĞĐůĂŝŵƐŵĂĚĞǁŝƚŚĚĞůŝďĞƌĂƚĞŝŐŶŽƌĂŶĐĞŽĨƚŚĞĨĂůƐĞŝŶĨŽƌŵĂƚŝŽŶŽƌŝŶ
ƌĞĐŬůĞƐƐĚŝƐƌĞŐĂƌĚŽĨƚŚĞƚƌƵƚŚŽƌĨĂůƐŝƚLJŽĨŝŶĨŽƌŵĂƚŝŽŶ͘/ĨŝƚLJƐĞĞŬƐƚŽƌĞĐŽǀĞƌƉĞŶĂůƚŝĞƐƉƵƌƐƵĂŶƚƚŽƚŚĞ
&ĂůƐĞ ůĂŝŵƐ Đƚ͕ ŝƚ ŝƐ ĞŶƚŝƚůĞĚ ƚŽ ƌĞĐŽǀĞƌ ŝƚƐ ůŝƚŝŐĂƚŝŽŶ ĐŽƐƚƐ͕ ŝŶĐůƵĚŝŶŐ ĂƚƚŽƌŶĞLJΖƐ ĨĞĞƐ͘ ŽŶƚƌĂĐƚŽƌ
ĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚƚŚĞĨŝůŝŶŐŽĨĂĨĂůƐĞĐůĂŝŵŵĂLJƐƵďũĞĐƚŽŶƚƌĂĐƚŽƌƚŽĂŶĂĚŵŝŶŝƐƚƌĂƚŝǀĞĚĞďĂƌŵĞŶƚ
ƉƌŽĐĞĞĚŝŶŐĂƐƚŚĞƌĞƐƵůƚŽĨǁŚŝĐŚŽŶƚƌĂĐƚŽƌŵĂLJďĞƉƌĞǀĞŶƚĞĚƚŽĂĐƚĂƐĂŽŶƚƌĂĐƚŽƌŽŶĂŶLJƉƵďůŝĐǁŽƌŬ
ŽƌŝŵƉƌŽǀĞŵĞŶƚĨŽƌĂƉĞƌŝŽĚŽĨƵƉƚŽĨŝǀĞ;ϱͿLJĞĂƌƐ͘ŽŶƚƌĂĐƚŽƌĂĐŬŶŽǁůĞĚŐĞƐĚĞďĂƌŵĞŶƚďLJĂŶŽƚŚĞƌ
ũƵƌŝƐĚŝĐƚŝŽŶŝƐŐƌŽƵŶĚƐĨŽƌŝƚLJƚŽƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚ͘
Ϯϲ͘ :hZ/^/d/KE^Es Eh
dŚŝƐŐƌĞĞŵĞŶƚƐŚĂůůďĞŝŶƚĞƌƉƌĞƚĞĚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞůĂǁƐŽĨƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͘ŶLJĂĐƚŝŽŶĂƚ
ůĂǁŽƌŝŶĞƋƵŝƚLJďƌŽƵŐŚƚďLJĞŝƚŚĞƌŽĨƚŚĞƉĂƌƚŝĞƐĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨĞŶĨŽƌĐŝŶŐĂƌŝŐŚƚŽƌƌŝŐŚƚƐƉƌŽǀŝĚĞĚĨŽƌ
ďLJƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞƚƌŝĞĚŝŶĂĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƚŝŽŶŝŶƚŚĞŽƵŶƚLJŽĨ^ĂŶŝĞŐŽ͕^ƚĂƚĞŽĨ
ĂůŝĨŽƌŶŝĂ͕ĂŶĚƚŚĞƉĂƌƚŝĞƐǁĂŝǀĞĂůůƉƌŽǀŝƐŝŽŶƐŽĨůĂǁƉƌŽǀŝĚŝŶŐĨŽƌĂĐŚĂŶŐĞŽĨǀĞŶƵĞŝŶƚŚĞƐĞƉƌŽĐĞĞĚŝŶŐƐ
ƚŽĂŶLJŽƚŚĞƌĐŽƵŶƚLJ͘
Ϯϳ͘ ^h ^^KZ^E^^/'E^
/ƚŝƐŵƵƚƵĂůůLJƵŶĚĞƌƐƚŽŽĚĂŶĚĂŐƌĞĞĚƚŚĂƚƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞďŝŶĚŝŶŐƵƉŽŶŝƚLJĂŶĚŽŶƚƌĂĐƚŽƌĂŶĚ
ƚŚĞŝƌƌĞƐƉĞĐƚŝǀĞƐƵĐĐĞƐƐŽƌƐ͘EĞŝƚŚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŶŽƌĂŶLJƉĂƌƚŽĨŝƚŶŽƌĂŶLJŵŽŶŝĞƐĚƵĞŽƌƚŽďĞĐŽŵĞ
ĚƵĞƵŶĚĞƌŝƚŵĂLJďĞĂƐƐŝŐŶĞĚ ďLJŽŶƚƌĂĐƚŽƌǁŝƚŚŽƵƚƚŚĞ ƉƌŝŽƌ ĐŽŶƐĞŶƚŽĨŝƚLJ͕ ǁŚŝĐŚ ƐŚĂůůŶŽƚďĞ
ƵŶƌĞĂƐŽŶĂďůLJǁŝƚŚŚĞůĚ͘
Ϯϴ͘ d,/ZͲWZdzZ/',d^
EŽƚŚŝŶŐŝŶƚŚŝƐŐƌĞĞŵĞŶƚƐŚŽƵůĚďĞĐŽŶƐƚƌƵĞĚƚŽŐŝǀĞĂŶLJƌŝŐŚƚƐŽƌďĞŶĞĨŝƚƐƚŽĂŶLJƉĂƌƚLJŽƚŚĞƌƚŚĂŶƚŚĞ
ŝƚLJĂŶĚŽŶƚƌĂĐƚŽƌ͘
Ϯϵ͘ Ed/Z 'Z D Ed
dŚŝƐŐƌĞĞŵĞŶƚ͕ƚŽŐĞƚŚĞƌǁŝƚŚĂŶLJŽƚŚĞƌǁƌŝƚƚĞŶĚŽĐƵŵĞŶƚƌĞĨĞƌƌĞĚƚŽŽƌĐŽŶƚĞŵƉůĂƚĞĚďLJŝƚ͕ĂůŽŶŐǁŝƚŚ
ƚŚĞ ƉƵƌĐŚĂƐĞ ŽƌĚĞƌ ĨŽƌ ƚŚŝƐ ŐƌĞĞŵĞŶƚ ĂŶĚ ŝƚƐ ƉƌŽǀŝƐŝŽŶƐ͕ ĞŵďŽĚLJ ƚŚĞ ĞŶƚŝƌĞ ŐƌĞĞŵĞŶƚ ĂŶĚ
ƵŶĚĞƌƐƚĂŶĚŝŶŐďĞƚǁĞĞŶƚŚĞƉĂƌƚŝĞƐƌĞůĂƚŝŶŐƚŽƚŚĞƐƵďũĞĐƚŵĂƚƚĞƌŽĨŝƚ͘/ŶĐĂƐĞŽĨĐŽŶĨůŝĐƚ͕ƚŚĞƚĞƌŵƐŽĨƚŚĞ
ŐƌĞĞŵĞŶƚƐƵƉĞƌƐĞĚĞƚŚĞƉƵƌĐŚĂƐĞŽƌĚĞƌ͘EĞŝƚŚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŶŽƌĂŶLJŽĨŝƚƐƉƌŽǀŝƐŝŽŶƐŵĂLJďĞ
ĂŵĞŶĚĞĚ͕ŵŽĚŝĨŝĞĚ͕ǁĂŝǀĞĚŽƌĚŝƐĐŚĂƌŐĞĚĞdžĐĞƉƚŝŶĂǁƌŝƚŝŶŐƐŝŐŶĞĚďLJďŽƚŚƉĂƌƚŝĞƐ͘dŚŝƐŐƌĞĞŵĞŶƚŵĂLJ
ďĞĞdžĞĐƵƚĞĚŝŶĐŽƵŶƚĞƌƉĂƌƚƐ͘
ϯϬ͘ Wh>/' Ez>h^
ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŚĂƚĂŶLJƉƵďůŝĐĂŐĞŶĐLJĂƐĚĞĨŝŶĞĚďLJĂů͘'Žǀ͘ŽĚĞƐĞĐƚŝŽŶϲϱϬϬ͕ŝĨĂƵƚŚŽƌŝnjĞĚďLJŝƚƐ
ŐŽǀĞƌŶŝŶŐďŽĚLJ͕ƐŚĂůůŚĂǀĞƚŚĞŽƉƚŝŽŶƚŽƉĂƌƚŝĐŝƉĂƚĞŝŶƚŚŝƐĐŽŶƚƌĂĐƚĂƚƚŚĞƐĂŵĞƉƌŝĐĞƐ͕ƚĞƌŵƐ͕ĂŶĚ
ĐŽŶĚŝƚŝŽŶƐ͘/ĨĂŶŽƚŚĞƌƉƵďůŝĐĂŐĞŶĐLJĐŚŽŽƐĞƐƚŽƉĂƌƚŝĐŝƉĂƚĞ͕ƚŚĞƚĞƌŵƐŚĂůůďĞĨŽƌƚŚĞƚĞƌŵŽĨƚŚŝƐĐŽŶƚƌĂĐƚ͕
Nov. 12, 2024 Item #2 Page 164 of 680
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W^ϮϱͲϯϱϯϱ
WĂŐĞϵ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ĂŶĚ ƐŚĂůů ďĞ ĐŽŶƚŝŶŐĞŶƚ ƵƉŽŶ ŽŶƚƌĂĐƚŽƌΖƐ ĂĐĐĞƉƚĂŶĐĞ͘ WĂƌƚŝĐŝƉĂƚŝŶŐ ƉƵďůŝĐ ĂŐĞŶĐŝĞƐ ƐŚĂůů ďĞ ƐŽůĞůLJ
ƌĞƐƉŽŶƐŝďůĞĨŽƌƚŚĞƉůĂĐŝŶŐŽĨŽƌĚĞƌƐ͕ĂƌƌĂŶŐŝŶŐĨŽƌĚĞůŝǀĞƌLJĂŶĚͬŽƌƐĞƌǀŝĐĞƐ͕ĂŶĚŵĂŬŝŶŐƉĂLJŵĞŶƚƐƚŽƚŚĞ
ŽŶƚƌĂĐƚŽƌ͘dŚĞŝƚLJŽĨĂƌůƐďĂĚĂŶĚĂƌůƐďĂĚDƵŶŝĐŝƉĂůtĂƚĞƌŝƐƚƌŝĐƚƐŚĂůůŶŽƚďĞůŝĂďůĞ͕ŽƌƌĞƐƉŽŶƐŝďůĞ͕
ĨŽƌĂŶLJŽďůŝŐĂƚŝŽŶƐ͕ŝŶĐůƵĚŝŶŐďƵƚŶŽƚůŝŵŝƚĞĚƚŽĨŝŶĂŶĐŝĂůƌĞƐƉŽŶƐŝďŝůŝƚLJ͕ŝŶĐŽŶŶĞĐƚŝŽŶǁŝƚŚƉĂƌƚŝĐŝƉĂƚŝŽŶ
ďLJĂŶŽƚŚĞƌƉƵďůŝĐĂŐĞŶĐLJ͘
ϯϭ͘ hd,KZ/dz
dŚĞŝŶĚŝǀŝĚƵĂůƐĞdžĞĐƵƚŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚĂŶĚƚŚĞŝŶƐƚƌƵŵĞŶƚƐƌĞĨĞƌĞŶĐĞĚŝŶŝƚŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌ
ĞĂĐŚƌĞƉƌĞƐĞŶƚĂŶĚǁĂƌƌĂŶƚƚŚĂƚƚŚĞLJŚĂǀĞƚŚĞůĞŐĂůƉŽǁĞƌ͕ƌŝŐŚƚĂŶĚĂĐƚƵĂůĂƵƚŚŽƌŝƚLJƚŽďŝŶĚŽŶƚƌĂĐƚŽƌ
ƚŽƚŚĞƚĞƌŵƐĂŶĚĐŽŶĚŝƚŝŽŶƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
džĞĐƵƚĞĚďLJŽŶƚƌĂĐƚŽƌƚŚŝƐͺͺͺͺͺͺͺͺͺͺͺĚĂLJŽĨͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺ͕ϮϬϮϰ͘
(,
Nov. 12, 2024 Item #2 Page 165 of 680
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W^ϮϱͲϯϱϯϱ
WĂŐĞϭϭ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
y,//d
^KW K&^ Zs/ ^E& ^
WĞƌĨŽƌŵĂǀĂƌŝĞƚLJŽĨĐŽƌƌŽƐŝŽŶĞŶŐŝŶĞĞƌŝŶŐƚĂƐŬƐĂƐŽƵƚůŝŶĞĚŝŶŝŶĚŝǀŝĚƵĂůWƌŽũĞĐƚdĂƐŬĞƐĐƌŝƉƚŝŽŶƐΘ&ĞĞ
ůůŽƚŵĞŶƚƐ;WdΘ&Ϳ͕ƌĞůĂƚĞĚƚŽƚŚĞĨŽůůŽǁŝŶŐ͗
͘ĂƚŚŽĚŝĐƉƌŽƚĞĐƚŝŽŶͬĐŽƌƌŽƐŝŽŶĚĞƐŝŐŶ͘
͘^ƚƌĂLJĐƵƌƌĞŶƚƐƵƌǀĞLJƐ͘
͘ŽƌƌŽƐŝŽŶƚĞƐƚƐƚĂƚŝŽŶŵŽŶŝƚŽƌŝŶŐ͘
͘ŽƌƌŽƐŝǀŝƚLJĂƐƐĞƐƐŵĞŶƚƐ͘
͘DĞƚĂůůŝĐĐŽŵƉŽŶĞŶƚĨĂŝůƵƌĞĂŶĂůLJƐŝƐ͘
&͘WƌĞƉĂƌĂƚŝŽŶŽĨƌĞƉŽƌƚƐ͘
'͘WůĂŶƌĞǀŝĞǁƐ͘
,͘ŽƌƌŽƐŝŽŶƉƌŽŐƌĂŵƌĞǀŝĞǁƐ͘
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Nov. 12, 2024 Item #2 Page 167 of 680
ATTACHMENT B –MASTER SERVICES AGREEMENT RATE SCHEDULE
Z&zĞĂŐĞƌ ŶŐŝŶĞĞƌŝŶŐ/ŶĐ͘ͲŽƌƌŽƐŝŽŶ ŶŐŝŶĞĞƌŝŶŐ^ĞƌǀŝĐĞƐ
Prices valid through Term of Agreement
STAFF
NAME TITLE HOURLY RATE
1. ZŝĐŚĂƌĚ&͘zĞĂŐĞƌ:ƌ͕͘W Principal $ϮϮϬ͘ϬϬ
2. ZĂŶĚLJ:͘'ĞǀŝŶŐW ^ĞŶŝŽƌPM $ϮϭϬ͘ϬϬ
3. 'ĞŽƌŐĞDĞĚŝŶĂ ^ĞŶŝŽƌDesigner $ϭϰϱ͘ϬϬ
4.
5.
9.
10.
SUB-CONSULTANTS
NAME/FIRM TITLE HOURLY RATE
1. EKE
2.
3.
9.
10.
EXPENSES
DESCRIPTION COST % MARKUP
1. dŚĞĂďŽǀĞďŝůůŝŶŐƌĂƚĞƐŝŶĐůƵĚĞĂůů
ŽǀĞƌŚĞĂĚĐŽƐƚƐƐƵĐŚĂƐŵŝůĞĂŐĞ͕
ĂĚŵŝŶ͕ĞƚĐ͘ 2.
3.
4.
RFQ24-3430CA
REQUEST FOR QUALIFICATIONS-
MASTER SERVICES AGREMENT FOR CONSULTANTS
22 DUE DATE 6/12/2024
2:00 PM PST
dĞƌĞƐĂ&ŽŶŐ ΨϭϮϱ͘ϬϬĚŵŝŶŝƐƚƌĂƚŽƌ
Nov. 12, 2024 Item #2 Page 168 of 680
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
Nov. 12, 2024 Item #2 Page 170 of 680
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
Nov. 12, 2024 Item #2 Page 171 of 680
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name Alan Brown, PE
Title Senior Contract Administrator Title Principal Electrical
Dept Public Works Address 9903 Businesspark Ave.
CITY OF CARLSBAD Suite 104, San Diego, CA 92131
Address 1635 Faraday Avenue Phone
Mobile
858-800-6030
619-871-3478
Carlsbad, CA 92008 Email ABrown@BSEengineering.com
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
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not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
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conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of electrical engineering tasks as outlined in individual Project Task Descriptions & Fee
Allotments (PTD&FA), related to the following:
A. Electrical System Design and Analysis:
• Conducting site assessments and surveys.
• Designing electrical systems for water treatment plants, wastewater
treatment plants, and pumping stations.
• Performing load calculations, power distribution, and system protection
studies.
• Developing detailed electrical schematics and single-line diagrams.
B. Instrumentation and Control Systems:
• Designing and implementing instrumentation and control systems for process
monitoring and control.
• Designing SCADA systems for remote monitoring and control.
• Designing custom electrical control panels tailored to the needs of water and
wastewater facilities.
• Ensuring compliance with industry standards and regulations.
C. Power Distribution and Generation:
• Designing power distribution systems for reliability and efficiency.
• Specifying electrical equipment such as transformers, switchgear, and
distribution panels.
• Evaluating options for on-site power generation.
• Designing Motor Control Centers (MCCs) for efficient motor control and
protection.
D. Arc Flash Analysis and Breaker Coordination:
• Conducting arc flash hazard analysis to assess and mitigate risks.
• Performing coordination studies to ensure selective and coordinated operation
of protective devices.
• Implementing measures to minimize arc flash hazards and enhance personnel
safety.
E. Emergency Backup Systems:
• Designing and implementing emergency backup power systems.
• Specifying backup generators, automatic transfer switches, and UPS systems.
F. Electrical Safety and Compliance:
• Ensuring compliance with electrical codes, regulations, and standards.
• Conducting arc flash hazard analysis and implementing mitigation measures.
• Providing electrical safety training for staff.
G. Project Management and Coordination:
• Managing electrical engineering projects from conception to completion.
• Coordinating with other engineering disciplines and stakeholders.
• Monitoring project schedules and budgets.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 179 of 680
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3-year rate, 2024- 2026
Name Title Hourly Rate
1 Alan Brown Principal Engineer 294.00$
2 Paul Luster Principal Engineer 294.00$
3 Ross Slocum Senior Associate 250.00$
4 Brandon Reed Senior Associate 250.00$
5 Bobby Rodrigues Senior Associate 250.00$
6 Karl Fish Senior Associate 250.00$
7 TBD Associate Engineer 229.00$
8 Miriam Pinzon-Betancourt Senior Engineer 208.00$
9 Jordan Katz Project Engineer 192.00$
10 TBD Engineer II 159.00$
11 TBD Engineer I 142.00$
12 Noel Wilshusen Senior Designer 160.00$
13 Julio Iraheta Senior Designer 160.00$
14 TBD Designer II 138.00$
15 TBD Designer I 116.00$
16 Jeremy Carnahan Senior CAD 117.00$
17 Patrick Adams Senior CAD 117.00$
18 Sylvester Esteban Senior CAD 117.00$
19 TBD CAD II 101.00$
20 Elizabeth Potts CAD I 84.00$
21 Vanessa Ortega Senior Administrator 149.00$
22 Lisa Velazquez Admin 83.00$
Staff
RFQ24-3430CA REQUEST FOR QUALIFICATIONS
MASTER SERVICES AGREMENT FOR CONSULTANTS
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Mobile
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
$!
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not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
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conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. FORCE MAJEURE CLAUSE (EXPANDED)
Contractor shall not be liable for delays in performance due to causes beyond its reasonable control,
including but not limited to acts of God, natural disasters, pandemics, labor disputes, or government
actions. Any deadlines impacted by such events shall be extended proportionally, and Contractor shall be
compensated for any additional costs incurred as a result of such delays.
32. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
#)
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of electrical engineering tasks as outlined in individual Project Task Descriptions & Fee
Allotments (PTD&FA), related to the following:
A. Electrical System Design and Analysis:
• Conducting site assessments and surveys.
• Designing electrical systems for water treatment plants, wastewater
treatment plants, and pumping stations.
• Performing load calculations, power distribution, and system protection
studies.
• Developing detailed electrical schematics and single-line diagrams.
B. Instrumentation and Control Systems:
• Designing and implementing instrumentation and control systems for process
monitoring and control.
• Designing SCADA systems for remote monitoring and control.
• Designing custom electrical control panels tailored to the needs of water and
wastewater facilities.
• Ensuring compliance with industry standards and regulations.
C. Power Distribution and Generation:
• Designing power distribution systems for reliability and efficiency.
• Specifying electrical equipment such as transformers, switchgear, and
distribution panels.
• Evaluating options for on-site power generation.
• Designing Motor Control Centers (MCCs) for efficient motor control and
protection.
D. Arc Flash Analysis and Breaker Coordination:
• Conducting arc flash hazard analysis to assess and mitigate risks.
• Performing coordination studies to ensure selective and coordinated operation
of protective devices.
• Implementing measures to minimize arc flash hazards and enhance personnel
safety.
E. Emergency Backup Systems:
• Designing and implementing emergency backup power systems.
• Specifying backup generators, automatic transfer switches, and UPS systems.
F. Electrical Safety and Compliance:
• Ensuring compliance with electrical codes, regulations, and standards.
• Conducting arc flash hazard analysis and implementing mitigation measures.
• Providing electrical safety training for staff.
G. Project Management and Coordination:
• Managing electrical engineering projects from conception to completion.
• Coordinating with other engineering disciplines and stakeholders.
• Monitoring project schedules and budgets.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 191 of 680
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Nov. 12, 2024 Item #2 Page 192 of 680
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name Steven Collins, PE, LEED AP
Associate Principal
Title Senior Contract Administrator Title Lead Electrical Engineer/Project
Manager
Dept Public Works Address 336 Encinitas Boulevard, Suite 110
CITY OF CARLSBAD Encinitas, CA 92024
Address 1635 Faraday Avenue Phone 949-387-8500 ext. 325
Carlsbad, CA 92008 Email steven.collins@idsgi.com
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
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regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
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24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
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30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of electrical engineering tasks as outlined in individual Project Task Descriptions & Fee
Allotments (PTD&FA), related to the following:
A. Electrical System Design and Analysis:
• Conducting site assessments and surveys.
• Designing electrical systems for water treatment plants, wastewater
treatment plants, and pumping stations.
• Performing load calculations, power distribution, and system protection
studies.
• Developing detailed electrical schematics and single-line diagrams.
B. Instrumentation and Control Systems:
• Designing and implementing instrumentation and control systems for process
monitoring and control.
• Designing SCADA systems for remote monitoring and control.
• Designing custom electrical control panels tailored to the needs of water and
wastewater facilities.
• Ensuring compliance with industry standards and regulations.
C. Power Distribution and Generation:
• Designing power distribution systems for reliability and efficiency.
• Specifying electrical equipment such as transformers, switchgear, and
distribution panels.
• Evaluating options for on-site power generation.
• Designing Motor Control Centers (MCCs) for efficient motor control and
protection.
D. Arc Flash Analysis and Breaker Coordination:
• Conducting arc flash hazard analysis to assess and mitigate risks.
• Performing coordination studies to ensure selective and coordinated operation
of protective devices.
• Implementing measures to minimize arc flash hazards and enhance personnel
safety.
E. Emergency Backup Systems:
• Designing and implementing emergency backup power systems.
• Specifying backup generators, automatic transfer switches, and UPS systems.
F. Electrical Safety and Compliance:
• Ensuring compliance with electrical codes, regulations, and standards.
• Conducting arc flash hazard analysis and implementing mitigation measures.
• Providing electrical safety training for staff.
G. Project Management and Coordination:
• Managing electrical engineering projects from conception to completion.
• Coordinating with other engineering disciplines and stakeholders.
• Monitoring project schedules and budgets.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 203 of 680
IDS GROUP, INC.
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dŝƚůĞͲƐƐŽĐŝĂƟŽŶ Hourly Rate
Principal $225
Associate Principal $211
Senior Project Manager | Associate $200
Project Manager $185
Senior Architect | Engineer $175
Senior Cost Estimator $160
Project Architect | Engineer $160
Designer Architect | Engineer $145
Engineering Designer - BIM $128
Architectural Job Captain | Designer $121
CAD Drafting Engineer | Architect $108
Office Administration $67
Expenses such as, but not limited to plan check fees, permits inspections, testing services, title company
fees, special delivery charges, plotting/presentation boards, maps, aerial photographs, and reprographics /
illustrations that may be required for community or other stakeholder presentations, shall be billed to the
owner at Consultant’s direct cost plus 5%.
Nov. 12, 2024 Item #2 Page 204 of 680
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name Carey Fernandes, AICP
Title Senior Contract Administrator Title Project Manager
Dept Public Works Address 605 Third Street
CITY OF CARLSBAD Encinitas, California 92024
Address 1635 Faraday Avenue Phone 760-479-4299
Carlsbad, CA 92008 Mobile 760-473-5879
Phone 442-339-2767 Email cfernandez@dudek.com
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of environmental planning and study related tasks as outlined in individual Project Task
Descriptions & Fee Allotments (PTD&FA), related to the following:
A. Agency Coordination.
B. Assistance with Environmental Permitting.
C. Biological Monitoring.
D. Cultural Resources & Native American Monitoring.
E. Environmental Compliance Tracking.
F. Environmental Initial Studies / Environmental Documentation. wz
G. Habitat enhancement, including invasive species removal.
H. Installation of minor erosion control.
I. Mitigation and Monitoring Plans.
J. Preparation of Technical Studies.
K. Site Surveys.
L. Special Studies.
M. Sustainability Research.
Requests for work not listed above must be contracted under separate agreement.
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Rate Schedule for Master Services Agreement for Consultants, RFQ24-3430CA 1
Attachment B – Master Services Agreement
Rate Schedule
Environmental Planning/Studies, Discipline Number 6
Key team members and task leaders’ rates are listed out in TTablee 1 below. Prices valid through Term of
Agreement.
Tablee 11.. KKeyy Personnell Ratess
No Name Role Hourlyy Rate
1 Carey Fernandes, AICP Contract Manager $300.00
2 Tricia Wotipka Agency Coordination/Assistance with Environmental
Planning Task Lead
$265.00
3 Kamarul Muri Biological Monitoring Task Lead $265.00
4 Micah Hale, PhD, RPA Cultural Resources & Native American Monitoring Task
Lead
$300.00
5 Mark Lathram Environmental Compliance Tracking and Special Studies
– Compliance Task Lead
$265.00
6 Jake Marcon, CERP Mitigation and Monitoring Plans $220.00
7 Dennis Pascua Preparation of Technical Studies – Transportation Task
Lead
$300.00
8 Jennifer Reed Preparation of Technical Studies – Air Quality/GHG Task
Lead
$250.00
9 Perry Russell, PG, CEG Preparation of Technical Studies – Hazards Task Lead $220.00
10 Angela Pham, RPA Site Surveys – Cultural Resources Task Lead $195.00
11 Brock Ortega Site Surveys – Biological Resources Task Lead $300.00
12 Steven Hochart Special Studies – UAS and Land Surveying Task Lead $300.00
13 Rachel Struglia, PhD, AICP Special Studies – Socioeconomics Task Lead $300.00
14 Asha Bleier, AICP, LEED AP BD+C Special Studies – Sustainability Research Task Lead $300.00
SUBCONSULTANT RATES
The rates for our subconsultant, HRS, is listed in TTablee 2.
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Rate Schedule for Master Services Agreement for Consultants, RFQ24-3430CA 2
TTable 22.. SSubconsultant Rates
NNo NName RRole HHourly Rate
1 Eliud Lopez/HRS Habitat Enhancement and Installation of Minor Erosion
Control Task Lead
$160.00
2 Moises Ambriz/HRS Habitat Enhancement and Installation of Minor Erosion
Control Task Lead
$100.00
3 Eduardo Rosas/HRS Habitat Enhancement and Installation of Minor Erosion
Control Task Lead
$125.00
ADDITIONAL STAFF
Additional staff that may need to be contracted into this project have rates listed below in TTable 3.
Table 3. Additional Staff Hourly Rates
No Role Hourly Rate
Dudek
Engineering Services
1 Project Director $355.00
2 Principal Engineer lll $330.00
3 Principal Engineer II $310.00
4 Principal Engineer I $300.00
5 Program Manager $290.00
6 Senior Project Manager $285.00
7 Project Manager $275.00
8 Senior Engineer III $270.00
9 Senior Engineer II $260.00
10 Senior Engineer I $250.00
11 Project Engineer IV/Technician IV $245.00
12 Project Engineer llI/Technician III $230.00
13 Project Engineer lI/Technician II $220.00
14 Project Engineer I/Technician I $200.00
15 Senior Designer II $220.00
16 Senior Designer I $215.00
17 Designer $210.00
18 Assistant Designer $205.00
19 CADD Operator III $200.00
20 CADD Operator II $190.00
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Rate Schedule for Master Services Agreement for Consultants, RFQ24-3430CA 3
NNo RRole HHourly Rate
21 CADD Operator I $175.00
22 CADD Drafter $160.00
23 CADD Technician $145.00
24 Project Coordinator $175.00
25 Engineering Assistant $145.00
EEnvironmental Services
1 Senior Project Director $360.00
2 Project Director $310.00
3 Senior Specialist V $285.00
4 Senior Specialist IV $275.00
5 Senior Specialist III $260.00
6 Senior Specialist II $245.00
7 Senior Specialist I $230.00
8 Specialist V $220.00
9 Specialist IV $205.00
10 Specialist III $195.00
11 Specialist II $185.00
12 Specialist I $175.00
13 Analyst V $160.00
14 Analyst IV $150.00
15 Analyst III $140.00
16 Analyst II $130.00
17 Analyst I $120.00
18 Technician III $105.00
19 Technician II $95.00
20 Technician I $85.00
HHydrogeology/HazWaste Services
1 Project Director $355.00
2 Principal Hydrogeologist/Engineer III $330.00
3 Principal Hydrogeologist/Engineer II $320.00
4 Principal Hydrogeologist/Engineer I $310.00
5 Senior Hydrogeologist V/Engineer V $285.00
6 Senior Hydrogeologist IV/Engineer IV $275.00
7 Senior Hydrogeologist III/Engineer III $265.00
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Rate Schedule for Master Services Agreement for Consultants, RFQ24-3430CA 4
NNo RRole HHourly Rate
8 Senior Hydrogeologist II/Engineer II $255.00
9 Senior Hydrogeologist I/Engineer I $245.00
10 Project Hydrogeologist V/Engineer V $235.00
11 Project Hydrogeologist IV/Engineer IV $225.00
12 Project Hydrogeologist III/Engineer III $215.00
13 Project Hydrogeologist II/Engineer II $205.00
14 Project Hydrogeologist I/Engineer I $195.00
15 Hydrogeologist/Engineering Assistant $160.00
16 HazMat Field Technician $145.00
MMapping and Surveying Services
1 Application Developer II $255.00
2 Application Developer I $200.00
3 GIS Analyst V $235.00
4 GIS Analyst IV $210.00
5 GIS Analyst III $175.00
6 GIS Analyst II $155.00
7 GIS Analyst I $140.00
8 UAS Pilot $160.00
9 Survey Lead $255.00
10 Survey Manager $230.00
11 Survey Crew Chief $185.00
12 Survey Rod Person $135.00
13 Survey Mapping Technician $115.00
HHRS
PProfessional & Management Personnel
1 Project Director $250.00
2 Senior Project Manager $200.00
3 Pest Control Advisor $175.00
4 Project Manager $160.00
5 Administration/Clerical Support $75.00
CConstruction Prevailing Wage Classifications
1 Landscape Operating Engineer/Teamster $185.00
2 Landscape Irrigation Laborer $160.00
3 Landscape Hydro Seeder $160.00
Nov. 12, 2024 Item #2 Page 219 of 680
Rate Schedule for Master Services Agreement for Consultants, RFQ24-3430CA 5
NNo RRole HHourly Rate
4 Construction Laborer $160.00
MMaintenance Prevailing Wage Classifications
1 Landscape Supervisor $150.00
2 Landscape Assistant Supervisor $125.00
3 Foreman $100.00
4 Assistant Foreman $80.00
5 Skilled Laborer $70.00
6 Landscape Maintenance Laborer $60.00
EXPENSES
Additional expenses that might accrue over the course of the project are outlined in TTable 4 below.
Table 44. EExpenses
No Description Cost % Markup
Dudek
1 Mileage $0.67 per mile 0%
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
Nov. 12, 2024 Item #2 Page 224 of 680
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name ^ĂƌĂŚ^ƉĂŶŽ
Title Senior Contract Administrator Title ŝƌĞĐƚŽƌ͕^ŽƵƚŚĞƌŶĂůŝĨŽƌŶŝĂtĂƚĞƌ'ƌŽƵƉ
Dept Public Works Address ϮϯϱϱEŽƌƚŚƐŝĚĞƌŝǀĞ͕^ƵŝƚĞϭϬϬ
CITY OF CARLSBAD ^ĂŶŝĞŐŽ͕ϵϮϭϬϴ
Address 1635 Faraday Avenue DŽďŝůĞ ϯϭϬͲϮϲϲͲϳϱϵϰ
Carlsbad, CA 92008 Email ^^ƉĂŶŽΛĞƐĂƐƐŽĐ͘ĐŽŵ
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of environmental planning and study related tasks as outlined in individual Project Task
Descriptions & Fee Allotments (PTD&FA), related to the following:
A. Agency Coordination.
B. Assistance with Environmental Permitting.
C. Biological Monitoring.
D. Cultural Resources & Native American Monitoring.
E. Environmental Compliance Tracking.
F. Environmental Initial Studies / Environmental Documentation. wz
G. Habitat enhancement, including invasive species removal.
H. Installation of minor erosion control.
I. Mitigation and Monitoring Plans.
J. Preparation of Technical Studies.
K. Site Surveys.
L. Special Studies.
M. Sustainability Research.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 231 of 680
1
FEE SCHEDULE
Thefollowingpresentsthetitlesandhourlybillingratesforeachteammemberandotherdirect
andindirectcosts.ESAunderstandsthatpricingshallremainvalidforthethree(3)yeartermof
theagreementandthattheagreementwillnotallowforannualadjustmentstotherateschedule.
I. PersonnelCategoryRates
ChargeswillbemadeattheCategoryhourlyratessetforthbelowfortimespentonproject
management,consultationormeetingsrelatedtotheproject,fieldwork,reportpreparation
andreview,traveltime,etc.Timespentonprojectsinlitigation,indepositionsandproviding
experttestimonywillbechargedattheCategoryratetimes1.5.
Staff Name/Firm Billing Labor Category Hourly Rate
Sara Dietler, ESA Senior Principal Consultant 1 $297
Terah Donovan, ESA Principal Consultant 5 $373
Jim Prine, ESA Principal Consultant 4 $341
Nick Garrity, PE, ESA Principal Consultant 3 $308
Dan Swenson, ESA Principal Consultant 3 $308
Alan Sako, LEED AP BD+C, ESA Principal Consultant 2 $277
Sarah Spano, ESA Managing Consultant 4 $298
Ashley Gimer, ESA Managing Consultant 3 $372
Ryan Gilmore, ESA Managing Consultant 3 $372
Fatima Clark, ESA Managing Consultant 3 $372
Jaclyn Catino-Davenport, ESA Managing Consultant 2 $246
Janelle Firoozi, ESA Senior Consultant 6 $294
Kari Tsubota, PLA Senior Consultant 4 $247
Stephanie Cadena, ESA Senior Consultant 3 $224
Sonya Vargas. ESA Senior Consultant 2 $199
Jaclyn Anderson, ESA Associate Consultant 6 $237
Haley Ward, ESA Associate Consultant 3 $192
Jack Quinzon, ESA Associate Consultant 3 $192
Subconsultants
Kris Alberts, Blackhawk Environmental Principal Biologist $130
Seth Reimers, Blackhawk Environmental Senior Biologist $118
Clint Linton, Red Tail Environmental Archaeological Principal Investigator $135
Carmen Mojado, Saving Sacred Sites Archaeological Principal Investigator $85
Nov. 12, 2024 Item #2 Page 232 of 680
ESA 2024 Schedule of Fees
2
(a) TherangeofratesshownforeachstaffcategoryreflectsESAstaffqualifications,
expertiseandexperiencelevels.Theseraterangesallowourprojectmanagersto
assemblethebestprojectteamstomeettheuniqueprojectrequirementsand
clientexpectationsforeachopportunity.
(b) Fromtimetotime,ESAretainsoutsideprofessionalandtechnicallaborona
temporarybasistomeetpeakworkloaddemands.Suchcontractlabormaybe
chargedatregularEmployeeCategoryrates.
(c) ESAreservestherighttorevisethePersonnelCategoryRatesperiodicallytoreflect
changesinitsoperatingcosts.
II. ESAExpenses
A.TravelExpenses
1.Transportation
a.Companyvehicle–fixedrate+feeformileageinexcessof100miles.
b.Commoncarrierorcarrental–actualexpensemultipliedby1.15
c.IfcompanyvehicleistobeusedinoffͲroadconditions,adaily$15usefeewill
beaddedtothestandarddailyvehiclerate.
2.Lodging,mealsandrelatedtravelexpenses–directexpensesmultipliedby1.15
B.TechnologyandDataManagementFee
NonͲtravelexpensesincurredforthedurationoftheagreementforprojectsupportbutnot
itemizedbelow.Projectlaborchargesmultipliedby3%.Feeencompassesthefollowing:
1. OngoinglongͲtermretentionandretrieval,management,andsecurityof
projectͲrelateddata.
2. Proprietarytools,clouddataservices,datascienceandAIcapabilitiesas
requiredforprojectdelivery.
C.CloudͲbasedServices
ITEM RATE/HOUR RATE/DAY RATE/WEEK RATE/MONTH
Cloud-based Services
Nearmap High Resolution Images $55/image
ArcGIS Online Hosting (Web Maps/Apps) $225
Website Hosting $200
Custom Application & Services Hosting* $300*
Modeling (GeoHECRAS, TUFLOW, Delft3D) + Drone
Processing
$7 $160 $950 $3,900
Aviation Environmental Design Tool (AEDT)
Processing
$13 $190 $1,120 $4,600
*includes support for database, SSL, IT support – costs vary by project. Contact software development services for firm pricing.
Nov. 12, 2024 Item #2 Page 233 of 680
ESA 2024 Schedule of Fees
3
D.Printing/ReproductionRates
Ifaweeklyormonthlyrateisnotprovided,equipmentusageisbilledatadailyrate.
ITEM RATE/PAGE SAMPLE PRICING
Black & White – 8.5 x 11 $0.15
Black & White – 11 x 17 $0.30
Color – 8.5 x 11 $0.50
Color – 11 x 17 $0.80
B&W – Plotter (Toner – ECO Quality) $0.50/sf 24x36 B/W CAD drawing would
cost $3 per sheet
B&W – Plotter (Toner – Presentation
Quality)
$1.25/sf 24x36 B/W CAD drawing would
cost $7.50 per sheet
Color – Plotter (Inkjet – ECO Quality) $2.50/sf 24x36 Color Drawing would cost
$15 per sheet
Color – Plotter (Inkjet – Presentation
Quality)
$5.00/sf 24x36 Color Drawing would cost
$30 per sheet
CD $10.00
Digital Photography $20.00 (up to 50 images)
All Other Items
(including bindings and covers)
At cost plus 10%
III. Subcontracts
Subcontractserviceswillbeinvoicedatcostmultipliedby1.15.
IV. Other
Thefeesabovedonotincludesalestax.Anyapplicableorpotentialsalestaxwillbecharged
whenappropriate.
V. Payment Terms
Unlessotherwiseagreedinwriting,ESAwillsubmitinvoicesonamonthlybasis.Anyunpaid
balancesshalldrawinterestatoneandonehalfpercent(1.5%)permonthorthehighestrate
allowedbylaw,whicheverislower,commencingthirty(30)daysafterdateofinvoice.All
invoicesnotcontestedinwritingwithinfifteen(15)businessdaysofreceiptaredeemed
acceptedbyClientastrueandaccurateandClientthereafterwaivesanyobjectiontoClients
invoices,whicharepayableinfull.
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name Karl Osmundson
Title Senior Contract Administrator Title Contract Manager/ Project
Manager
Dept Public Works Address 703 Palomar Airport Road
CITY OF CARLSBAD Suite 200, Carlsbad, CA 92011
Address 1635 Faraday Avenue Phone 760-517-9060 ext. 611
760-519-5954
Carlsbad, CA 92008 Email KarlO@helixepi.com
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
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regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
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24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
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30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of environmental planning and study related tasks as outlined in individual Project Task
Descriptions & Fee Allotments (PTD&FA), related to the following:
A. Agency Coordination.
B. Assistance with Environmental Permitting.
C. Biological Monitoring.
D. Cultural Resources & Native American Monitoring.
E. Environmental Compliance Tracking.
F. Environmental Initial Studies / Environmental Documentation. wz
G. Habitat enhancement, including invasive species removal.
H. Installation of minor erosion control.
I. Mitigation and Monitoring Plans.
J. Preparation of Technical Studies.
K. Site Surveys.
L. Special Studies.
M. Sustainability Research.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 245 of 680
RFQ24-3430CA Page 1 of 2
REQUEST FOR QUALIFICATIONS-
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39.ŶĂdŽƉĞƚĞtŽƌĚWƌŽĐĞƐƐŽƌΨϭϬϱ
Nov. 12, 2024 Item #2 Page 246 of 680
RFQ24-3430CA Page 2 of 2
REQUEST FOR QUALIFICATIONS-
DUE DATE 6/1/2024
2QRRQPST
MASTER SERVICES AGREMENT FOR CONSULTANTS
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ϭϬй
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ĐŽůŽƌƉƌŝŶƚŝŶŐ͕ĂĞƌŝĂůƉŚŽƚŽŐƌĂƉŚƐ͕ĂŶĚ'W^ƐĞƌǀŝĐĞƐ͘
Nov. 12, 2024 Item #2 Page 247 of 680
ATTACHMENT R
PSA25-3546CA
Page 2 City Attorney Approved Version 5/22/2024
Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
Nov. 12, 2024 Item #2 Page 249 of 680
ATTACHMENT R
PSA25-3546CA
Page 3 City Attorney Approved Version 5/22/2024
dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
Nov. 12, 2024 Item #2 Page 250 of 680
ATTACHMENT R
PSA25-3546CA
Page 4 City Attorney Approved Version 5/22/2024
Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
Nov. 12, 2024 Item #2 Page 251 of 680
ATTACHMENT R
PSA25-3546CA
Page 5 City Attorney Approved Version 5/22/2024
13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
Nov. 12, 2024 Item #2 Page 252 of 680
ATTACHMENT R
PSA25-3546CA
Page 6 City Attorney Approved Version 5/22/2024
14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name Adrianne Beazley
Title Senior Contract Administrator Title Project Manager
Dept Public Works Address 2292 Faraday Avenue, Suite 71
CITY OF CARLSBAD Carlsbad, CA 92008
Address 1635 Faraday Avenue Phone 760-931-5471 M: 760-271-0503
Carlsbad, CA 92008 Email Adrianne. Beazley@lsa.net
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
Nov. 12, 2024 Item #2 Page 253 of 680
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
Nov. 12, 2024 Item #2 Page 254 of 680
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
Nov. 12, 2024 Item #2 Page 255 of 680
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
Nov. 12, 2024 Item #2 Page 256 of 680
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of environmental planning and study related tasks as outlined in individual Project Task
Descriptions & Fee Allotments (PTD&FA), related to the following:
A. Agency Coordination.
B. Assistance with Environmental Permitting.
C. Biological Monitoring.
D. Cultural Resources & Native American Monitoring.
E. Environmental Compliance Tracking.
F. Environmental Initial Studies / Environmental Documentation. wz
G. Habitat enhancement, including invasive species removal.
H. Installation of minor erosion control.
I. Mitigation and Monitoring Plans.
J. Preparation of Technical Studies.
K. Site Surveys.
L. Special Studies.
M. Sustainability Research.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 258 of 680
1
LSA Rates
Category 6: Environmental Planning/Studies
Name/Title and Role Rate
Blake Selna, Principal/Biologist
Principal in Charge $335
Adrianne Beazley, Associate/Senior Environmental
Planner
Project Manager/Environmental Task Lead
$260
Jaime Morales, Associate/Senior Biologist
Deputy Project Manager/Biological Resources Task Lead $200
Jayna Harris, Associate/Environmental Planner
Environmental Planning $270
Brianna Shaw, Senior Environmental Planner
Environmental Planning $200
Olivia Gastaldo, Environmental Planner
Environmental Planning $145
Jodi Ross-Borrego, Principal/Biologist
Biological Resources $295
Christina Van Oosten, Senior Biologist
Biological Resources $185
Stan Spencer, Ph.D., Associate/Senior Biologist,
Botanist, Certified Arborist
Biological Resources
$175
Heather Monteleone, Senior Biologist
Biological Resources $175
Eva Newby, Assistant Biologist
Biological Resources $130
Julia Lung, Assistant Biologist
Biological Resources $125
Lloyd Sample, Principal/Archaeological and
Paleontological Resources
Cultural Resources –Oversight
$280
Ivan Strudwick, RPA, Associate/Archaeologist
Cultural Resources – Archaeology/Tribal Consultation
Lead
$210
Nov. 12, 2024 Item #2 Page 259 of 680
2
Category 6: Environmental Planning/Studies
Name/Title and Role Rate
Chris Morgan, RPA, Archaeologist
Cultural Resources – Archaeology/Tribal Consultation $150
Casey Tibbet, Associate/Historian/Architectural
Historian
Historic Resources Lead – Built Environment
$205
Kelly Vreeland, M.Sc., Paleontologist
Paleontological Resources Lead $175
Jessica Coria, Associate/Director of Air Quality and
Climate Change Services
Air Quality/GHG Emissions, Climate Change and
Sustainability Lead
$270
Cara Cunningham, Associate/Senior Environmental
Planner
Air Quality/GHG Emissions, Climate Change and
Sustainability
$215
John (J.T.) Stephens, Principal/Senior Noise and
Vibration Specialist
Noise and Vibration Lead
$285
Jason Lui, Associate/Senior Noise Specialist
Noise and Vibration $205
Dean Arizabal, Principal Transportation Planner
Transportation/Traffic/VMT Lead $280
Meredith Canterbury, Senior Geographic Information
Systems Analyst
GIS Lead
$205
Nov. 12, 2024 Item #2 Page 260 of 680
3
LSA Hourly Billing Rates by Classification1
Job Classification
Hourly Rate
Range1 Environmental
Planning Transportation Air/Noise
Cultural/
Paleontological
Resources
Biology GIS
Principal Principal Principal Principal Principal Principal $190–$400
Associate Associate Associate Associate Associate Associate $150–$270
Senior Planner
Senior
Transportation
Planner/Engineer
Senior Air Quality/
Noise Specialist/
Noise Engineer
Senior Archaeologist/
Architectural Historian/
Paleontologist
Senior Biologist/
Botanist/Wildlife
Biologist/Ecologist/
Soil Scientist/
Herpetologist/Arborist
Senior GIS
Specialist $130–$255
Planner Transportation
Planner/Engineer
Air Quality/
Noise Specialist/
Noise Engineer/
Climate Change
Specialist
Archaeologist/
Architectural Historian/
Paleontologist
Biologist/Botanist/
Wildlife Biologist/
Ecologist/Soil Scientist/
Herpetologist/Arborist
GIS
Specialist $100–$180
Assistant
Planner
Assistant
Transportation
Planner/Engineer
Air Quality/
Noise Analyst
Field Archaeologist/
Paleontologist
Assistant Biologist/
Botanist/Wildlife
Biologist/Ecologist/
Soil Scientist/
Herpetologist/Arborist
Assistant
GIS
Specialist
$85–$140
Office Services
Marketing $110–$200
Office Assistant $110–$165
Project Accountant $110–$145
Document Management/Technical Editing/Graphics $115–$175
1 The hourly rate for work involving actual expenses in court (e.g., giving depositions or similar expert testimony) will be billed at $400 per hour
regardless of job classifications.
LSA In-House Direct Costs1
Description Unit Cost Description Unit Cost
Reproduction (8.5 x 11) B/W $0.07 per page Total Station Surveying Instrument $50.00 per day
Reproduction (8.5 x 11) Color $0.40 per page Level (Laser or Optical) $25.00 per day
Reproduction (11 x 17) B/W $0.10 per page Laser Rangefinder $25.00 per day
Reproduction (11 x 17) Color $0.75 per page Sound Meter $75.00 per day
CD Production $5.00 per CD Sound Meter with Velocity Transducer $85.00 per day
USB Flash Drive $5.00 per drive Aerial Photo Cost
Plotting $3.75 per sq ft GPS Unit $75.00 per day
Aerial Drone $200.00 per day Water Quality Meter $25.00 per day
Mileage On-Road Current federal rate Night Vision Goggles $50.00 per unit per night
Mileage Off-Road Current federal rate Wildlife Camera $25.00 per day
1 Direct costs shall be reimbursed at cost plus 10 percent.
Nov. 12, 2024 Item #2 Page 261 of 680
4
Habitat West Rates
Category 6: Environmental Planning/Studies
Name/Title andRole Rate
Gigi Hurst, President/CEO
Habitat Specialist $135
Restoration Supervisor $90
Habitat Maintenance Manager $72
Foreman w/truck $62
Habitat Technician Level 1 – in field $52
Habitat Technician Level 2 – in field $59
Herbicide Applicator: all crew $62
Irrigation Specialist $65
Irrigation Technician $49
Administrative Staff $50
Equipment Operator: depends on type of equipment: TBD $70
Equipment/Materials Rates Rate
Water Trailer 500 gallon $125.00/day
Dump Trailer $75.00/day
Landscape Dump Truck $90.00/day
Kawasaki Mule-4x4 $75.00/day
Water Fees Actual Cost Billed Through
Contract
Dump Fees Actual Cost
Water Truck 2000 Gallons $440.00/day
Roll-Off Dump Trailer $840.00 each
Chipper $440.00/day
Walk Behind 32-inch Deck Mower $175.00/day
Weed Wackers $35.00/day
Chain Saw $50.00/day
Herbicide/Dye Use Actual Cost varies
Escalation Rate As per City of Carlsbad Contract
Nov. 12, 2024 Item #2 Page 262 of 680
5
Geosyntec Rates
Category 6: Environmental Planning/Studies
Name/Title and Role Rate
Alex Greene, PG, CEG, Senior Principal Engineering
Geologist
Engineering Geology
$315
Jared Warner, PG, CEG, CPG, Senior Engineering
Geologist
Engineering Geology
$270
Cory Russell, PE, Senior Engineer
Geotechnical Engineering $270
Staff Professional $165
Senior Staff Professional $190
Professional $215
Project Professional $240
Senior Professional $270
Principal $295
Senior Principal $315
Technician I $88
Technician II $96
Senior Technician I $107
Senior Technician II $115
Site Manager I $128
Site Manager II $140
Construction Manager I $152
Construction Manager II $164
Senior Designer $207
Designer $170
Senior Drafter/Senior CADD Operator $155
Drafter/CADD Operator/Artist $140
Project Administrator $75
Clerical $75
Nov. 12, 2024 Item #2 Page 263 of 680
6
Additional In-House Costs Rate
Direct Expenses Cost plus 10%
Subcontract Services Cost plus 10%
Technology/Communications Fee 3% of Professional Fees
Specialized Computer Applications (per hour) $15
Personal Automobile (per mile) Current Gov’t Rate
Photocopies (per page) $0.09
Rates are provided on a confidential basis and are client and project specific.
Unless otherwise agreed, rates will be adjusted annually based on a minimum of the Producer Price Index for
Engineering Services.
Rates for field equipment, health and safety equipment, and graphical supplies presented upon request.
Construction management fee presented upon request.
Nov. 12, 2024 Item #2 Page 264 of 680
7
RICK Engineering Rates
Category 6: Environmental Planning/Studies
Name/Title and Role Rate
Teresa Wilkinson, Director of Environmental Planning
Environmental Planning Support Services $270
Greg Mattson, AICP, Senior Planner
Environmental Planning Support Services $204
Andrew Thies, CFM, Principal Water Resources Designer
Water Resources $187
Principal Consultant (Special Projects) $331
Principal $320
Associate Principal $298
Associate/Manager $276
Expert Witness $496
Court Appearance per half day or part $1,985
Senior Project Manager/Engineering Manager $270
Principal Project Engineer/Manager $254
Associate Project Engineer/Manager $226
Assistant Project Engineer/Manager $209
Principal Engineering Designer $187
Associate Engineering Designer $165
Assistant Engineering Designer $149
Principal Engineering Drafter $143
Associate Engineering Drafter $132
Assistant Engineering Drafter $121
Senior Technical Manager $215
Senior Transportation/Traffic Engineer $265
Principal Transportation/Traffic Engineer $254
Associate Transportation/Traffic Engineer $226
Assistant Transportation/Traffic Engineer $209
Principal Transportation/Traffic Designer $187
Associate Transportation/Traffic Designer $165
Assistant Transportation/Traffic Designer $149
Nov. 12, 2024 Item #2 Page 265 of 680
8
Category 6: Environmental Planning/Studies
Name/Title and Role Rate
Principal Planner II $243
Principal Planner I $226
Senior Planner II $209
Senior Planner I $198
Associate Planner $176
Assistant Planner $154
Planning Technician $132
Principal Project Landscape Architect/Manager $226
Associate Project Landscape Architect/Manager $204
Assistant Project Landscape Architect/Manager $182
Principal Landscape/Urban Designer $154
Associate Landscape/Urban Designer $143
Assistant Landscape/Urban Designer $127
Director of Environmental Planning Services $270
Principal Environmental Project Manager $232
Associate Environmental Project Manager $215
Assistant Environmental Project Manager $198
Principal Environmental Planner/Analyst $182
Associate Environmental Planner/Analyst $160
Assistant Environmental Planner/Analyst $138
Environmental Technician $121
Principal Water Resources Engineer/Manager $259
Principal Water Resources Designer $187
Associate Water Resources Designer $165
Assistant Water Resources Designer $149
Principal Stormwater Project Manager $221
Associate Stormwater Project Manager $204
Assistant Stormwater Project Manager $182
Principal Stormwater Specialist $160
Associate Stormwater Specialist $149
Nov. 12, 2024 Item #2 Page 266 of 680
9
Category 6: Environmental Planning/Studies
Name/Title and Role Rate
Assistant Stormwater Specialist $132
GIS Manager $221
GIS Asset Manager $215
GIS Programmer $187
Principal GIS Project Manager $209
Associate GIS Project Manager $193
Assistant GIS Project Manager $176
Principal GIS Analyst $165
Associate GIS Analyst $154
Assistant GIS Analyst $138
Graphics Designer $160
CAD Manager $198
Field Supervisor $243
One-person Survey Party $198
One-person Survey Party with Robotics $254
Two-person Survey Party $309
Three-person Survey Party $419
3D Laser Scanning Crew (One Person) $232
3D Laser Scanning Crew (Two Person) $342
Principal 3D Laser Scanning Project Manager $221
Associate 3D Laser Scanning Project Manager $193
Assistant 3D Laser Scanning Project Manager $182
Principal 3D Laser Scanning Specialist $160
Associate 3D Laser Scanning Specialist $149
Assistant 3D Laser Scanning Specialist $138
Principal 3D Laser Scanning Technician $127
Associate 3D Laser Scanning Technician $116
Assistant 3D Laser Scanning Technician $105
Photogrammetry Supervisor $204
Principal Photogrammetrist $176
Nov. 12, 2024 Item #2 Page 267 of 680
10
Category 6: Environmental Planning/Studies
Name/Title and Role Rate
Associate Photogrammetrist $143
Assistant Photogrammetrist $132
Principal Survey Analyst $215
Associate Survey Analyst $176
Assistant Survey Analyst $143
Associate Project Administrator $110
Assistant Project Administrator $88
Administrative Assistant/Manager $94
Nov. 12, 2024 Item #2 Page 268 of 680
11
Rincon Band of Luiseño Indians Rates
Category 6: Environmental Planning/Studies
Name/Title and Role Rate
Cheryl Madrigal, Program Manager/Tribal Historic
Preservation Officer
Native American Monitoring
N/A – management time is
included as overhead cost in
site monitor’s hourly fee
Shuuluk Linton, Tribal Historic Preservation Coordinator
Native American Monitoring
N/A – management time is
included as overhead cost in
site monitor’s hourly fee
Jocelyne Reyes, Native American Site Monitor
Native American Monitoring $78
Additional In-House Costs Rate
Vehicle Mileage per current GSA Rate $0.67 per mile *
*Native American monitoring hourly rate includes comprehensive general liability, property damage and bodily
injury insurance in an amount of not less than $1 million dollars per occurrence, as well as worker’s compensation
insurance of no less than $1 million dollars.
The hourly rate of compensation paid to the Tribal Monitor shall be fixed for the initial 3-year contract term and
then adjusted for inflation annually subject to the terms of the contract. The adjustment, if any, shall be calculated
in accordance with the United States Department of Labor, Bureau of Labor Statistics, Revised Consumer Price Index
adjusted once a year.
Nov. 12, 2024 Item #2 Page 269 of 680
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ĐŽŶƐŝĚĞƌĞĚĂŶĚĂƐƚĂƚĞŵĞŶƚŽĨŽŶƚƌĂĐƚŽƌΖƐĨĞĞƚŽĐŽŵƉůĞƚĞƚŚĞƉƌŽũĞĐƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞƐƉĞĐŝĨŝĞĚ
ƐĐŽƉĞŽĨƐĞƌǀŝĐĞƐ͘dŚĞdĂƐŬĞƐĐƌŝƉƚŝŽŶǁŝůůĂůƐŽŝŶĐůƵĚĞĂĚĞƐĐƌŝƉƚŝŽŶŽĨƚŚĞŵĞƚŚŽĚŽĨƉĂLJŵĞŶƚĂŶĚǁŝůů
ďĞďĂƐĞĚƵƉŽŶĂŶŚŽƵƌůLJƌĂƚĞ͕ƉĞƌĐĞŶƚĂŐĞŽĨƉƌŽũĞĐƚĐŽŵƉůĞƚĞ͕ĐŽŵƉůĞƚŝŽŶŽĨƐƉĞĐŝĨŝĐƉƌŽũĞĐƚƚĂƐŬƐŽƌĂ
ĐŽŵďŝŶĂƚŝŽŶƚŚĞƌĞŽĨ͘
/ĨƚŚĞŝƚLJŽƌDtĞůĞĐƚƚŽĞdžƚĞŶĚƚŚĞƚĞƌŵŽĨƚŚĞDĂƐƚĞƌ^ĞƌǀŝĐĞƐŐƌĞĞŵĞŶƚ͕ĂĚũƵƐƚŵĞŶƚƐƚŽƚŚĞƌĂƚĞ
ƐĐŚĞĚƵůĞŵĂLJďĞƉĞƌŵŝƚƚĞĚ͘hƉŽŶƌĞĐĞŝƉƚŽĨĂǁƌŝƚƚĞŶƌĞƋƵĞƐƚĨƌŽŵƚŚĞŽŶƚƌĂĐƚŽƌ͕ƚŚĞŝƚLJŽƌDt
ŵĂLJĐŽŶƐŝĚĞƌĂƉƉƌŽǀŝŶŐĂƌĂƚĞƐĐŚĞĚƵůĞŝŶĐƌĞĂƐĞ͘ZĂƚĞƐĐŚĞĚƵůĞŝŶĐƌĞĂƐĞƐǁŝůůďĞĐŽŶƐŝĚĞƌĞĚĨŽƌĞĂĐŚ
ĂŶŶŝǀĞƌƐĂƌLJŽĨƚŚĞŐƌĞĞŵĞŶƚĞĨĨĞĐƚŝǀĞĚĂƚĞĂĨƚĞƌƚŚĞŝŶŝƚŝĂůƚŚƌĞĞͲLJĞĂƌƚĞƌŵ͘ŶŝŶĐƌĞĂƐĞƚŽƚŚĞƌĂƚĞ
ƐĐŚĞĚƵůĞǁŝůůďĞĐĂůĐƵůĂƚĞĚďĂƐĞĚŽŶƚŚĞƉƌŽĐĞĞĚŝŶŐϭϮͲŵŽŶƚŚƉĞƌĐĞŶƚĂŐĞĐŚĂŶŐĞŝŶƚŚĞŽŶƐƵŵĞƌWƌŝĐĞ
/ŶĚĞdž͕^ĂŶŝĞŐŽƌĞĂ͕ĨŽƌůůhƌďĂŶƵƐƚŽŵĞƌƐ;W/ͲhͿ͕ĂƐƌĞƉŽƌƚĞĚďLJƚŚĞƵƌĞĂƵŽĨ>ĂďŽƌ^ƚĂƚŝƐƚŝĐƐŽƌ
ϱ͘Ϭй͕ǁŚŝĐŚĞǀĞƌŝƐůŽǁĞƌ͘/ĨƚŚĞW/ͲhŝƐĂŶĞŐĂƚŝǀĞŶƵŵďĞƌ͕ƚŚĞŶƚŚĞƌĂƚĞƐĐŚĞĚƵůĞǁŝůůŶŽƚďĞĂĚũƵƐƚĞĚ
ĨŽƌƚŚĂƚLJĞĂƌ͘dŚĞŽŶƚƌĂĐƚŽƌŵƵƐƚƐƵďŵŝƚĂƌĞƋƵĞƐƚĂŶĚũƵƐƚŝĨŝĐĂƚŝŽŶƚŽŝŶĐƌĞĂƐĞƚŚĞƌĂƚĞƐĐŚĞĚƵůĞĂƚůĞĂƐƚ
ƐŝdžƚLJĚĂLJƐƉƌŝŽƌƚŽƚŚĞĂŶŶŝǀĞƌƐĂƌLJŽĨƚŚĞĞĨĨĞĐƚŝǀĞĚĂƚĞ͕ĂƐƐƵŵŝŶŐƚŚĞŝƚLJŽƌDtŽƉƚƚŽĞdžƚĞŶĚƚŚĞ
DĂƐƚĞƌ ^ĞƌǀŝĐĞƐ ŐƌĞĞŵĞŶƚ͘ dŚĞ ũƵƐƚŝĨŝĐĂƚŝŽŶ ĂĐĐŽŵƉĂŶLJŝŶŐ ƚŚĞ ǁƌŝƚƚĞŶ ƌĞƋƵĞƐƚ ƐŚŽƵůĚ ĚĞƚĂŝů ƚŚĞ
ƌĂƚŝŽŶĂůĞĨŽƌƚŚĞƌĞƋƵĞƐƚĞĚĂĚũƵƐƚŵĞŶƚ͕ĂŶĚƚŚĞƌĞƋƵĞƐƚĞĚĂĚũƵƐƚŵĞŶƚĂŵŽƵŶƚ͕ƐƵƉƉŽƌƚĞĚďLJƌĞůĞǀĂŶƚ
ĚŽĐƵŵĞŶƚĂƚŝŽŶ;Ğ͘Ő͕͘W/ͲhŽƌϱ͘Ϭй͕ǁŚŝĐŚĞǀĞƌŝƐůĞƐƐͿ͘ƉƉƌŽǀĂůŽĨƌĂƚĞƐĐŚĞĚƵůĞŝŶĐƌĞĂƐĞďLJƚŚĞŝƚLJŽƌ
DtŵƵƐƚďĞĚŽĐƵŵĞŶƚĞĚŝŶĂŶĂŵĞŶĚŵĞŶƚƚŽƚŚĞŐƌĞĞŵĞŶƚ͘
ϲ͘ WZ s/>/E't' Zd ^
ŶLJĐŽŶƐƚƌƵĐƚŝŽŶ͕ĂůƚĞƌĂƚŝŽŶ͕ĚĞŵŽůŝƚŝŽŶ͕ƌĞƉĂŝƌ͕ĂŶĚŵĂŝŶƚĞŶĂŶĐĞǁŽƌŬ͕ŝŶĐůƵĚŝŶŐǁŽƌŬƉĞƌĨŽƌŵĞĚĚƵƌŝŶŐ
ĚĞƐŝŐŶĂŶĚƉƌĞĐŽŶƐƚƌƵĐƚŝŽŶƐƵĐŚĂƐŝŶƐƉĞĐƚŝŽŶĂŶĚůĂŶĚƐƵƌǀĞLJŝŶŐǁŽƌŬ͕ĐƵŵƵůĂƚŝǀĞůLJĞdžĐĞĞĚŝŶŐΨϭ͕ϬϬϬ
ĂŶĚƉĞƌĨŽƌŵĞĚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞƐƵďũĞĐƚƚŽƐƚĂƚĞƉƌĞǀĂŝůŝŶŐǁĂŐĞůĂǁƐ͘dŚĞŐĞŶĞƌĂůƉƌĞǀĂŝůŝŶŐ
ƌĂƚĞŽĨǁĂŐĞƐ͕ĨŽƌĞĂĐŚĐƌĂĨƚŽƌƚLJƉĞ ŽĨǁŽƌŬĞƌŶĞĞĚĞĚ ƚŽ ĞdžĞĐƵƚĞƚŚĞĐŽŶƚƌĂĐƚ͕ ƐŚĂůů ďĞƚŚŽƐĞĂƐ
ĚĞƚĞƌŵŝŶĞĚďLJƚŚĞŝƌĞĐƚŽƌŽĨ/ŶĚƵƐƚƌŝĂůZĞůĂƚŝŽŶƐƉƵƌƐƵĂŶƚƚŽƚŚĞ^ĞĐƚŝŽŶϭϳϳϬ͕ϭϳϳϯĂŶĚϭϳϳϯ͘ϭŽĨƚŚĞ
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ǁĂŐĞƌĂƚĞƐŝƐŽŶĨŝůĞŝŶƚŚĞŽĨĨŝĐĞŽĨƚŚĞŝƚLJ ŶŐŝŶĞĞƌ͘ŽŶƚƌĂĐƚŽƌƐŚĂůůŶŽƚƉĂLJůĞƐƐƚŚĂŶƚŚĞƐĂŝĚƐƉĞĐŝĨŝĞĚ
ƉƌĞǀĂŝůŝŶŐƌĂƚĞƐŽĨǁĂŐĞƐƚŽĂůůƐƵĐŚǁŽƌŬĞƌƐĞŵƉůŽLJĞĚďLJŚŝŵŽƌŚĞƌŝŶƚŚĞĞdžĞĐƵƚŝŽŶŽĨƚŚĞŐƌĞĞŵĞŶƚ͘
ŽŶƚƌĂĐƚŽƌĂŶĚĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌƐƐŚĂůůĐŽŵƉůLJǁŝƚŚ^ĞĐƚŝŽŶϭϳϳϲŽĨƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͕ǁŚŝĐŚ
ŐĞŶĞƌĂůůLJƌĞƋƵŝƌĞƐŬĞĞƉŝŶŐĂĐĐƵƌĂƚĞƉĂLJƌŽůůƌĞĐŽƌĚƐ͕ǀĞƌŝĨLJŝŶŐĂŶĚĐĞƌƚŝĨLJŝŶŐƉĂLJƌŽůůƌĞĐŽƌĚƐ͕ĂŶĚŵĂŬŝŶŐ
ƚŚĞŵĂǀĂŝůĂďůĞĨŽƌŝŶƐƉĞĐƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌƐŚĂůůƌĞƋƵŝƌĞĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌƐƚŽĐŽŵƉůLJǁŝƚŚ^ĞĐƚŝŽŶϭϳϳϲ͘
ϳ͘ KE^dZhd/KEDE' D Ed^K&dtZ
WƌŽĐŽƌĞWƌŽũĞĐƚDĂŶĂŐĞŵĞŶƚĂŶĚŽůůĂďŽƌĂƚŝŽŶ^LJƐƚĞŵ͘dŚŝƐƉƌŽũĞĐƚŵĂLJƵƚŝůŝnjĞƚŚĞKǁŶĞƌ͛ƐWƌŽĐŽƌĞ
;ǁǁǁ͘ƉƌŽĐŽƌĞ͘ĐŽŵͿŽŶůŝŶĞƉƌŽũĞĐƚŵĂŶĂŐĞŵĞŶƚĂŶĚĚŽĐƵŵĞŶƚĐŽŶƚƌŽůƉůĂƚĨŽƌŵ͘dŚĞŝŶƚĞŶƚŽĨƵƚŝůŝnjŝŶŐ
WƌŽĐŽƌĞŝƐƚŽƌĞĚƵĐĞĐŽƐƚĂŶĚƐĐŚĞĚƵůĞƌŝƐŬ͕ŝŵƉƌŽǀĞƋƵĂůŝƚLJĂŶĚƐĂĨĞƚLJ͕ĂŶĚŵĂŝŶƚĂŝŶĂŚĞĂůƚŚLJƚĞĂŵ
ĚLJŶĂŵŝĐ ďLJ ŝŵƉƌŽǀŝŶŐ ŝŶĨŽƌŵĂƚŝŽŶ ĨůŽǁ͕ ƌĞĚƵĐŝŶŐ ŶŽŶͲƉƌŽĚƵĐƚŝǀĞĂĐƚŝǀŝƚŝĞƐ͕ ƌĞĚƵĐŝŶŐ ƌĞǁŽƌŬ ĂŶĚ
Nov. 12, 2024 Item #2 Page 271 of 680
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W^ϮϱͲϯϱϰϵ
WĂŐĞϯ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ĚĞĐƌĞĂƐŝŶŐ ƚƵƌŶĂƌŽƵŶĚ ƚŝŵĞƐ͘ dŚĞ ŽŶƚƌĂĐƚŽƌ ŝƐ ƌĞƋƵŝƌĞĚ ƚŽ ĐƌĞĂƚĞ Ă ĨƌĞĞ ǁĞďͲďĂƐĞĚ WƌŽĐŽƌĞ ƵƐĞƌ
ĂĐĐŽƵŶƚ;ƐͿĂŶĚƵƚŝůŝnjĞǁĞďͲďĂƐĞĚƚƌĂŝŶŝŶŐͬƚƵƚŽƌŝĂůƐ;ĂƐŶĞĞĚĞĚͿƚŽďĞĐŽŵĞĨĂŵŝůŝĂƌǁŝƚŚƚŚĞƐLJƐƚĞŵ͘
hŶůĞƐƐƚŚĞ ŶŐŝŶĞĞƌĂƉƉƌŽǀĞƐŽƚŚĞƌǁŝƐĞ͕ƚŚĞŽŶƚƌĂĐƚŽƌƐŚĂůůƉƌŽĐĞƐƐĂůůƉƌŽũĞĐƚĚŽĐƵŵĞŶƚƐƚŚƌŽƵŐŚ
WƌŽĐŽƌĞďĞĐĂƵƐĞƚŚŝƐƉůĂƚĨŽƌŵǁŝůůďĞƵƐĞĚƚŽƐƵďŵŝƚ͕ƚƌĂĐŬ͕ĚŝƐƚƌŝďƵƚĞĂŶĚĐŽůůĂďŽƌĂƚĞŽŶƉƌŽũĞĐƚ͘/Ĩ
ƵŶĨĂŵŝůŝĂƌ Žƌ ŶŽƚ ŽƚŚĞƌǁŝƐĞ ƚƌĂŝŶĞĚ ǁŝƚŚ WƌŽĐŽƌĞ͕ ŽŶƚƌĂĐƚŽƌ ĂŶĚ ĂƉƉůŝĐĂďůĞ ƚĞĂŵ ŵĞŵďĞƌƐ ƐŚĂůů
ĐŽŵƉůĞƚĞĂĨƌĞĞƚƌĂŝŶŝŶŐĐĞƌƚŝĨŝĐĂƚŝŽŶĐŽƵƌƐĞůŽĐĂƚĞĚĂƚŚƚƚƉ͗ͬͬůĞĂƌŶ͘ƉƌŽĐŽƌĞ͘ĐŽŵͬƉƌŽĐŽƌĞͲĐĞƌƚŝĨŝĐĂƚŝŽŶͲ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͘dŚĞŽŶƚƌĂĐƚŽƌŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌĂƚƚĂŝŶŝŶŐƚŚĞŝƌŽǁŶWƌŽĐŽƌĞƐƵƉƉŽƌƚ͕ĂƐŶĞĞĚĞĚ͕ĞŝƚŚĞƌ
ƚŚƌŽƵŐŚƚŚĞŽŶůŝŶĞƚƌĂŝŶŝŶŐŽƌƌĞĂĐŚŝŶŐŽƵƚƚŽƚŚĞWƌŽĐŽƌĞƐƵƉƉŽƌƚƚĞĂŵ͘/ƚǁŝůůďĞƚŚĞƌĞƐƉŽŶƐŝďŝůŝƚLJŽĨƚŚĞ
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ĐŽƐƚƚŽƚŚĞŽŶƚƌĂĐƚŽƌĨŽƌƵƐĞŽĨWƌŽĐŽƌĞ͘
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ŚƚƚƉƐ͗ͬͬĂƉƉƐ͘ĂƉƉůĞ͘ĐŽŵͬƵƐͬĂƉƉͬƉƌŽĐŽƌĞͲĐŽŶƐƚƌƵĐƚŝŽŶͲŵĂŶĂŐĞŵĞŶƚͬŝĚϯϳϰϵϯϬϱϰϮ Žƌ ŶĚƌŽŝĚ ĚĞǀŝĐĞƐ
ůŽĐĂƚĞĚĂƚŚƚƚƉƐ͗ͬͬƉůĂLJ͘ŐŽŽŐůĞ͘ĐŽŵͬƐƚŽƌĞͬĂƉƉƐͬĚĞƚĂŝůƐ͍ŝĚсĐŽŵ͘ƉƌŽĐŽƌĞ͘ĂĐƚŝǀŝƚŝĞƐǁŝƚŚƚŚĞWƌŽĐŽƌĞƉƉ
ŝŶƐƚĂůůĞĚ ƚŽ Ăƚ ůĞĂƐƚ ŽŶĞ ŽŶͲƐŝƚĞ ŝŶĚŝǀŝĚƵĂů ƚŽ ƉƌŽǀŝĚĞ ƌĞĂůͲƚŝŵĞ ĂĐĐĞƐƐ ƚŽ ĐƵƌƌĞŶƚ ƉŽƐƚĞĚ ĚƌĂǁŝŶŐƐ͕
ƐƉĞĐŝĨŝĐĂƚŝŽŶƐ͕Z&/Ɛ͕ƐƵďŵŝƚƚĂůƐ͕ƐĐŚĞĚƵůĞƐ͕ĐŚĂŶŐĞŽƌĚĞƌƐ͕ƉƌŽũĞĐƚĚŽĐƵŵĞŶƚƐ͕ĂƐǁĞůůĂƐĂŶLJĚĞĨŝĐŝĞŶƚ
ŽďƐĞƌǀĂƚŝŽŶƐŽƌƉƵŶĐŚůŝƐƚŝƚĞŵƐ͘WƌŽǀŝĚŝŶŐŵŽďŝůĞĂĐĐĞƐƐǁŝůůŝŵƉƌŽǀĞĐŽŵŵƵŶŝĐĂƚŝŽŶ͕ĞĨĨŝĐŝĞŶĐLJ͕ĂŶĚ
ƉƌŽĚƵĐƚŝǀŝƚLJĨŽƌĂůůƉĂƌƚŝĞƐ͘dŚĞƵƐĞŽĨWƌŽĐŽƌĞĨŽƌƉƌŽũĞĐƚŵĂŶĂŐĞŵĞŶƚĚŽĞƐŶŽƚƌĞůŝĞǀĞƚŚĞĐŽŶƚƌĂĐƚŽƌŽĨ
ĂŶLJŽƚŚĞƌƌĞƋƵŝƌĞŵĞŶƚƐĂƐŵĂLJďĞƐƉĞĐŝĨŝĞĚŝŶƚŚĞĐŽŶƚƌĂĐƚĚŽĐƵŵĞŶƚƐ͘
ϴ͘ ^ddh^K&KEdZdKZ
ŽŶƚƌĂĐƚŽƌǁŝůůƉĞƌĨŽƌŵƚŚĞ^ĞƌǀŝĐĞƐŝŶŽŶƚƌĂĐƚŽƌΖƐŽǁŶǁĂLJĂƐĂŶŝŶĚĞƉĞŶĚĞŶƚĐŽŶƚƌĂĐƚŽƌĂŶĚŝŶƉƵƌƐƵŝƚ
ŽĨŽŶƚƌĂĐƚŽƌΖƐŝŶĚĞƉĞŶĚĞŶƚĐĂůůŝŶŐ͕ĂŶĚŶŽƚĂƐĂŶĞŵƉůŽLJĞĞŽĨŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞƵŶĚĞƌĐŽŶƚƌŽůŽĨ
ŝƚLJŽŶůLJĂƐƚŽƚŚĞƌĞƐƵůƚƚŽďĞĂĐĐŽŵƉůŝƐŚĞĚ͕ďƵƚǁŝůůĐŽŶƐƵůƚǁŝƚŚŝƚLJĂƐŶĞĐĞƐƐĂƌLJ͘dŚĞƉĞƌƐŽŶƐƵƐĞĚďLJ
ŽŶƚƌĂĐƚŽƌƚŽƉƌŽǀŝĚĞƐĞƌǀŝĐĞƐƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůŶŽƚďĞĐŽŶƐŝĚĞƌĞĚĞŵƉůŽLJĞĞƐŽĨŝƚLJĨŽƌĂŶLJ
ƉƵƌƉŽƐĞƐ͘
dŚĞƉĂLJŵĞŶƚŵĂĚĞƚŽŽŶƚƌĂĐƚŽƌƉƵƌƐƵĂŶƚƚŽƚŚĞŐƌĞĞŵĞŶƚǁŝůůďĞƚŚĞĨƵůůĂŶĚĐŽŵƉůĞƚĞĐŽŵƉĞŶƐĂƚŝŽŶ
ƚŽǁŚŝĐŚŽŶƚƌĂĐƚŽƌŝƐĞŶƚŝƚůĞĚ͘ŝƚLJǁŝůůŶŽƚŵĂŬĞĂŶLJĨĞĚĞƌĂůŽƌƐƚĂƚĞƚĂdžǁŝƚŚŚŽůĚŝŶŐƐŽŶďĞŚĂůĨŽĨ
ŽŶƚƌĂĐƚŽƌŽƌŝƚƐĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐŽƌƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ŝƚLJǁŝůůŶŽƚďĞƌĞƋƵŝƌĞĚƚŽƉĂLJĂŶLJǁŽƌŬĞƌƐΖ
ĐŽŵƉĞŶƐĂƚŝŽŶŝŶƐƵƌĂŶĐĞŽƌƵŶĞŵƉůŽLJŵĞŶƚĐŽŶƚƌŝďƵƚŝŽŶƐŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌŽƌŝƚƐĞŵƉůŽLJĞĞƐŽƌ
ƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ ŽŶƚƌĂĐƚŽƌ ĂŐƌĞĞƐ ƚŽ ŝŶĚĞŵŶŝĨLJ ŝƚLJ ǁŝƚŚŝŶ ƚŚŝƌƚLJ ;ϯϬͿ ĚĂLJƐ ĨŽƌ ĂŶLJ ƚĂdž͕ ƌĞƚŝƌĞŵĞŶƚ
ĐŽŶƚƌŝďƵƚŝŽŶ͕ ƐŽĐŝĂů ƐĞĐƵƌŝƚLJ͕ ŽǀĞƌƚŝŵĞ ƉĂLJŵĞŶƚ͕ ƵŶĞŵƉůŽLJŵĞŶƚ ƉĂLJŵĞŶƚ Žƌ ǁŽƌŬĞƌƐΖ ĐŽŵƉĞŶƐĂƚŝŽŶ
ƉĂLJŵĞŶƚǁŚŝĐŚŝƚLJŵĂLJďĞƌĞƋƵŝƌĞĚƚŽŵĂŬĞŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌŽƌĂŶLJĂŐĞŶƚ͕ĞŵƉůŽLJĞĞ͕Žƌ
ƐƵďĐŽŶƚƌĂĐƚŽƌŽĨŽŶƚƌĂĐƚŽƌĨŽƌǁŽƌŬĚŽŶĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ƚƚŚĞŝƚLJ͛ƐĞůĞĐƚŝŽŶ͕ŝƚLJŵĂLJĚĞĚƵĐƚ
ƚŚĞŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶĂŵŽƵŶƚĨƌŽŵĂŶLJďĂůĂŶĐĞŽǁŝŶŐƚŽŽŶƚƌĂĐƚŽƌ͘
ϵ͘ KEdZdKZ s>hd/KE^
tŽƌŬƉĞƌĨŽƌŵĞĚƵŶĚĞƌƚŚŝƐDĂƐƚĞƌ^ĞƌǀŝĐĞƐŐƌĞĞŵĞŶƚŵĂLJďĞƐƵďũĞĐƚƚŽƚŚĞŝƚLJ͛ƐĐŽŶƚƌĂĐƚŽƌĞǀĂůƵĂƚŝŽŶ
ƉƌŽŐƌĂŵ͘ WƌŝŽƌ ƚŽ ƚŚĞ ƌĞůĞĂƐĞ ŽĨ ĂŶLJ ƚĂƐŬ ŽƌĚĞƌƐ͕ ƚŚĞ ŽŶƚƌĂĐƚŽƌ ǁŝůů ďĞ ŶŽƚŝĨŝĞĚ ŽĨ ƚŚĞ ƉƌŽŐƌĂŵ
ƌĞƋƵŝƌĞŵĞŶƚƐĂŶĚǁŝůůƌĞĐĞŝǀĞĂĐŽƉLJŽĨƚŚĞĞǀĂůƵĂƚŝŽŶĐƌŝƚĞƌŝĂĂŶĚƉƌŽĐĞƐƐ͘dŚĞŽŶƚƌĂĐƚŽƌ͛ƐƉĞƌĨŽƌŵĂŶĐĞ
ŵĂLJďĞĞǀĂůƵĂƚĞĚĂŶĚƚŚĞƌĞƐƵůƚƐǁŝůůďĞĐŽŶƐŝĚĞƌĞĚĨŽƌĨƵƚƵƌĞƚĂƐŬŽƌĚĞƌƐŽƌĂŐƌĞĞŵĞŶƚƐ͘
ϭϬ͘ ^hKEdZd/E'
ŽŶƚƌĂĐƚŽƌǁŝůůŶŽƚƐƵďĐŽŶƚƌĂĐƚĂŶLJƉŽƌƚŝŽŶŽĨƚŚĞ^ĞƌǀŝĐĞƐǁŝƚŚŽƵƚƉƌŝŽƌǁƌŝƚƚĞŶĂƉƉƌŽǀĂůŽĨŝƚLJ͘/Ĩ
ŽŶƚƌĂĐƚŽƌƐƵďĐŽŶƚƌĂĐƚƐĂŶLJŽĨƚŚĞ^ĞƌǀŝĐĞƐ͕ŽŶƚƌĂĐƚŽƌǁŝůůďĞĨƵůůLJƌĞƐƉŽŶƐŝďůĞƚŽŝƚLJĨŽƌƚŚĞĂĐƚƐĂŶĚ
ŽŵŝƐƐŝŽŶƐŽĨŽŶƚƌĂĐƚŽƌΖƐƐƵďĐŽŶƚƌĂĐƚŽƌĂŶĚŽĨƚŚĞƉĞƌƐŽŶƐĞŝƚŚĞƌĚŝƌĞĐƚůLJŽƌŝŶĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJƚŚĞ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͕ĂƐŽŶƚƌĂĐƚŽƌŝƐĨŽƌƚŚĞĂĐƚƐĂŶĚŽŵŝƐƐŝŽŶƐŽĨƉĞƌƐŽŶƐĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJŽŶƚƌĂĐƚŽƌ͘
EŽƚŚŝŶŐĐŽŶƚĂŝŶĞĚŝŶƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůĐƌĞĂƚĞĂŶLJĐŽŶƚƌĂĐƚƵĂůƌĞůĂƚŝŽŶƐŚŝƉďĞƚǁĞĞŶĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌ
Nov. 12, 2024 Item #2 Page 272 of 680
dd,D Ed^
W^ϮϱͲϯϱϰϵ
WĂŐĞϰ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ŽĨŽŶƚƌĂĐƚŽƌĂŶĚŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌƉĂLJŵĞŶƚŽĨƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ŽŶƚƌĂĐƚŽƌǁŝůůďŝŶĚ
ĞǀĞƌLJ ƐƵďĐŽŶƚƌĂĐƚŽƌ ĂŶĚ ĞǀĞƌLJ ƐƵďĐŽŶƚƌĂĐƚŽƌ ŽĨ Ă ƐƵďĐŽŶƚƌĂĐƚŽƌďLJ ƚŚĞ ƚĞƌŵƐ ŽĨ ƚŚŝƐ ŐƌĞĞŵĞŶƚ
ĂƉƉůŝĐĂďůĞƚŽŽŶƚƌĂĐƚŽƌΖƐǁŽƌŬƵŶůĞƐƐƐƉĞĐŝĨŝĐĂůůLJŶŽƚĞĚƚŽƚŚĞĐŽŶƚƌĂƌLJŝŶƚŚĞƐƵďĐŽŶƚƌĂĐƚĂŶĚĂƉƉƌŽǀĞĚ
ŝŶǁƌŝƚŝŶŐďLJŝƚLJ͘
ϭϭ͘ Kd, ZKEdZdKZ^
dŚĞŝƚLJƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽĞŵƉůŽLJŽƚŚĞƌŽŶƚƌĂĐƚŽƌƐŝŶĐŽŶŶĞĐƚŝŽŶǁŝƚŚƚŚĞ^ĞƌǀŝĐĞƐ͘
ϭϮ͘ /E DE/&/d/KE
ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŽĚĞĨĞŶĚ;ǁŝƚŚĐŽƵŶƐĞůĂƉƉƌŽǀĞĚďLJƚŚĞŝƚLJͿ͕ŝŶĚĞŵŶŝĨLJ͕ĂŶĚŚŽůĚŚĂƌŵůĞƐƐƚŚĞŝƚLJ
ĂŶĚŝƚƐŽĨĨŝĐĞƌƐ͕ĞůĞĐƚĞĚĂŶĚĂƉƉŽŝŶƚĞĚŽĨĨŝĐŝĂůƐ͕ĞŵƉůŽLJĞĞƐĂŶĚǀŽůƵŶƚĞĞƌƐĨƌŽŵĂŶĚĂŐĂŝŶƐƚĂůůĐůĂŝŵƐ͕
ĚĂŵĂŐĞƐ͕ůŽƐƐĞƐĂŶĚĞdžƉĞŶƐĞƐŝŶĐůƵĚŝŶŐĂƚƚŽƌŶĞLJƐĨĞĞƐĂƌŝƐŝŶŐŽƵƚŽĨƚŚĞƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞǁŽƌŬ
ĚĞƐĐƌŝďĞĚŚĞƌĞŝŶĐĂƵƐĞĚďLJĂŶLJǁŝůůĨƵůŵŝƐĐŽŶĚƵĐƚŽƌŶĞŐůŝŐĞŶƚĂĐƚŽƌŽŵŝƐƐŝŽŶŽĨƚŚĞŽŶƚƌĂĐƚŽƌ͕ĂŶLJ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͕ĂŶLJŽŶĞĚŝƌĞĐƚůLJŽƌŝŶĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJĂŶLJŽĨƚŚĞŵŽƌĂŶLJŽŶĞĨŽƌǁŚŽƐĞĂĐƚƐĂŶLJŽĨ
ƚŚĞŵŵĂLJďĞůŝĂďůĞ͘
/Ĩ ŽŶƚƌĂĐƚŽƌ͛Ɛ ŽďůŝŐĂƚŝŽŶ ƚŽ ĚĞĨĞŶĚ͕ ŝŶĚĞŵŶŝĨLJ͕ ĂŶĚͬŽƌ ŚŽůĚ ŚĂƌŵůĞƐƐ ĂƌŝƐĞƐ ŽƵƚ ŽĨ ŽŶƚƌĂĐƚŽƌ͛Ɛ
ƉĞƌĨŽƌŵĂŶĐĞĂƐĂ͞ĚĞƐŝŐŶƉƌŽĨĞƐƐŝŽŶĂů͟;ĂƐƚŚĂƚƚĞƌŵŝƐĚĞĨŝŶĞĚƵŶĚĞƌŝǀŝůŽĚĞƐĞĐƚŝŽŶϮϳϴϮ͘ϴͿ͕ƚŚĞŶ͕
ĂŶĚ ŽŶůLJ ƚŽ ƚŚĞ ĞdžƚĞŶƚ ƌĞƋƵŝƌĞĚ ďLJ ŝǀŝů ŽĚĞ ^ĞĐƚŝŽŶ ϮϳϴϮ͘ϴ͕ ǁŚŝĐŚ ŝƐ ĨƵůůLJ ŝŶĐŽƌƉŽƌĂƚĞĚ ŚĞƌĞŝŶ͕
ŽŶƚƌĂĐƚŽƌ͛ƐŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶŽďůŝŐĂƚŝŽŶƐŚĂůůďĞůŝŵŝƚĞĚƚŽĐůĂŝŵƐƚŚĂƚĂƌŝƐĞŽƵƚŽĨ͕ƉĞƌƚĂŝŶƚŽ͕ŽƌƌĞůĂƚĞƚŽ
ƚŚĞŶĞŐůŝŐĞŶĐĞ͕ƌĞĐŬůĞƐƐŶĞƐƐ͕ŽƌǁŝůůĨƵůŵŝƐĐŽŶĚƵĐƚŽĨƚŚĞŽŶƚƌĂĐƚŽƌ͕ĂŶĚ͕ƵƉŽŶŽŶƚƌĂĐƚŽƌŽďƚĂŝŶŝŶŐĂ
ĨŝŶĂůĂĚũƵĚŝĐĂƚŝŽŶďLJĂĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌ͛ƐůŝĂďŝůŝƚLJĨŽƌƐƵĐŚĐůĂŝŵ͕ŝŶĐůƵĚŝŶŐƚŚĞ
ĐŽƐƚƚŽĚĞĨĞŶĚ͕ƐŚĂůůŶŽƚĞdžĐĞĞĚƚŚĞŽŶƚƌĂĐƚŽƌ͛ƐƉƌŽƉŽƌƚŝŽŶĂƚĞƉĞƌĐĞŶƚĂŐĞŽĨĨĂƵůƚ͘
dŚĞƉĂƌƚŝĞƐĞdžƉƌĞƐƐůLJĂŐƌĞĞƚŚĂƚĂŶLJƉĂLJŵĞŶƚ͕ĂƚƚŽƌŶĞLJ͛ƐĨĞĞ͕ĐŽƐƚƐŽƌĞdžƉĞŶƐĞŝƚLJŝŶĐƵƌƐŽƌŵĂŬĞƐƚŽŽƌ
ŽŶďĞŚĂůĨŽĨĂŶŝŶũƵƌĞĚĞŵƉůŽLJĞĞƵŶĚĞƌƚŚĞŝƚLJ͛ƐƐĞůĨͲĂĚŵŝŶŝƐƚĞƌĞĚǁŽƌŬĞƌƐ͛ĐŽŵƉĞŶƐĂƚŝŽŶŝƐŝŶĐůƵĚĞĚĂƐ
ĂůŽƐƐ͕ĞdžƉĞŶƐĞŽƌĐŽƐƚĨŽƌƚŚĞƉƵƌƉŽƐĞƐŽĨƚŚŝƐƐĞĐƚŝŽŶ͕ĂŶĚƚŚĂƚƚŚŝƐƐĞĐƚŝŽŶǁŝůůƐƵƌǀŝǀĞƚŚĞĞdžƉŝƌĂƚŝŽŶŽƌ
ĞĂƌůLJƚĞƌŵŝŶĂƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϯ͘ /E^hZE
ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶĂŶĚŵĂŝŶƚĂŝŶĨŽƌƚŚĞĚƵƌĂƚŝŽŶŽĨƚŚĞŐƌĞĞŵĞŶƚĂŶĚĂŶLJĂŶĚĂůůĂŵĞŶĚŵĞŶƚƐ͕
ŝŶƐƵƌĂŶĐĞĂŐĂŝŶƐƚĐůĂŝŵƐĨŽƌŝŶũƵƌŝĞƐƚŽƉĞƌƐŽŶƐŽƌĚĂŵĂŐĞƚŽƉƌŽƉĞƌƚLJǁŚŝĐŚŵĂLJĂƌŝƐĞŽƵƚŽĨŽƌŝŶ
ĐŽŶŶĞĐƚŝŽŶ ǁŝƚŚƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞƐĞƌǀŝĐĞƐ ďLJŽŶƚƌĂĐƚŽƌ ŽƌŽŶƚƌĂĐƚŽƌ͛ƐĂŐĞŶƚƐ͕ ƌĞƉƌĞƐĞŶƚĂƚŝǀĞƐ͕
ĞŵƉůŽLJĞĞƐŽƌƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘dŚĞŝŶƐƵƌĂŶĐĞǁŝůůďĞŽďƚĂŝŶĞĚĨƌŽŵĂŶŝŶƐƵƌĂŶĐĞĐĂƌƌŝĞƌĂĚŵŝƚƚĞĚĂŶĚ
ĂƵƚŚŽƌŝnjĞĚƚŽĚŽďƵƐŝŶĞƐƐŝŶƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͘dŚĞŝŶƐƵƌĂŶĐĞĐĂƌƌŝĞƌŝƐƌĞƋƵŝƌĞĚƚŽŚĂǀĞĂĐƵƌƌĞŶƚ
ĞƐƚΖƐ<ĞLJZĂƚŝŶŐŽĨŶŽƚůĞƐƐƚŚĂŶΗͲ͗s//Η͖KZǁŝƚŚĂƐƵƌƉůƵƐůŝŶĞŝŶƐƵƌĞƌŽŶƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͛Ɛ>ŝƐƚŽĨ
ƉƉƌŽǀĞĚ^ƵƌƉůƵƐ>ŝŶĞ/ŶƐƵƌĞƌƐ;>^>/ͿǁŝƚŚĂƌĂƚŝŶŐŝŶƚŚĞůĂƚĞƐƚĞƐƚ͛Ɛ<ĞLJZĂƚŝŶŐ'ƵŝĚĞŽĨĂƚůĞĂƐƚ͗͞y͖͟
KZĂŶĂůŝĞŶŶŽŶͲĂĚŵŝƚƚĞĚŝŶƐƵƌĞƌůŝƐƚĞĚďLJƚŚĞEĂƚŝŽŶĂůƐƐŽĐŝĂƚŝŽŶŽĨ/ŶƐƵƌĂŶĐĞŽŵŵŝƐƐŝŽŶĞƌƐ;E/Ϳ
ůĂƚĞƐƚƋƵĂƌƚĞƌůLJůŝƐƚŝŶŐƐƌĞƉŽƌƚ͘
ϭϯ͘ϭ ŽǀĞƌĂŐĞƐ ĂŶĚ >ŝŵŝƚƐ͘ ŽŶƚƌĂĐƚŽƌ ǁŝůů ŵĂŝŶƚĂŝŶ ƚŚĞ ƚLJƉĞƐ ŽĨ ĐŽǀĞƌĂŐĞƐ ĂŶĚ ŵŝŶŝŵƵŵ ůŝŵŝƚƐ
ŝŶĚŝĐĂƚĞĚ ďĞůŽǁ͕ ƵŶůĞƐƐ ZŝƐŬ DĂŶĂŐĞƌ Žƌ ŝƚLJ DĂŶĂŐĞƌ ĂƉƉƌŽǀĞƐ Ă ůŽǁĞƌ ĂŵŽƵŶƚ͘ dŚĞƐĞ ŵŝŶŝŵƵŵ
ĂŵŽƵŶƚƐŽĨĐŽǀĞƌĂŐĞǁŝůůŶŽƚĐŽŶƐƚŝƚƵƚĞĂŶLJůŝŵŝƚĂƚŝŽŶƐŽƌĐĂƉŽŶŽŶƚƌĂĐƚŽƌΖƐŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶŽďůŝŐĂƚŝŽŶƐ
ƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ŝƚLJ͕ŝƚƐŽĨĨŝĐĞƌƐ͕ĂŐĞŶƚƐĂŶĚĞŵƉůŽLJĞĞƐŵĂŬĞŶŽƌĞƉƌĞƐĞŶƚĂƚŝŽŶƚŚĂƚƚŚĞůŝŵŝƚƐŽĨ
ƚŚĞŝŶƐƵƌĂŶĐĞƐƉĞĐŝĨŝĞĚƚŽďĞĐĂƌƌŝĞĚďLJŽŶƚƌĂĐƚŽƌƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞĂĚĞƋƵĂƚĞƚŽƉƌŽƚĞĐƚ
ŽŶƚƌĂĐƚŽƌ͘/ĨŽŶƚƌĂĐƚŽƌďĞůŝĞǀĞƐƚŚĂƚĂŶLJƌĞƋƵŝƌĞĚŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞŝƐŝŶĂĚĞƋƵĂƚĞ͕ŽŶƚƌĂĐƚŽƌǁŝůů
ŽďƚĂŝŶƐƵĐŚĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞ͕ĂƐŽŶƚƌĂĐƚŽƌĚĞĞŵƐĂĚĞƋƵĂƚĞ͕ĂƚŽŶƚƌĂĐƚŽƌΖƐƐŽůĞĞdžƉĞŶƐĞ͘
dŚĞĨƵůůůŝŵŝƚƐĂǀĂŝůĂďůĞƚŽƚŚĞŶĂŵĞĚŝŶƐƵƌĞĚƐŚĂůůĂůƐŽďĞĂǀĂŝůĂďůĞĂŶĚĂƉƉůŝĐĂďůĞƚŽƚŚĞŝƚLJĂƐĂŶ
ĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĞĚ͘
Nov. 12, 2024 Item #2 Page 273 of 680
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W^ϮϱͲϯϱϰϵ
WĂŐĞϱ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ϭϯ͘ϭ͘ϭ ŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJ;'>Ϳ/ŶƐƵƌĂŶĐĞ͘/ŶƐƵƌĂŶĐĞǁƌŝƚƚĞŶŽŶĂŶ͞ŽĐĐƵƌƌĞŶĐĞ͟ďĂƐŝƐ͕
ŝŶĐůƵĚŝŶŐƉĞƌƐŽŶĂůΘĂĚǀĞƌƚŝƐŝŶŐŝŶũƵƌLJ͕ǁŝƚŚůŝŵŝƚƐŶŽůĞƐƐƚŚĂŶΨϮ͕ϬϬϬ͕ϬϬϬƉĞƌŽĐĐƵƌƌĞŶĐĞ͘/ĨĂŐĞŶĞƌĂů
ĂŐŐƌĞŐĂƚĞůŝŵŝƚĂƉƉůŝĞƐ͕ĞŝƚŚĞƌƚŚĞŐĞŶĞƌĂůĂŐŐƌĞŐĂƚĞůŝŵŝƚƐŚĂůůĂƉƉůLJƐĞƉĂƌĂƚĞůLJƚŽƚŚŝƐƉƌŽũĞĐƚͬůŽĐĂƚŝŽŶ
ŽƌƚŚĞŐĞŶĞƌĂůĂŐŐƌĞŐĂƚĞůŝŵŝƚƐŚĂůůďĞƚǁŝĐĞƚŚĞƌĞƋƵŝƌĞĚŽĐĐƵƌƌĞŶĐĞůŝŵŝƚ͘
ϭϯ͘ϭ͘Ϯ ƵƚŽŵŽďŝůĞ>ŝĂďŝůŝƚLJ͘;/ĨƚŚĞƵƐĞŽĨĂŶĂƵƚŽŵŽďŝůĞŝƐŝŶǀŽůǀĞĚĨŽƌŽŶƚƌĂĐƚŽƌΖƐǁŽƌŬĨŽƌ
ŝƚLJͿ͘ΨϮ͕ϬϬϬ͕ϬϬϬĐŽŵďŝŶĞĚƐŝŶŐůĞͲůŝŵŝƚƉĞƌĂĐĐŝĚĞŶƚĨŽƌďŽĚŝůLJŝŶũƵƌLJĂŶĚƉƌŽƉĞƌƚLJĚĂŵĂŐĞ͘
ϭϯ͘ϭ͘ϯ tŽƌŬĞƌƐΖ ŽŵƉĞŶƐĂƚŝŽŶ ĂŶĚ ŵƉůŽLJĞƌΖƐ >ŝĂďŝůŝƚLJ͘ tŽƌŬĞƌƐΖ ŽŵƉĞŶƐĂƚŝŽŶ ůŝŵŝƚƐ ĂƐ
ƌĞƋƵŝƌĞĚďLJƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͘tŽƌŬĞƌƐΖŽŵƉĞŶƐĂƚŝŽŶǁŝůůŶŽƚďĞƌĞƋƵŝƌĞĚŝĨŽŶƚƌĂĐƚŽƌŚĂƐŶŽ
ĞŵƉůŽLJĞĞƐĂŶĚƉƌŽǀŝĚĞƐ͕ƚŽŝƚLJΖƐƐĂƚŝƐĨĂĐƚŝŽŶ͕ĂĚĞĐůĂƌĂƚŝŽŶƐƚĂƚŝŶŐƚŚŝƐ͘
ϭϯ͘ϭ͘ϰ WƌŽĨĞƐƐŝŽŶĂů>ŝĂďŝůŝƚLJ͘ ƌƌŽƌƐĂŶĚŽŵŝƐƐŝŽŶƐůŝĂďŝůŝƚLJĂƉƉƌŽƉƌŝĂƚĞƚŽŽŶƚƌĂĐƚŽƌ͛ƐƉƌŽĨĞƐƐŝŽŶ
ǁŝƚŚůŝŵŝƚƐŽĨŶŽƚůĞƐƐƚŚĂŶΨϭ͕ϬϬϬ͕ϬϬϬƉĞƌĐůĂŝŵ͘ŽǀĞƌĂŐĞŵƵƐƚďĞŵĂŝŶƚĂŝŶĞĚĨŽƌĂƉĞƌŝŽĚŽĨĨŝǀĞLJĞĂƌƐ
ĨŽůůŽǁŝŶŐƚŚĞĚĂƚĞŽĨĐŽŵƉůĞƚŝŽŶŽĨƚŚĞǁŽƌŬ͘
ϭϯ͘Ϯ͘ ĚĚŝƚŝŽŶĂůWƌŽǀŝƐŝŽŶƐ͘ŽŶƚƌĂĐƚŽƌǁŝůůĞŶƐƵƌĞƚŚĂƚƚŚĞƉŽůŝĐŝĞƐŽĨŝŶƐƵƌĂŶĐĞƌĞƋƵŝƌĞĚƵŶĚĞƌƚŚŝƐ
ŐƌĞĞŵĞŶƚĐŽŶƚĂŝŶ͕ŽƌĂƌĞĞŶĚŽƌƐĞĚƚŽĐŽŶƚĂŝŶ͕ƚŚĞĨŽůůŽǁŝŶŐƉƌŽǀŝƐŝŽŶƐ͗
ϭϯ͘Ϯ͘ϭ dŚĞŝƚLJǁŝůůďĞŶĂŵĞĚĂƐĂŶĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĞĚŽŶŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJǁŚŝĐŚ
ƐŚĂůůƉƌŽǀŝĚĞƉƌŝŵĂƌLJĐŽǀĞƌĂŐĞƚŽƚŚĞŝƚLJ͘
ϭϯ͘Ϯ͘Ϯ ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶŽĐĐƵƌƌĞŶĐĞĐŽǀĞƌĂŐĞ͕ĞdžĐůƵĚŝŶŐWƌŽĨĞƐƐŝŽŶĂů>ŝĂďŝůŝƚLJ͕ǁŚŝĐŚǁŝůůďĞ
ǁƌŝƚƚĞŶĂƐĐůĂŝŵƐͲŵĂĚĞĐŽǀĞƌĂŐĞ͘
ϭϯ͘Ϯ͘ϯ /ĨŽŶƚƌĂĐƚŽƌŵĂŝŶƚĂŝŶƐŚŝŐŚĞƌůŝŵŝƚƐƚŚĂŶƚŚĞŵŝŶŝŵƵŵƐƐŚŽǁŶĂďŽǀĞ͕ƚŚĞŝƚLJƌĞƋƵŝƌĞƐ
ĂŶĚǁŝůůďĞĞŶƚŝƚůĞĚƚŽĐŽǀĞƌĂŐĞĨŽƌƚŚĞŚŝŐŚĞƌůŝŵŝƚƐŵĂŝŶƚĂŝŶĞĚďLJŽŶƚƌĂĐƚŽƌ͘ŶLJĂǀĂŝůĂďůĞŝŶƐƵƌĂŶĐĞ
ƉƌŽĐĞĞĚƐŝŶĞdžĐĞƐƐŽĨƚŚĞƐƉĞĐŝĨŝĞĚŵŝŶŝŵƵŵůŝŵŝƚƐŽĨŝŶƐƵƌĂŶĐĞĂŶĚĐŽǀĞƌĂŐĞǁŝůůďĞĂǀĂŝůĂďůĞƚŽƚŚĞŝƚLJ͘͟
ϭϯ͘Ϯ͘ϰ dŚŝƐŝŶƐƵƌĂŶĐĞǁŝůůďĞŝŶĨŽƌĐĞĚƵƌŝŶŐƚŚĞůŝĨĞŽĨƚŚĞŐƌĞĞŵĞŶƚĂŶĚĂŶLJĞdžƚĞŶƐŝŽŶƐŽĨŝƚ
ĂŶĚǁŝůůŶŽƚďĞĐĂŶĐĞůĞĚǁŝƚŚŽƵƚƚŚŝƌƚLJ;ϯϬͿĚĂLJƐƉƌŝŽƌǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŝƚLJƐĞŶƚďLJĐĞƌƚŝĨŝĞĚŵĂŝůƉƵƌƐƵĂŶƚ
ƚŽƚŚĞEŽƚŝĐĞƉƌŽǀŝƐŝŽŶƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϯ͘ϯ WƌŽǀŝĚŝŶŐĞƌƚŝĨŝĐĂƚĞƐŽĨ/ŶƐƵƌĂŶĐĞĂŶĚ ŶĚŽƌƐĞŵĞŶƚƐ͘WƌŝŽƌƚŽŝƚLJΖƐĞdžĞĐƵƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͕
ŽŶƚƌĂĐƚŽƌǁŝůůĨƵƌŶŝƐŚĐĞƌƚŝĨŝĐĂƚĞƐŽĨŝŶƐƵƌĂŶĐĞĂŶĚĞŶĚŽƌƐĞŵĞŶƚƐƚŽŝƚLJ͘
ϭϯ͘ϰ &ĂŝůƵƌĞƚŽDĂŝŶƚĂŝŶŽǀĞƌĂŐĞ͘/ĨŽŶƚƌĂĐƚŽƌĨĂŝůƐƚŽŵĂŝŶƚĂŝŶĂŶLJŽĨƚŚĞƐĞŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞƐ͕
ƚŚĞŶŝƚLJǁŝůůŚĂǀĞƚŚĞŽƉƚŝŽŶƚŽĚĞĐůĂƌĞŽŶƚƌĂĐƚŽƌŝŶďƌĞĂĐŚ͕ŽƌŵĂLJƉƵƌĐŚĂƐĞƌĞƉůĂĐĞŵĞŶƚŝŶƐƵƌĂŶĐĞŽƌ
ƉĂLJƚŚĞƉƌĞŵŝƵŵƐƚŚĂƚĂƌĞĚƵĞŽŶĞdžŝƐƚŝŶŐƉŽůŝĐŝĞƐŝŶŽƌĚĞƌƚŽŵĂŝŶƚĂŝŶƚŚĞƌĞƋƵŝƌĞĚĐŽǀĞƌĂŐĞƐ͘ŽŶƚƌĂĐƚŽƌ
ŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌĂŶLJƉĂLJŵĞŶƚƐŵĂĚĞďLJŝƚLJƚŽŽďƚĂŝŶŽƌŵĂŝŶƚĂŝŶŝŶƐƵƌĂŶĐĞĂŶĚŝƚLJŵĂLJĐŽůůĞĐƚƚŚĞƐĞ
ƉĂLJŵĞŶƚƐ ĨƌŽŵ ŽŶƚƌĂĐƚŽƌ Žƌ ĚĞĚƵĐƚ ƚŚĞ ĂŵŽƵŶƚ ƉĂŝĚ ĨƌŽŵ ĂŶLJ ƐƵŵƐ ĚƵĞ ŽŶƚƌĂĐƚŽƌ ƵŶĚĞƌ ƚŚŝƐ
ŐƌĞĞŵĞŶƚ͘
ϭϯ͘ϱ ^ƵďŵŝƐƐŝŽŶŽĨ/ŶƐƵƌĂŶĐĞWŽůŝĐŝĞƐ͘ŝƚLJƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽƌĞƋƵŝƌĞ͕ĂƚĂŶLJƚŝŵĞ͕ĐŽŵƉůĞƚĞĂŶĚ
ĐĞƌƚŝĨŝĞĚĐŽƉŝĞƐŽĨĂŶLJŽƌĂůůƌĞƋƵŝƌĞĚŝŶƐƵƌĂŶĐĞƉŽůŝĐŝĞƐĂŶĚĞŶĚŽƌƐĞŵĞŶƚƐ͘
Nov. 12, 2024 Item #2 Page 274 of 680
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W^ϮϱͲϯϱϰϵ
WĂŐĞϲ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ϭϰ͘ h^/E ^^>/ E^
ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶĂŶĚŵĂŝŶƚĂŝŶĂŝƚLJŽĨĂƌůƐďĂĚƵƐŝŶĞƐƐ>ŝĐĞŶƐĞĨŽƌƚŚĞƚĞƌŵŽĨƚŚĞŐƌĞĞŵĞŶƚ͕ĂƐ
ŵĂLJďĞĂŵĞŶĚĞĚĨƌŽŵƚŝŵĞͲƚŽͲƚŝŵĞ͘
ϭϱ͘ KhEd/E'Z KZ^
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ĚŽĐƵŵĞŶƚƐĐƌĞĂƚĞĚƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚ͘ŽŶƚƌĂĐƚŽƌǁŝůůĂůůŽǁŝŶƐƉĞĐƚŝŽŶŽĨĂůůǁŽƌŬ͕ĚĂƚĂ͕
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ĚĂƚĞŽĨĨŝŶĂůƉĂLJŵĞŶƚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘
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ůůǁŽƌŬƉƌŽĚƵĐƚƉƌŽĚƵĐĞĚďLJŽŶƚƌĂĐƚŽƌŽƌŝƚƐĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐ͕ĂŶĚƐƵďĐŽŶƚƌĂĐƚŽƌƐƉƵƌƐƵĂŶƚƚŽƚŚŝƐ
ŐƌĞĞŵĞŶƚŝƐƚŚĞƉƌŽƉĞƌƚLJŽĨŝƚLJ͘/ŶƚŚĞĞǀĞŶƚƚŚŝƐŐƌĞĞŵĞŶƚŝƐƚĞƌŵŝŶĂƚĞĚ͕ĂůůǁŽƌŬƉƌŽĚƵĐƚƉƌŽĚƵĐĞĚ
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EĂŵĞ ůĞŝĚĂ&ĞůŝdžzĂĐŬĞůEĂŵĞůĞdžĂŶĚĞƌƵŐďĞĞ
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ďLJ ŽŶƚƌĂĐƚŽƌ͘ ŽŶƚƌĂĐƚŽƌ ǁŝůů Ăƚ Ăůů ƚŝŵĞƐ ŽďƐĞƌǀĞ ĂŶĚ ĐŽŵƉůLJǁŝƚŚ ƚŚĞƐĞ ůĂǁƐ͕ ŽƌĚŝŶĂŶĐĞƐ͕ ĂŶĚ
Nov. 12, 2024 Item #2 Page 275 of 680
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WĂŐĞϳ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
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ŽƌĚŝŶĂŶĐĞƐĂŶĚƌĞŐƵůĂƚŝŽŶƐ͘
ŽŶƚƌĂĐƚŽƌǁŝůůďĞĂǁĂƌĞŽĨƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚĞ/ŵŵŝŐƌĂƚŝŽŶZĞĨŽƌŵĂŶĚŽŶƚƌŽůĐƚŽĨϭϵϴϲĂŶĚǁŝůů
ĐŽŵƉůLJǁŝƚŚƚŚŽƐĞƌĞƋƵŝƌĞŵĞŶƚƐ͕ŝŶĐůƵĚŝŶŐ͕ďƵƚŶŽƚůŝŵŝƚĞĚƚŽ͕ǀĞƌŝĨLJŝŶŐƚŚĞĞůŝŐŝďŝůŝƚLJĨŽƌĞŵƉůŽLJŵĞŶƚŽĨ
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ŽŶƚƌĂĐƚŽƌ͛ƐǀĞŚŝĐůĞƐǁŝƚŚĂŐƌŽƐƐǀĞŚŝĐůĞǁĞŝŐŚƚƌĂƚŝŶŐŐƌĞĂƚĞƌƚŚĂŶϴ͕ϱϬϬůďƐ͘ĂŶĚůŝŐŚƚͲĚƵƚLJƉĂĐŬĂŐĞ
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ĚŝƐĐƌŝŵŝŶĂƚŝŽŶĂŶĚŚĂƌĂƐƐŵĞŶƚ͘
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ZĞƉƌĞƐĞŶƚĂƚŝǀĞƐŽĨŽŶƚƌĂĐƚŽƌŽƌŝƚLJǁŝůůƌĞĚƵĐĞƐƵĐŚƋƵĞƐƚŝŽŶƐ͕ĂŶĚƚŚĞŝƌƌĞƐƉĞĐƚŝǀĞǀŝĞǁƐ͕ƚŽǁƌŝƚŝŶŐ͘
ĐŽƉLJŽĨƐƵĐŚĚŽĐƵŵĞŶƚĞĚĚŝƐƉƵƚĞǁŝůůďĞĨŽƌǁĂƌĚĞĚƚŽďŽƚŚƉĂƌƚŝĞƐŝŶǀŽůǀĞĚĂůŽŶŐǁŝƚŚƌĞĐŽŵŵĞŶĚĞĚ
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ǁŝůůƌĞƉůLJƚŽƚŚĞůĞƚƚĞƌĂůŽŶŐǁŝƚŚĂƌĞĐŽŵŵĞŶĚĞĚŵĞƚŚŽĚŽĨƌĞƐŽůƵƚŝŽŶǁŝƚŚŝŶƚĞŶ;ϭϬͿďƵƐŝŶĞƐƐĚĂLJƐ͘/Ĩ
ƚŚĞƌĞƐŽůƵƚŝŽŶƚŚƵƐŽďƚĂŝŶĞĚŝƐƵŶƐĂƚŝƐĨĂĐƚŽƌLJƚŽƚŚĞĂŐŐƌŝĞǀĞĚƉĂƌƚLJ͕ĂůĞƚƚĞƌŽƵƚůŝŶŝŶŐƚŚĞĚŝƐƉƵƚĞƐǁŝůů
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DĂŶĂŐĞƌǁŝůůďĞďŝŶĚŝŶŐƵƉŽŶƚŚĞƉĂƌƚŝĞƐŝŶǀŽůǀĞĚ͕ĂůƚŚŽƵŐŚŶŽƚŚŝŶŐŝŶƚŚŝƐƉƌŽĐĞĚƵƌĞǁŝůůƉƌŽŚŝďŝƚƚŚĞ
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ƚŚŝƐŐƌĞĞŵĞŶƚĨŽƌŶŽŶƉĞƌĨŽƌŵĂŶĐĞďLJŶŽƚŝĨLJŝŶŐŽŶƚƌĂĐƚŽƌďLJĐĞƌƚŝĨŝĞĚŵĂŝůŽĨƚŚĞƚĞƌŵŝŶĂƚŝŽŶ͘/ĨŝƚLJ
ĚĞĐŝĚĞƐƚŽĂďĂŶĚŽŶŽƌŝŶĚĞĨŝŶŝƚĞůLJƉŽƐƚƉŽŶĞƚŚĞǁŽƌŬŽƌƐĞƌǀŝĐĞƐĐŽŶƚĞŵƉůĂƚĞĚďLJƚŚŝƐŐƌĞĞŵĞŶƚ͕ŝƚLJ
ŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚƵƉŽŶǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŽŶƚƌĂĐƚŽƌ͘hƉŽŶŶŽƚŝĨŝĐĂƚŝŽŶŽĨƚĞƌŵŝŶĂƚŝŽŶ͕
ŽŶƚƌĂĐƚŽƌŚĂƐĨŝǀĞ;ϱͿďƵƐŝŶĞƐƐĚĂLJƐƚŽĚĞůŝǀĞƌĂŶLJĚŽĐƵŵĞŶƚƐŽǁŶĞĚďLJŝƚLJĂŶĚĂůůǁŽƌŬŝŶƉƌŽŐƌĞƐƐƚŽ
ŝƚLJĂƚƚŚĞĂĚĚƌĞƐƐĐŽŶƚĂŝŶĞĚŝŶƚŚŝƐŐƌĞĞŵĞŶƚ͘ŝƚLJǁŝůůŵĂŬĞĂĚĞƚĞƌŵŝŶĂƚŝŽŶŽĨĨĂĐƚďĂƐĞĚƵƉŽŶƚŚĞ
ǁŽƌŬƉƌŽĚƵĐƚĚĞůŝǀĞƌĞĚƚŽŝƚLJĂŶĚŽĨƚŚĞƉĞƌĐĞŶƚĂŐĞŽĨǁŽƌŬƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐƉĞƌĨŽƌŵĞĚǁŚŝĐŚŝƐ
ƵƐĂďůĞĂŶĚŽĨǁŽƌƚŚƚŽŝƚLJŝŶŚĂǀŝŶŐƚŚĞŐƌĞĞŵĞŶƚĐŽŵƉůĞƚĞĚ͘ĂƐĞĚƵƉŽŶƚŚĂƚĨŝŶĚŝŶŐŝƚLJǁŝůů
ĚĞƚĞƌŵŝŶĞƚŚĞĨŝŶĂůƉĂLJŵĞŶƚŽĨƚŚĞŐƌĞĞŵĞŶƚ͘
ŝƚLJŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚďLJƚĞŶĚĞƌŝŶŐƚŚŝƌƚLJ;ϯϬͿĚĂLJƐǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŽŶƚƌĂĐƚŽƌ͘ŽŶƚƌĂĐƚŽƌ
ŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚďLJƚĞŶĚĞƌŝŶŐͺͺͺͺͺͺͺͺͺͺͺͺͺͺ;ͺͺͺͿĚĂLJƐǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŝƚLJ͘/ŶƚŚĞ
ĞǀĞŶƚŽĨƚĞƌŵŝŶĂƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚďLJĞŝƚŚĞƌƉĂƌƚLJĂŶĚƵƉŽŶƌĞƋƵĞƐƚŽĨŝƚLJ͕ŽŶƚƌĂĐƚŽƌǁŝůůĂƐƐĞŵďůĞ
ƚŚĞǁŽƌŬƉƌŽĚƵĐƚĂŶĚƉƵƚŝƚŝŶŽƌĚĞƌĨŽƌƉƌŽƉĞƌĨŝůŝŶŐĂŶĚĐůŽƐŝŶŐĂŶĚĚĞůŝǀĞƌŝƚƚŽŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞ
ƉĂŝĚĨŽƌǁŽƌŬƉĞƌĨŽƌŵĞĚƚŽƚŚĞƚĞƌŵŝŶĂƚŝŽŶĚĂƚĞ͖ŚŽǁĞǀĞƌ͕ƚŚĞƚŽƚĂůǁŝůůŶŽƚĞdžĐĞĞĚƚŚĞůƵŵƉƐƵŵĨĞĞ
ƉĂLJĂďůĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ŝƚLJǁŝůůŵĂŬĞƚŚĞĨŝŶĂůĚĞƚĞƌŵŝŶĂƚŝŽŶĂƐƚŽƚŚĞƉŽƌƚŝŽŶƐŽĨƚĂƐŬƐĐŽŵƉůĞƚĞĚ
ĂŶĚƚŚĞĐŽŵƉĞŶƐĂƚŝŽŶƚŽďĞŵĂĚĞ͘
Nov. 12, 2024 Item #2 Page 276 of 680
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W^ϮϱͲϯϱϰϵ
WĂŐĞϴ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
Ϯϰ͘ Ks EEd^'/E^dKEd/E' Ed& ^
ŽŶƚƌĂĐƚŽƌǁĂƌƌĂŶƚƐƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐŶŽƚĞŵƉůŽLJĞĚŽƌƌĞƚĂŝŶĞĚĂŶLJĐŽŵƉĂŶLJŽƌƉĞƌƐŽŶ͕ŽƚŚĞƌƚŚĂŶĂ
ďŽŶĂĨŝĚĞĞŵƉůŽLJĞĞǁŽƌŬŝŶŐĨŽƌŽŶƚƌĂĐƚŽƌ͕ƚŽƐŽůŝĐŝƚŽƌƐĞĐƵƌĞƚŚŝƐŐƌĞĞŵĞŶƚ͕ĂŶĚƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐ
ŶŽƚƉĂŝĚŽƌĂŐƌĞĞĚƚŽƉĂLJĂŶLJĐŽŵƉĂŶLJŽƌƉĞƌƐŽŶ͕ŽƚŚĞƌƚŚĂŶĂďŽŶĂĨŝĚĞĞŵƉůŽLJĞĞ͕ĂŶLJĨĞĞ͕ĐŽŵŵŝƐƐŝŽŶ͕
ƉĞƌĐĞŶƚĂŐĞ͕ďƌŽŬĞƌĂŐĞĨĞĞ͕ŐŝĨƚ͕ŽƌĂŶLJŽƚŚĞƌĐŽŶƐŝĚĞƌĂƚŝŽŶĐŽŶƚŝŶŐĞŶƚƵƉŽŶ͕ŽƌƌĞƐƵůƚŝŶŐĨƌŽŵ͕ƚŚĞĂǁĂƌĚ
ŽƌŵĂŬŝŶŐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘&ŽƌďƌĞĂĐŚŽƌǀŝŽůĂƚŝŽŶŽĨƚŚŝƐǁĂƌƌĂŶƚLJ͕ŝƚLJǁŝůůŚĂǀĞƚŚĞƌŝŐŚƚƚŽĂŶŶƵůƚŚŝƐ
ŐƌĞĞŵĞŶƚǁŝƚŚŽƵƚůŝĂďŝůŝƚLJ͕Žƌ͕ŝŶŝƚƐĚŝƐĐƌĞƚŝŽŶ͕ƚŽĚĞĚƵĐƚĨƌŽŵƚŚĞŐƌĞĞŵĞŶƚƉƌŝĐĞŽƌĐŽŶƐŝĚĞƌĂƚŝŽŶ͕Žƌ
ŽƚŚĞƌǁŝƐĞƌĞĐŽǀĞƌ͕ƚŚĞĨƵůůĂŵŽƵŶƚŽĨƚŚĞĨĞĞ͕ĐŽŵŵŝƐƐŝŽŶ͕ƉĞƌĐĞŶƚĂŐĞ͕ďƌŽŬĞƌĂŐĞĨĞĞƐ͕ŐŝĨƚ͕ŽƌĐŽŶƚŝŶŐĞŶƚ
ĨĞĞ͘
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LJƐŝŐŶŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͕ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŚĂƚĂŶLJŐƌĞĞŵĞŶƚĐůĂŝŵƐƵďŵŝƚƚĞĚƚŽŝƚLJŵƵƐƚďĞ
ĂƐƐĞƌƚĞĚĂƐƉĂƌƚŽĨƚŚĞŐƌĞĞŵĞŶƚƉƌŽĐĞƐƐĂƐƐĞƚĨŽƌƚŚŝŶƚŚŝƐŐƌĞĞŵĞŶƚĂŶĚŶŽƚŝŶĂŶƚŝĐŝƉĂƚŝŽŶŽĨ
ůŝƚŝŐĂƚŝŽŶŽƌŝŶĐŽŶũƵŶĐƚŝŽŶǁŝƚŚůŝƚŝŐĂƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚŝĨĂĨĂůƐĞĐůĂŝŵŝƐƐƵďŵŝƚƚĞĚƚŽ
ŝƚLJ͕ŝƚŵĂLJďĞĐŽŶƐŝĚĞƌĞĚĨƌĂƵĚĂŶĚŽŶƚƌĂĐƚŽƌŵĂLJďĞƐƵďũĞĐƚƚŽĐƌŝŵŝŶĂůƉƌŽƐĞĐƵƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌ
ĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚĂůŝĨŽƌŶŝĂ'ŽǀĞƌŶŵĞŶƚŽĚĞƐĞĐƚŝŽŶƐϭϮϲϱϬĞƚƐĞƋ͕͘ƚŚĞ&ĂůƐĞůĂŝŵƐĐƚĂƉƉůŝĞƐƚŽƚŚŝƐ
ŐƌĞĞŵĞŶƚĂŶĚ͕ƉƌŽǀŝĚĞƐĨŽƌĐŝǀŝůƉĞŶĂůƚŝĞƐǁŚĞƌĞĂƉĞƌƐŽŶŬŶŽǁŝŶŐůLJƐƵďŵŝƚƐĂĨĂůƐĞĐůĂŝŵƚŽĂƉƵďůŝĐ
ĞŶƚŝƚLJ͘dŚĞƐĞƉƌŽǀŝƐŝŽŶƐŝŶĐůƵĚĞĨĂůƐĞĐůĂŝŵƐŵĂĚĞǁŝƚŚĚĞůŝďĞƌĂƚĞŝŐŶŽƌĂŶĐĞŽĨƚŚĞĨĂůƐĞŝŶĨŽƌŵĂƚŝŽŶŽƌŝŶ
ƌĞĐŬůĞƐƐĚŝƐƌĞŐĂƌĚŽĨƚŚĞƚƌƵƚŚŽƌĨĂůƐŝƚLJŽĨŝŶĨŽƌŵĂƚŝŽŶ͘/ĨŝƚLJƐĞĞŬƐƚŽƌĞĐŽǀĞƌƉĞŶĂůƚŝĞƐƉƵƌƐƵĂŶƚƚŽƚŚĞ
&ĂůƐĞ ůĂŝŵƐ Đƚ͕ ŝƚ ŝƐ ĞŶƚŝƚůĞĚ ƚŽ ƌĞĐŽǀĞƌ ŝƚƐ ůŝƚŝŐĂƚŝŽŶ ĐŽƐƚƐ͕ ŝŶĐůƵĚŝŶŐ ĂƚƚŽƌŶĞLJΖƐ ĨĞĞƐ͘ ŽŶƚƌĂĐƚŽƌ
ĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚƚŚĞĨŝůŝŶŐŽĨĂĨĂůƐĞĐůĂŝŵŵĂLJƐƵďũĞĐƚŽŶƚƌĂĐƚŽƌƚŽĂŶĂĚŵŝŶŝƐƚƌĂƚŝǀĞĚĞďĂƌŵĞŶƚ
ƉƌŽĐĞĞĚŝŶŐĂƐƚŚĞƌĞƐƵůƚŽĨǁŚŝĐŚŽŶƚƌĂĐƚŽƌŵĂLJďĞƉƌĞǀĞŶƚĞĚƚŽĂĐƚĂƐĂŽŶƚƌĂĐƚŽƌŽŶĂŶLJƉƵďůŝĐǁŽƌŬ
ŽƌŝŵƉƌŽǀĞŵĞŶƚĨŽƌĂƉĞƌŝŽĚŽĨƵƉƚŽĨŝǀĞ;ϱͿLJĞĂƌƐ͘ŽŶƚƌĂĐƚŽƌĂĐŬŶŽǁůĞĚŐĞƐĚĞďĂƌŵĞŶƚďLJĂŶŽƚŚĞƌ
ũƵƌŝƐĚŝĐƚŝŽŶŝƐŐƌŽƵŶĚƐĨŽƌŝƚLJƚŽƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚ͘
Ϯϲ͘ :hZ/^/d/KE^Es Eh
dŚŝƐŐƌĞĞŵĞŶƚƐŚĂůůďĞŝŶƚĞƌƉƌĞƚĞĚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞůĂǁƐŽĨƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͘ŶLJĂĐƚŝŽŶĂƚ
ůĂǁŽƌŝŶĞƋƵŝƚLJďƌŽƵŐŚƚďLJĞŝƚŚĞƌŽĨƚŚĞƉĂƌƚŝĞƐĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨĞŶĨŽƌĐŝŶŐĂƌŝŐŚƚŽƌƌŝŐŚƚƐƉƌŽǀŝĚĞĚĨŽƌ
ďLJƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞƚƌŝĞĚŝŶĂĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƚŝŽŶŝŶƚŚĞŽƵŶƚLJŽĨ^ĂŶŝĞŐŽ͕^ƚĂƚĞŽĨ
ĂůŝĨŽƌŶŝĂ͕ĂŶĚƚŚĞƉĂƌƚŝĞƐǁĂŝǀĞĂůůƉƌŽǀŝƐŝŽŶƐŽĨůĂǁƉƌŽǀŝĚŝŶŐĨŽƌĂĐŚĂŶŐĞŽĨǀĞŶƵĞŝŶƚŚĞƐĞƉƌŽĐĞĞĚŝŶŐƐ
ƚŽĂŶLJŽƚŚĞƌĐŽƵŶƚLJ͘
Ϯϳ͘ ^h ^^KZ^E^^/'E^
/ƚŝƐŵƵƚƵĂůůLJƵŶĚĞƌƐƚŽŽĚĂŶĚĂŐƌĞĞĚƚŚĂƚƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞďŝŶĚŝŶŐƵƉŽŶŝƚLJĂŶĚŽŶƚƌĂĐƚŽƌĂŶĚ
ƚŚĞŝƌƌĞƐƉĞĐƚŝǀĞƐƵĐĐĞƐƐŽƌƐ͘EĞŝƚŚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŶŽƌĂŶLJƉĂƌƚŽĨŝƚŶŽƌĂŶLJŵŽŶŝĞƐĚƵĞŽƌƚŽďĞĐŽŵĞ
ĚƵĞƵŶĚĞƌŝƚŵĂLJďĞĂƐƐŝŐŶĞĚ ďLJŽŶƚƌĂĐƚŽƌǁŝƚŚŽƵƚƚŚĞ ƉƌŝŽƌ ĐŽŶƐĞŶƚŽĨŝƚLJ͕ ǁŚŝĐŚ ƐŚĂůůŶŽƚďĞ
ƵŶƌĞĂƐŽŶĂďůLJǁŝƚŚŚĞůĚ͘
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EŽƚŚŝŶŐŝŶƚŚŝƐŐƌĞĞŵĞŶƚƐŚŽƵůĚďĞĐŽŶƐƚƌƵĞĚƚŽŐŝǀĞĂŶLJƌŝŐŚƚƐŽƌďĞŶĞĨŝƚƐƚŽĂŶLJƉĂƌƚLJŽƚŚĞƌƚŚĂŶƚŚĞ
ŝƚLJĂŶĚŽŶƚƌĂĐƚŽƌ͘
Ϯϵ͘ Ed/Z 'Z D Ed
dŚŝƐŐƌĞĞŵĞŶƚ͕ƚŽŐĞƚŚĞƌǁŝƚŚĂŶLJŽƚŚĞƌǁƌŝƚƚĞŶĚŽĐƵŵĞŶƚƌĞĨĞƌƌĞĚƚŽŽƌĐŽŶƚĞŵƉůĂƚĞĚďLJŝƚ͕ĂůŽŶŐǁŝƚŚ
ƚŚĞ ƉƵƌĐŚĂƐĞ ŽƌĚĞƌ ĨŽƌ ƚŚŝƐ ŐƌĞĞŵĞŶƚ ĂŶĚ ŝƚƐ ƉƌŽǀŝƐŝŽŶƐ͕ ĞŵďŽĚLJ ƚŚĞ ĞŶƚŝƌĞ ŐƌĞĞŵĞŶƚ ĂŶĚ
ƵŶĚĞƌƐƚĂŶĚŝŶŐďĞƚǁĞĞŶƚŚĞƉĂƌƚŝĞƐƌĞůĂƚŝŶŐƚŽƚŚĞƐƵďũĞĐƚŵĂƚƚĞƌŽĨŝƚ͘/ŶĐĂƐĞŽĨĐŽŶĨůŝĐƚ͕ƚŚĞƚĞƌŵƐŽĨƚŚĞ
ŐƌĞĞŵĞŶƚƐƵƉĞƌƐĞĚĞƚŚĞƉƵƌĐŚĂƐĞŽƌĚĞƌ͘EĞŝƚŚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŶŽƌĂŶLJŽĨŝƚƐƉƌŽǀŝƐŝŽŶƐŵĂLJďĞ
ĂŵĞŶĚĞĚ͕ŵŽĚŝĨŝĞĚ͕ǁĂŝǀĞĚŽƌĚŝƐĐŚĂƌŐĞĚĞdžĐĞƉƚŝŶĂǁƌŝƚŝŶŐƐŝŐŶĞĚďLJďŽƚŚƉĂƌƚŝĞƐ͘dŚŝƐŐƌĞĞŵĞŶƚŵĂLJ
ďĞĞdžĞĐƵƚĞĚŝŶĐŽƵŶƚĞƌƉĂƌƚƐ͘
Nov. 12, 2024 Item #2 Page 277 of 680
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Nov. 12, 2024 Item #2 Page 280 of 680
ATTACHMENT B –MASTER SERVICES AGREEMENT RATE SCHEDULE (EXAMPLE)
Prices valid through Term of Agreement
STAFF
NAME TITLE HOURLY RATE
1. $ϯϲϬ
2. $ϯϮϰ
3. $Ϯϲϲ
4.
5.
9.
10.
SUB-CONSULTANTS
NAME/FIRM TITLE HOURLY RATE
1.
2.
3.
9.
10.
EXPENSES
DESCRIPTION COST % MARKUP
1.
2.
3.
4.
RFQ24-3430CA
REQUEST FOR QUALIFICATIONS-
MASTER SERVICES AGREMENT FOR CONSULTANTS
22 DUE DATE 6/12/2024
2:00 PM PST
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Nov. 12, 2024 Item #2 Page 281 of 680
ATTACHMENT T
PSA25-3550CA
Page 2 City Attorney Approved Version 5/22/2024
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed three hundred
thousand dollars ($300,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
dynamic by improving information flow, reducing non-productive activities, reducing rework and
Nov. 12, 2024 Item #2 Page 283 of 680
ATTACHMENT T
PSA25-3550CA
Page 3 City Attorney Approved Version 5/22/2024
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
Nothing contained in this Agreement will create any contractual relationship between any subcontractor
Nov. 12, 2024 Item #2 Page 284 of 680
ATTACHMENT T
PSA25-3550CA
Page 4 City Attorney Approved Version 5/22/2024
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
Nov. 12, 2024 Item #2 Page 285 of 680
ATTACHMENT T
PSA25-3550CA
Page 5 City Attorney Approved Version 5/22/2024
13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
Nov. 12, 2024 Item #2 Page 286 of 680
ATTACHMENT T
PSA25-3550CA
Page 6 City Attorney Approved Version 5/22/2024
14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Nov. 12, 2024 Item #2 Page 287 of 680
ATTACHMENT T
PSA25-3550CA
Page 7 City Attorney Approved Version 5/22/2024
Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
Nov. 12, 2024 Item #2 Page 288 of 680
ATTACHMENT T
PSA25-3550CA
Page 8 City Attorney Approved Version 5/22/2024
percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
Nov. 12, 2024 Item #2 Page 289 of 680
ATTACHMENT T
PSA25-3550CA
Page 9 City Attorney Approved Version 5/22/2024
and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
Nov. 12, 2024 Item #2 Page 290 of 680
ATTACHMENT T
PSA25-3550CA
Page 11 City Attorney Approved Version 5/22/2024
EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of financial services tasks as outlined in individual Project Task Description & Fee
Allotments (PTD&FA) related to the following:
A. Assessment Apportionments.
B. Economic Analysis.
C. Feasibility Studies.
D. Grant and Loan Writing.
E. Grant and Loan Reimbursement/Submission Support.
F. Rate Studies/Cost of Service/Connection Fees/Other Fees.
G. Reimbursement Payment Request Audits.
H. Special District Formation Studies/ Engineering Reports.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 292 of 680
ZĂƚĞƐĂƌĞŝŶĞĨĨĞĐƚƵŶƚŝůĞĐĞŵďĞƌϯϭ͕ϮϬϮϰĂŶĚĂƌĞƐƵďũĞĐƚƚŽĂŶŶƵĂůƌĞǀŝƐŝŽŶƚŚĞƌĞĂĨƚĞƌ͘
Zd ^, h> ,ŽĐŚŽŶƐƵůƚŝŶŐ
ϴϬϰWŝĞƌsŝĞǁtĂLJ͕^ƵŝƚĞϭϬϬ
KĐĞĂŶƐŝĚĞ͕ϵϮϬϱϰ
;ƚĞů͘ͿϴϱϴͲϰϯϭͲϵϳϲϳ
ǁǁǁ͘ŚŽĐŚĐŽŶƐƵůƚŝŶŐ͘ĐŽŵ
,ŽĐŚŽŶƐƵůƚŝŶŐZĂƚĞ^ĐŚĞĚƵůĞʹĚũƵƐƚĞĚĨŽƌ&KϭϬͬϬϳͬϮϬϮϰ
ŝƚLJŽĨĂƌůƐďĂĚD^ĨŽƌŽŶƐƵůƚĂŶƚƐEŽ͘Z&YϮϰͲϯϰϯϬ
ŝƐĐŝƉůŝŶĞƐϳʹ&ŝŶĂŶĐŝĂů^ĞƌǀŝĐĞƐ
ŝƐĐŝƉůŝŶĞϭϯʹtĂƚĞƌĂŶĚZĞĐLJĐůĞĚtĂƚĞƌWůĂŶŶŝŶŐ
dŝƚůĞ ŝůůŝŶŐZĂƚĞ;ΨͬŚƌͿ
WƌĞƐŝĚĞŶƚ͗ ΨϮϮϴ͘ϬϬͬŚƌ
ŝƌĞĐƚŽƌŽĨ ŶŐŝŶĞĞƌŝŶŐ͗ ΨϮϯϮ͘ϳϱͬŚƌ
WƌŝŶĐŝƉĂů ŶŐŝŶĞĞƌ͗ ΨϮϮϯ͘ϮϱͬŚƌ
^ĞŶŝŽƌWƌŽũĞĐƚ ŶŐŝŶĞĞƌ͗ Ψϭϵϵ͘ϱϬͬŚƌ
WƌŽũĞĐƚ ŶŐŝŶĞĞƌ͗ Ψϭϳϱ͘ϳϱͬŚƌ
ƐƐŽĐŝĂƚĞ ŶŐŝŶĞĞƌ͗ Ψϭϱϲ͘ϳϱͬŚƌ
^ƚĂĨĨ ŶŐŝŶĞĞƌ͗ ΨϭϮϴ͘ϮϱͬŚƌ
^ĞŶŝŽƌWƌŽũĞĐƚĞƐŝŐŶĞƌ͗ Ψϭϱϲ͘ϳϱͬŚƌ
WƌŽũĞĐƚĞƐŝŐŶĞƌ͗ Ψϭϲϭ͘ϱϬͬŚƌ
^ƚĂĨĨĞƐŝŐŶĞƌͬƌĂĨƚĞƌ͗ ΨϭϮϯ͘ϱϬͬŚƌ
^ƚĂĨĨĞƐŝŐŶĞƌͬƌĂĨƚĞƌ͗ Ψϭϯϯ͘ϬϬͬŚƌ
ŝƌĞĐƚŽƌŽĨŽŶƐƚƌƵĐƚŝŽŶ^ĞƌǀŝĐĞƐ͗ ΨϮϮϴ͘ϬϬͬŚƌ
WƌŝŶĐŝƉĂůŽŶƐƚƌƵĐƚŝŽŶDĂŶĂŐĞƌ͗ ΨϭϵϬ͘ϬϬͬŚƌ
^ĞŶŝŽƌŽŶƐƚƌƵĐƚŝŽŶDĂŶĂŐĞƌ͗ Ψϭϲϲ͘ϮϱͬŚƌ
ŽŶƐƚƌƵĐƚŝŽŶDĂŶĂŐĞƌ͗ ΨϭϱϮ͘ϬϬͬŚƌ
^ƚĂĨĨŽŶƐƚƌƵĐƚŝŽŶDĂŶĂŐĞƌ͗ Ψϭϯϳ͘ϳϱͬŚƌ
WƌĞǀĂŝůŝŶŐtĂŐĞ/ŶƐƉĞĐƚŽƌ͗ Ψϭϱϲ͘ϳϱͬŚƌ
^ĞŶŝŽƌŽŶƐƚƌƵĐƚŝŽŶ/ŶƐƉĞĐƚŽƌ͗ ΨϭϰϮ͘ϱϬͬŚƌ
ŽŶƐƚƌƵĐƚŝŽŶ/ŶƐƉĞĐƚŽƌ͗ Ψϭϯϯ͘ϬϬͬŚƌ
^ƚĂĨĨŽŶƐƚƌƵĐƚŝŽŶ/ŶƐƉĞĐƚŽƌ͗ ΨϭϮϯ͘ϱϬͬŚƌ
>ĂďŽƌŽŵƉůŝĂŶĐĞDĂŶĂŐĞƌ͗ Ψϭϭϰ͘ϬϬͬŚƌ
>ĂďŽƌŽŵƉůŝĂŶĐĞŶĂůLJƐƚ͗ Ψϴϱ͘ϱϬͬŚƌ
ŝƌĞĐƚŽƌŽĨtĂƚĞƌZĞƐŽƵƌĐĞƐ͗ ΨϮϮϴ͘ϬϬͬŚƌ
WƌŝŶĐŝƉĂůtĂƚĞƌZĞƐŽƵƌĐĞ^ƉĞĐŝĂůŝƐƚ͗ ΨϮϮϯ͘ϮϱͬŚƌ
^ĞŶŝŽƌtĂƚĞƌZĞƐŽƵƌĐĞ^ƉĞĐŝĂůŝƐƚ͗ ΨϭϴϬ͘ϱϬͬŚƌ
tĂƚĞƌZĞƐŽƵƌĐĞ^ƉĞĐŝĂůŝƐƚ͗ Ψϭϲϭ͘ϱϬͬŚƌ
^ĞŶŝŽƌ'/^ŶĂůLJƐƚ͗ ΨϭϱϮ͘ϬϬͬŚƌ
ŶǀŝƌŽŶŵĞŶƚĂůŽŵƉůŝĂŶĐĞ^ƉĞĐŝĂůŝƐƚ͗ Ψϭϭϰ͘ϬϬͬŚƌ
^ĞŶŝŽƌ^ĐŚĞĚƵůĞƌ͗ ΨϭϮϴ͘ϮϱͬŚƌ
^ĞŶŝŽƌĚŵŝŶŝƐƚƌĂƚŝǀĞƐƐŝƐƚĂŶƚ͗ Ψϭϭϴ͘ϳϱͬŚƌ
ĚŵŝŶŝƐƚƌĂƚŝǀĞƐƐŝƐƚĂŶƚ͗ Ψϴϱ͘ϱϬͬŚƌ
ŵďĂƐƐĂĚŽƌ͗ Ψϭϴϱ͘ϮϱͬŚƌ
Nov. 12, 2024 Item #2 Page 293 of 680
W^ϮϱͲϯϱϱϰ
WĂŐĞϮ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
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ĂƐĂƵƚŚŽƌŝnjĞĚďLJƚŚĞŝƚLJDĂŶĂŐĞƌ;͞ŝƌĞĐƚŽƌ͟Ϳ͘dŚĞŝƚLJDĂŶĂŐĞƌŽƌŝƌĞĐƚŽƌǁŝůůŐŝǀĞĂůůŽǁĂŶĐĞĨŽƌ
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ĞǀĞŶƚƐŚĂůůĂƐƉĞĐŝĨŝĐdĂƐŬĞƐĐƌŝƉƚŝŽŶĞdžĐĞĞĚƚŚĞƚĞƌŵŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϱ͘ KDW E^d/KE
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ƚŚŽƵƐĂŶĚ ĚŽůůĂƌƐ;ΨϱϬϬ͕ϬϬϬͿ͘ &ĞĞƐ ǁŝůů ďĞ ƉĂŝĚ ŽŶ Ă ƉƌŽũĞĐƚͲďLJͲƉƌŽũĞĐƚ ďĂƐŝƐ ĂŶĚǁŝůůďĞďĂƐĞĚŽŶ
ŽŶƚƌĂĐƚŽƌ͛Ɛ ^ĐŚĞĚƵůĞ ŽĨ ZĂƚĞƐ ƐƉĞĐŝĨŝĞĚ ŝŶ džŚŝďŝƚ ͘͟͞ WƌŝŽƌƚŽ ŝŶŝƚŝĂƚŝŽŶ ŽĨ ĂŶLJ ƉƌŽũĞĐƚ ǁŽƌŬ ďLJ
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ĐŽŶƐŝĚĞƌĞĚĂŶĚĂƐƚĂƚĞŵĞŶƚŽĨŽŶƚƌĂĐƚŽƌΖƐĨĞĞƚŽĐŽŵƉůĞƚĞƚŚĞƉƌŽũĞĐƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞƐƉĞĐŝĨŝĞĚ
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ĐŽŵďŝŶĂƚŝŽŶƚŚĞƌĞŽĨ͘
/ĨƚŚĞŝƚLJŽƌDtĞůĞĐƚƚŽĞdžƚĞŶĚƚŚĞƚĞƌŵŽĨƚŚĞDĂƐƚĞƌ^ĞƌǀŝĐĞƐŐƌĞĞŵĞŶƚ͕ĂĚũƵƐƚŵĞŶƚƐƚŽƚŚĞƌĂƚĞ
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ĂŶŶŝǀĞƌƐĂƌLJŽĨƚŚĞŐƌĞĞŵĞŶƚĞĨĨĞĐƚŝǀĞĚĂƚĞĂĨƚĞƌƚŚĞŝŶŝƚŝĂůƚŚƌĞĞͲLJĞĂƌƚĞƌŵ͘ŶŝŶĐƌĞĂƐĞƚŽƚŚĞƌĂƚĞ
ƐĐŚĞĚƵůĞǁŝůůďĞĐĂůĐƵůĂƚĞĚďĂƐĞĚŽŶƚŚĞƉƌŽĐĞĞĚŝŶŐϭϮͲŵŽŶƚŚƉĞƌĐĞŶƚĂŐĞĐŚĂŶŐĞŝŶƚŚĞŽŶƐƵŵĞƌWƌŝĐĞ
/ŶĚĞdž͕^ĂŶŝĞŐŽƌĞĂ͕ĨŽƌůůhƌďĂŶƵƐƚŽŵĞƌƐ;W/ͲhͿ͕ĂƐƌĞƉŽƌƚĞĚďLJƚŚĞƵƌĞĂƵŽĨ>ĂďŽƌ^ƚĂƚŝƐƚŝĐƐŽƌ
ϱ͘Ϭй͕ǁŚŝĐŚĞǀĞƌŝƐůŽǁĞƌ͘/ĨƚŚĞW/ͲhŝƐĂŶĞŐĂƚŝǀĞŶƵŵďĞƌ͕ƚŚĞŶƚŚĞƌĂƚĞƐĐŚĞĚƵůĞǁŝůůŶŽƚďĞĂĚũƵƐƚĞĚ
ĨŽƌƚŚĂƚLJĞĂƌ͘dŚĞŽŶƚƌĂĐƚŽƌŵƵƐƚƐƵďŵŝƚĂƌĞƋƵĞƐƚĂŶĚũƵƐƚŝĨŝĐĂƚŝŽŶƚŽŝŶĐƌĞĂƐĞƚŚĞƌĂƚĞƐĐŚĞĚƵůĞĂƚůĞĂƐƚ
ƐŝdžƚLJĚĂLJƐƉƌŝŽƌƚŽƚŚĞĂŶŶŝǀĞƌƐĂƌLJŽĨƚŚĞĞĨĨĞĐƚŝǀĞĚĂƚĞ͕ĂƐƐƵŵŝŶŐƚŚĞŝƚLJŽƌDtŽƉƚƚŽĞdžƚĞŶĚƚŚĞ
DĂƐƚĞƌ ^ĞƌǀŝĐĞƐ ŐƌĞĞŵĞŶƚ͘ dŚĞ ũƵƐƚŝĨŝĐĂƚŝŽŶ ĂĐĐŽŵƉĂŶLJŝŶŐ ƚŚĞ ǁƌŝƚƚĞŶ ƌĞƋƵĞƐƚ ƐŚŽƵůĚ ĚĞƚĂŝů ƚŚĞ
ƌĂƚŝŽŶĂůĞĨŽƌƚŚĞƌĞƋƵĞƐƚĞĚĂĚũƵƐƚŵĞŶƚ͕ĂŶĚƚŚĞƌĞƋƵĞƐƚĞĚĂĚũƵƐƚŵĞŶƚĂŵŽƵŶƚ͕ƐƵƉƉŽƌƚĞĚďLJƌĞůĞǀĂŶƚ
ĚŽĐƵŵĞŶƚĂƚŝŽŶ;Ğ͘Ő͕͘W/ͲhŽƌϱ͘Ϭй͕ǁŚŝĐŚĞǀĞƌŝƐůĞƐƐͿ͘ƉƉƌŽǀĂůŽĨƌĂƚĞƐĐŚĞĚƵůĞŝŶĐƌĞĂƐĞďLJƚŚĞŝƚLJŽƌ
DtŵƵƐƚďĞĚŽĐƵŵĞŶƚĞĚŝŶĂŶĂŵĞŶĚŵĞŶƚƚŽƚŚĞŐƌĞĞŵĞŶƚ͘
ϲ͘ WZ s/>/E't' Zd ^
ŶLJĐŽŶƐƚƌƵĐƚŝŽŶ͕ĂůƚĞƌĂƚŝŽŶ͕ĚĞŵŽůŝƚŝŽŶ͕ƌĞƉĂŝƌ͕ĂŶĚŵĂŝŶƚĞŶĂŶĐĞǁŽƌŬ͕ŝŶĐůƵĚŝŶŐǁŽƌŬƉĞƌĨŽƌŵĞĚĚƵƌŝŶŐ
ĚĞƐŝŐŶĂŶĚƉƌĞĐŽŶƐƚƌƵĐƚŝŽŶƐƵĐŚĂƐŝŶƐƉĞĐƚŝŽŶĂŶĚůĂŶĚƐƵƌǀĞLJŝŶŐǁŽƌŬ͕ĐƵŵƵůĂƚŝǀĞůLJĞdžĐĞĞĚŝŶŐΨϭ͕ϬϬϬ
ĂŶĚƉĞƌĨŽƌŵĞĚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞƐƵďũĞĐƚƚŽƐƚĂƚĞƉƌĞǀĂŝůŝŶŐǁĂŐĞůĂǁƐ͘dŚĞŐĞŶĞƌĂůƉƌĞǀĂŝůŝŶŐ
ƌĂƚĞŽĨǁĂŐĞƐ͕ĨŽƌĞĂĐŚĐƌĂĨƚŽƌƚLJƉĞ ŽĨǁŽƌŬĞƌŶĞĞĚĞĚ ƚŽ ĞdžĞĐƵƚĞƚŚĞĐŽŶƚƌĂĐƚ͕ ƐŚĂůů ďĞƚŚŽƐĞĂƐ
ĚĞƚĞƌŵŝŶĞĚďLJƚŚĞŝƌĞĐƚŽƌŽĨ/ŶĚƵƐƚƌŝĂůZĞůĂƚŝŽŶƐƉƵƌƐƵĂŶƚƚŽƚŚĞ^ĞĐƚŝŽŶϭϳϳϬ͕ϭϳϳϯĂŶĚϭϳϳϯ͘ϭŽĨƚŚĞ
ĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͘WƵƌƐƵĂŶƚƚŽ^ĞĐƚŝŽŶϭϳϳϯ͘ϮŽĨƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌĐŽĚĞ͕ĂĐƵƌƌĞŶƚĐŽƉLJŽĨĂƉƉůŝĐĂďůĞ
ǁĂŐĞƌĂƚĞƐŝƐŽŶĨŝůĞŝŶƚŚĞŽĨĨŝĐĞŽĨƚŚĞŝƚLJ ŶŐŝŶĞĞƌ͘ŽŶƚƌĂĐƚŽƌƐŚĂůůŶŽƚƉĂLJůĞƐƐƚŚĂŶƚŚĞƐĂŝĚƐƉĞĐŝĨŝĞĚ
ƉƌĞǀĂŝůŝŶŐƌĂƚĞƐŽĨǁĂŐĞƐƚŽĂůůƐƵĐŚǁŽƌŬĞƌƐĞŵƉůŽLJĞĚďLJŚŝŵŽƌŚĞƌŝŶƚŚĞĞdžĞĐƵƚŝŽŶŽĨƚŚĞŐƌĞĞŵĞŶƚ͘
ŽŶƚƌĂĐƚŽƌĂŶĚĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌƐƐŚĂůůĐŽŵƉůLJǁŝƚŚ^ĞĐƚŝŽŶϭϳϳϲŽĨƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͕ǁŚŝĐŚ
ŐĞŶĞƌĂůůLJƌĞƋƵŝƌĞƐŬĞĞƉŝŶŐĂĐĐƵƌĂƚĞƉĂLJƌŽůůƌĞĐŽƌĚƐ͕ǀĞƌŝĨLJŝŶŐĂŶĚĐĞƌƚŝĨLJŝŶŐƉĂLJƌŽůůƌĞĐŽƌĚƐ͕ĂŶĚŵĂŬŝŶŐ
ƚŚĞŵĂǀĂŝůĂďůĞĨŽƌŝŶƐƉĞĐƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌƐŚĂůůƌĞƋƵŝƌĞĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌƐƚŽĐŽŵƉůLJǁŝƚŚ^ĞĐƚŝŽŶϭϳϳϲ͘
ϳ͘ KE^dZhd/KEDE' D Ed^K&dtZ
WƌŽĐŽƌĞWƌŽũĞĐƚDĂŶĂŐĞŵĞŶƚĂŶĚŽůůĂďŽƌĂƚŝŽŶ^LJƐƚĞŵ͘dŚŝƐƉƌŽũĞĐƚŵĂLJƵƚŝůŝnjĞƚŚĞKǁŶĞƌ͛ƐWƌŽĐŽƌĞ
;ǁǁǁ͘ƉƌŽĐŽƌĞ͘ĐŽŵͿŽŶůŝŶĞƉƌŽũĞĐƚŵĂŶĂŐĞŵĞŶƚĂŶĚĚŽĐƵŵĞŶƚĐŽŶƚƌŽůƉůĂƚĨŽƌŵ͘dŚĞŝŶƚĞŶƚŽĨƵƚŝůŝnjŝŶŐ
WƌŽĐŽƌĞŝƐƚŽƌĞĚƵĐĞĐŽƐƚĂŶĚƐĐŚĞĚƵůĞƌŝƐŬ͕ŝŵƉƌŽǀĞƋƵĂůŝƚLJĂŶĚƐĂĨĞƚLJ͕ĂŶĚŵĂŝŶƚĂŝŶĂŚĞĂůƚŚLJƚĞĂŵ
Nov. 12, 2024 Item #2 Page 295 of 680
W^ϮϱͲϯϱϱϰ
WĂŐĞϯ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ĚLJŶĂŵŝĐ ďLJ ŝŵƉƌŽǀŝŶŐ ŝŶĨŽƌŵĂƚŝŽŶ ĨůŽǁ͕ ƌĞĚƵĐŝŶŐ ŶŽŶͲƉƌŽĚƵĐƚŝǀĞĂĐƚŝǀŝƚŝĞƐ͕ ƌĞĚƵĐŝŶŐ ƌĞǁŽƌŬ ĂŶĚ
ĚĞĐƌĞĂƐŝŶŐ ƚƵƌŶĂƌŽƵŶĚ ƚŝŵĞƐ͘ dŚĞ ŽŶƚƌĂĐƚŽƌ ŝƐ ƌĞƋƵŝƌĞĚ ƚŽ ĐƌĞĂƚĞ Ă ĨƌĞĞ ǁĞďͲďĂƐĞĚ WƌŽĐŽƌĞ ƵƐĞƌ
ĂĐĐŽƵŶƚ;ƐͿĂŶĚƵƚŝůŝnjĞǁĞďͲďĂƐĞĚƚƌĂŝŶŝŶŐͬƚƵƚŽƌŝĂůƐ;ĂƐŶĞĞĚĞĚͿƚŽďĞĐŽŵĞĨĂŵŝůŝĂƌǁŝƚŚƚŚĞƐLJƐƚĞŵ͘
hŶůĞƐƐƚŚĞ ŶŐŝŶĞĞƌĂƉƉƌŽǀĞƐŽƚŚĞƌǁŝƐĞ͕ƚŚĞŽŶƚƌĂĐƚŽƌƐŚĂůůƉƌŽĐĞƐƐĂůůƉƌŽũĞĐƚĚŽĐƵŵĞŶƚƐƚŚƌŽƵŐŚ
WƌŽĐŽƌĞďĞĐĂƵƐĞƚŚŝƐƉůĂƚĨŽƌŵǁŝůůďĞƵƐĞĚƚŽƐƵďŵŝƚ͕ƚƌĂĐŬ͕ĚŝƐƚƌŝďƵƚĞĂŶĚĐŽůůĂďŽƌĂƚĞŽŶƉƌŽũĞĐƚ͘/Ĩ
ƵŶĨĂŵŝůŝĂƌ Žƌ ŶŽƚ ŽƚŚĞƌǁŝƐĞ ƚƌĂŝŶĞĚ ǁŝƚŚ WƌŽĐŽƌĞ͕ ŽŶƚƌĂĐƚŽƌ ĂŶĚ ĂƉƉůŝĐĂďůĞ ƚĞĂŵ ŵĞŵďĞƌƐ ƐŚĂůů
ĐŽŵƉůĞƚĞĂĨƌĞĞƚƌĂŝŶŝŶŐĐĞƌƚŝĨŝĐĂƚŝŽŶĐŽƵƌƐĞůŽĐĂƚĞĚĂƚŚƚƚƉ͗ͬͬůĞĂƌŶ͘ƉƌŽĐŽƌĞ͘ĐŽŵͬƉƌŽĐŽƌĞͲĐĞƌƚŝĨŝĐĂƚŝŽŶͲ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͘dŚĞŽŶƚƌĂĐƚŽƌŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌĂƚƚĂŝŶŝŶŐƚŚĞŝƌŽǁŶWƌŽĐŽƌĞƐƵƉƉŽƌƚ͕ĂƐŶĞĞĚĞĚ͕ĞŝƚŚĞƌ
ƚŚƌŽƵŐŚƚŚĞŽŶůŝŶĞƚƌĂŝŶŝŶŐŽƌƌĞĂĐŚŝŶŐŽƵƚƚŽƚŚĞWƌŽĐŽƌĞƐƵƉƉŽƌƚƚĞĂŵ͘/ƚǁŝůůďĞƚŚĞƌĞƐƉŽŶƐŝďŝůŝƚLJŽĨƚŚĞ
ŽŶƚƌĂĐƚŽƌƚŽƌĞŐƵůĂƌůLJĐŚĞĐŬWƌŽĐŽƌĞĂŶĚƌĞǀŝĞǁƵƉĚĂƚĞĚĚŽĐƵŵĞŶƚƐĂƐƚŚĞLJĂƌĞĂĚĚĞĚ͘dŚĞƌĞǁŝůůďĞŶŽ
ĐŽƐƚƚŽƚŚĞŽŶƚƌĂĐƚŽƌĨŽƌƵƐĞŽĨWƌŽĐŽƌĞ͘
/ƚ ŝƐ ƌĞĐŽŵŵĞŶĚĞĚ ƚŚĂƚ ƚŚĞ ŽŶƚƌĂĐƚŽƌ ƉƌŽǀŝĚĞ ŵŽďŝůĞ ĂĐĐĞƐƐ ĨŽƌ tŝŶĚŽǁƐ͕ ŝK^ ůŽĐĂƚĞĚ Ăƚ
ŚƚƚƉƐ͗ͬͬĂƉƉƐ͘ĂƉƉůĞ͘ĐŽŵͬƵƐͬĂƉƉͬƉƌŽĐŽƌĞͲĐŽŶƐƚƌƵĐƚŝŽŶͲŵĂŶĂŐĞŵĞŶƚͬŝĚϯϳϰϵϯϬϱϰϮ Žƌ ŶĚƌŽŝĚ ĚĞǀŝĐĞƐ
ůŽĐĂƚĞĚĂƚŚƚƚƉƐ͗ͬͬƉůĂLJ͘ŐŽŽŐůĞ͘ĐŽŵͬƐƚŽƌĞͬĂƉƉƐͬĚĞƚĂŝůƐ͍ŝĚсĐŽŵ͘ƉƌŽĐŽƌĞ͘ĂĐƚŝǀŝƚŝĞƐǁŝƚŚƚŚĞWƌŽĐŽƌĞƉƉ
ŝŶƐƚĂůůĞĚ ƚŽ Ăƚ ůĞĂƐƚ ŽŶĞ ŽŶͲƐŝƚĞ ŝŶĚŝǀŝĚƵĂů ƚŽ ƉƌŽǀŝĚĞ ƌĞĂůͲƚŝŵĞ ĂĐĐĞƐƐ ƚŽ ĐƵƌƌĞŶƚ ƉŽƐƚĞĚ ĚƌĂǁŝŶŐƐ͕
ƐƉĞĐŝĨŝĐĂƚŝŽŶƐ͕Z&/Ɛ͕ƐƵďŵŝƚƚĂůƐ͕ƐĐŚĞĚƵůĞƐ͕ĐŚĂŶŐĞŽƌĚĞƌƐ͕ƉƌŽũĞĐƚĚŽĐƵŵĞŶƚƐ͕ĂƐǁĞůůĂƐĂŶLJĚĞĨŝĐŝĞŶƚ
ŽďƐĞƌǀĂƚŝŽŶƐŽƌƉƵŶĐŚůŝƐƚŝƚĞŵƐ͘WƌŽǀŝĚŝŶŐŵŽďŝůĞĂĐĐĞƐƐǁŝůůŝŵƉƌŽǀĞĐŽŵŵƵŶŝĐĂƚŝŽŶ͕ĞĨĨŝĐŝĞŶĐLJ͕ĂŶĚ
ƉƌŽĚƵĐƚŝǀŝƚLJĨŽƌĂůůƉĂƌƚŝĞƐ͘dŚĞƵƐĞŽĨWƌŽĐŽƌĞĨŽƌƉƌŽũĞĐƚŵĂŶĂŐĞŵĞŶƚĚŽĞƐŶŽƚƌĞůŝĞǀĞƚŚĞĐŽŶƚƌĂĐƚŽƌŽĨ
ĂŶLJŽƚŚĞƌƌĞƋƵŝƌĞŵĞŶƚƐĂƐŵĂLJďĞƐƉĞĐŝĨŝĞĚŝŶƚŚĞĐŽŶƚƌĂĐƚĚŽĐƵŵĞŶƚƐ͘
ϴ͘ ^ddh^K&KEdZdKZ
ŽŶƚƌĂĐƚŽƌǁŝůůƉĞƌĨŽƌŵƚŚĞ^ĞƌǀŝĐĞƐŝŶŽŶƚƌĂĐƚŽƌΖƐŽǁŶǁĂLJĂƐĂŶŝŶĚĞƉĞŶĚĞŶƚĐŽŶƚƌĂĐƚŽƌĂŶĚŝŶƉƵƌƐƵŝƚ
ŽĨŽŶƚƌĂĐƚŽƌΖƐŝŶĚĞƉĞŶĚĞŶƚĐĂůůŝŶŐ͕ĂŶĚŶŽƚĂƐĂŶĞŵƉůŽLJĞĞŽĨŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞƵŶĚĞƌĐŽŶƚƌŽůŽĨ
ŝƚLJŽŶůLJĂƐƚŽƚŚĞƌĞƐƵůƚƚŽďĞĂĐĐŽŵƉůŝƐŚĞĚ͕ďƵƚǁŝůůĐŽŶƐƵůƚǁŝƚŚŝƚLJĂƐŶĞĐĞƐƐĂƌLJ͘dŚĞƉĞƌƐŽŶƐƵƐĞĚďLJ
ŽŶƚƌĂĐƚŽƌƚŽƉƌŽǀŝĚĞƐĞƌǀŝĐĞƐƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůŶŽƚďĞĐŽŶƐŝĚĞƌĞĚĞŵƉůŽLJĞĞƐŽĨŝƚLJĨŽƌĂŶLJ
ƉƵƌƉŽƐĞƐ͘
dŚĞƉĂLJŵĞŶƚŵĂĚĞƚŽŽŶƚƌĂĐƚŽƌƉƵƌƐƵĂŶƚƚŽƚŚĞŐƌĞĞŵĞŶƚǁŝůůďĞƚŚĞĨƵůůĂŶĚĐŽŵƉůĞƚĞĐŽŵƉĞŶƐĂƚŝŽŶ
ƚŽǁŚŝĐŚŽŶƚƌĂĐƚŽƌŝƐĞŶƚŝƚůĞĚ͘ŝƚLJǁŝůůŶŽƚŵĂŬĞĂŶLJĨĞĚĞƌĂůŽƌƐƚĂƚĞƚĂdžǁŝƚŚŚŽůĚŝŶŐƐŽŶďĞŚĂůĨŽĨ
ŽŶƚƌĂĐƚŽƌŽƌŝƚƐĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐŽƌƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ŝƚLJǁŝůůŶŽƚďĞƌĞƋƵŝƌĞĚƚŽƉĂLJĂŶLJǁŽƌŬĞƌƐΖ
ĐŽŵƉĞŶƐĂƚŝŽŶŝŶƐƵƌĂŶĐĞŽƌƵŶĞŵƉůŽLJŵĞŶƚĐŽŶƚƌŝďƵƚŝŽŶƐŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌŽƌŝƚƐĞŵƉůŽLJĞĞƐŽƌ
ƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ ŽŶƚƌĂĐƚŽƌ ĂŐƌĞĞƐ ƚŽ ŝŶĚĞŵŶŝĨLJ ŝƚLJ ǁŝƚŚŝŶ ƚŚŝƌƚLJ ;ϯϬͿ ĚĂLJƐ ĨŽƌ ĂŶLJ ƚĂdž͕ ƌĞƚŝƌĞŵĞŶƚ
ĐŽŶƚƌŝďƵƚŝŽŶ͕ ƐŽĐŝĂů ƐĞĐƵƌŝƚLJ͕ ŽǀĞƌƚŝŵĞ ƉĂLJŵĞŶƚ͕ ƵŶĞŵƉůŽLJŵĞŶƚ ƉĂLJŵĞŶƚ Žƌ ǁŽƌŬĞƌƐΖ ĐŽŵƉĞŶƐĂƚŝŽŶ
ƉĂLJŵĞŶƚǁŚŝĐŚŝƚLJŵĂLJďĞƌĞƋƵŝƌĞĚƚŽŵĂŬĞŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌŽƌĂŶLJĂŐĞŶƚ͕ĞŵƉůŽLJĞĞ͕Žƌ
ƐƵďĐŽŶƚƌĂĐƚŽƌŽĨŽŶƚƌĂĐƚŽƌĨŽƌǁŽƌŬĚŽŶĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ƚƚŚĞŝƚLJ͛ƐĞůĞĐƚŝŽŶ͕ŝƚLJŵĂLJĚĞĚƵĐƚ
ƚŚĞŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶĂŵŽƵŶƚĨƌŽŵĂŶLJďĂůĂŶĐĞŽǁŝŶŐƚŽŽŶƚƌĂĐƚŽƌ͘
ϵ͘ KEdZdKZ s>hd/KE^
tŽƌŬƉĞƌĨŽƌŵĞĚƵŶĚĞƌƚŚŝƐDĂƐƚĞƌ^ĞƌǀŝĐĞƐŐƌĞĞŵĞŶƚŵĂLJďĞƐƵďũĞĐƚƚŽƚŚĞŝƚLJ͛ƐĐŽŶƚƌĂĐƚŽƌĞǀĂůƵĂƚŝŽŶ
ƉƌŽŐƌĂŵ͘ WƌŝŽƌ ƚŽ ƚŚĞ ƌĞůĞĂƐĞ ŽĨ ĂŶLJ ƚĂƐŬ ŽƌĚĞƌƐ͕ ƚŚĞ ŽŶƚƌĂĐƚŽƌ ǁŝůů ďĞ ŶŽƚŝĨŝĞĚ ŽĨ ƚŚĞ ƉƌŽŐƌĂŵ
ƌĞƋƵŝƌĞŵĞŶƚƐĂŶĚǁŝůůƌĞĐĞŝǀĞĂĐŽƉLJŽĨƚŚĞĞǀĂůƵĂƚŝŽŶĐƌŝƚĞƌŝĂĂŶĚƉƌŽĐĞƐƐ͘dŚĞŽŶƚƌĂĐƚŽƌ͛ƐƉĞƌĨŽƌŵĂŶĐĞ
ŵĂLJďĞĞǀĂůƵĂƚĞĚĂŶĚƚŚĞƌĞƐƵůƚƐǁŝůůďĞĐŽŶƐŝĚĞƌĞĚĨŽƌĨƵƚƵƌĞƚĂƐŬŽƌĚĞƌƐŽƌĂŐƌĞĞŵĞŶƚƐ͘
ϭϬ͘ ^hKEdZd/E'
ŽŶƚƌĂĐƚŽƌǁŝůůŶŽƚƐƵďĐŽŶƚƌĂĐƚĂŶLJƉŽƌƚŝŽŶŽĨƚŚĞ^ĞƌǀŝĐĞƐǁŝƚŚŽƵƚƉƌŝŽƌǁƌŝƚƚĞŶĂƉƉƌŽǀĂůŽĨŝƚLJ͘/Ĩ
ŽŶƚƌĂĐƚŽƌƐƵďĐŽŶƚƌĂĐƚƐĂŶLJŽĨƚŚĞ^ĞƌǀŝĐĞƐ͕ŽŶƚƌĂĐƚŽƌǁŝůůďĞĨƵůůLJƌĞƐƉŽŶƐŝďůĞƚŽŝƚLJĨŽƌƚŚĞĂĐƚƐĂŶĚ
ŽŵŝƐƐŝŽŶƐŽĨŽŶƚƌĂĐƚŽƌΖƐƐƵďĐŽŶƚƌĂĐƚŽƌĂŶĚŽĨƚŚĞƉĞƌƐŽŶƐĞŝƚŚĞƌĚŝƌĞĐƚůLJŽƌŝŶĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJƚŚĞ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͕ĂƐŽŶƚƌĂĐƚŽƌŝƐĨŽƌƚŚĞĂĐƚƐĂŶĚŽŵŝƐƐŝŽŶƐŽĨƉĞƌƐŽŶƐĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJŽŶƚƌĂĐƚŽƌ͘
Nov. 12, 2024 Item #2 Page 296 of 680
W^ϮϱͲϯϱϱϰ
WĂŐĞϰ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
EŽƚŚŝŶŐĐŽŶƚĂŝŶĞĚŝŶƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůĐƌĞĂƚĞĂŶLJĐŽŶƚƌĂĐƚƵĂůƌĞůĂƚŝŽŶƐŚŝƉďĞƚǁĞĞŶĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌ
ŽĨŽŶƚƌĂĐƚŽƌĂŶĚŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌƉĂLJŵĞŶƚŽĨƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ŽŶƚƌĂĐƚŽƌǁŝůůďŝŶĚ
ĞǀĞƌLJ ƐƵďĐŽŶƚƌĂĐƚŽƌ ĂŶĚ ĞǀĞƌLJ ƐƵďĐŽŶƚƌĂĐƚŽƌ ŽĨ Ă ƐƵďĐŽŶƚƌĂĐƚŽƌďLJ ƚŚĞ ƚĞƌŵƐ ŽĨ ƚŚŝƐ ŐƌĞĞŵĞŶƚ
ĂƉƉůŝĐĂďůĞƚŽŽŶƚƌĂĐƚŽƌΖƐǁŽƌŬƵŶůĞƐƐƐƉĞĐŝĨŝĐĂůůLJŶŽƚĞĚƚŽƚŚĞĐŽŶƚƌĂƌLJŝŶƚŚĞƐƵďĐŽŶƚƌĂĐƚĂŶĚĂƉƉƌŽǀĞĚ
ŝŶǁƌŝƚŝŶŐďLJŝƚLJ͘
ϭϭ͘ Kd, ZKEdZdKZ^
dŚĞŝƚLJƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽĞŵƉůŽLJŽƚŚĞƌŽŶƚƌĂĐƚŽƌƐŝŶĐŽŶŶĞĐƚŝŽŶǁŝƚŚƚŚĞ^ĞƌǀŝĐĞƐ͘
ϭϮ͘ /E DE/&/d/KE
ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŽĚĞĨĞŶĚ;ǁŝƚŚĐŽƵŶƐĞůĂƉƉƌŽǀĞĚďLJƚŚĞŝƚLJͿ͕ŝŶĚĞŵŶŝĨLJ͕ĂŶĚŚŽůĚŚĂƌŵůĞƐƐƚŚĞŝƚLJ
ĂŶĚŝƚƐŽĨĨŝĐĞƌƐ͕ĞůĞĐƚĞĚĂŶĚĂƉƉŽŝŶƚĞĚŽĨĨŝĐŝĂůƐ͕ĞŵƉůŽLJĞĞƐĂŶĚǀŽůƵŶƚĞĞƌƐĨƌŽŵĂŶĚĂŐĂŝŶƐƚĂůůĐůĂŝŵƐ͕
ĚĂŵĂŐĞƐ͕ůŽƐƐĞƐĂŶĚĞdžƉĞŶƐĞƐŝŶĐůƵĚŝŶŐĂƚƚŽƌŶĞLJƐĨĞĞƐĂƌŝƐŝŶŐŽƵƚŽĨƚŚĞƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞǁŽƌŬ
ĚĞƐĐƌŝďĞĚŚĞƌĞŝŶĐĂƵƐĞĚďLJĂŶLJǁŝůůĨƵůŵŝƐĐŽŶĚƵĐƚŽƌŶĞŐůŝŐĞŶƚĂĐƚŽƌŽŵŝƐƐŝŽŶŽĨƚŚĞŽŶƚƌĂĐƚŽƌ͕ĂŶLJ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͕ĂŶLJŽŶĞĚŝƌĞĐƚůLJŽƌŝŶĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJĂŶLJŽĨƚŚĞŵŽƌĂŶLJŽŶĞĨŽƌǁŚŽƐĞĂĐƚƐĂŶLJŽĨ
ƚŚĞŵŵĂLJďĞůŝĂďůĞ͘ŽŶƚƌĂĐƚŽƌ͛ƐĂŐŐƌĞŐĂƚĞůŝĂďŝůŝƚLJŚĞƌĞƵŶĚĞƌƐŚĂůůďĞůŝŵŝƚĞĚďLJŝƚLJƚŽΨϭ͕ϬϬϬ͕ϬϬϬ
ƌĞŐĂƌĚůĞƐƐŽĨƚŚĞůĞŐĂůƚŚĞŽƌLJƵŶĚĞƌǁŚŝĐŚƐƵĐŚůŝĂďŝůŝƚLJŝƐŝŵƉŽƐĞĚ͘
/Ĩ ŽŶƚƌĂĐƚŽƌ͛Ɛ ŽďůŝŐĂƚŝŽŶ ƚŽ ĚĞĨĞŶĚ͕ ŝŶĚĞŵŶŝĨLJ͕ ĂŶĚͬŽƌ ŚŽůĚ ŚĂƌŵůĞƐƐ ĂƌŝƐĞƐ ŽƵƚ ŽĨ ŽŶƚƌĂĐƚŽƌ͛Ɛ
ƉĞƌĨŽƌŵĂŶĐĞĂƐĂ͞ĚĞƐŝŐŶƉƌŽĨĞƐƐŝŽŶĂů͟;ĂƐƚŚĂƚƚĞƌŵŝƐĚĞĨŝŶĞĚƵŶĚĞƌŝǀŝůŽĚĞƐĞĐƚŝŽŶϮϳϴϮ͘ϴͿ͕ƚŚĞŶ͕
ĂŶĚ ŽŶůLJ ƚŽ ƚŚĞ ĞdžƚĞŶƚ ƌĞƋƵŝƌĞĚ ďLJ ŝǀŝů ŽĚĞ ^ĞĐƚŝŽŶ ϮϳϴϮ͘ϴ͕ ǁŚŝĐŚ ŝƐ ĨƵůůLJ ŝŶĐŽƌƉŽƌĂƚĞĚ ŚĞƌĞŝŶ͕
ŽŶƚƌĂĐƚŽƌ͛ƐŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶŽďůŝŐĂƚŝŽŶƐŚĂůůďĞůŝŵŝƚĞĚƚŽĐůĂŝŵƐƚŚĂƚĂƌŝƐĞŽƵƚŽĨ͕ƉĞƌƚĂŝŶƚŽ͕ŽƌƌĞůĂƚĞƚŽ
ƚŚĞŶĞŐůŝŐĞŶĐĞ͕ƌĞĐŬůĞƐƐŶĞƐƐ͕ŽƌǁŝůůĨƵůŵŝƐĐŽŶĚƵĐƚŽĨƚŚĞŽŶƚƌĂĐƚŽƌ͕ĂŶĚ͕ƵƉŽŶŽŶƚƌĂĐƚŽƌŽďƚĂŝŶŝŶŐĂ
ĨŝŶĂůĂĚũƵĚŝĐĂƚŝŽŶďLJĂĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌ͛ƐůŝĂďŝůŝƚLJĨŽƌƐƵĐŚĐůĂŝŵ͕ŝŶĐůƵĚŝŶŐƚŚĞ
ĐŽƐƚƚŽĚĞĨĞŶĚ͕ƐŚĂůůŶŽƚĞdžĐĞĞĚƚŚĞŽŶƚƌĂĐƚŽƌ͛ƐƉƌŽƉŽƌƚŝŽŶĂƚĞƉĞƌĐĞŶƚĂŐĞŽĨĨĂƵůƚ͘
dŚĞƉĂƌƚŝĞƐĞdžƉƌĞƐƐůLJĂŐƌĞĞƚŚĂƚĂŶLJƉĂLJŵĞŶƚ͕ĂƚƚŽƌŶĞLJ͛ƐĨĞĞ͕ĐŽƐƚƐŽƌĞdžƉĞŶƐĞŝƚLJŝŶĐƵƌƐŽƌŵĂŬĞƐƚŽŽƌ
ŽŶďĞŚĂůĨŽĨĂŶŝŶũƵƌĞĚĞŵƉůŽLJĞĞƵŶĚĞƌƚŚĞŝƚLJ͛ƐƐĞůĨͲĂĚŵŝŶŝƐƚĞƌĞĚǁŽƌŬĞƌƐ͛ĐŽŵƉĞŶƐĂƚŝŽŶŝƐŝŶĐůƵĚĞĚĂƐ
ĂůŽƐƐ͕ĞdžƉĞŶƐĞŽƌĐŽƐƚĨŽƌƚŚĞƉƵƌƉŽƐĞƐŽĨƚŚŝƐƐĞĐƚŝŽŶ͕ĂŶĚƚŚĂƚƚŚŝƐƐĞĐƚŝŽŶǁŝůůƐƵƌǀŝǀĞƚŚĞĞdžƉŝƌĂƚŝŽŶŽƌ
ĞĂƌůLJƚĞƌŵŝŶĂƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϯ͘ /E^hZE
ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶĂŶĚŵĂŝŶƚĂŝŶĨŽƌƚŚĞĚƵƌĂƚŝŽŶŽĨƚŚĞŐƌĞĞŵĞŶƚĂŶĚĂŶLJĂŶĚĂůůĂŵĞŶĚŵĞŶƚƐ͕
ŝŶƐƵƌĂŶĐĞĂŐĂŝŶƐƚĐůĂŝŵƐĨŽƌŝŶũƵƌŝĞƐƚŽƉĞƌƐŽŶƐŽƌĚĂŵĂŐĞƚŽƉƌŽƉĞƌƚLJǁŚŝĐŚŵĂLJĂƌŝƐĞŽƵƚŽĨŽƌŝŶ
ĐŽŶŶĞĐƚŝŽŶ ǁŝƚŚƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞƐĞƌǀŝĐĞƐ ďLJŽŶƚƌĂĐƚŽƌ ŽƌŽŶƚƌĂĐƚŽƌ͛ƐĂŐĞŶƚƐ͕ ƌĞƉƌĞƐĞŶƚĂƚŝǀĞƐ͕
ĞŵƉůŽLJĞĞƐŽƌƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘dŚĞŝŶƐƵƌĂŶĐĞǁŝůůďĞŽďƚĂŝŶĞĚĨƌŽŵĂŶŝŶƐƵƌĂŶĐĞĐĂƌƌŝĞƌĂĚŵŝƚƚĞĚĂŶĚ
ĂƵƚŚŽƌŝnjĞĚƚŽĚŽďƵƐŝŶĞƐƐŝŶƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͘dŚĞŝŶƐƵƌĂŶĐĞĐĂƌƌŝĞƌŝƐƌĞƋƵŝƌĞĚƚŽŚĂǀĞĂĐƵƌƌĞŶƚ
ĞƐƚΖƐ<ĞLJZĂƚŝŶŐŽĨŶŽƚůĞƐƐƚŚĂŶΗͲ͗s//Η͖KZǁŝƚŚĂƐƵƌƉůƵƐůŝŶĞŝŶƐƵƌĞƌŽŶƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͛Ɛ>ŝƐƚŽĨ
ƉƉƌŽǀĞĚ^ƵƌƉůƵƐ>ŝŶĞ/ŶƐƵƌĞƌƐ;>^>/ͿǁŝƚŚĂƌĂƚŝŶŐŝŶƚŚĞůĂƚĞƐƚĞƐƚ͛Ɛ<ĞLJZĂƚŝŶŐ'ƵŝĚĞŽĨĂƚůĞĂƐƚ͗͞y͖͟
KZĂŶĂůŝĞŶŶŽŶͲĂĚŵŝƚƚĞĚŝŶƐƵƌĞƌůŝƐƚĞĚďLJƚŚĞEĂƚŝŽŶĂůƐƐŽĐŝĂƚŝŽŶŽĨ/ŶƐƵƌĂŶĐĞŽŵŵŝƐƐŝŽŶĞƌƐ;E/Ϳ
ůĂƚĞƐƚƋƵĂƌƚĞƌůLJůŝƐƚŝŶŐƐƌĞƉŽƌƚ͘
ϭϯ͘ϭ ŽǀĞƌĂŐĞƐ ĂŶĚ >ŝŵŝƚƐ͘ ŽŶƚƌĂĐƚŽƌ ǁŝůů ŵĂŝŶƚĂŝŶ ƚŚĞ ƚLJƉĞƐ ŽĨ ĐŽǀĞƌĂŐĞƐ ĂŶĚ ŵŝŶŝŵƵŵ ůŝŵŝƚƐ
ŝŶĚŝĐĂƚĞĚ ďĞůŽǁ͕ ƵŶůĞƐƐ ZŝƐŬ DĂŶĂŐĞƌ Žƌ ŝƚLJ DĂŶĂŐĞƌ ĂƉƉƌŽǀĞƐ Ă ůŽǁĞƌ ĂŵŽƵŶƚ͘ dŚĞƐĞ ŵŝŶŝŵƵŵ
ĂŵŽƵŶƚƐŽĨĐŽǀĞƌĂŐĞǁŝůůŶŽƚĐŽŶƐƚŝƚƵƚĞĂŶLJůŝŵŝƚĂƚŝŽŶƐŽƌĐĂƉŽŶŽŶƚƌĂĐƚŽƌΖƐŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶŽďůŝŐĂƚŝŽŶƐ
ƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ŝƚLJ͕ŝƚƐŽĨĨŝĐĞƌƐ͕ĂŐĞŶƚƐĂŶĚĞŵƉůŽLJĞĞƐŵĂŬĞŶŽƌĞƉƌĞƐĞŶƚĂƚŝŽŶƚŚĂƚƚŚĞůŝŵŝƚƐŽĨ
ƚŚĞŝŶƐƵƌĂŶĐĞƐƉĞĐŝĨŝĞĚƚŽďĞĐĂƌƌŝĞĚďLJŽŶƚƌĂĐƚŽƌƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞĂĚĞƋƵĂƚĞƚŽƉƌŽƚĞĐƚ
ŽŶƚƌĂĐƚŽƌ͘/ĨŽŶƚƌĂĐƚŽƌďĞůŝĞǀĞƐƚŚĂƚĂŶLJƌĞƋƵŝƌĞĚŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞŝƐŝŶĂĚĞƋƵĂƚĞ͕ŽŶƚƌĂĐƚŽƌǁŝůů
ŽďƚĂŝŶƐƵĐŚĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞ͕ĂƐŽŶƚƌĂĐƚŽƌĚĞĞŵƐĂĚĞƋƵĂƚĞ͕ĂƚŽŶƚƌĂĐƚŽƌΖƐƐŽůĞĞdžƉĞŶƐĞ͘
Nov. 12, 2024 Item #2 Page 297 of 680
W^ϮϱͲϯϱϱϰ
WĂŐĞϱ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
dŚĞĨƵůůůŝŵŝƚƐĂǀĂŝůĂďůĞƚŽƚŚĞŶĂŵĞĚŝŶƐƵƌĞĚƐŚĂůůĂůƐŽďĞĂǀĂŝůĂďůĞĂŶĚĂƉƉůŝĐĂďůĞƚŽƚŚĞŝƚLJĂƐĂŶ
ĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĞĚ͘
ϭϯ͘ϭ͘ϭ ŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJ;'>Ϳ/ŶƐƵƌĂŶĐĞ͘/ŶƐƵƌĂŶĐĞǁƌŝƚƚĞŶŽŶĂŶ͞ŽĐĐƵƌƌĞŶĐĞ͟ďĂƐŝƐ͕
ŝŶĐůƵĚŝŶŐƉĞƌƐŽŶĂůΘĂĚǀĞƌƚŝƐŝŶŐŝŶũƵƌLJ͕ǁŝƚŚůŝŵŝƚƐŶŽůĞƐƐƚŚĂŶΨϮ͕ϬϬϬ͕ϬϬϬƉĞƌŽĐĐƵƌƌĞŶĐĞ͘/ĨĂŐĞŶĞƌĂů
ĂŐŐƌĞŐĂƚĞůŝŵŝƚĂƉƉůŝĞƐ͕ĞŝƚŚĞƌƚŚĞŐĞŶĞƌĂůĂŐŐƌĞŐĂƚĞůŝŵŝƚƐŚĂůůĂƉƉůLJƐĞƉĂƌĂƚĞůLJƚŽƚŚŝƐƉƌŽũĞĐƚͬůŽĐĂƚŝŽŶ
ŽƌƚŚĞŐĞŶĞƌĂůĂŐŐƌĞŐĂƚĞůŝŵŝƚƐŚĂůůďĞƚǁŝĐĞƚŚĞƌĞƋƵŝƌĞĚŽĐĐƵƌƌĞŶĐĞůŝŵŝƚ͘
ϭϯ͘ϭ͘Ϯ ƵƚŽŵŽďŝůĞ>ŝĂďŝůŝƚLJ͘;/ĨƚŚĞƵƐĞŽĨĂŶĂƵƚŽŵŽďŝůĞŝƐŝŶǀŽůǀĞĚĨŽƌŽŶƚƌĂĐƚŽƌΖƐǁŽƌŬĨŽƌ
ŝƚLJͿ͘ΨϮ͕ϬϬϬ͕ϬϬϬĐŽŵďŝŶĞĚƐŝŶŐůĞͲůŝŵŝƚƉĞƌĂĐĐŝĚĞŶƚĨŽƌďŽĚŝůLJŝŶũƵƌLJĂŶĚƉƌŽƉĞƌƚLJĚĂŵĂŐĞ͘
ϭϯ͘ϭ͘ϯ tŽƌŬĞƌƐΖ ŽŵƉĞŶƐĂƚŝŽŶ ĂŶĚ ŵƉůŽLJĞƌΖƐ >ŝĂďŝůŝƚLJ͘ tŽƌŬĞƌƐΖ ŽŵƉĞŶƐĂƚŝŽŶ ůŝŵŝƚƐ ĂƐ
ƌĞƋƵŝƌĞĚďLJƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͘tŽƌŬĞƌƐΖŽŵƉĞŶƐĂƚŝŽŶǁŝůůŶŽƚďĞƌĞƋƵŝƌĞĚŝĨŽŶƚƌĂĐƚŽƌŚĂƐŶŽ
ĞŵƉůŽLJĞĞƐĂŶĚƉƌŽǀŝĚĞƐ͕ƚŽŝƚLJΖƐƐĂƚŝƐĨĂĐƚŝŽŶ͕ĂĚĞĐůĂƌĂƚŝŽŶƐƚĂƚŝŶŐƚŚŝƐ͘
ϭϯ͘ϭ͘ϰ WƌŽĨĞƐƐŝŽŶĂů>ŝĂďŝůŝƚLJ͘ ƌƌŽƌƐĂŶĚŽŵŝƐƐŝŽŶƐůŝĂďŝůŝƚLJĂƉƉƌŽƉƌŝĂƚĞƚŽŽŶƚƌĂĐƚŽƌ͛ƐƉƌŽĨĞƐƐŝŽŶ
ǁŝƚŚůŝŵŝƚƐŽĨŶŽƚůĞƐƐƚŚĂŶΨϭ͕ϬϬϬ͕ϬϬϬƉĞƌĐůĂŝŵ͘ŽǀĞƌĂŐĞŵƵƐƚďĞŵĂŝŶƚĂŝŶĞĚĨŽƌĂƉĞƌŝŽĚŽĨĨŝǀĞLJĞĂƌƐ
ĨŽůůŽǁŝŶŐƚŚĞĚĂƚĞŽĨĐŽŵƉůĞƚŝŽŶŽĨƚŚĞǁŽƌŬ͘
ϭϯ͘Ϯ͘ ĚĚŝƚŝŽŶĂůWƌŽǀŝƐŝŽŶƐ͘ŽŶƚƌĂĐƚŽƌǁŝůůĞŶƐƵƌĞƚŚĂƚƚŚĞƉŽůŝĐŝĞƐŽĨŝŶƐƵƌĂŶĐĞƌĞƋƵŝƌĞĚƵŶĚĞƌƚŚŝƐ
ŐƌĞĞŵĞŶƚĐŽŶƚĂŝŶ͕ŽƌĂƌĞĞŶĚŽƌƐĞĚƚŽĐŽŶƚĂŝŶ͕ƚŚĞĨŽůůŽǁŝŶŐƉƌŽǀŝƐŝŽŶƐ͗
ϭϯ͘Ϯ͘ϭ dŚĞŝƚLJǁŝůůďĞŶĂŵĞĚĂƐĂŶĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĞĚŽŶŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJǁŚŝĐŚ
ƐŚĂůůƉƌŽǀŝĚĞƉƌŝŵĂƌLJĐŽǀĞƌĂŐĞƚŽƚŚĞŝƚLJ͘
ϭϯ͘Ϯ͘Ϯ ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶŽĐĐƵƌƌĞŶĐĞĐŽǀĞƌĂŐĞ͕ĞdžĐůƵĚŝŶŐWƌŽĨĞƐƐŝŽŶĂů>ŝĂďŝůŝƚLJ͕ǁŚŝĐŚǁŝůůďĞ
ǁƌŝƚƚĞŶĂƐĐůĂŝŵƐͲŵĂĚĞĐŽǀĞƌĂŐĞ͘
ϭϯ͘Ϯ͘ϯ /ĨŽŶƚƌĂĐƚŽƌŵĂŝŶƚĂŝŶƐŚŝŐŚĞƌůŝŵŝƚƐƚŚĂŶƚŚĞŵŝŶŝŵƵŵƐƐŚŽǁŶĂďŽǀĞ͕ƚŚĞŝƚLJƌĞƋƵŝƌĞƐ
ĂŶĚǁŝůůďĞĞŶƚŝƚůĞĚƚŽĐŽǀĞƌĂŐĞĨŽƌƚŚĞŚŝŐŚĞƌůŝŵŝƚƐŵĂŝŶƚĂŝŶĞĚďLJŽŶƚƌĂĐƚŽƌ͘ŶLJĂǀĂŝůĂďůĞŝŶƐƵƌĂŶĐĞ
ƉƌŽĐĞĞĚƐŝŶĞdžĐĞƐƐŽĨƚŚĞƐƉĞĐŝĨŝĞĚŵŝŶŝŵƵŵůŝŵŝƚƐŽĨŝŶƐƵƌĂŶĐĞĂŶĚĐŽǀĞƌĂŐĞǁŝůůďĞĂǀĂŝůĂďůĞƚŽƚŚĞŝƚLJ͘͟
ϭϯ͘Ϯ͘ϰ dŚŝƐŝŶƐƵƌĂŶĐĞǁŝůůďĞŝŶĨŽƌĐĞĚƵƌŝŶŐƚŚĞůŝĨĞŽĨƚŚĞŐƌĞĞŵĞŶƚĂŶĚĂŶLJĞdžƚĞŶƐŝŽŶƐŽĨŝƚ
ĂŶĚǁŝůůŶŽƚďĞĐĂŶĐĞůĞĚǁŝƚŚŽƵƚƚŚŝƌƚLJ;ϯϬͿĚĂLJƐƉƌŝŽƌǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŝƚLJƐĞŶƚďLJĐĞƌƚŝĨŝĞĚŵĂŝůƉƵƌƐƵĂŶƚ
ƚŽƚŚĞEŽƚŝĐĞƉƌŽǀŝƐŝŽŶƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϯ͘ϯ WƌŽǀŝĚŝŶŐĞƌƚŝĨŝĐĂƚĞƐŽĨ/ŶƐƵƌĂŶĐĞĂŶĚ ŶĚŽƌƐĞŵĞŶƚƐ͘WƌŝŽƌƚŽŝƚLJΖƐĞdžĞĐƵƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͕
ŽŶƚƌĂĐƚŽƌǁŝůůĨƵƌŶŝƐŚĐĞƌƚŝĨŝĐĂƚĞƐŽĨŝŶƐƵƌĂŶĐĞĂŶĚĞŶĚŽƌƐĞŵĞŶƚƐƚŽŝƚLJ͘
ϭϯ͘ϰ &ĂŝůƵƌĞƚŽDĂŝŶƚĂŝŶŽǀĞƌĂŐĞ͘/ĨŽŶƚƌĂĐƚŽƌĨĂŝůƐƚŽŵĂŝŶƚĂŝŶĂŶLJŽĨƚŚĞƐĞŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞƐ͕
ƚŚĞŶŝƚLJǁŝůůŚĂǀĞƚŚĞŽƉƚŝŽŶƚŽĚĞĐůĂƌĞŽŶƚƌĂĐƚŽƌŝŶďƌĞĂĐŚ͕ŽƌŵĂLJƉƵƌĐŚĂƐĞƌĞƉůĂĐĞŵĞŶƚŝŶƐƵƌĂŶĐĞŽƌ
ƉĂLJƚŚĞƉƌĞŵŝƵŵƐƚŚĂƚĂƌĞĚƵĞŽŶĞdžŝƐƚŝŶŐƉŽůŝĐŝĞƐŝŶŽƌĚĞƌƚŽŵĂŝŶƚĂŝŶƚŚĞƌĞƋƵŝƌĞĚĐŽǀĞƌĂŐĞƐ͘ŽŶƚƌĂĐƚŽƌ
ŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌĂŶLJƉĂLJŵĞŶƚƐŵĂĚĞďLJŝƚLJƚŽŽďƚĂŝŶŽƌŵĂŝŶƚĂŝŶŝŶƐƵƌĂŶĐĞĂŶĚŝƚLJŵĂLJĐŽůůĞĐƚƚŚĞƐĞ
ƉĂLJŵĞŶƚƐ ĨƌŽŵ ŽŶƚƌĂĐƚŽƌ Žƌ ĚĞĚƵĐƚ ƚŚĞ ĂŵŽƵŶƚ ƉĂŝĚ ĨƌŽŵ ĂŶLJ ƐƵŵƐ ĚƵĞ ŽŶƚƌĂĐƚŽƌ ƵŶĚĞƌ ƚŚŝƐ
ŐƌĞĞŵĞŶƚ͘
Nov. 12, 2024 Item #2 Page 298 of 680
W^ϮϱͲϯϱϱϰ
WĂŐĞϲ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ϭϯ͘ϱ ^ƵďŵŝƐƐŝŽŶŽĨ/ŶƐƵƌĂŶĐĞWŽůŝĐŝĞƐ͘ŝƚLJƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽƌĞƋƵŝƌĞ͕ĂƚĂŶLJƚŝŵĞ͕ĐŽŵƉůĞƚĞĂŶĚ
ĐĞƌƚŝĨŝĞĚĐŽƉŝĞƐŽĨĂŶLJŽƌĂůůƌĞƋƵŝƌĞĚŝŶƐƵƌĂŶĐĞƉŽůŝĐŝĞƐĂŶĚĞŶĚŽƌƐĞŵĞŶƚƐ͘
ϭϰ͘ h^/E ^^>/ E^
ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶĂŶĚŵĂŝŶƚĂŝŶĂŝƚLJŽĨĂƌůƐďĂĚƵƐŝŶĞƐƐ>ŝĐĞŶƐĞĨŽƌƚŚĞƚĞƌŵŽĨƚŚĞŐƌĞĞŵĞŶƚ͕ĂƐ
ŵĂLJďĞĂŵĞŶĚĞĚĨƌŽŵƚŝŵĞͲƚŽͲƚŝŵĞ͘
ϭϱ͘ KhEd/E'Z KZ^
ŽŶƚƌĂĐƚŽƌ ǁŝůů ŵĂŝŶƚĂŝŶ ĐŽŵƉůĞƚĞ ĂŶĚ ĂĐĐƵƌĂƚĞ ƌĞĐŽƌĚƐ ǁŝƚŚ ƌĞƐƉĞĐƚ ƚŽ ĐŽƐƚƐ ŝŶĐƵƌƌĞĚ ƵŶĚĞƌ ƚŚŝƐ
ŐƌĞĞŵĞŶƚ͘ůůƌĞĐŽƌĚƐǁŝůůďĞĐůĞĂƌůLJŝĚĞŶƚŝĨŝĂďůĞ͘ŽŶƚƌĂĐƚŽƌǁŝůůĂůůŽǁĂƌĞƉƌĞƐĞŶƚĂƚŝǀĞŽĨŝƚLJĚƵƌŝŶŐ
ŶŽƌŵĂůďƵƐŝŶĞƐƐŚŽƵƌƐƚŽĞdžĂŵŝŶĞ͕ĂƵĚŝƚ͕ĂŶĚŵĂŬĞƚƌĂŶƐĐƌŝƉƚƐŽƌĐŽƉŝĞƐŽĨƌĞĐŽƌĚƐĂŶĚĂŶLJŽƚŚĞƌ
ĚŽĐƵŵĞŶƚƐĐƌĞĂƚĞĚƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚ͘ŽŶƚƌĂĐƚŽƌǁŝůůĂůůŽǁŝŶƐƉĞĐƚŝŽŶŽĨĂůůǁŽƌŬ͕ĚĂƚĂ͕
ĚŽĐƵŵĞŶƚƐ͕ƉƌŽĐĞĞĚŝŶŐƐ͕ĂŶĚĂĐƚŝǀŝƚŝĞƐƌĞůĂƚĞĚƚŽƚŚĞŐƌĞĞŵĞŶƚĨŽƌĂƉĞƌŝŽĚŽĨĨŽƵƌ;ϰͿLJĞĂƌƐĨƌŽŵƚŚĞ
ĚĂƚĞŽĨĨŝŶĂůƉĂLJŵĞŶƚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϲ͘ KtE Z^,/WK&KhD Ed^
ůůǁŽƌŬƉƌŽĚƵĐƚƉƌŽĚƵĐĞĚďLJŽŶƚƌĂĐƚŽƌŽƌŝƚƐĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐ͕ĂŶĚƐƵďĐŽŶƚƌĂĐƚŽƌƐƉƵƌƐƵĂŶƚƚŽƚŚŝƐ
ŐƌĞĞŵĞŶƚŝƐƚŚĞƉƌŽƉĞƌƚLJŽĨŝƚLJ͘/ŶƚŚĞĞǀĞŶƚƚŚŝƐŐƌĞĞŵĞŶƚŝƐƚĞƌŵŝŶĂƚĞĚ͕ĂůůǁŽƌŬƉƌŽĚƵĐƚƉƌŽĚƵĐĞĚ
ďLJŽŶƚƌĂĐƚŽƌŽƌŝƚƐĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐĂŶĚƐƵďĐŽŶƚƌĂĐƚŽƌƐƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞĚĞůŝǀĞƌĞĚ
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ŽĨŝƚLJĂŶĚŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞ͗
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EĂŵĞ ůĞŝĚĂ&ĞůŝdžzĂĐŬĞůEĂŵĞsŝĐƚŽƌŝĂƌĂŬĞ͕W ͕Y^͕dŽZͲƐƐŽĐŝĂƚĞ
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ĂƌůƐďĂĚ͕ϵϮϬϬϴ ŵĂŝůǀĚƌĂŬĞΛĞŶŐĞŽ͘ĐŽŵ
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ĂĐŚƉĂƌƚLJǁŝůůŶŽƚŝĨLJƚŚĞŽƚŚĞƌŝŵŵĞĚŝĂƚĞůLJŽĨĂŶLJĐŚĂŶŐĞƐŽĨĂĚĚƌĞƐƐƚŚĂƚǁŽƵůĚƌĞƋƵŝƌĞĂŶLJŶŽƚŝĐĞŽƌ
ĚĞůŝǀĞƌLJƚŽďĞĚŝƌĞĐƚĞĚƚŽĂŶŽƚŚĞƌĂĚĚƌĞƐƐ͘
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ŝŶĂŶLJŵĂŶŶĞƌĂĨĨĞĐƚƚŚŽƐĞĞŵƉůŽLJĞĚďLJŽŶƚƌĂĐƚŽƌ͕ŽƌŝŶĂŶLJǁĂLJĂĨĨĞĐƚƚŚĞƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞ^ĞƌǀŝĐĞƐ
ďLJ ŽŶƚƌĂĐƚŽƌ͘ ŽŶƚƌĂĐƚŽƌ ǁŝůů Ăƚ Ăůů ƚŝŵĞƐ ŽďƐĞƌǀĞ ĂŶĚ ĐŽŵƉůLJǁŝƚŚ ƚŚĞƐĞ ůĂǁƐ͕ ŽƌĚŝŶĂŶĐĞƐ͕ ĂŶĚ
Nov. 12, 2024 Item #2 Page 299 of 680
W^ϮϱͲϯϱϱϰ
WĂŐĞϳ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ƌĞŐƵůĂƚŝŽŶƐĂŶĚǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌƚŚĞĐŽŵƉůŝĂŶĐĞŽĨŽŶƚƌĂĐƚŽƌΖƐƐĞƌǀŝĐĞƐǁŝƚŚĂůůĂƉƉůŝĐĂďůĞůĂǁƐ͕
ŽƌĚŝŶĂŶĐĞƐĂŶĚƌĞŐƵůĂƚŝŽŶƐ͘
ŽŶƚƌĂĐƚŽƌǁŝůůďĞĂǁĂƌĞŽĨƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚĞ/ŵŵŝŐƌĂƚŝŽŶZĞĨŽƌŵĂŶĚŽŶƚƌŽůĐƚŽĨϭϵϴϲĂŶĚǁŝůů
ĐŽŵƉůLJǁŝƚŚƚŚŽƐĞƌĞƋƵŝƌĞŵĞŶƚƐ͕ŝŶĐůƵĚŝŶŐ͕ďƵƚŶŽƚůŝŵŝƚĞĚƚŽ͕ǀĞƌŝĨLJŝŶŐƚŚĞĞůŝŐŝďŝůŝƚLJĨŽƌĞŵƉůŽLJŵĞŶƚŽĨ
ĂůůĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐ͕ƐƵďĐŽŶƚƌĂĐƚŽƌƐĂŶĚĐŽŶƐƵůƚĂŶƚƐǁŚŽƐĞƐĞƌǀŝĐĞƐĂƌĞƌĞƋƵŝƌĞĚďLJƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϮϬ͘ >/&KZE//ZZ ^KhZ ^KZ;ZͿsE > E&> d^Z 'h>d/KE^
ŽŶƚƌĂĐƚŽƌ͛ƐǀĞŚŝĐůĞƐǁŝƚŚĂŐƌŽƐƐǀĞŚŝĐůĞǁĞŝŐŚƚƌĂƚŝŶŐŐƌĞĂƚĞƌƚŚĂŶϴ͕ϱϬϬůďƐ͘ĂŶĚůŝŐŚƚͲĚƵƚLJƉĂĐŬĂŐĞ
ĚĞůŝǀĞƌLJǀĞŚŝĐůĞƐŽƉĞƌĂƚĞĚŝŶĂůŝĨŽƌŶŝĂŵĂLJďĞƐƵďũĞĐƚƚŽƚŚĞĂůŝĨŽƌŶŝĂŝƌZĞƐŽƵƌĐĞƐŽĂƌĚ;ZͿ
ĚǀĂŶĐĞĚůĞĂŶ&ůĞĞƚƐƌĞŐƵůĂƚŝŽŶƐ͘^ƵĐŚǀĞŚŝĐůĞƐŵĂLJƚŚĞƌĞĨŽƌĞďĞƐƵďũĞĐƚƚŽƌĞƋƵŝƌĞŵĞŶƚƐƚŽƌĞĚƵĐĞ
ĞŵŝƐƐŝŽŶƐŽĨĂŝƌƉŽůůƵƚĂŶƚƐ͘&ŽƌŵŽƌĞŝŶĨŽƌŵĂƚŝŽŶ͕ƉůĞĂƐĞǀŝƐŝƚƚŚĞZĚǀĂŶĐĞĚůĞĂŶ&ůĞĞƚƐǁĞďƉĂŐĞ
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Ϯϭ͘ /^Z/D/Ed/KEE,Z^^D EdWZK,//d
ŽŶƚƌĂĐƚŽƌ ǁŝůů ĐŽŵƉůLJ ǁŝƚŚ Ăůů ĂƉƉůŝĐĂďůĞ ůŽĐĂů͕ ƐƚĂƚĞ ĂŶĚ ĨĞĚĞƌĂů ůĂǁƐ ĂŶĚ ƌĞŐƵůĂƚŝŽŶƐ ƉƌŽŚŝďŝƚŝŶŐ
ĚŝƐĐƌŝŵŝŶĂƚŝŽŶĂŶĚŚĂƌĂƐƐŵĞŶƚ͘
ϮϮ͘ /^Whd Z ^K>hd/KE
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ƚŽƌĞƐŽůǀĞĂŶLJƋƵĞƐƚŝŽŶƐŽĨĨĂĐƚŽƌŝŶƚĞƌƉƌĞƚĂƚŝŽŶŶŽƚŽƚŚĞƌǁŝƐĞƐĞƚƚůĞĚďLJĂŐƌĞĞŵĞŶƚďĞƚǁĞĞŶƚŚĞƉĂƌƚŝĞƐ͘
ZĞƉƌĞƐĞŶƚĂƚŝǀĞƐŽĨŽŶƚƌĂĐƚŽƌŽƌŝƚLJǁŝůůƌĞĚƵĐĞƐƵĐŚƋƵĞƐƚŝŽŶƐ͕ĂŶĚƚŚĞŝƌƌĞƐƉĞĐƚŝǀĞǀŝĞǁƐ͕ƚŽǁƌŝƚŝŶŐ͘
ĐŽƉLJŽĨƐƵĐŚĚŽĐƵŵĞŶƚĞĚĚŝƐƉƵƚĞǁŝůůďĞĨŽƌǁĂƌĚĞĚƚŽďŽƚŚƉĂƌƚŝĞƐŝŶǀŽůǀĞĚĂůŽŶŐǁŝƚŚƌĞĐŽŵŵĞŶĚĞĚ
ŵĞƚŚŽĚƐŽĨƌĞƐŽůƵƚŝŽŶ͕ǁŚŝĐŚǁŽƵůĚďĞŽĨďĞŶĞĨŝƚƚŽďŽƚŚƉĂƌƚŝĞƐ͘dŚĞƌĞƉƌĞƐĞŶƚĂƚŝǀĞƌĞĐĞŝǀŝŶŐƚŚĞůĞƚƚĞƌ
ǁŝůůƌĞƉůLJƚŽƚŚĞůĞƚƚĞƌĂůŽŶŐǁŝƚŚĂƌĞĐŽŵŵĞŶĚĞĚŵĞƚŚŽĚŽĨƌĞƐŽůƵƚŝŽŶǁŝƚŚŝŶƚĞŶ;ϭϬͿďƵƐŝŶĞƐƐĚĂLJƐ͘/Ĩ
ƚŚĞƌĞƐŽůƵƚŝŽŶƚŚƵƐŽďƚĂŝŶĞĚŝƐƵŶƐĂƚŝƐĨĂĐƚŽƌLJƚŽƚŚĞĂŐŐƌŝĞǀĞĚƉĂƌƚLJ͕ĂůĞƚƚĞƌŽƵƚůŝŶŝŶŐƚŚĞĚŝƐƉƵƚĞƐǁŝůů
ďĞĨŽƌǁĂƌĚĞĚƚŽƚŚĞŝƚLJDĂŶĂŐĞƌ͘dŚĞŝƚLJDĂŶĂŐĞƌǁŝůůĐŽŶƐŝĚĞƌƚŚĞĨĂĐƚƐĂŶĚƐŽůƵƚŝŽŶƐƌĞĐŽŵŵĞŶĚĞĚ
ďLJĞĂĐŚƉĂƌƚLJĂŶĚŵĂLJƚŚĞŶŽƉƚƚŽĚŝƌĞĐƚĂƐŽůƵƚŝŽŶƚŽƚŚĞƉƌŽďůĞŵ͘/ŶƐƵĐŚĐĂƐĞƐ͕ƚŚĞĂĐƚŝŽŶŽĨƚŚĞŝƚLJ
DĂŶĂŐĞƌǁŝůůďĞďŝŶĚŝŶŐƵƉŽŶƚŚĞƉĂƌƚŝĞƐŝŶǀŽůǀĞĚ͕ĂůƚŚŽƵŐŚŶŽƚŚŝŶŐŝŶƚŚŝƐƉƌŽĐĞĚƵƌĞǁŝůůƉƌŽŚŝďŝƚƚŚĞ
ƉĂƌƚŝĞƐĨƌŽŵƐĞĞŬŝŶŐƌĞŵĞĚŝĞƐĂǀĂŝůĂďůĞƚŽƚŚĞŵĂƚůĂǁ͘
Ϯϯ͘ d ZD/Ed/KE
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ƚŚŝƐŐƌĞĞŵĞŶƚĨŽƌŶŽŶƉĞƌĨŽƌŵĂŶĐĞďLJŶŽƚŝĨLJŝŶŐŽŶƚƌĂĐƚŽƌďLJĐĞƌƚŝĨŝĞĚŵĂŝůŽĨƚŚĞƚĞƌŵŝŶĂƚŝŽŶ͘/ĨŝƚLJ
ĚĞĐŝĚĞƐƚŽĂďĂŶĚŽŶŽƌŝŶĚĞĨŝŶŝƚĞůLJƉŽƐƚƉŽŶĞƚŚĞǁŽƌŬŽƌƐĞƌǀŝĐĞƐĐŽŶƚĞŵƉůĂƚĞĚďLJƚŚŝƐŐƌĞĞŵĞŶƚ͕ŝƚLJ
ŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚƵƉŽŶǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŽŶƚƌĂĐƚŽƌ͘hƉŽŶŶŽƚŝĨŝĐĂƚŝŽŶŽĨƚĞƌŵŝŶĂƚŝŽŶ͕
ŽŶƚƌĂĐƚŽƌŚĂƐĨŝǀĞ;ϱͿďƵƐŝŶĞƐƐĚĂLJƐƚŽĚĞůŝǀĞƌĂŶLJĚŽĐƵŵĞŶƚƐŽǁŶĞĚďLJŝƚLJĂŶĚĂůůǁŽƌŬŝŶƉƌŽŐƌĞƐƐƚŽ
ŝƚLJĂƚƚŚĞĂĚĚƌĞƐƐĐŽŶƚĂŝŶĞĚŝŶƚŚŝƐŐƌĞĞŵĞŶƚ͘ŝƚLJǁŝůůŵĂŬĞĂĚĞƚĞƌŵŝŶĂƚŝŽŶŽĨĨĂĐƚďĂƐĞĚƵƉŽŶƚŚĞ
ǁŽƌŬƉƌŽĚƵĐƚĚĞůŝǀĞƌĞĚƚŽŝƚLJĂŶĚŽĨƚŚĞƉĞƌĐĞŶƚĂŐĞŽĨǁŽƌŬƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐƉĞƌĨŽƌŵĞĚǁŚŝĐŚŝƐ
ƵƐĂďůĞĂŶĚŽĨǁŽƌƚŚƚŽŝƚLJŝŶŚĂǀŝŶŐƚŚĞŐƌĞĞŵĞŶƚĐŽŵƉůĞƚĞĚ͘ĂƐĞĚƵƉŽŶƚŚĂƚĨŝŶĚŝŶŐŝƚLJǁŝůů
ĚĞƚĞƌŵŝŶĞƚŚĞĨŝŶĂůƉĂLJŵĞŶƚŽĨƚŚĞŐƌĞĞŵĞŶƚ͘
ŝƚLJŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚďLJƚĞŶĚĞƌŝŶŐƚŚŝƌƚLJ;ϯϬͿĚĂLJƐǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŽŶƚƌĂĐƚŽƌ͘ŽŶƚƌĂĐƚŽƌ
ŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚďLJƚĞŶĚĞƌŝŶŐͺͺͺͺͺͺͺͺͺͺͺͺͺͺ;ͺͺͺͿĚĂLJƐǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŝƚLJ͘/ŶƚŚĞ
ĞǀĞŶƚŽĨƚĞƌŵŝŶĂƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚďLJĞŝƚŚĞƌƉĂƌƚLJĂŶĚƵƉŽŶƌĞƋƵĞƐƚŽĨŝƚLJ͕ŽŶƚƌĂĐƚŽƌǁŝůůĂƐƐĞŵďůĞ
ƚŚĞǁŽƌŬƉƌŽĚƵĐƚĂŶĚƉƵƚŝƚŝŶŽƌĚĞƌĨŽƌƉƌŽƉĞƌĨŝůŝŶŐĂŶĚĐůŽƐŝŶŐĂŶĚĚĞůŝǀĞƌŝƚƚŽŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞ
ƉĂŝĚĨŽƌǁŽƌŬƉĞƌĨŽƌŵĞĚƚŽƚŚĞƚĞƌŵŝŶĂƚŝŽŶĚĂƚĞ͖ŚŽǁĞǀĞƌ͕ƚŚĞƚŽƚĂůǁŝůůŶŽƚĞdžĐĞĞĚƚŚĞůƵŵƉƐƵŵĨĞĞ
ƉĂLJĂďůĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ŝƚLJǁŝůůŵĂŬĞƚŚĞĨŝŶĂůĚĞƚĞƌŵŝŶĂƚŝŽŶĂƐƚŽƚŚĞƉŽƌƚŝŽŶƐŽĨƚĂƐŬƐĐŽŵƉůĞƚĞĚ
ĂŶĚƚŚĞĐŽŵƉĞŶƐĂƚŝŽŶƚŽďĞŵĂĚĞ͘
Nov. 12, 2024 Item #2 Page 300 of 680
W^ϮϱͲϯϱϱϰ
WĂŐĞϴ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
Ϯϰ͘ Ks EEd^'/E^dKEd/E' Ed& ^
ŽŶƚƌĂĐƚŽƌǁĂƌƌĂŶƚƐƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐŶŽƚĞŵƉůŽLJĞĚŽƌƌĞƚĂŝŶĞĚĂŶLJĐŽŵƉĂŶLJŽƌƉĞƌƐŽŶ͕ŽƚŚĞƌƚŚĂŶĂ
ďŽŶĂĨŝĚĞĞŵƉůŽLJĞĞǁŽƌŬŝŶŐĨŽƌŽŶƚƌĂĐƚŽƌ͕ƚŽƐŽůŝĐŝƚŽƌƐĞĐƵƌĞƚŚŝƐŐƌĞĞŵĞŶƚ͕ĂŶĚƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐ
ŶŽƚƉĂŝĚŽƌĂŐƌĞĞĚƚŽƉĂLJĂŶLJĐŽŵƉĂŶLJŽƌƉĞƌƐŽŶ͕ŽƚŚĞƌƚŚĂŶĂďŽŶĂĨŝĚĞĞŵƉůŽLJĞĞ͕ĂŶLJĨĞĞ͕ĐŽŵŵŝƐƐŝŽŶ͕
ƉĞƌĐĞŶƚĂŐĞ͕ďƌŽŬĞƌĂŐĞĨĞĞ͕ŐŝĨƚ͕ŽƌĂŶLJŽƚŚĞƌĐŽŶƐŝĚĞƌĂƚŝŽŶĐŽŶƚŝŶŐĞŶƚƵƉŽŶ͕ŽƌƌĞƐƵůƚŝŶŐĨƌŽŵ͕ƚŚĞĂǁĂƌĚ
ŽƌŵĂŬŝŶŐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘&ŽƌďƌĞĂĐŚŽƌǀŝŽůĂƚŝŽŶŽĨƚŚŝƐǁĂƌƌĂŶƚLJ͕ŝƚLJǁŝůůŚĂǀĞƚŚĞƌŝŐŚƚƚŽĂŶŶƵůƚŚŝƐ
ŐƌĞĞŵĞŶƚǁŝƚŚŽƵƚůŝĂďŝůŝƚLJ͕Žƌ͕ŝŶŝƚƐĚŝƐĐƌĞƚŝŽŶ͕ƚŽĚĞĚƵĐƚĨƌŽŵƚŚĞŐƌĞĞŵĞŶƚƉƌŝĐĞŽƌĐŽŶƐŝĚĞƌĂƚŝŽŶ͕Žƌ
ŽƚŚĞƌǁŝƐĞƌĞĐŽǀĞƌ͕ƚŚĞĨƵůůĂŵŽƵŶƚŽĨƚŚĞĨĞĞ͕ĐŽŵŵŝƐƐŝŽŶ͕ƉĞƌĐĞŶƚĂŐĞ͕ďƌŽŬĞƌĂŐĞĨĞĞƐ͕ŐŝĨƚ͕ŽƌĐŽŶƚŝŶŐĞŶƚ
ĨĞĞ͘
Ϯϱ͘ >/D^E>t^h/d^
LJƐŝŐŶŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͕ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŚĂƚĂŶLJŐƌĞĞŵĞŶƚĐůĂŝŵƐƵďŵŝƚƚĞĚƚŽŝƚLJŵƵƐƚďĞ
ĂƐƐĞƌƚĞĚĂƐƉĂƌƚŽĨƚŚĞŐƌĞĞŵĞŶƚƉƌŽĐĞƐƐĂƐƐĞƚĨŽƌƚŚŝŶƚŚŝƐŐƌĞĞŵĞŶƚĂŶĚŶŽƚŝŶĂŶƚŝĐŝƉĂƚŝŽŶŽĨ
ůŝƚŝŐĂƚŝŽŶŽƌŝŶĐŽŶũƵŶĐƚŝŽŶǁŝƚŚůŝƚŝŐĂƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚŝĨĂĨĂůƐĞĐůĂŝŵŝƐƐƵďŵŝƚƚĞĚƚŽ
ŝƚLJ͕ŝƚŵĂLJďĞĐŽŶƐŝĚĞƌĞĚĨƌĂƵĚĂŶĚŽŶƚƌĂĐƚŽƌŵĂLJďĞƐƵďũĞĐƚƚŽĐƌŝŵŝŶĂůƉƌŽƐĞĐƵƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌ
ĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚĂůŝĨŽƌŶŝĂ'ŽǀĞƌŶŵĞŶƚŽĚĞƐĞĐƚŝŽŶƐϭϮϲϱϬĞƚƐĞƋ͕͘ƚŚĞ&ĂůƐĞůĂŝŵƐĐƚĂƉƉůŝĞƐƚŽƚŚŝƐ
ŐƌĞĞŵĞŶƚĂŶĚ͕ƉƌŽǀŝĚĞƐĨŽƌĐŝǀŝůƉĞŶĂůƚŝĞƐǁŚĞƌĞĂƉĞƌƐŽŶŬŶŽǁŝŶŐůLJƐƵďŵŝƚƐĂĨĂůƐĞĐůĂŝŵƚŽĂƉƵďůŝĐ
ĞŶƚŝƚLJ͘dŚĞƐĞƉƌŽǀŝƐŝŽŶƐŝŶĐůƵĚĞĨĂůƐĞĐůĂŝŵƐŵĂĚĞǁŝƚŚĚĞůŝďĞƌĂƚĞŝŐŶŽƌĂŶĐĞŽĨƚŚĞĨĂůƐĞŝŶĨŽƌŵĂƚŝŽŶŽƌŝŶ
ƌĞĐŬůĞƐƐĚŝƐƌĞŐĂƌĚŽĨƚŚĞƚƌƵƚŚŽƌĨĂůƐŝƚLJŽĨŝŶĨŽƌŵĂƚŝŽŶ͘/ĨŝƚLJƐĞĞŬƐƚŽƌĞĐŽǀĞƌƉĞŶĂůƚŝĞƐƉƵƌƐƵĂŶƚƚŽƚŚĞ
&ĂůƐĞ ůĂŝŵƐ Đƚ͕ ŝƚ ŝƐ ĞŶƚŝƚůĞĚ ƚŽ ƌĞĐŽǀĞƌ ŝƚƐ ůŝƚŝŐĂƚŝŽŶ ĐŽƐƚƐ͕ ŝŶĐůƵĚŝŶŐ ĂƚƚŽƌŶĞLJΖƐ ĨĞĞƐ͘ ŽŶƚƌĂĐƚŽƌ
ĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚƚŚĞĨŝůŝŶŐŽĨĂĨĂůƐĞĐůĂŝŵŵĂLJƐƵďũĞĐƚŽŶƚƌĂĐƚŽƌƚŽĂŶĂĚŵŝŶŝƐƚƌĂƚŝǀĞĚĞďĂƌŵĞŶƚ
ƉƌŽĐĞĞĚŝŶŐĂƐƚŚĞƌĞƐƵůƚŽĨǁŚŝĐŚŽŶƚƌĂĐƚŽƌŵĂLJďĞƉƌĞǀĞŶƚĞĚƚŽĂĐƚĂƐĂŽŶƚƌĂĐƚŽƌŽŶĂŶLJƉƵďůŝĐǁŽƌŬ
ŽƌŝŵƉƌŽǀĞŵĞŶƚĨŽƌĂƉĞƌŝŽĚŽĨƵƉƚŽĨŝǀĞ;ϱͿLJĞĂƌƐ͘ŽŶƚƌĂĐƚŽƌĂĐŬŶŽǁůĞĚŐĞƐĚĞďĂƌŵĞŶƚďLJĂŶŽƚŚĞƌ
ũƵƌŝƐĚŝĐƚŝŽŶŝƐŐƌŽƵŶĚƐĨŽƌŝƚLJƚŽƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚ͘
Ϯϲ͘ :hZ/^/d/KE^Es Eh
dŚŝƐŐƌĞĞŵĞŶƚƐŚĂůůďĞŝŶƚĞƌƉƌĞƚĞĚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞůĂǁƐŽĨƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͘ŶLJĂĐƚŝŽŶĂƚ
ůĂǁŽƌŝŶĞƋƵŝƚLJďƌŽƵŐŚƚďLJĞŝƚŚĞƌŽĨƚŚĞƉĂƌƚŝĞƐĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨĞŶĨŽƌĐŝŶŐĂƌŝŐŚƚŽƌƌŝŐŚƚƐƉƌŽǀŝĚĞĚĨŽƌ
ďLJƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞƚƌŝĞĚŝŶĂĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƚŝŽŶŝŶƚŚĞŽƵŶƚLJŽĨ^ĂŶŝĞŐŽ͕^ƚĂƚĞŽĨ
ĂůŝĨŽƌŶŝĂ͕ĂŶĚƚŚĞƉĂƌƚŝĞƐǁĂŝǀĞĂůůƉƌŽǀŝƐŝŽŶƐŽĨůĂǁƉƌŽǀŝĚŝŶŐĨŽƌĂĐŚĂŶŐĞŽĨǀĞŶƵĞŝŶƚŚĞƐĞƉƌŽĐĞĞĚŝŶŐƐ
ƚŽĂŶLJŽƚŚĞƌĐŽƵŶƚLJ͘
Ϯϳ͘ ^h ^^KZ^E^^/'E^
/ƚŝƐŵƵƚƵĂůůLJƵŶĚĞƌƐƚŽŽĚĂŶĚĂŐƌĞĞĚƚŚĂƚƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞďŝŶĚŝŶŐƵƉŽŶŝƚLJĂŶĚŽŶƚƌĂĐƚŽƌĂŶĚ
ƚŚĞŝƌƌĞƐƉĞĐƚŝǀĞƐƵĐĐĞƐƐŽƌƐ͘EĞŝƚŚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŶŽƌĂŶLJƉĂƌƚŽĨŝƚŶŽƌĂŶLJŵŽŶŝĞƐĚƵĞŽƌƚŽďĞĐŽŵĞ
ĚƵĞƵŶĚĞƌŝƚŵĂLJďĞĂƐƐŝŐŶĞĚ ďLJŽŶƚƌĂĐƚŽƌǁŝƚŚŽƵƚƚŚĞ ƉƌŝŽƌ ĐŽŶƐĞŶƚŽĨŝƚLJ͕ ǁŚŝĐŚ ƐŚĂůůŶŽƚďĞ
ƵŶƌĞĂƐŽŶĂďůLJǁŝƚŚŚĞůĚ͘
Ϯϴ͘ d,/ZͲWZdzZ/',d^
EŽƚŚŝŶŐŝŶƚŚŝƐŐƌĞĞŵĞŶƚƐŚŽƵůĚďĞĐŽŶƐƚƌƵĞĚƚŽŐŝǀĞĂŶLJƌŝŐŚƚƐŽƌďĞŶĞĨŝƚƐƚŽĂŶLJƉĂƌƚLJŽƚŚĞƌƚŚĂŶƚŚĞ
ŝƚLJĂŶĚŽŶƚƌĂĐƚŽƌ͘
Ϯϵ͘ Ed/Z 'Z D Ed
dŚŝƐŐƌĞĞŵĞŶƚ͕ƚŽŐĞƚŚĞƌǁŝƚŚĂŶLJŽƚŚĞƌǁƌŝƚƚĞŶĚŽĐƵŵĞŶƚƌĞĨĞƌƌĞĚƚŽŽƌĐŽŶƚĞŵƉůĂƚĞĚďLJŝƚ͕ĂůŽŶŐǁŝƚŚ
ƚŚĞ ƉƵƌĐŚĂƐĞ ŽƌĚĞƌ ĨŽƌ ƚŚŝƐ ŐƌĞĞŵĞŶƚ ĂŶĚ ŝƚƐ ƉƌŽǀŝƐŝŽŶƐ͕ ĞŵďŽĚLJ ƚŚĞ ĞŶƚŝƌĞ ŐƌĞĞŵĞŶƚ ĂŶĚ
ƵŶĚĞƌƐƚĂŶĚŝŶŐďĞƚǁĞĞŶƚŚĞƉĂƌƚŝĞƐƌĞůĂƚŝŶŐƚŽƚŚĞƐƵďũĞĐƚŵĂƚƚĞƌŽĨŝƚ͘/ŶĐĂƐĞŽĨĐŽŶĨůŝĐƚ͕ƚŚĞƚĞƌŵƐŽĨƚŚĞ
ŐƌĞĞŵĞŶƚƐƵƉĞƌƐĞĚĞƚŚĞƉƵƌĐŚĂƐĞŽƌĚĞƌ͘EĞŝƚŚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŶŽƌĂŶLJŽĨŝƚƐƉƌŽǀŝƐŝŽŶƐŵĂLJďĞ
ĂŵĞŶĚĞĚ͕ŵŽĚŝĨŝĞĚ͕ǁĂŝǀĞĚŽƌĚŝƐĐŚĂƌŐĞĚĞdžĐĞƉƚŝŶĂǁƌŝƚŝŶŐƐŝŐŶĞĚďLJďŽƚŚƉĂƌƚŝĞƐ͘dŚŝƐŐƌĞĞŵĞŶƚŵĂLJ
ďĞĞdžĞĐƵƚĞĚŝŶĐŽƵŶƚĞƌƉĂƌƚƐ͘
Nov. 12, 2024 Item #2 Page 301 of 680
W^ϮϱͲϯϱϱϰ
WĂŐĞϵ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ϯϬ͘ Wh>/' Ez>h^
ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŚĂƚĂŶLJƉƵďůŝĐĂŐĞŶĐLJĂƐĚĞĨŝŶĞĚďLJĂů͘'Žǀ͘ŽĚĞƐĞĐƚŝŽŶϲϱϬϬ͕ŝĨĂƵƚŚŽƌŝnjĞĚďLJŝƚƐ
ŐŽǀĞƌŶŝŶŐďŽĚLJ͕ƐŚĂůůŚĂǀĞƚŚĞŽƉƚŝŽŶƚŽƉĂƌƚŝĐŝƉĂƚĞŝŶƚŚŝƐĐŽŶƚƌĂĐƚĂƚƚŚĞƐĂŵĞƉƌŝĐĞƐ͕ƚĞƌŵƐ͕ĂŶĚ
ĐŽŶĚŝƚŝŽŶƐ͘/ĨĂŶŽƚŚĞƌƉƵďůŝĐĂŐĞŶĐLJĐŚŽŽƐĞƐƚŽƉĂƌƚŝĐŝƉĂƚĞ͕ƚŚĞƚĞƌŵƐŚĂůůďĞĨŽƌƚŚĞƚĞƌŵŽĨƚŚŝƐĐŽŶƚƌĂĐƚ͕
ĂŶĚ ƐŚĂůů ďĞ ĐŽŶƚŝŶŐĞŶƚ ƵƉŽŶ ŽŶƚƌĂĐƚŽƌΖƐ ĂĐĐĞƉƚĂŶĐĞ͘ WĂƌƚŝĐŝƉĂƚŝŶŐ ƉƵďůŝĐ ĂŐĞŶĐŝĞƐ ƐŚĂůů ďĞ ƐŽůĞůLJ
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Nov. 12, 2024 Item #2 Page 304 of 680
GEOTECHNICAL
ENVIRONMENTAL
WATER RESOURCES
CONSTRUCTION SERVICES
COASTAL/MARINE GEOTECHNICS
February 1, 2023 www.engeo.com
PREFERRED CLIENT FEE SCHEDULE
PROFESSIONAL SERVICES
Effective February 2023
President......................................................................................................................................$465.00 per hour
Principal.......................................................................................................................................$365.00 per hour
Associate .....................................................................................................................................$305.00 per hour
Subject Matter Expert..................................................................................................................$400.00 per hour
Senior...........................................................................................................................................$265.00 per hour
Project..........................................................................................................................................$235.00 per hour
Staff..............................................................................................................................................$205.00 per hour
Assistant ......................................................................................................................................$165.00 per hour
Construction Services Manager II...............................................................................................$210.00 per hour*
Construction Services Manager I................................................................................................$200.00 per hour*
Senior Field Representative II.....................................................................................................$176.00 per hour*/**
Senior Field Representative I......................................................................................................$157.00 per hour*/**
Field Representative....................................................................................................................$145.00 per hour*/**
Senior Laboratory Technician .....................................................................................................$180.00 per hour
Laboratory Technician.................................................................................................................$160.00 per hour
Senior GIS Developer..................................................................................................................$190.00 per hour
Senior GIS Analyst ......................................................................................................................$185.00 per hour
GIS Analyst..................................................................................................................................$175.00 per hour
Senior CAD Specialist.................................................................................................................$175.00 per hour
CAD Specialist.............................................................................................................................$160.00 per hour
Network Administrator.................................................................................................................$250.00 per hour
Project Assistant..........................................................................................................................$145.00 per hour
* Two-hour minimum portal to portal and cancellations within 24 hours.
* OVERTIME RATES: Rates increased by factor of 1.5 for all hours worked in excess of eight (8) Monday through Friday, and the first
eight (8) hours worked on Saturday. Rates increased by factor of 2.0 for all hours worked in excess of twelve (12) Monday through
Friday, all hours worked in excess of eight (8) on Saturday and all hours worked on Sunday and holidays.
** For Prevailing Wage projects, increase the hourly rate by $19.
** Rates increased by factor of 1.25 for night shift hours (hours commencing after 4:00 p.m. or before 4:00 a.m.); rates increased by
factor of 1.875 (an additional factor of 1.5) for all night shift hours in excess of eight (8); rates increased by factor 2.5 for all night shift
hours worked in excess of twelve (12).
ADDITIONAL SERVICES OFFERED
In addition to our core services of geotechnical, hydrologic and environmental engineering, including construction-phase testing and
observation, ENGEO provides clients with services for establishment and management of Geologic Hazard Abatement Districts (GHAD)
and for Entitlement and Permitting Support (EPS). For more information about these services and associated pricing, please contact
ENGEO at (925) 866-9000.
OTHER FEES
x Equipment and materials will be charged in addition to the above hourly rates.
x Outside Consultants, Subcontracted Services and Equipment Rental ..................................................................................................Cost plus 25%
x Expert Witness, Deposition, Mediation, Arbitration, or Court Appearance (Minimum Charge).....................$2,400.00 half day, $4,800.00 full day
TERMS
Invoices will be submitted at completion of work or at approximately four week intervals and are due and payable upon receipt. Statements
will be issued at monthly intervals. Fees will be applicable for one year from the effective date of the contract; thereafter, fees will be
adjusted annually. Our fees will be billed using an invoice format produced by a standardized accounting software package. A more
customized itemization of charges and backup data will be provided upon Client’s requests, but at additional fees.Final reports may be
withheld until outstanding invoices are paid in full.
Nov. 12, 2024 Item #2 Page 305 of 680
EQUIPMENT AND MATERIALS CHARGES
February 1, 2023 www.engeo.com
DESCRIPTION COST PER UNIT ($)UNIT
Air Content Meter 7.00 hour
Bailers (Disposable)10.00 each
Coatings Thickness Kit (eg. Fireproofing, Protective Paint)30.00 hour
Concrete Crack Monitor 20.00 each
Coring Machine 30.00 hour
Double-Ring Infiltrometer 50.00 hour
Electronic Water Level Indicator 5.00 hour
Engineering Analysis Software 45.00 hour
Equipment Transport(er)100.00 hour
Exploration Equipment (Electric Auger)50.00 hour
Floor Flatness/Floor Level Equipment 40.00 hour
Generator 15.00 hour
GIS Website Portal Subscriptions 50.00 month
GPS Handheld Device 10.00 hour
Drone Equipment 210.00 hour
Hand Auger and Soil Sampler 15.00 hour
Hydraulic Pull-Test Equipment 25.00 hour
Interface Probe 2.00 hour
Magnetic Particle Test Equipment 25.00 hour
Moisture Content Test Equipment 6.00 hour
Multi-Parameter Water Meter 15.00 hour
pH Meter/Turbidity Meter 10.00 hour
Photo Ionization Detector 20.00 hour
Reinforcing Bar Locator 100.00 hour
Sampling Tubes 10.00 each
Sand Cone Equipment and Material 5.00 hour
Schmidt Hammer 20.00 hour
Seisometer 50.00 hour
Skidmore Wilhelm Bolt Tension Calib.40.00 hour
Slope Inclinometer/Settlement Indicator/VW Readout 50.00 hour
Torque Wrench 15.00 hour
Transfer Pump 3.00 hour
Ultrasonic Equipment 50.00 hour
Vapor Emission Test Kit 40.00 kit
Vector Conversion 60.00 conversion
Vehicle, nuclear gauge, equipment, wireless communication.
*Add $5.00/hr. for RTK enabled autotesting equipment.33.00* hour
Vehicle, equipment, wireless communication 23.00 hour
Vibration Monitor 1800.00 month
Water Sampling Pumps 20.00 hour
Bridge Toll actual actual
Mileage .98 mile
Parking actual actual
AutoCAD, Civil 3D, GIS, Drone Data Processing 29.00 hour
Photocopies Black & White 0.25 each
Photocopies Color 11 x 17 1.50 each
Photocopies Color 8½ x 11 1.00 each
Plot - Black & White 3.00 square foot
Plot - Color 4.00 square foot
Postage actual actual
Scan - Black & White 1.50 each
Scan - Color 3.75 each
Telephone 0.50 minute
Nov. 12, 2024 Item #2 Page 306 of 680
PSA25-3553CA
Page 2 City Attorney Approved Version 5/22/2024
Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
Nov. 12, 2024 Item #2 Page 308 of 680
PSA25-3553CA
Page 3 City Attorney Approved Version 5/22/2024
dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
Nov. 12, 2024 Item #2 Page 309 of 680
PSA25-3553CA
Page 4 City Attorney Approved Version 5/22/2024
Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
Nov. 12, 2024 Item #2 Page 310 of 680
PSA25-3553CA
Page 5 City Attorney Approved Version 5/22/2024
13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
Nov. 12, 2024 Item #2 Page 311 of 680
PSA25-3553CA
Page 6 City Attorney Approved Version 5/22/2024
14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Nov. 12, 2024 Item #2 Page 312 of 680
PSA25-3553CA
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of general civil engineering tasks as outlined in individual Project Task Descriptions and
Fee Allotments (PTD&FA), related to the following:
A. Conduct NPDES Inspections at construction sites, commercial facilities, private properties,
and municipal facilities.
B. Attend NPDES related meetings, trainings, and workshops, as assigned.
C. Review Storm Water Pollution Prevention Plans (SWPPP) and Storm Water Quality
Management Plans (SMWP), engineering plans, and the California Storm Water Quality
Association (CASQA) design and maintenance guidelines.
D. Write and submit inspection reports digitally based on observations and BMPs implemented
and assess impact on storm water quality as well as BMP effectiveness.
Requests for work not listed above must be contracted under separate agreement.
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Nov. 12, 2024 Item #2 Page 317 of 680
City of Carlsbad RFQ24-3430CA ±Discipline 8: Storm Water TCBMP Inspection
CARLSBAD MASTER AGREEMENT RATE SCHEDULE
HOURLY RATE SCHEDULE -EFFECTIVE JULY 1, 2024 ±VALID THROUGH TERM OF AGREEMENT
STAFF
Name Title Hourly Rate
1.Mikhail Ogawa Principal in Charge/Project Manager
(Senior Principal)$210.00
2.Nehemiah Martinez Project Manager
(Senior Scientist)
$185.00
3.Zach Rowlands Technical and Field Support
(Associate Scientist)$170.00
4.Genel Abordo Quality Lead and Technical Support
(Associate Engineer)$170.00
5.Sara Afshar Technical and Field Support
(Associate Scientist)$170.00
6.Shane Daly Technical and Field Support
(Assistant Scientist)$155.00
7.Ellie Deer Technical and Field Support
(Assistant Scientist)$155.00
8.Dustin Tran Technical and Field Support
(Assistant Scientist)$155.00
SUB-CONSULTANTS
Name/Firm Title Hourly Rate
1.
2.
EXPENSES
Description Cost % Markup
1.Mileage Current IRS Rate -
2.Fleet Vehicle $90.00/day -
3.Subcontractors and Direct
Costs Cost 10%
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
Nov. 12, 2024 Item #2 Page 320 of 680
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
Nov. 12, 2024 Item #2 Page 325 of 680
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of traffic engineering related tasks as outlined in individual Project Task Descriptions &
Fee Allotments (PTD&FA), related to the following:
A. Traffic Calming Studies/Implementation.
B. Traffic Signal Modification and Design.
C. Traffic Signal Timing and Coordination Plans.
D. Signing and Striping Design.
E. Traffic counts and Data Collection.
F. Intersection Control Evaluation.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 329 of 680
p / 16CITY OF CARLSBAD • MASTER SERVICES AGREEMENT FOR CONSULTANTS / NUMBER: RFQ24-3430CA
COST PROPOSAL
CRA P#2024.089
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ATTACHMENT B – MASTER SERVICES AGREEMENT RATE SCHEDULE (TRAFFIC ENGINEERING)
Prices valid through Term of Agreement ;ĮƌƐƚƚŚƌĞĞLJĞĂƌƐͿ
STAFF
NAME TITLE HOURLY RATE
1. Monique Chen, PE Principal II $350.00
2.WŚƵŽŶŐEŐƵLJĞŶ͕W Senior Engineer III $285.00
3. Jonathan Sanchez, PE Senior Engineer I $245.00
4. Joseph Perez, EIT Associate Engineer II $190.00
5.ƌŝƐƟĂŶĞůŵƵĚĞnj Associate Engineer I $175.00
6. Jackson Schulz Assistant Engineer II $160.00
7.:ĞƐƵƐDĂƌƟŶĞnj Assistant Engineer I $150.00
8. Tomo Takahashi, PE Senior Professional II $295.00
9. Jerard Madrigal, PE Professional III $240.00
10. Laura Hernandez, PE Professional I $210.00
11.ůLJƐƐĂ&ŽůĞLJ͕W Professional I $210.00
12.dLJůĞƌZĂƵƐĐŚ͕ /d ŶĂůLJƐƚ///$195.00
EXPENSES
DESCRIPTION COST
1. Mileage ƵƌƌĞŶƚZĂƚĞƉĞƌ/Z^
2.ZĞƉƌŽĚƵĐƟŽŶ^ĞƌǀŝĐĞƐ At Cost + 5%
3./Ŷ,ŽƵƐĞWůŽƫŶŐ;DLJůĂƌͿ $20.00 per D-size sheet
4./Ŷ,ŽƵƐĞWůŽƫŶŐ;ŽŶĚͿ $10.00 per D-size sheet
Nov. 12, 2024 Item #2 Page 330 of 680
p / 17CITY OF CARLSBAD • MASTER SERVICES AGREEMENT FOR CONSULTANTS / NUMBER: RFQ24-3430CA
COST PROPOSAL
CRA P#2024.089
ADVANTEC Consulting Engineers
1200 Roosevelt | Irvine | CA 92620
T 949.861.4999 F 949.502.5522 www.advantec-usa.com
Hourly Rates
Effective January 2024
Classification Rate
Project Director $375 / hour
Senior Project Manager VIII $315 / hour
Senior Project Manager VII $250 / hour
Project Manager/ Senior Engineer VI $220 / hour
Project Manager/ Engineer V-3 $200 / hour
Project Manager/ Engineer V-2 $180 / hour
Project Manager/ Engineer V-1 $160 / hour
Associate Engineer IV $145 / hour
Associate Engineer III $135 / hour
Assistant Engineer II $125 / hour
Assistant Engineer I $110 / hour
Administrative III $140 / hour
Administrative II $120 / hour
Administrative I $100 / hour
Direct Costs
Effective January 2024
Mileage Current Rate per IRS
In House Plotting (Mylar) $20.00 per D-size sheet
In House Plotting (Bond) $10.00 per D-size sheet
Other Direct Costs At Cost + 10% admin
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of traffic engineering related tasks as outlined in individual Project Task Descriptions &
Fee Allotments (PTD&FA), related to the following:
A. Traffic Calming Studies/Implementation.
B.Traffic Signal Modification and Design.
C. Traffic Signal Timing and Coordination Plans.
D.Signing and Striping Design.
E. Traffic counts and Data Collection.
F.Intersection Control Evaluation.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 342 of 680
HOURLY RATE
1.$295.00
2.$405.00
3.$325.00
4.$295.00
5.$255.00
6.$205.00
7.$185.00
8.$160.00
9.$135.00
10.$245.00
11.$160.00
12.$125.00
13.$285.00
14.$215.00
15.$195.00
16.$145.00
17.$115.00
18.$95.00
19.$235.00
20.$195.00
21.$125.00
22.$125.00
23.$95.00
1.
ATTACHMENT B –MASTER SERVICES AGREEMENT RATE SCHEDULE (EXAMPLE)
Prices valid through Term of Agreement
DOKKEN ENGINEERING
NAME TITLE
Michael Greer, PE, TE Contract/Project Manager
Staff Principal in Charge
Staff QA/QC Manager
Staff Senior Engineer 2
Staff Senior Engineer 1
Staff Associate Engineer 2
Staff Associate Engineer 1
Staff Assistant Engineer 2
Staff Assistant Engineer 1
Staff Senior CAD Manager
Staff CAD/Engineering Technician 2
Staff CAD/Engineering Technician 1
Staff Environmental Manager
Staff Principal Planner
Staff Senior Environmental Planner
Staff Associate Environmental Planner
Staff Environmental Planner
Staff Environmental Technician
Staff Right of Way Manager
Staff Senior Right of Way Agent
Staff Right of Way Agent
Staff Right of Way Appraiser
Staff Right of Way Assistant
SUB-CONSULTANTS
FIRM
VRPA Technologies See attached rate schedule.
Nov. 12, 2024 Item #2 Page 343 of 680
% MARKUP
1.0%
2.0%
3.0%
4.0%
5.0%
6.0%
7.0%
8.0%
9.0%
10.0%
11.0%
EXPENSES
DESCRIPTION COST
Outside Reproduction Actual Cost
Permit Fees Actual Cost
Public Notice Advertisements Actual Cost
Postage for Public Notice Advertisements Actual Cost
Record Search Fees / EDR Reports Actual Cost
Room and Equipment Rentals Actual Cost
Appraisals Actual Cost
Appraisal Reviews Actual Cost
Traffic Control Actual Cost
Utility Potholing Actual Cost
Title Reports Actual Cost
Nov. 12, 2024 Item #2 Page 344 of 680
ATTACHMENT B –MASTER SERVICES AGREEMENT RATE SCHEDULE (EXAMPLE)
Prices valid through Term of Agreement
STAFF
NAME TITLE HOURLY RATE
1. ƌŝŬZƵĞŚƌ WƌŽũĞĐƚDĂŶĂŐĞƌ $Ϯϭϰ͘ϰϮ
2.:ĞĨĨ^ƚŝŶĞ PůĂŶŶĞƌ $ϭϰϳ͘Ϯϱ
3.
4.
5.
9.
10.
SUB-CONSULTANTS
NAME/FIRM TITLE HOURLY RATE
1.
2.
3.
9.
10.
EXPENSES
DESCRIPTION COST % MARKUP
1. Mileage $͘ϲϳ / mile Ϭ%
2.
3.
4.
RFQ24-3430CA
REQUEST FOR QUALIFICATIONS-
MASTER SERVICES AGREMENT FOR CONSULTANTS
22 DUE DATE 6/12/2024
2:00 PM PST
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of traffic engineering related tasks as outlined in individual Project Task Descriptions &
Fee Allotments (PTD&FA), related to the following:
A. Traffic Calming Studies/Implementation.
B.Traffic Signal Modification and Design.
C. Traffic Signal Timing and Coordination Plans.
D.Signing and Striping Design.
E. Traffic counts and Data Collection.
F.Intersection Control Evaluation.
Requests for work not listed above must be contracted under separate agreement.
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MICHAEL BAKER INTERNATIONAL ▬ CITY OF CARLSBAD ▬ RFQ24-3430CA
HOURLY RATES
Pricing shall remain firm for the three (3) year term of the Agreement.
Name Title Role Hourly
Rate
Ryan Zellers, PE, TE Traffic and Civil Engineer Contract Manager $320
Jacob Swim, TE Transportation Planner Traffic Studies Task Order Manager $180
Geoff Retemeyer, PE Traffic and Civil Engineer Traffic Engineering Design Task Order Manager $210
Samantha Lathrop Traffic Engineering Associate Signing and Striping $150
Rachel Fabian Planning Associate Traffic Calming Studies/Implementation; Traffic
Counts and Data Collection
$130
Robert Davis Project Manager ICE Evaluation $210
Jordan Gray, PE Civil Engineer Traffic Calming Studies/ ICE Evaluation $180
John Dompor Civil Associate Traffic Signal Modification and Design $150
Kat Frankowski, EIT Civil Associate Traffic Signal Modification and Design; Signing
and Striping Design
$130
Marc Violett, PE, TE Senior Engineer Signal Timing and Coordination Plans $225
Smitha Kundur, PE,
PTOE
Project Manager Signal Timing and Coordiantion Plans $210
TBD Design Technician $115
TBD Engineering Aid/Planning Aid $110
Andy Taylor Office Support/Clerical $75
EXPENSES
Description Cost % Markup
Mileage At the IRS approved rate N/A
Copy Services At cost 10%
CITY OF CARLSBAD ▬ MASTER SERVICES AGREEMENT FOR CONSULTANTS ▬ CATEGORY 9: TRAFFIC ENGINEERING
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name Mark D͘Jugar, PE, TE, PTOE
Title Senior Contract Administrator Title ƐƐŝƐƚĂŶƚsŝĐĞWƌĞƐŝĚĞŶƚ
Dept Public Works Address 5620 Friars Road
CITY OF CARLSBAD San Diego, CA 92110
Address 1635 Faraday Avenue Phone 619-291-0707 ext. 1535
M: 619-977-6537
Carlsbad, CA 92008 Email mjugar@rickengineering.com
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ƚŚŝƌƚLJ(ϯϬ) days written notice to City. In the event of
termination of this Agreement by either party and upon request of City, Contractor will assemble the work
product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for
work performed to the termination date; however, the total will not exceed the lump sum fee payable
under this Agreement. City will make the final determination as to the portions of tasks completed and the
compensation to be made.
24.COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
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not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
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conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of traffic engineering related tasks as outlined in individual Project Task Descriptions &
Fee Allotments (PTD&FA), related to the following:
A. Traffic Calming Studies/Implementation.
B.Traffic Signal Modification and Design.
C. Traffic Signal Timing and Coordination Plans.
D.Signing and Striping Design.
E. Traffic counts and Data Collection.
F.Intersection Control Evaluation.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 368 of 680
1
Since this solicitation is for As-Needed/On-Call services the fee schedules provide hourly rates for
positions. At the Task Order stage, hourly rates and position will be provided for each team member.
rovide hourly
each team m
Hourly Rates – California Offices
March 1, 2024 – August 30, 2024
_____________________________________________________________________________________________________________________________________
Rates subject to change for prevailing wage contracts.
When authorized, overtime shall be charged at the listed rates times 1.5.
Unless otherwise agreed upon, we shall charge for printing, reproduction, deliveries, transportation, and other expenses.
A fifteen (15) percent fee for administration, coordination and handling will be added to all subcontracted services.
Page xx of xx
Principal Consultant (Special Projects) .............................. $300.00
Principal .............................................................................. 290.00
Associate Principal .............................................................. 270.00
Associate/Manager ............................................................. 250.00
Expert Witness ..................................................................... 450.00
Court Appearance per half day or part............................... 1,800.00
Senior Project Manager/Engineering Manager ................. $ 245.00
Principal Project Engineer/Manager .................................... 230.00
Associate Project Engineer/Manager ................................... 205.00
Assistant Project Engineer/Manager .................................... 190.00
Principal Engineering Designer ........................................... 170.00
Associate Engineering Designer .......................................... 150.00
Assistant Engineering Designer .......................................... 135.00
Principal Engineering Drafter ............................................. 130.00
Associate Engineering Drafter ............................................ 120.00
Assistant Engineering Drafter ............................................ 110.00
Senior Technical Manager .................................................. 195.00
Senior Transportation/Traffic Engineer ............................. $ 240.00
Principal Transportation/Traffic Engineer ........................... 230.00
Associate Transportation/Traffic Engineer .......................... 205.00
Assistant Transportation/Traffic Engineer ........................... 190.00
Principal Transportation/Traffic Designer ........................... 170.00
Associate Transportation/Traffic Designer .......................... 150.00
Assistant Transportation/Traffic Designer .......................... 135.00
Principal Planner II ............................................................ $ 220.00
Principal Planner I .............................................................. 205.00
Senior Planner II .................................................................. 190.00
Senior Planner I ................................................................... 180.00
Associate Planner ............................................................... 160.00
Assistant Planner ................................................................ 140.00
Planning Technician ........................................................... 120.00
Principal Project Landscape Architect/Manager .............. $ 205.00
Associate Project Landscape Architect/Manager .............. 185.00
Assistant Project Landscape Architect/Manager ............... 165.00
Principal Landscape/Urban Designer ................................. 140.00
Associate Landscape/Urban Designer ............................... 130.00
Assistant Landscape/Urban Designer ................................ 115.00
Director of Environmental Planning Services .................. $ 245.00
Principal Environmental Project Manager .......................... 210.00
Associate Environmental Project Manager ....................... 195.00
Assistant Environmental Project Manager ....................... 180.00
Principal Environmental Planner/Analyst ........................ 165.00
Associate Environmental Planner/Analyst ....................... 145.00
Assistant Environmental Planner/Analyst .......................... 125.00
Environmental Technician .................................................. 110.00
Principal Water Resources Engineer/Manager .................. $ 235.00
Principal Water Resources Designer ................................... 170.00
Associate Water Resources Designer .................................. 150.00
Assistant Water Resources Designer .................................. 135.00
Principal Stormwater Project Manager ............................. $ 200.00
Associate Stormwater Project Manager .............................. 185.00
Assistant Stormwater Project Manager ............................. 165.00
Principal Stormwater Specialist ........................................ 145.00
Associate Stormwater Specialist ....................................... 135.00
Assistant Stormwater Specialist ........................................ 120.00
GIS Manager ..................................................................... $200.00
GIS Asset Manager .............................................................. 195.00
GIS Programmer ................................................................ 170.00
Principal GIS Project Manager .......................................... 190.00
Associate GIS Project Manager ........................................... 175.00
Assistant GIS Project Manager .......................................... 160.00
Principal GIS Analyst ........................................................ 150.00
Associate GIS Analyst ....................................................... 140.00
Assistant GIS Analyst ........................................................ 125.00
Graphics Designer .............................................................. 145.00
CAD Manager ..................................................................... 180.00
Field Supervisor ............................................................... $ 220.00
One-person Survey Party ................................................... 180.00
One-person Survey Party with Robotics ............................ 230.00
Two-person Survey Party ................................................... 280.00
Three-person Survey Party ................................................ 380.00
3D Laser Scanning Crew (One-Person) ............................ $ 210.00
3D Laser Scanning Crew (Two Person) ............................. 310.00
Principal 3D Laser Scanning Project Manager ................. $ 200.00
Associate 3D Laser Scanning Project Manager .................. 175.00
Assistant 3D Laser Scanning Project Manager ................... 165.00
Principal 3D Laser Scanning Specialist .............................. 145.00
Associate 3D Laser Scanning Specialist ............................. 135.00
Assistant 3D Laser Scanning Specialist .............................. 125.00
Principal 3D Laser Scanning Technician ............................. 115.00
Associate 3D Laser Scanning Technician ........................... 105.00
Assistant 3D Laser Scanning Technician .............................. 95.00
Photogrammetry Supervisor .............................................. $185.00
Principal Photogrammetrist ............................................... 160.00
Associate Photogrammetrist ............................................... 130.00
Assistant Photogrammetrist ................................................ 120.00
Principal Survey Analyst ................................................... $195.00
Associate Survey Analyst ................................................... 160.00
Assistant Survey Analyst ..................................................... 130.00
Associate Project Administrator ....................................... $ 100.00
Assistant Project Administrator ............................................ 80.00
Administrative Assistant/Manager........................................ 85.00
Nov. 12, 2024 Item #2 Page 369 of 680
2
21636 North Dietz Drive, Maricopa, Arizona 85138 520.316.6745 fdsaz.com– veracity.pro
31894 Whitetail Ln., Temecula, CA 92592 619.677.6542
ARIZONA - CALIFORNIA – HAWAII – NEVADA – NEW MEXICO
Standard Hourly Rate Sheet
Personnel Job Description Billing Rate
Sharon Morris Project Manager $ 94.00
Adam Barry Field Tech II $ 50.00
Jon McCreadie Field Tech II $ 50.00
Aaron Barry Field Tech II $ 50.00
Robin Fatone Field Tech I $ 48.00
Nov. 12, 2024 Item #2 Page 370 of 680
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name Jason Stack
Title Senior Contract Administrator Title TE, PTOE, President
Dept Public Works Address 5865 Avenida Encinas, Suite 142-B
CITY OF CARLSBAD Carlsbad, CA 92008
Address 1635 Faraday Avenue Phone 760-602-4290
Carlsbad, CA 92008 Email 714-315-4640
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
Nov. 12, 2024 Item #2 Page 377 of 680
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of traffic engineering related tasks as outlined in individual Project Task Descriptions &
Fee Allotments (PTD&FA), related to the following:
A. Traffic Calming Studies/Implementation.
B. Traffic Signal Modification and Design.
C. Traffic Signal Timing and Coordination Plans.
D. Signing and Striping Design.
E. Traffic counts and Data Collection.
F. Intersection Control Evaluation.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 381 of 680
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Nov. 12, 2024 Item #2 Page 382 of 680
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
Nov. 12, 2024 Item #2 Page 385 of 680
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
ŶĚƌĞǁWƌĞƐĐŽƚƚ
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Nov. 12, 2024 Item #2 Page 389 of 680
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
Nov. 12, 2024 Item #2 Page 390 of 680
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
Nov. 12, 2024 Item #2 Page 391 of 680
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of transportation planning related tasks as outlined in individual Project Task
Descriptions & Fee Allotments (PTD&FA), related to the following:
A. Transportation impact analysis study preparation and review.
B.Environmental impact report review.
C.Active Transportation and Safety Plans/Study/Design.
D.Livable and Complete Street Policies/Programs/Design.
E. Safe Routes to School.
F.Transportation Demand Management.
G.Multi-modal transportation data collection, analysis and monitoring.
H.Micromobility and transit planning.
I. Emerging mobility technologies.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 394 of 680
p / 18CITY OF CARLSBAD • MASTER SERVICES AGREEMENT FOR CONSULTANTS / NUMBER: RFQ24-3430CA
COST PROPOSAL
CRA P#2024.089
10. Transportation Planning
ATTACHMENT B – MASTER SERVICES AGREEMENT RATE SCHEDULE (TRANSPORTATION PLANNING)
Prices valid through Term of Agreement ;ĮƌƐƚƚŚƌĞĞLJĞĂƌƐͿ
STAFF
NAME TITLE HOURLY RATE
1.dŽŶLJDĞŶĚŽnjĂ Principal III $415.00
2.DŽŶŝƋƵĞŚĞŶ͕W Principal II $350.00
3.:ĞŶŶLJŶ͕> 'ƌĞĞŶ͕
Z͕>/͕W&Senior Planner III $270.00
4.DĂƩŚĞǁWĂƌƌĞŶƚ͕/W Senior Planner II $245.00
5.ŶĚƌĞǁWƌĞƐĐŽƩ͕/W Senior Planner I $215.00
6.^ĂƐŚĂ:ŽǀĂŶŽǀŝĐ͕/W Senior Planner I $215.00
7.ĂƚĂůůĂŐŚĂŶ͕/W Associate Planner III $200.00
8.ŶĂ'ĂƌĂƚĞ Assistant Planner II $160.00
9. ƌŝĐ^ŝŶĚĞů Assistant Planner II $160.00
10.ŶŶĂďĞů'ƌĞĂůŝƐŚAssistant Planner I $145.00
11.WŚƵŽŶŐEŐƵLJĞŶ͕W ^ĞŶŝŽƌ ŶŐŝŶĞĞƌ///$285.00
12.:ŽŶĂƚŚĂŶ^ĂŶĐŚĞnj͕W ^ĞŶŝŽƌ ŶŐŝŶĞĞƌ/$245.00
13.:ŽƐĞƉŚWĞƌĞnj͕ /d ƐƐŽĐŝĂƚĞ ŶŐŝŶĞĞƌ//$190.00
14.ƌŝƐƟĂŶĞůŵƵĚĞnj ƐƐŽĐŝĂƚĞ ŶŐŝŶĞĞƌ/$175.00
15.^ĐŽƩĂƌƚǁƌŝŐŚƚ͕W Senior Professional II $295.00
16.ZŽďĞƌƚŽZƵŝnj-^ĂůĂƐ͕W Senior Professional I $265.00
17.&ŽƌƌĞƐƚĂŬĞƌ͕W Professional II $225.00
18.,ĂŝůĞLJdLJƐŽŶ͕W Professional I $210.00
EXPENSES
DESCRIPTION COST
1.DŝůĞĂŐĞ ƵƌƌĞŶƚZĂƚĞƉĞƌ/Z^
2.ZĞƉƌŽĚƵĐƟŽŶ Services ƚŽƐƚ + 5%
3./Ŷ,ŽƵƐĞWůŽƫŶŐ;DLJůĂƌͿ ΨϮϬ͘ϬϬƉĞƌ-ƐŝnjĞƐŚĞĞƚ
4. In ,ŽƵƐĞWůŽƫŶŐ;ŽŶĚͿ ΨϭϬ͘ϬϬƉĞƌ-ƐŝnjĞƐŚĞĞƚ
10. Transportation Planning
Nov. 12, 2024 Item #2 Page 395 of 680
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
Nov. 12, 2024 Item #2 Page 397 of 680
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of transportation planning related tasks as outlined in individual Project Task
Descriptions & Fee Allotments (PTD&FA), related to the following:
A. Transportation impact analysis study preparation and review.
B. Environmental impact report review.
C. Active Transportation and Safety Plans/Study/Design.
D. Livable and Complete Street Policies/Programs/Design.
E. Safe Routes to School.
F. Transportation Demand Management.
G. Multi-modal transportation data collection, analysis and monitoring.
H. Micromobility and transit planning.
I. Emerging mobility technologies.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 406 of 680
Master Services Agreement Rate Schedule
Discipline 10: Transportation Planning
RFQ24-3430CA
Fehr & Peers Rate Schedule
STAFF
Name Title Hourly Rate
1 Katy Cole, PE Principal $330
2 Sohrab Rashid, TE Principal $340
3 Claude Strayer, PE Principal $310
4 Chelsea Richer, AICP Principal $310
5 Spencer Reed, PE Senior Associate $285
6 Kendra Rowley, PE Associate $265
7 Jeremiah LaRose, AICP Associate $275
8 Angelica Rocha, AICP Senior Engineer/Planner $225
9 Shane Russell Senior Engineer/Planner $210
10 Andrew Scher Senior Engineer/Planner $215
11 Emily Turner Senior Engineer/Planner $205
12 Kellie Dugdale Senior Engineer/Planner $205
13 Ali Ahmadi Senior Engineer/Planner $210
14 Amir Reza Sadeghi Engineer/Planner $180
15 Nicole Matteson Engineer/Planner $170
16 Administrative Support Administrative Support $160
EXPENSES
Description Cost %Markup
1 Transportation Data
Collection Vendor Services
Provided by National Data Services,
Quality Counts, and IDAX. Cost varies
based on specific counts requested.
Detailed cost estimates will be obtained as
needed and will be compared to maximize
value to City.
10%
2 Other Direct
Costs/Reimbursables
Cost 10%
3 Mileage Set annually as determined by IRS.
$0.67/mile as of 2024
0%
4 Voice & Data/Technology 5% of project labor 0%
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
Nov. 12, 2024 Item #2 Page 409 of 680
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of transportation planning related tasks as outlined in individual Project Task
Descriptions & Fee Allotments (PTD&FA), related to the following:
A. Transportation impact analysis study preparation and review.
B.Environmental impact report review.
C.Active Transportation and Safety Plans/Study/Design.
D.Livable and Complete Street Policies/Programs/Design.
E.Safe Routes to School.
F.Transportation Demand Management.
G.Multi-modal transportation data collection, analysis and monitoring.
H.Micromobility and transit planning.
I. Emerging mobility technologies.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 418 of 680
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DISCIPLINE CATEGORY 10. TRANSPORTATION PLANNING
City of Carlsbad GMOC80034.2024 ii
Kimley-Horn and Associates, Inc.
____________________________________
Hourly Labor Rate Schedule
Classification Rate
Analyst I $120 - $175
Analyst II $160 - $215
Professional $185 - $250
Senior Professional I $240 - $340
Senior Professional II $335 - $440
Senior Technical Support $180 - $320
Technical Support $100 - $190
Support Staff $80 - $155
BR00PUDIS.A.CCT
Effective through December 31, 2027. Subject to annual adjustment thereafter.
Internal Reimbursable Expenses will be billed at 5% of Labor Billings.
External Reimbursable Expenses will be billed at 10% mark-up, or per the Contract.
Allowed mileage will be billed at the Federal Rate.
Sub-Consultants will be billed at 10% mark-up, or per the Contract.
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Nov. 12, 2024 Item #2 Page 425 of 680
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
#!
Nov. 12, 2024 Item #2 Page 426 of 680
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
Nov. 12, 2024 Item #2 Page 427 of 680
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Page 9 City Attorney Approved Version 5/22/2024
and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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Nov. 12, 2024 Item #2 Page 428 of 680
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Page 11 City Attorney Approved Version 5/22/2024
EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of transportation planning related tasks as outlined in individual Project Task
Descriptions & Fee Allotments (PTD&FA), related to the following:
A. Transportation impact analysis study preparation and review.
B. Environmental impact report review.
C. Active Transportation and Safety Plans/Study/Design.
D. Livable and Complete Street Policies/Programs/Design.
E. Safe Routes to School.
F. Transportation Demand Management.
G. Multi-modal transportation data collection, analysis and monitoring.
H. Micromobility and transit planning.
I. Emerging mobility technologies.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 430 of 680
HOURLY RATES
Pricing shall remain firm for the three (3) year term of the Agreement.
Name Title Role Hourly
Rate
Dawn Wilson, PE, TE Transportation Planning
Manager
Contract Manager $350
Jordan Gray Technical Manager ATP & Livable/Complete Streets Task Order Manager $190
Ryan Zellers 7UDI¿FDQG&LYLO(QJLQHHU Conceptual and Final Design Task Order Manager $320
Jacob Swim Technical Manager Technical Studies Task Order Manager $190
Rachel Fabian Transportation Planner Active Transportation & Safety Plans; Safe Routes to Schools;$130
Alejandro Tapia Transportation Planner TIA Studies; Multimodal Analysis & Data Collection $150
Angel Melendez Planning Associate TIA Studies; Multimodal Analysis & Data Collection $115
Samantha Lathrop Associate Engineer Active Transportation & Livable/Complete Streets Design; $150
Kat Frankowski Associate Engineer Active Transportation & Livable/Complete Streets Design; $130
Surabhi Barbahaya Project Manager - Planning Livable and Complete Street Policies/Programs $190
Ted Heyd Project Manager - Planning Livable and Complete Street Policies/Programs $190
Bob Stark Associate Vice President EIR Review $250
Nicole Marotz Environmental Specialist EIR Review $170
Jeff Kupko Assistant Program Manager Emerging Technologies $250
Brian Sims Assistant Program Manager Emerging Technologies $240
TBD Design Technician $115
TBD Engineering Aid / Planning Aid $110
Andy Taylor 3URMHFW&RQWUROV2I¿FH6XSSRUW 2I¿FH6XSSRUW $90
EXPENSES
Description Cost % Markup
Mileage At the IRS approved rate N/A
Copy Services At cost 10%
CITY OF CARLSBAD ▬ MASTER SERVICES AGREEMENT FOR CONSULTANTS ▬ CATEGORY 10: TRANSPORTATION PLANNING
MICHAEL BAKER INTERNATIONAL ▬ CITY OF CARLSBAD ▬ RFQ24-3430CA
Nov. 12, 2024 Item #2 Page 431 of 680
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ŶLJĐŽŶƐƚƌƵĐƚŝŽŶ͕ĂůƚĞƌĂƚŝŽŶ͕ĚĞŵŽůŝƚŝŽŶ͕ƌĞƉĂŝƌ͕ĂŶĚŵĂŝŶƚĞŶĂŶĐĞǁŽƌŬ͕ŝŶĐůƵĚŝŶŐǁŽƌŬƉĞƌĨŽƌŵĞĚĚƵƌŝŶŐ
ĚĞƐŝŐŶĂŶĚƉƌĞĐŽŶƐƚƌƵĐƚŝŽŶƐƵĐŚĂƐŝŶƐƉĞĐƚŝŽŶĂŶĚůĂŶĚƐƵƌǀĞLJŝŶŐǁŽƌŬ͕ĐƵŵƵůĂƚŝǀĞůLJĞdžĐĞĞĚŝŶŐΨϭ͕ϬϬϬ
ĂŶĚƉĞƌĨŽƌŵĞĚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞƐƵďũĞĐƚƚŽƐƚĂƚĞƉƌĞǀĂŝůŝŶŐǁĂŐĞůĂǁƐ͘dŚĞŐĞŶĞƌĂůƉƌĞǀĂŝůŝŶŐ
ƌĂƚĞŽĨǁĂŐĞƐ͕ĨŽƌĞĂĐŚĐƌĂĨƚŽƌƚLJƉĞ ŽĨǁŽƌŬĞƌŶĞĞĚĞĚ ƚŽ ĞdžĞĐƵƚĞƚŚĞĐŽŶƚƌĂĐƚ͕ ƐŚĂůů ďĞƚŚŽƐĞĂƐ
ĚĞƚĞƌŵŝŶĞĚďLJƚŚĞŝƌĞĐƚŽƌŽĨ/ŶĚƵƐƚƌŝĂůZĞůĂƚŝŽŶƐƉƵƌƐƵĂŶƚƚŽƚŚĞ^ĞĐƚŝŽŶϭϳϳϬ͕ϭϳϳϯĂŶĚϭϳϳϯ͘ϭŽĨƚŚĞ
ĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͘WƵƌƐƵĂŶƚƚŽ^ĞĐƚŝŽŶϭϳϳϯ͘ϮŽĨƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌĐŽĚĞ͕ĂĐƵƌƌĞŶƚĐŽƉLJŽĨĂƉƉůŝĐĂďůĞ
ǁĂŐĞƌĂƚĞƐŝƐŽŶĨŝůĞŝŶƚŚĞŽĨĨŝĐĞŽĨƚŚĞŝƚLJ ŶŐŝŶĞĞƌ͘ŽŶƚƌĂĐƚŽƌƐŚĂůůŶŽƚƉĂLJůĞƐƐƚŚĂŶƚŚĞƐĂŝĚƐƉĞĐŝĨŝĞĚ
ƉƌĞǀĂŝůŝŶŐƌĂƚĞƐŽĨǁĂŐĞƐƚŽĂůůƐƵĐŚǁŽƌŬĞƌƐĞŵƉůŽLJĞĚďLJŚŝŵŽƌŚĞƌŝŶƚŚĞĞdžĞĐƵƚŝŽŶŽĨƚŚĞŐƌĞĞŵĞŶƚ͘
ŽŶƚƌĂĐƚŽƌĂŶĚĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌƐƐŚĂůůĐŽŵƉůLJǁŝƚŚ^ĞĐƚŝŽŶϭϳϳϲŽĨƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͕ǁŚŝĐŚ
ŐĞŶĞƌĂůůLJƌĞƋƵŝƌĞƐŬĞĞƉŝŶŐĂĐĐƵƌĂƚĞƉĂLJƌŽůůƌĞĐŽƌĚƐ͕ǀĞƌŝĨLJŝŶŐĂŶĚĐĞƌƚŝĨLJŝŶŐƉĂLJƌŽůůƌĞĐŽƌĚƐ͕ĂŶĚŵĂŬŝŶŐ
ƚŚĞŵĂǀĂŝůĂďůĞĨŽƌŝŶƐƉĞĐƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌƐŚĂůůƌĞƋƵŝƌĞĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌƐƚŽĐŽŵƉůLJǁŝƚŚ^ĞĐƚŝŽŶϭϳϳϲ͘
ϳ͘ KE^dZhd/KEDE' D Ed^K&dtZ
WƌŽĐŽƌĞWƌŽũĞĐƚDĂŶĂŐĞŵĞŶƚĂŶĚŽůůĂďŽƌĂƚŝŽŶ^LJƐƚĞŵ͘dŚŝƐƉƌŽũĞĐƚŵĂLJƵƚŝůŝnjĞƚŚĞKǁŶĞƌ͛ƐWƌŽĐŽƌĞ
;ǁǁǁ͘ƉƌŽĐŽƌĞ͘ĐŽŵͿŽŶůŝŶĞƉƌŽũĞĐƚŵĂŶĂŐĞŵĞŶƚĂŶĚĚŽĐƵŵĞŶƚĐŽŶƚƌŽůƉůĂƚĨŽƌŵ͘dŚĞŝŶƚĞŶƚŽĨƵƚŝůŝnjŝŶŐ
WƌŽĐŽƌĞŝƐƚŽƌĞĚƵĐĞĐŽƐƚĂŶĚƐĐŚĞĚƵůĞƌŝƐŬ͕ŝŵƉƌŽǀĞƋƵĂůŝƚLJĂŶĚƐĂĨĞƚLJ͕ĂŶĚŵĂŝŶƚĂŝŶĂŚĞĂůƚŚLJƚĞĂŵ
ĚLJŶĂŵŝĐ ďLJ ŝŵƉƌŽǀŝŶŐ ŝŶĨŽƌŵĂƚŝŽŶ ĨůŽǁ͕ ƌĞĚƵĐŝŶŐ ŶŽŶͲƉƌŽĚƵĐƚŝǀĞĂĐƚŝǀŝƚŝĞƐ͕ ƌĞĚƵĐŝŶŐ ƌĞǁŽƌŬ ĂŶĚ
Nov. 12, 2024 Item #2 Page 433 of 680
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W^ϮϱͲϯϱϲϰ
WĂŐĞϯ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ĚĞĐƌĞĂƐŝŶŐ ƚƵƌŶĂƌŽƵŶĚ ƚŝŵĞƐ͘ dŚĞ ŽŶƚƌĂĐƚŽƌ ŝƐ ƌĞƋƵŝƌĞĚ ƚŽ ĐƌĞĂƚĞ Ă ĨƌĞĞ ǁĞďͲďĂƐĞĚ WƌŽĐŽƌĞ ƵƐĞƌ
ĂĐĐŽƵŶƚ;ƐͿĂŶĚƵƚŝůŝnjĞǁĞďͲďĂƐĞĚƚƌĂŝŶŝŶŐͬƚƵƚŽƌŝĂůƐ;ĂƐŶĞĞĚĞĚͿƚŽďĞĐŽŵĞĨĂŵŝůŝĂƌǁŝƚŚƚŚĞƐLJƐƚĞŵ͘
hŶůĞƐƐƚŚĞ ŶŐŝŶĞĞƌĂƉƉƌŽǀĞƐŽƚŚĞƌǁŝƐĞ͕ƚŚĞŽŶƚƌĂĐƚŽƌƐŚĂůůƉƌŽĐĞƐƐĂůůƉƌŽũĞĐƚĚŽĐƵŵĞŶƚƐƚŚƌŽƵŐŚ
WƌŽĐŽƌĞďĞĐĂƵƐĞƚŚŝƐƉůĂƚĨŽƌŵǁŝůůďĞƵƐĞĚƚŽƐƵďŵŝƚ͕ƚƌĂĐŬ͕ĚŝƐƚƌŝďƵƚĞĂŶĚĐŽůůĂďŽƌĂƚĞŽŶƉƌŽũĞĐƚ͘/Ĩ
ƵŶĨĂŵŝůŝĂƌ Žƌ ŶŽƚ ŽƚŚĞƌǁŝƐĞ ƚƌĂŝŶĞĚ ǁŝƚŚ WƌŽĐŽƌĞ͕ ŽŶƚƌĂĐƚŽƌ ĂŶĚ ĂƉƉůŝĐĂďůĞ ƚĞĂŵ ŵĞŵďĞƌƐ ƐŚĂůů
ĐŽŵƉůĞƚĞĂĨƌĞĞƚƌĂŝŶŝŶŐĐĞƌƚŝĨŝĐĂƚŝŽŶĐŽƵƌƐĞůŽĐĂƚĞĚĂƚŚƚƚƉ͗ͬͬůĞĂƌŶ͘ƉƌŽĐŽƌĞ͘ĐŽŵͬƉƌŽĐŽƌĞͲĐĞƌƚŝĨŝĐĂƚŝŽŶͲ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͘dŚĞŽŶƚƌĂĐƚŽƌŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌĂƚƚĂŝŶŝŶŐƚŚĞŝƌŽǁŶWƌŽĐŽƌĞƐƵƉƉŽƌƚ͕ĂƐŶĞĞĚĞĚ͕ĞŝƚŚĞƌ
ƚŚƌŽƵŐŚƚŚĞŽŶůŝŶĞƚƌĂŝŶŝŶŐŽƌƌĞĂĐŚŝŶŐŽƵƚƚŽƚŚĞWƌŽĐŽƌĞƐƵƉƉŽƌƚƚĞĂŵ͘/ƚǁŝůůďĞƚŚĞƌĞƐƉŽŶƐŝďŝůŝƚLJŽĨƚŚĞ
ŽŶƚƌĂĐƚŽƌƚŽƌĞŐƵůĂƌůLJĐŚĞĐŬWƌŽĐŽƌĞĂŶĚƌĞǀŝĞǁƵƉĚĂƚĞĚĚŽĐƵŵĞŶƚƐĂƐƚŚĞLJĂƌĞĂĚĚĞĚ͘dŚĞƌĞǁŝůůďĞŶŽ
ĐŽƐƚƚŽƚŚĞŽŶƚƌĂĐƚŽƌĨŽƌƵƐĞŽĨWƌŽĐŽƌĞ͘
/ƚ ŝƐ ƌĞĐŽŵŵĞŶĚĞĚ ƚŚĂƚ ƚŚĞ ŽŶƚƌĂĐƚŽƌ ƉƌŽǀŝĚĞ ŵŽďŝůĞ ĂĐĐĞƐƐ ĨŽƌ tŝŶĚŽǁƐ͕ ŝK^ ůŽĐĂƚĞĚ Ăƚ
ŚƚƚƉƐ͗ͬͬĂƉƉƐ͘ĂƉƉůĞ͘ĐŽŵͬƵƐͬĂƉƉͬƉƌŽĐŽƌĞͲĐŽŶƐƚƌƵĐƚŝŽŶͲŵĂŶĂŐĞŵĞŶƚͬŝĚϯϳϰϵϯϬϱϰϮ Žƌ ŶĚƌŽŝĚ ĚĞǀŝĐĞƐ
ůŽĐĂƚĞĚĂƚŚƚƚƉƐ͗ͬͬƉůĂLJ͘ŐŽŽŐůĞ͘ĐŽŵͬƐƚŽƌĞͬĂƉƉƐͬĚĞƚĂŝůƐ͍ŝĚсĐŽŵ͘ƉƌŽĐŽƌĞ͘ĂĐƚŝǀŝƚŝĞƐǁŝƚŚƚŚĞWƌŽĐŽƌĞƉƉ
ŝŶƐƚĂůůĞĚ ƚŽ Ăƚ ůĞĂƐƚ ŽŶĞ ŽŶͲƐŝƚĞ ŝŶĚŝǀŝĚƵĂů ƚŽ ƉƌŽǀŝĚĞ ƌĞĂůͲƚŝŵĞ ĂĐĐĞƐƐ ƚŽ ĐƵƌƌĞŶƚ ƉŽƐƚĞĚ ĚƌĂǁŝŶŐƐ͕
ƐƉĞĐŝĨŝĐĂƚŝŽŶƐ͕Z&/Ɛ͕ƐƵďŵŝƚƚĂůƐ͕ƐĐŚĞĚƵůĞƐ͕ĐŚĂŶŐĞŽƌĚĞƌƐ͕ƉƌŽũĞĐƚĚŽĐƵŵĞŶƚƐ͕ĂƐǁĞůůĂƐĂŶLJĚĞĨŝĐŝĞŶƚ
ŽďƐĞƌǀĂƚŝŽŶƐŽƌƉƵŶĐŚůŝƐƚŝƚĞŵƐ͘WƌŽǀŝĚŝŶŐŵŽďŝůĞĂĐĐĞƐƐǁŝůůŝŵƉƌŽǀĞĐŽŵŵƵŶŝĐĂƚŝŽŶ͕ĞĨĨŝĐŝĞŶĐLJ͕ĂŶĚ
ƉƌŽĚƵĐƚŝǀŝƚLJĨŽƌĂůůƉĂƌƚŝĞƐ͘dŚĞƵƐĞŽĨWƌŽĐŽƌĞĨŽƌƉƌŽũĞĐƚŵĂŶĂŐĞŵĞŶƚĚŽĞƐŶŽƚƌĞůŝĞǀĞƚŚĞĐŽŶƚƌĂĐƚŽƌŽĨ
ĂŶLJŽƚŚĞƌƌĞƋƵŝƌĞŵĞŶƚƐĂƐŵĂLJďĞƐƉĞĐŝĨŝĞĚŝŶƚŚĞĐŽŶƚƌĂĐƚĚŽĐƵŵĞŶƚƐ͘
ϴ͘ ^ddh^K&KEdZdKZ
ŽŶƚƌĂĐƚŽƌǁŝůůƉĞƌĨŽƌŵƚŚĞ^ĞƌǀŝĐĞƐŝŶŽŶƚƌĂĐƚŽƌΖƐŽǁŶǁĂLJĂƐĂŶŝŶĚĞƉĞŶĚĞŶƚĐŽŶƚƌĂĐƚŽƌĂŶĚŝŶƉƵƌƐƵŝƚ
ŽĨŽŶƚƌĂĐƚŽƌΖƐŝŶĚĞƉĞŶĚĞŶƚĐĂůůŝŶŐ͕ĂŶĚŶŽƚĂƐĂŶĞŵƉůŽLJĞĞŽĨŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞƵŶĚĞƌĐŽŶƚƌŽůŽĨ
ŝƚLJŽŶůLJĂƐƚŽƚŚĞƌĞƐƵůƚƚŽďĞĂĐĐŽŵƉůŝƐŚĞĚ͕ďƵƚǁŝůůĐŽŶƐƵůƚǁŝƚŚŝƚLJĂƐŶĞĐĞƐƐĂƌLJ͘dŚĞƉĞƌƐŽŶƐƵƐĞĚďLJ
ŽŶƚƌĂĐƚŽƌƚŽƉƌŽǀŝĚĞƐĞƌǀŝĐĞƐƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůŶŽƚďĞĐŽŶƐŝĚĞƌĞĚĞŵƉůŽLJĞĞƐŽĨŝƚLJĨŽƌĂŶLJ
ƉƵƌƉŽƐĞƐ͘
dŚĞƉĂLJŵĞŶƚŵĂĚĞƚŽŽŶƚƌĂĐƚŽƌƉƵƌƐƵĂŶƚƚŽƚŚĞŐƌĞĞŵĞŶƚǁŝůůďĞƚŚĞĨƵůůĂŶĚĐŽŵƉůĞƚĞĐŽŵƉĞŶƐĂƚŝŽŶ
ƚŽǁŚŝĐŚŽŶƚƌĂĐƚŽƌŝƐĞŶƚŝƚůĞĚ͘ŝƚLJǁŝůůŶŽƚŵĂŬĞĂŶLJĨĞĚĞƌĂůŽƌƐƚĂƚĞƚĂdžǁŝƚŚŚŽůĚŝŶŐƐŽŶďĞŚĂůĨŽĨ
ŽŶƚƌĂĐƚŽƌŽƌŝƚƐĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐŽƌƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ŝƚLJǁŝůůŶŽƚďĞƌĞƋƵŝƌĞĚƚŽƉĂLJĂŶLJǁŽƌŬĞƌƐΖ
ĐŽŵƉĞŶƐĂƚŝŽŶŝŶƐƵƌĂŶĐĞŽƌƵŶĞŵƉůŽLJŵĞŶƚĐŽŶƚƌŝďƵƚŝŽŶƐŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌŽƌŝƚƐĞŵƉůŽLJĞĞƐŽƌ
ƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ ŽŶƚƌĂĐƚŽƌ ĂŐƌĞĞƐ ƚŽ ŝŶĚĞŵŶŝĨLJ ŝƚLJ ǁŝƚŚŝŶ ƚŚŝƌƚLJ ;ϯϬͿ ĚĂLJƐ ĨŽƌ ĂŶLJ ƚĂdž͕ ƌĞƚŝƌĞŵĞŶƚ
ĐŽŶƚƌŝďƵƚŝŽŶ͕ ƐŽĐŝĂů ƐĞĐƵƌŝƚLJ͕ ŽǀĞƌƚŝŵĞ ƉĂLJŵĞŶƚ͕ ƵŶĞŵƉůŽLJŵĞŶƚ ƉĂLJŵĞŶƚ Žƌ ǁŽƌŬĞƌƐΖ ĐŽŵƉĞŶƐĂƚŝŽŶ
ƉĂLJŵĞŶƚǁŚŝĐŚŝƚLJŵĂLJďĞƌĞƋƵŝƌĞĚƚŽŵĂŬĞŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌŽƌĂŶLJĂŐĞŶƚ͕ĞŵƉůŽLJĞĞ͕Žƌ
ƐƵďĐŽŶƚƌĂĐƚŽƌŽĨŽŶƚƌĂĐƚŽƌĨŽƌǁŽƌŬĚŽŶĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ƚƚŚĞŝƚLJ͛ƐĞůĞĐƚŝŽŶ͕ŝƚLJŵĂLJĚĞĚƵĐƚ
ƚŚĞŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶĂŵŽƵŶƚĨƌŽŵĂŶLJďĂůĂŶĐĞŽǁŝŶŐƚŽŽŶƚƌĂĐƚŽƌ͘
ϵ͘ KEdZdKZ s>hd/KE^
tŽƌŬƉĞƌĨŽƌŵĞĚƵŶĚĞƌƚŚŝƐDĂƐƚĞƌ^ĞƌǀŝĐĞƐŐƌĞĞŵĞŶƚŵĂLJďĞƐƵďũĞĐƚƚŽƚŚĞŝƚLJ͛ƐĐŽŶƚƌĂĐƚŽƌĞǀĂůƵĂƚŝŽŶ
ƉƌŽŐƌĂŵ͘ WƌŝŽƌ ƚŽ ƚŚĞ ƌĞůĞĂƐĞ ŽĨ ĂŶLJ ƚĂƐŬ ŽƌĚĞƌƐ͕ ƚŚĞ ŽŶƚƌĂĐƚŽƌ ǁŝůů ďĞ ŶŽƚŝĨŝĞĚ ŽĨ ƚŚĞ ƉƌŽŐƌĂŵ
ƌĞƋƵŝƌĞŵĞŶƚƐĂŶĚǁŝůůƌĞĐĞŝǀĞĂĐŽƉLJŽĨƚŚĞĞǀĂůƵĂƚŝŽŶĐƌŝƚĞƌŝĂĂŶĚƉƌŽĐĞƐƐ͘dŚĞŽŶƚƌĂĐƚŽƌ͛ƐƉĞƌĨŽƌŵĂŶĐĞ
ŵĂLJďĞĞǀĂůƵĂƚĞĚĂŶĚƚŚĞƌĞƐƵůƚƐǁŝůůďĞĐŽŶƐŝĚĞƌĞĚĨŽƌĨƵƚƵƌĞƚĂƐŬŽƌĚĞƌƐŽƌĂŐƌĞĞŵĞŶƚƐ͘
ϭϬ͘ ^hKEdZd/E'
ŽŶƚƌĂĐƚŽƌǁŝůůŶŽƚƐƵďĐŽŶƚƌĂĐƚĂŶLJƉŽƌƚŝŽŶŽĨƚŚĞ^ĞƌǀŝĐĞƐǁŝƚŚŽƵƚƉƌŝŽƌǁƌŝƚƚĞŶĂƉƉƌŽǀĂůŽĨŝƚLJ͘/Ĩ
ŽŶƚƌĂĐƚŽƌƐƵďĐŽŶƚƌĂĐƚƐĂŶLJŽĨƚŚĞ^ĞƌǀŝĐĞƐ͕ŽŶƚƌĂĐƚŽƌǁŝůůďĞĨƵůůLJƌĞƐƉŽŶƐŝďůĞƚŽŝƚLJĨŽƌƚŚĞĂĐƚƐĂŶĚ
ŽŵŝƐƐŝŽŶƐŽĨŽŶƚƌĂĐƚŽƌΖƐƐƵďĐŽŶƚƌĂĐƚŽƌĂŶĚŽĨƚŚĞƉĞƌƐŽŶƐĞŝƚŚĞƌĚŝƌĞĐƚůLJŽƌŝŶĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJƚŚĞ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͕ĂƐŽŶƚƌĂĐƚŽƌŝƐĨŽƌƚŚĞĂĐƚƐĂŶĚŽŵŝƐƐŝŽŶƐŽĨƉĞƌƐŽŶƐĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJŽŶƚƌĂĐƚŽƌ͘
EŽƚŚŝŶŐĐŽŶƚĂŝŶĞĚŝŶƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůĐƌĞĂƚĞĂŶLJĐŽŶƚƌĂĐƚƵĂůƌĞůĂƚŝŽŶƐŚŝƉďĞƚǁĞĞŶĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌ
Nov. 12, 2024 Item #2 Page 434 of 680
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W^ϮϱͲϯϱϲϰ
WĂŐĞϰ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ŽĨŽŶƚƌĂĐƚŽƌĂŶĚŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌƉĂLJŵĞŶƚŽĨƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ŽŶƚƌĂĐƚŽƌǁŝůůďŝŶĚ
ĞǀĞƌLJ ƐƵďĐŽŶƚƌĂĐƚŽƌ ĂŶĚ ĞǀĞƌLJ ƐƵďĐŽŶƚƌĂĐƚŽƌ ŽĨ Ă ƐƵďĐŽŶƚƌĂĐƚŽƌďLJ ƚŚĞ ƚĞƌŵƐ ŽĨ ƚŚŝƐ ŐƌĞĞŵĞŶƚ
ĂƉƉůŝĐĂďůĞƚŽŽŶƚƌĂĐƚŽƌΖƐǁŽƌŬƵŶůĞƐƐƐƉĞĐŝĨŝĐĂůůLJŶŽƚĞĚƚŽƚŚĞĐŽŶƚƌĂƌLJŝŶƚŚĞƐƵďĐŽŶƚƌĂĐƚĂŶĚĂƉƉƌŽǀĞĚ
ŝŶǁƌŝƚŝŶŐďLJŝƚLJ͘
ϭϭ͘ Kd, ZKEdZdKZ^
dŚĞŝƚLJƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽĞŵƉůŽLJŽƚŚĞƌŽŶƚƌĂĐƚŽƌƐŝŶĐŽŶŶĞĐƚŝŽŶǁŝƚŚƚŚĞ^ĞƌǀŝĐĞƐ͘
ϭϮ͘ /E DE/&/d/KE
ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŽĚĞĨĞŶĚ;ǁŝƚŚĐŽƵŶƐĞůĂƉƉƌŽǀĞĚďLJƚŚĞŝƚLJͿ͕ŝŶĚĞŵŶŝĨLJ͕ĂŶĚŚŽůĚŚĂƌŵůĞƐƐƚŚĞŝƚLJ
ĂŶĚŝƚƐŽĨĨŝĐĞƌƐ͕ĞůĞĐƚĞĚĂŶĚĂƉƉŽŝŶƚĞĚŽĨĨŝĐŝĂůƐ͕ĞŵƉůŽLJĞĞƐĂŶĚǀŽůƵŶƚĞĞƌƐĨƌŽŵĂŶĚĂŐĂŝŶƐƚĂůůĐůĂŝŵƐ͕
ĚĂŵĂŐĞƐ͕ůŽƐƐĞƐĂŶĚĞdžƉĞŶƐĞƐŝŶĐůƵĚŝŶŐĂƚƚŽƌŶĞLJƐĨĞĞƐĂƌŝƐŝŶŐŽƵƚŽĨƚŚĞƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞǁŽƌŬ
ĚĞƐĐƌŝďĞĚŚĞƌĞŝŶĐĂƵƐĞĚďLJĂŶLJǁŝůůĨƵůŵŝƐĐŽŶĚƵĐƚŽƌŶĞŐůŝŐĞŶƚĂĐƚŽƌŽŵŝƐƐŝŽŶŽĨƚŚĞŽŶƚƌĂĐƚŽƌ͕ĂŶLJ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͕ĂŶLJŽŶĞĚŝƌĞĐƚůLJŽƌŝŶĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJĂŶLJŽĨƚŚĞŵŽƌĂŶLJŽŶĞĨŽƌǁŚŽƐĞĂĐƚƐĂŶLJŽĨ
ƚŚĞŵŵĂLJďĞůŝĂďůĞ͘
/Ĩ ŽŶƚƌĂĐƚŽƌ͛Ɛ ŽďůŝŐĂƚŝŽŶ ƚŽ ĚĞĨĞŶĚ͕ ŝŶĚĞŵŶŝĨLJ͕ ĂŶĚͬŽƌ ŚŽůĚ ŚĂƌŵůĞƐƐ ĂƌŝƐĞƐ ŽƵƚ ŽĨ ŽŶƚƌĂĐƚŽƌ͛Ɛ
ƉĞƌĨŽƌŵĂŶĐĞĂƐĂ͞ĚĞƐŝŐŶƉƌŽĨĞƐƐŝŽŶĂů͟;ĂƐƚŚĂƚƚĞƌŵŝƐĚĞĨŝŶĞĚƵŶĚĞƌŝǀŝůŽĚĞƐĞĐƚŝŽŶϮϳϴϮ͘ϴͿ͕ƚŚĞŶ͕
ĂŶĚ ŽŶůLJ ƚŽ ƚŚĞ ĞdžƚĞŶƚ ƌĞƋƵŝƌĞĚ ďLJ ŝǀŝů ŽĚĞ ^ĞĐƚŝŽŶ ϮϳϴϮ͘ϴ͕ ǁŚŝĐŚ ŝƐ ĨƵůůLJ ŝŶĐŽƌƉŽƌĂƚĞĚ ŚĞƌĞŝŶ͕
ŽŶƚƌĂĐƚŽƌ͛ƐŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶŽďůŝŐĂƚŝŽŶƐŚĂůůďĞůŝŵŝƚĞĚƚŽĐůĂŝŵƐƚŚĂƚĂƌŝƐĞŽƵƚŽĨ͕ƉĞƌƚĂŝŶƚŽ͕ŽƌƌĞůĂƚĞƚŽ
ƚŚĞŶĞŐůŝŐĞŶĐĞ͕ƌĞĐŬůĞƐƐŶĞƐƐ͕ŽƌǁŝůůĨƵůŵŝƐĐŽŶĚƵĐƚŽĨƚŚĞŽŶƚƌĂĐƚŽƌ͕ĂŶĚ͕ƵƉŽŶŽŶƚƌĂĐƚŽƌŽďƚĂŝŶŝŶŐĂ
ĨŝŶĂůĂĚũƵĚŝĐĂƚŝŽŶďLJĂĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌ͛ƐůŝĂďŝůŝƚLJĨŽƌƐƵĐŚĐůĂŝŵ͕ŝŶĐůƵĚŝŶŐƚŚĞ
ĐŽƐƚƚŽĚĞĨĞŶĚ͕ƐŚĂůůŶŽƚĞdžĐĞĞĚƚŚĞŽŶƚƌĂĐƚŽƌ͛ƐƉƌŽƉŽƌƚŝŽŶĂƚĞƉĞƌĐĞŶƚĂŐĞŽĨĨĂƵůƚ͘
dŚĞƉĂƌƚŝĞƐĞdžƉƌĞƐƐůLJĂŐƌĞĞƚŚĂƚĂŶLJƉĂLJŵĞŶƚ͕ĂƚƚŽƌŶĞLJ͛ƐĨĞĞ͕ĐŽƐƚƐŽƌĞdžƉĞŶƐĞŝƚLJŝŶĐƵƌƐŽƌŵĂŬĞƐƚŽŽƌ
ŽŶďĞŚĂůĨŽĨĂŶŝŶũƵƌĞĚĞŵƉůŽLJĞĞƵŶĚĞƌƚŚĞŝƚLJ͛ƐƐĞůĨͲĂĚŵŝŶŝƐƚĞƌĞĚǁŽƌŬĞƌƐ͛ĐŽŵƉĞŶƐĂƚŝŽŶŝƐŝŶĐůƵĚĞĚĂƐ
ĂůŽƐƐ͕ĞdžƉĞŶƐĞŽƌĐŽƐƚĨŽƌƚŚĞƉƵƌƉŽƐĞƐŽĨƚŚŝƐƐĞĐƚŝŽŶ͕ĂŶĚƚŚĂƚƚŚŝƐƐĞĐƚŝŽŶǁŝůůƐƵƌǀŝǀĞƚŚĞĞdžƉŝƌĂƚŝŽŶŽƌ
ĞĂƌůLJƚĞƌŵŝŶĂƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϯ͘ /E^hZE
ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶĂŶĚŵĂŝŶƚĂŝŶĨŽƌƚŚĞĚƵƌĂƚŝŽŶŽĨƚŚĞŐƌĞĞŵĞŶƚĂŶĚĂŶLJĂŶĚĂůůĂŵĞŶĚŵĞŶƚƐ͕
ŝŶƐƵƌĂŶĐĞĂŐĂŝŶƐƚĐůĂŝŵƐĨŽƌŝŶũƵƌŝĞƐƚŽƉĞƌƐŽŶƐŽƌĚĂŵĂŐĞƚŽƉƌŽƉĞƌƚLJǁŚŝĐŚŵĂLJĂƌŝƐĞŽƵƚŽĨŽƌŝŶ
ĐŽŶŶĞĐƚŝŽŶ ǁŝƚŚƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞƐĞƌǀŝĐĞƐ ďLJŽŶƚƌĂĐƚŽƌ ŽƌŽŶƚƌĂĐƚŽƌ͛ƐĂŐĞŶƚƐ͕ ƌĞƉƌĞƐĞŶƚĂƚŝǀĞƐ͕
ĞŵƉůŽLJĞĞƐŽƌƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘dŚĞŝŶƐƵƌĂŶĐĞǁŝůůďĞŽďƚĂŝŶĞĚĨƌŽŵĂŶŝŶƐƵƌĂŶĐĞĐĂƌƌŝĞƌĂĚŵŝƚƚĞĚĂŶĚ
ĂƵƚŚŽƌŝnjĞĚƚŽĚŽďƵƐŝŶĞƐƐŝŶƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͘dŚĞŝŶƐƵƌĂŶĐĞĐĂƌƌŝĞƌŝƐƌĞƋƵŝƌĞĚƚŽŚĂǀĞĂĐƵƌƌĞŶƚ
ĞƐƚΖƐ<ĞLJZĂƚŝŶŐŽĨŶŽƚůĞƐƐƚŚĂŶΗͲ͗s//Η͖KZǁŝƚŚĂƐƵƌƉůƵƐůŝŶĞŝŶƐƵƌĞƌŽŶƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͛Ɛ>ŝƐƚŽĨ
ƉƉƌŽǀĞĚ^ƵƌƉůƵƐ>ŝŶĞ/ŶƐƵƌĞƌƐ;>^>/ͿǁŝƚŚĂƌĂƚŝŶŐŝŶƚŚĞůĂƚĞƐƚĞƐƚ͛Ɛ<ĞLJZĂƚŝŶŐ'ƵŝĚĞŽĨĂƚůĞĂƐƚ͗͞y͖͟
KZĂŶĂůŝĞŶŶŽŶͲĂĚŵŝƚƚĞĚŝŶƐƵƌĞƌůŝƐƚĞĚďLJƚŚĞEĂƚŝŽŶĂůƐƐŽĐŝĂƚŝŽŶŽĨ/ŶƐƵƌĂŶĐĞŽŵŵŝƐƐŝŽŶĞƌƐ;E/Ϳ
ůĂƚĞƐƚƋƵĂƌƚĞƌůLJůŝƐƚŝŶŐƐƌĞƉŽƌƚ͘
ϭϯ͘ϭ ŽǀĞƌĂŐĞƐ ĂŶĚ >ŝŵŝƚƐ͘ ŽŶƚƌĂĐƚŽƌ ǁŝůů ŵĂŝŶƚĂŝŶ ƚŚĞ ƚLJƉĞƐ ŽĨ ĐŽǀĞƌĂŐĞƐ ĂŶĚ ŵŝŶŝŵƵŵ ůŝŵŝƚƐ
ŝŶĚŝĐĂƚĞĚ ďĞůŽǁ͕ ƵŶůĞƐƐ ZŝƐŬ DĂŶĂŐĞƌ Žƌ ŝƚLJ DĂŶĂŐĞƌ ĂƉƉƌŽǀĞƐ Ă ůŽǁĞƌ ĂŵŽƵŶƚ͘ dŚĞƐĞ ŵŝŶŝŵƵŵ
ĂŵŽƵŶƚƐŽĨĐŽǀĞƌĂŐĞǁŝůůŶŽƚĐŽŶƐƚŝƚƵƚĞĂŶLJůŝŵŝƚĂƚŝŽŶƐŽƌĐĂƉŽŶŽŶƚƌĂĐƚŽƌΖƐŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶŽďůŝŐĂƚŝŽŶƐ
ƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ŝƚLJ͕ŝƚƐŽĨĨŝĐĞƌƐ͕ĂŐĞŶƚƐĂŶĚĞŵƉůŽLJĞĞƐŵĂŬĞŶŽƌĞƉƌĞƐĞŶƚĂƚŝŽŶƚŚĂƚƚŚĞůŝŵŝƚƐŽĨ
ƚŚĞŝŶƐƵƌĂŶĐĞƐƉĞĐŝĨŝĞĚƚŽďĞĐĂƌƌŝĞĚďLJŽŶƚƌĂĐƚŽƌƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞĂĚĞƋƵĂƚĞƚŽƉƌŽƚĞĐƚ
ŽŶƚƌĂĐƚŽƌ͘/ĨŽŶƚƌĂĐƚŽƌďĞůŝĞǀĞƐƚŚĂƚĂŶLJƌĞƋƵŝƌĞĚŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞŝƐŝŶĂĚĞƋƵĂƚĞ͕ŽŶƚƌĂĐƚŽƌǁŝůů
ŽďƚĂŝŶƐƵĐŚĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞ͕ĂƐŽŶƚƌĂĐƚŽƌĚĞĞŵƐĂĚĞƋƵĂƚĞ͕ĂƚŽŶƚƌĂĐƚŽƌΖƐƐŽůĞĞdžƉĞŶƐĞ͘
dŚĞĨƵůůůŝŵŝƚƐĂǀĂŝůĂďůĞƚŽƚŚĞŶĂŵĞĚŝŶƐƵƌĞĚƐŚĂůůĂůƐŽďĞĂǀĂŝůĂďůĞĂŶĚĂƉƉůŝĐĂďůĞƚŽƚŚĞŝƚLJĂƐĂŶ
ĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĞĚ͘
Nov. 12, 2024 Item #2 Page 435 of 680
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W^ϮϱͲϯϱϲϰ
WĂŐĞϱ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ϭϯ͘ϭ͘ϭ ŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJ;'>Ϳ/ŶƐƵƌĂŶĐĞ͘/ŶƐƵƌĂŶĐĞǁƌŝƚƚĞŶŽŶĂŶ͞ŽĐĐƵƌƌĞŶĐĞ͟ďĂƐŝƐ͕
ŝŶĐůƵĚŝŶŐƉĞƌƐŽŶĂůΘĂĚǀĞƌƚŝƐŝŶŐŝŶũƵƌLJ͕ǁŝƚŚůŝŵŝƚƐŶŽůĞƐƐƚŚĂŶΨϮ͕ϬϬϬ͕ϬϬϬƉĞƌŽĐĐƵƌƌĞŶĐĞ͘/ĨĂŐĞŶĞƌĂů
ĂŐŐƌĞŐĂƚĞůŝŵŝƚĂƉƉůŝĞƐ͕ĞŝƚŚĞƌƚŚĞŐĞŶĞƌĂůĂŐŐƌĞŐĂƚĞůŝŵŝƚƐŚĂůůĂƉƉůLJƐĞƉĂƌĂƚĞůLJƚŽƚŚŝƐƉƌŽũĞĐƚͬůŽĐĂƚŝŽŶ
ŽƌƚŚĞŐĞŶĞƌĂůĂŐŐƌĞŐĂƚĞůŝŵŝƚƐŚĂůůďĞƚǁŝĐĞƚŚĞƌĞƋƵŝƌĞĚŽĐĐƵƌƌĞŶĐĞůŝŵŝƚ͘
ϭϯ͘ϭ͘Ϯ ƵƚŽŵŽďŝůĞ>ŝĂďŝůŝƚLJ͘;/ĨƚŚĞƵƐĞŽĨĂŶĂƵƚŽŵŽďŝůĞŝƐŝŶǀŽůǀĞĚĨŽƌŽŶƚƌĂĐƚŽƌΖƐǁŽƌŬĨŽƌ
ŝƚLJͿ͘ΨϮ͕ϬϬϬ͕ϬϬϬĐŽŵďŝŶĞĚƐŝŶŐůĞͲůŝŵŝƚƉĞƌĂĐĐŝĚĞŶƚĨŽƌďŽĚŝůLJŝŶũƵƌLJĂŶĚƉƌŽƉĞƌƚLJĚĂŵĂŐĞ͘
ϭϯ͘ϭ͘ϯ tŽƌŬĞƌƐΖ ŽŵƉĞŶƐĂƚŝŽŶ ĂŶĚ ŵƉůŽLJĞƌΖƐ >ŝĂďŝůŝƚLJ͘ tŽƌŬĞƌƐΖ ŽŵƉĞŶƐĂƚŝŽŶ ůŝŵŝƚƐ ĂƐ
ƌĞƋƵŝƌĞĚďLJƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͘tŽƌŬĞƌƐΖŽŵƉĞŶƐĂƚŝŽŶǁŝůůŶŽƚďĞƌĞƋƵŝƌĞĚŝĨŽŶƚƌĂĐƚŽƌŚĂƐŶŽ
ĞŵƉůŽLJĞĞƐĂŶĚƉƌŽǀŝĚĞƐ͕ƚŽŝƚLJΖƐƐĂƚŝƐĨĂĐƚŝŽŶ͕ĂĚĞĐůĂƌĂƚŝŽŶƐƚĂƚŝŶŐƚŚŝƐ͘
ϭϯ͘ϭ͘ϰ WƌŽĨĞƐƐŝŽŶĂů>ŝĂďŝůŝƚLJ͘ ƌƌŽƌƐĂŶĚŽŵŝƐƐŝŽŶƐůŝĂďŝůŝƚLJĂƉƉƌŽƉƌŝĂƚĞƚŽŽŶƚƌĂĐƚŽƌ͛ƐƉƌŽĨĞƐƐŝŽŶ
ǁŝƚŚůŝŵŝƚƐŽĨŶŽƚůĞƐƐƚŚĂŶΨϭ͕ϬϬϬ͕ϬϬϬƉĞƌĐůĂŝŵ͘ŽǀĞƌĂŐĞŵƵƐƚďĞŵĂŝŶƚĂŝŶĞĚĨŽƌĂƉĞƌŝŽĚŽĨĨŝǀĞLJĞĂƌƐ
ĨŽůůŽǁŝŶŐƚŚĞĚĂƚĞŽĨĐŽŵƉůĞƚŝŽŶŽĨƚŚĞǁŽƌŬ͘
ϭϯ͘Ϯ͘ ĚĚŝƚŝŽŶĂůWƌŽǀŝƐŝŽŶƐ͘ŽŶƚƌĂĐƚŽƌǁŝůůĞŶƐƵƌĞƚŚĂƚƚŚĞƉŽůŝĐŝĞƐŽĨŝŶƐƵƌĂŶĐĞƌĞƋƵŝƌĞĚƵŶĚĞƌƚŚŝƐ
ŐƌĞĞŵĞŶƚĐŽŶƚĂŝŶ͕ŽƌĂƌĞĞŶĚŽƌƐĞĚƚŽĐŽŶƚĂŝŶ͕ƚŚĞĨŽůůŽǁŝŶŐƉƌŽǀŝƐŝŽŶƐ͗
ϭϯ͘Ϯ͘ϭ dŚĞŝƚLJǁŝůůďĞŶĂŵĞĚĂƐĂŶĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĞĚŽŶŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJǁŚŝĐŚ
ƐŚĂůůƉƌŽǀŝĚĞƉƌŝŵĂƌLJĐŽǀĞƌĂŐĞƚŽƚŚĞŝƚLJ͘
ϭϯ͘Ϯ͘Ϯ ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶŽĐĐƵƌƌĞŶĐĞĐŽǀĞƌĂŐĞ͕ĞdžĐůƵĚŝŶŐWƌŽĨĞƐƐŝŽŶĂů>ŝĂďŝůŝƚLJ͕ǁŚŝĐŚǁŝůůďĞ
ǁƌŝƚƚĞŶĂƐĐůĂŝŵƐͲŵĂĚĞĐŽǀĞƌĂŐĞ͘
ϭϯ͘Ϯ͘ϯ /ĨŽŶƚƌĂĐƚŽƌŵĂŝŶƚĂŝŶƐŚŝŐŚĞƌůŝŵŝƚƐƚŚĂŶƚŚĞŵŝŶŝŵƵŵƐƐŚŽǁŶĂďŽǀĞ͕ƚŚĞŝƚLJƌĞƋƵŝƌĞƐ
ĂŶĚǁŝůůďĞĞŶƚŝƚůĞĚƚŽĐŽǀĞƌĂŐĞĨŽƌƚŚĞŚŝŐŚĞƌůŝŵŝƚƐŵĂŝŶƚĂŝŶĞĚďLJŽŶƚƌĂĐƚŽƌ͘ŶLJĂǀĂŝůĂďůĞŝŶƐƵƌĂŶĐĞ
ƉƌŽĐĞĞĚƐŝŶĞdžĐĞƐƐŽĨƚŚĞƐƉĞĐŝĨŝĞĚŵŝŶŝŵƵŵůŝŵŝƚƐŽĨŝŶƐƵƌĂŶĐĞĂŶĚĐŽǀĞƌĂŐĞǁŝůůďĞĂǀĂŝůĂďůĞƚŽƚŚĞŝƚLJ͘͟
ϭϯ͘Ϯ͘ϰ dŚŝƐŝŶƐƵƌĂŶĐĞǁŝůůďĞŝŶĨŽƌĐĞĚƵƌŝŶŐƚŚĞůŝĨĞŽĨƚŚĞŐƌĞĞŵĞŶƚĂŶĚĂŶLJĞdžƚĞŶƐŝŽŶƐŽĨŝƚ
ĂŶĚǁŝůůŶŽƚďĞĐĂŶĐĞůĞĚǁŝƚŚŽƵƚƚŚŝƌƚLJ;ϯϬͿĚĂLJƐƉƌŝŽƌǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŝƚLJƐĞŶƚďLJĐĞƌƚŝĨŝĞĚŵĂŝůƉƵƌƐƵĂŶƚ
ƚŽƚŚĞEŽƚŝĐĞƉƌŽǀŝƐŝŽŶƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϯ͘ϯ WƌŽǀŝĚŝŶŐĞƌƚŝĨŝĐĂƚĞƐŽĨ/ŶƐƵƌĂŶĐĞĂŶĚ ŶĚŽƌƐĞŵĞŶƚƐ͘WƌŝŽƌƚŽŝƚLJΖƐĞdžĞĐƵƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͕
ŽŶƚƌĂĐƚŽƌǁŝůůĨƵƌŶŝƐŚĐĞƌƚŝĨŝĐĂƚĞƐŽĨŝŶƐƵƌĂŶĐĞĂŶĚĞŶĚŽƌƐĞŵĞŶƚƐƚŽŝƚLJ͘
ϭϯ͘ϰ &ĂŝůƵƌĞƚŽDĂŝŶƚĂŝŶŽǀĞƌĂŐĞ͘/ĨŽŶƚƌĂĐƚŽƌĨĂŝůƐƚŽŵĂŝŶƚĂŝŶĂŶLJŽĨƚŚĞƐĞŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞƐ͕
ƚŚĞŶŝƚLJǁŝůůŚĂǀĞƚŚĞŽƉƚŝŽŶƚŽĚĞĐůĂƌĞŽŶƚƌĂĐƚŽƌŝŶďƌĞĂĐŚ͕ŽƌŵĂLJƉƵƌĐŚĂƐĞƌĞƉůĂĐĞŵĞŶƚŝŶƐƵƌĂŶĐĞŽƌ
ƉĂLJƚŚĞƉƌĞŵŝƵŵƐƚŚĂƚĂƌĞĚƵĞŽŶĞdžŝƐƚŝŶŐƉŽůŝĐŝĞƐŝŶŽƌĚĞƌƚŽŵĂŝŶƚĂŝŶƚŚĞƌĞƋƵŝƌĞĚĐŽǀĞƌĂŐĞƐ͘ŽŶƚƌĂĐƚŽƌ
ŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌĂŶLJƉĂLJŵĞŶƚƐŵĂĚĞďLJŝƚLJƚŽŽďƚĂŝŶŽƌŵĂŝŶƚĂŝŶŝŶƐƵƌĂŶĐĞĂŶĚŝƚLJŵĂLJĐŽůůĞĐƚƚŚĞƐĞ
ƉĂLJŵĞŶƚƐ ĨƌŽŵ ŽŶƚƌĂĐƚŽƌ Žƌ ĚĞĚƵĐƚ ƚŚĞ ĂŵŽƵŶƚ ƉĂŝĚ ĨƌŽŵ ĂŶLJ ƐƵŵƐ ĚƵĞ ŽŶƚƌĂĐƚŽƌ ƵŶĚĞƌ ƚŚŝƐ
ŐƌĞĞŵĞŶƚ͘
ϭϯ͘ϱ ^ƵďŵŝƐƐŝŽŶŽĨ/ŶƐƵƌĂŶĐĞWŽůŝĐŝĞƐ͘ŝƚLJƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽƌĞƋƵŝƌĞ͕ĂƚĂŶLJƚŝŵĞ͕ĐŽŵƉůĞƚĞĂŶĚ
ĐĞƌƚŝĨŝĞĚĐŽƉŝĞƐŽĨĂŶLJŽƌĂůůƌĞƋƵŝƌĞĚŝŶƐƵƌĂŶĐĞƉŽůŝĐŝĞƐĂŶĚĞŶĚŽƌƐĞŵĞŶƚƐ͘
Nov. 12, 2024 Item #2 Page 436 of 680
dd,D Ed&
W^ϮϱͲϯϱϲϰ
WĂŐĞϲ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ϭϰ͘ h^/E ^^>/ E^
ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶĂŶĚŵĂŝŶƚĂŝŶĂŝƚLJŽĨĂƌůƐďĂĚƵƐŝŶĞƐƐ>ŝĐĞŶƐĞĨŽƌƚŚĞƚĞƌŵŽĨƚŚĞŐƌĞĞŵĞŶƚ͕ĂƐ
ŵĂLJďĞĂŵĞŶĚĞĚĨƌŽŵƚŝŵĞͲƚŽͲƚŝŵĞ͘
ϭϱ͘ KhEd/E'Z KZ^
ŽŶƚƌĂĐƚŽƌ ǁŝůů ŵĂŝŶƚĂŝŶ ĐŽŵƉůĞƚĞ ĂŶĚ ĂĐĐƵƌĂƚĞ ƌĞĐŽƌĚƐ ǁŝƚŚ ƌĞƐƉĞĐƚ ƚŽ ĐŽƐƚƐ ŝŶĐƵƌƌĞĚ ƵŶĚĞƌ ƚŚŝƐ
ŐƌĞĞŵĞŶƚ͘ůůƌĞĐŽƌĚƐǁŝůůďĞĐůĞĂƌůLJŝĚĞŶƚŝĨŝĂďůĞ͘ŽŶƚƌĂĐƚŽƌǁŝůůĂůůŽǁĂƌĞƉƌĞƐĞŶƚĂƚŝǀĞŽĨŝƚLJĚƵƌŝŶŐ
ŶŽƌŵĂůďƵƐŝŶĞƐƐŚŽƵƌƐƚŽĞdžĂŵŝŶĞ͕ĂƵĚŝƚ͕ĂŶĚŵĂŬĞƚƌĂŶƐĐƌŝƉƚƐŽƌĐŽƉŝĞƐŽĨƌĞĐŽƌĚƐĂŶĚĂŶLJŽƚŚĞƌ
ĚŽĐƵŵĞŶƚƐĐƌĞĂƚĞĚƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚ͘ŽŶƚƌĂĐƚŽƌǁŝůůĂůůŽǁŝŶƐƉĞĐƚŝŽŶŽĨĂůůǁŽƌŬ͕ĚĂƚĂ͕
ĚŽĐƵŵĞŶƚƐ͕ƉƌŽĐĞĞĚŝŶŐƐ͕ĂŶĚĂĐƚŝǀŝƚŝĞƐƌĞůĂƚĞĚƚŽƚŚĞŐƌĞĞŵĞŶƚĨŽƌĂƉĞƌŝŽĚŽĨĨŽƵƌ;ϰͿLJĞĂƌƐĨƌŽŵƚŚĞ
ĚĂƚĞŽĨĨŝŶĂůƉĂLJŵĞŶƚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϲ͘ KtE Z^,/WK&KhD Ed^
ůůǁŽƌŬƉƌŽĚƵĐƚƉƌŽĚƵĐĞĚďLJŽŶƚƌĂĐƚŽƌŽƌŝƚƐĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐ͕ĂŶĚƐƵďĐŽŶƚƌĂĐƚŽƌƐƉƵƌƐƵĂŶƚƚŽƚŚŝƐ
ŐƌĞĞŵĞŶƚŝƐƚŚĞƉƌŽƉĞƌƚLJŽĨŝƚLJ͘/ŶƚŚĞĞǀĞŶƚƚŚŝƐŐƌĞĞŵĞŶƚŝƐƚĞƌŵŝŶĂƚĞĚ͕ĂůůǁŽƌŬƉƌŽĚƵĐƚƉƌŽĚƵĐĞĚ
ďLJŽŶƚƌĂĐƚŽƌŽƌŝƚƐĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐĂŶĚƐƵďĐŽŶƚƌĂĐƚŽƌƐƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞĚĞůŝǀĞƌĞĚ
ĂƚŽŶĐĞƚŽŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůŚĂǀĞƚŚĞƌŝŐŚƚƚŽŵĂŬĞŽŶĞ;ϭͿĐŽƉLJŽĨƚŚĞǁŽƌŬƉƌŽĚƵĐƚĨŽƌŽŶƚƌĂĐƚŽƌ͛Ɛ
ƌĞĐŽƌĚƐ͘
ϭϳ͘ KWzZ/',d^
ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŚĂƚĂůůĐŽƉLJƌŝŐŚƚƐƚŚĂƚĂƌŝƐĞĨƌŽŵƚŚĞƐĞƌǀŝĐĞƐǁŝůůďĞǀĞƐƚĞĚŝŶŝƚLJĂŶĚŽŶƚƌĂĐƚŽƌ
ƌĞůŝŶƋƵŝƐŚĞƐĂůůĐůĂŝŵƐƚŽƚŚĞĐŽƉLJƌŝŐŚƚƐŝŶĨĂǀŽƌŽĨŝƚLJ͘
ϭϴ͘ EKd/ ^
dŚĞŶĂŵĞŽĨƚŚĞƉĞƌƐŽŶƐǁŚŽĂƌĞĂƵƚŚŽƌŝnjĞĚƚŽŐŝǀĞǁƌŝƚƚĞŶŶŽƚŝĐĞŽƌƚŽƌĞĐĞŝǀĞǁƌŝƚƚĞŶŶŽƚŝĐĞŽŶďĞŚĂůĨ
ŽĨŝƚLJĂŶĚŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞ͗
&ŽƌŝƚLJ͗&ŽƌŽŶƚƌĂĐƚŽƌ͗
EĂŵĞ ůĞŝĚĂ&ĞůŝdžzĂĐŬĞůEĂŵĞd͘͘DƵĞůůĞƌ
dŝƚůĞ^ĞŶŝŽƌŽŶƚƌĂĐƚĚŵŝŶŝƐƚƌĂƚŽƌdŝƚůĞs͘W͘&ŝĞůĚKƉĞƌĂƚŝŽŶƐ
ĞƉƚWƵďůŝĐtŽƌŬƐĚĚƌĞƐƐϭϮϬE͘ŶĚƌĞĂƐĞŶƌ͘
/dzK&Z>^ ƐĐŽŶĚŝĚŽ͕ϵϮϬϮϵ
ĚĚƌĞƐƐϭϲϯϱ&ĂƌĂĚĂLJǀĞŶƵĞWŚŽŶĞϳϲϬͲϮϵϰͲϵϰϰϵĞdžƚ͘ϭϬϯ
ϲϭϵͲϮϰϳͲϭϮϬϴ
ĂƌůƐďĂĚ͕ϵϮϬϬϴ ŵĂŝůƚĐΛƵƐŝƉŽƚŚŽůĞ͘ĐŽŵ
WŚŽŶĞϰϰϮͲϯϯϵͲϮϳϲϳ
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ŝŶĂŶLJŵĂŶŶĞƌĂĨĨĞĐƚƚŚŽƐĞĞŵƉůŽLJĞĚďLJŽŶƚƌĂĐƚŽƌ͕ŽƌŝŶĂŶLJǁĂLJĂĨĨĞĐƚƚŚĞƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞ^ĞƌǀŝĐĞƐ
ďLJ ŽŶƚƌĂĐƚŽƌ͘ ŽŶƚƌĂĐƚŽƌ ǁŝůů Ăƚ Ăůů ƚŝŵĞƐ ŽďƐĞƌǀĞ ĂŶĚ ĐŽŵƉůLJǁŝƚŚ ƚŚĞƐĞ ůĂǁƐ͕ ŽƌĚŝŶĂŶĐĞƐ͕ ĂŶĚ
ƌĞŐƵůĂƚŝŽŶƐĂŶĚǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌƚŚĞĐŽŵƉůŝĂŶĐĞŽĨŽŶƚƌĂĐƚŽƌΖƐƐĞƌǀŝĐĞƐǁŝƚŚĂůůĂƉƉůŝĐĂďůĞůĂǁƐ͕
ŽƌĚŝŶĂŶĐĞƐĂŶĚƌĞŐƵůĂƚŝŽŶƐ͘
Nov. 12, 2024 Item #2 Page 437 of 680
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W^ϮϱͲϯϱϲϰ
WĂŐĞϳ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ŽŶƚƌĂĐƚŽƌǁŝůůďĞĂǁĂƌĞŽĨƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚĞ/ŵŵŝŐƌĂƚŝŽŶZĞĨŽƌŵĂŶĚŽŶƚƌŽůĐƚŽĨϭϵϴϲĂŶĚǁŝůů
ĐŽŵƉůLJǁŝƚŚƚŚŽƐĞƌĞƋƵŝƌĞŵĞŶƚƐ͕ŝŶĐůƵĚŝŶŐ͕ďƵƚŶŽƚůŝŵŝƚĞĚƚŽ͕ǀĞƌŝĨLJŝŶŐƚŚĞĞůŝŐŝďŝůŝƚLJĨŽƌĞŵƉůŽLJŵĞŶƚŽĨ
ĂůůĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐ͕ƐƵďĐŽŶƚƌĂĐƚŽƌƐĂŶĚĐŽŶƐƵůƚĂŶƚƐǁŚŽƐĞƐĞƌǀŝĐĞƐĂƌĞƌĞƋƵŝƌĞĚďLJƚŚŝƐŐƌĞĞŵĞŶƚ͘
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ŽŶƚƌĂĐƚŽƌ͛ƐǀĞŚŝĐůĞƐǁŝƚŚĂŐƌŽƐƐǀĞŚŝĐůĞǁĞŝŐŚƚƌĂƚŝŶŐŐƌĞĂƚĞƌƚŚĂŶϴ͕ϱϬϬůďƐ͘ĂŶĚůŝŐŚƚͲĚƵƚLJƉĂĐŬĂŐĞ
ĚĞůŝǀĞƌLJǀĞŚŝĐůĞƐŽƉĞƌĂƚĞĚŝŶĂůŝĨŽƌŶŝĂŵĂLJďĞƐƵďũĞĐƚƚŽƚŚĞĂůŝĨŽƌŶŝĂŝƌZĞƐŽƵƌĐĞƐŽĂƌĚ;ZͿ
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ĞŵŝƐƐŝŽŶƐŽĨĂŝƌƉŽůůƵƚĂŶƚƐ͘&ŽƌŵŽƌĞŝŶĨŽƌŵĂƚŝŽŶ͕ƉůĞĂƐĞǀŝƐŝƚƚŚĞZĚǀĂŶĐĞĚůĞĂŶ&ůĞĞƚƐǁĞďƉĂŐĞ
ĂƚŚƚƚƉƐ͗ͬͬǁǁϮ͘Ăƌď͘ĐĂ͘ŐŽǀͬŽƵƌͲǁŽƌŬͬƉƌŽŐƌĂŵƐͬĂĚǀĂŶĐĞĚͲĐůĞĂŶͲĨůĞĞƚƐ͘
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ŽŶƚƌĂĐƚŽƌ ǁŝůů ĐŽŵƉůLJ ǁŝƚŚ Ăůů ĂƉƉůŝĐĂďůĞ ůŽĐĂů͕ ƐƚĂƚĞ ĂŶĚ ĨĞĚĞƌĂů ůĂǁƐ ĂŶĚ ƌĞŐƵůĂƚŝŽŶƐ ƉƌŽŚŝďŝƚŝŶŐ
ĚŝƐĐƌŝŵŝŶĂƚŝŽŶĂŶĚŚĂƌĂƐƐŵĞŶƚ͘
ϮϮ͘ /^Whd Z ^K>hd/KE
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ƚŽƌĞƐŽůǀĞĂŶLJƋƵĞƐƚŝŽŶƐŽĨĨĂĐƚŽƌŝŶƚĞƌƉƌĞƚĂƚŝŽŶŶŽƚŽƚŚĞƌǁŝƐĞƐĞƚƚůĞĚďLJĂŐƌĞĞŵĞŶƚďĞƚǁĞĞŶƚŚĞƉĂƌƚŝĞƐ͘
ZĞƉƌĞƐĞŶƚĂƚŝǀĞƐŽĨŽŶƚƌĂĐƚŽƌŽƌŝƚLJǁŝůůƌĞĚƵĐĞƐƵĐŚƋƵĞƐƚŝŽŶƐ͕ĂŶĚƚŚĞŝƌƌĞƐƉĞĐƚŝǀĞǀŝĞǁƐ͕ƚŽǁƌŝƚŝŶŐ͘
ĐŽƉLJŽĨƐƵĐŚĚŽĐƵŵĞŶƚĞĚĚŝƐƉƵƚĞǁŝůůďĞĨŽƌǁĂƌĚĞĚƚŽďŽƚŚƉĂƌƚŝĞƐŝŶǀŽůǀĞĚĂůŽŶŐǁŝƚŚƌĞĐŽŵŵĞŶĚĞĚ
ŵĞƚŚŽĚƐŽĨƌĞƐŽůƵƚŝŽŶ͕ǁŚŝĐŚǁŽƵůĚďĞŽĨďĞŶĞĨŝƚƚŽďŽƚŚƉĂƌƚŝĞƐ͘dŚĞƌĞƉƌĞƐĞŶƚĂƚŝǀĞƌĞĐĞŝǀŝŶŐƚŚĞůĞƚƚĞƌ
ǁŝůůƌĞƉůLJƚŽƚŚĞůĞƚƚĞƌĂůŽŶŐǁŝƚŚĂƌĞĐŽŵŵĞŶĚĞĚŵĞƚŚŽĚŽĨƌĞƐŽůƵƚŝŽŶǁŝƚŚŝŶƚĞŶ;ϭϬͿďƵƐŝŶĞƐƐĚĂLJƐ͘/Ĩ
ƚŚĞƌĞƐŽůƵƚŝŽŶƚŚƵƐŽďƚĂŝŶĞĚŝƐƵŶƐĂƚŝƐĨĂĐƚŽƌLJƚŽƚŚĞĂŐŐƌŝĞǀĞĚƉĂƌƚLJ͕ĂůĞƚƚĞƌŽƵƚůŝŶŝŶŐƚŚĞĚŝƐƉƵƚĞƐǁŝůů
ďĞĨŽƌǁĂƌĚĞĚƚŽƚŚĞŝƚLJDĂŶĂŐĞƌ͘dŚĞŝƚLJDĂŶĂŐĞƌǁŝůůĐŽŶƐŝĚĞƌƚŚĞĨĂĐƚƐĂŶĚƐŽůƵƚŝŽŶƐƌĞĐŽŵŵĞŶĚĞĚ
ďLJĞĂĐŚƉĂƌƚLJĂŶĚŵĂLJƚŚĞŶŽƉƚƚŽĚŝƌĞĐƚĂƐŽůƵƚŝŽŶƚŽƚŚĞƉƌŽďůĞŵ͘/ŶƐƵĐŚĐĂƐĞƐ͕ƚŚĞĂĐƚŝŽŶŽĨƚŚĞŝƚLJ
DĂŶĂŐĞƌǁŝůůďĞďŝŶĚŝŶŐƵƉŽŶƚŚĞƉĂƌƚŝĞƐŝŶǀŽůǀĞĚ͕ĂůƚŚŽƵŐŚŶŽƚŚŝŶŐŝŶƚŚŝƐƉƌŽĐĞĚƵƌĞǁŝůůƉƌŽŚŝďŝƚƚŚĞ
ƉĂƌƚŝĞƐĨƌŽŵƐĞĞŬŝŶŐƌĞŵĞĚŝĞƐĂǀĂŝůĂďůĞƚŽƚŚĞŵĂƚůĂǁ͘
Ϯϯ͘ d ZD/Ed/KE
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ƚŚŝƐŐƌĞĞŵĞŶƚĨŽƌŶŽŶƉĞƌĨŽƌŵĂŶĐĞďLJŶŽƚŝĨLJŝŶŐŽŶƚƌĂĐƚŽƌďLJĐĞƌƚŝĨŝĞĚŵĂŝůŽĨƚŚĞƚĞƌŵŝŶĂƚŝŽŶ͘/ĨŝƚLJ
ĚĞĐŝĚĞƐƚŽĂďĂŶĚŽŶŽƌŝŶĚĞĨŝŶŝƚĞůLJƉŽƐƚƉŽŶĞƚŚĞǁŽƌŬŽƌƐĞƌǀŝĐĞƐĐŽŶƚĞŵƉůĂƚĞĚďLJƚŚŝƐŐƌĞĞŵĞŶƚ͕ŝƚLJ
ŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚƵƉŽŶǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŽŶƚƌĂĐƚŽƌ͘hƉŽŶŶŽƚŝĨŝĐĂƚŝŽŶŽĨƚĞƌŵŝŶĂƚŝŽŶ͕
ŽŶƚƌĂĐƚŽƌŚĂƐĨŝǀĞ;ϱͿďƵƐŝŶĞƐƐĚĂLJƐƚŽĚĞůŝǀĞƌĂŶLJĚŽĐƵŵĞŶƚƐŽǁŶĞĚďLJŝƚLJĂŶĚĂůůǁŽƌŬŝŶƉƌŽŐƌĞƐƐƚŽ
ŝƚLJĂƚƚŚĞĂĚĚƌĞƐƐĐŽŶƚĂŝŶĞĚŝŶƚŚŝƐŐƌĞĞŵĞŶƚ͘ŝƚLJǁŝůůŵĂŬĞĂĚĞƚĞƌŵŝŶĂƚŝŽŶŽĨĨĂĐƚďĂƐĞĚƵƉŽŶƚŚĞ
ǁŽƌŬƉƌŽĚƵĐƚĚĞůŝǀĞƌĞĚƚŽŝƚLJĂŶĚŽĨƚŚĞƉĞƌĐĞŶƚĂŐĞŽĨǁŽƌŬƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐƉĞƌĨŽƌŵĞĚǁŚŝĐŚŝƐ
ƵƐĂďůĞĂŶĚŽĨǁŽƌƚŚƚŽŝƚLJŝŶŚĂǀŝŶŐƚŚĞŐƌĞĞŵĞŶƚĐŽŵƉůĞƚĞĚ͘ĂƐĞĚƵƉŽŶƚŚĂƚĨŝŶĚŝŶŐŝƚLJǁŝůů
ĚĞƚĞƌŵŝŶĞƚŚĞĨŝŶĂůƉĂLJŵĞŶƚŽĨƚŚĞŐƌĞĞŵĞŶƚ͘
ŝƚLJŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚďLJƚĞŶĚĞƌŝŶŐƚŚŝƌƚLJ;ϯϬͿĚĂLJƐǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŽŶƚƌĂĐƚŽƌ͘ŽŶƚƌĂĐƚŽƌ
ŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚďLJƚĞŶĚĞƌŝŶŐͺͺͺͺͺͺͺͺͺͺͺͺͺͺ;ͺͺͺͿĚĂLJƐǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŝƚLJ͘/ŶƚŚĞ
ĞǀĞŶƚŽĨƚĞƌŵŝŶĂƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚďLJĞŝƚŚĞƌƉĂƌƚLJĂŶĚƵƉŽŶƌĞƋƵĞƐƚŽĨŝƚLJ͕ŽŶƚƌĂĐƚŽƌǁŝůůĂƐƐĞŵďůĞ
ƚŚĞǁŽƌŬƉƌŽĚƵĐƚĂŶĚƉƵƚŝƚŝŶŽƌĚĞƌĨŽƌƉƌŽƉĞƌĨŝůŝŶŐĂŶĚĐůŽƐŝŶŐĂŶĚĚĞůŝǀĞƌŝƚƚŽŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞ
ƉĂŝĚĨŽƌǁŽƌŬƉĞƌĨŽƌŵĞĚƚŽƚŚĞƚĞƌŵŝŶĂƚŝŽŶĚĂƚĞ͖ŚŽǁĞǀĞƌ͕ƚŚĞƚŽƚĂůǁŝůůŶŽƚĞdžĐĞĞĚƚŚĞůƵŵƉƐƵŵĨĞĞ
ƉĂLJĂďůĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ŝƚLJǁŝůůŵĂŬĞƚŚĞĨŝŶĂůĚĞƚĞƌŵŝŶĂƚŝŽŶĂƐƚŽƚŚĞƉŽƌƚŝŽŶƐŽĨƚĂƐŬƐĐŽŵƉůĞƚĞĚ
ĂŶĚƚŚĞĐŽŵƉĞŶƐĂƚŝŽŶƚŽďĞŵĂĚĞ͘
Ϯϰ͘ Ks EEd^'/E^dKEd/E' Ed& ^
ŽŶƚƌĂĐƚŽƌǁĂƌƌĂŶƚƐƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐŶŽƚĞŵƉůŽLJĞĚŽƌƌĞƚĂŝŶĞĚĂŶLJĐŽŵƉĂŶLJŽƌƉĞƌƐŽŶ͕ŽƚŚĞƌƚŚĂŶĂ
ďŽŶĂĨŝĚĞĞŵƉůŽLJĞĞǁŽƌŬŝŶŐĨŽƌŽŶƚƌĂĐƚŽƌ͕ƚŽƐŽůŝĐŝƚŽƌƐĞĐƵƌĞƚŚŝƐŐƌĞĞŵĞŶƚ͕ĂŶĚƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐ
Nov. 12, 2024 Item #2 Page 438 of 680
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W^ϮϱͲϯϱϲϰ
WĂŐĞϴ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ŶŽƚƉĂŝĚŽƌĂŐƌĞĞĚƚŽƉĂLJĂŶLJĐŽŵƉĂŶLJŽƌƉĞƌƐŽŶ͕ŽƚŚĞƌƚŚĂŶĂďŽŶĂĨŝĚĞĞŵƉůŽLJĞĞ͕ĂŶLJĨĞĞ͕ĐŽŵŵŝƐƐŝŽŶ͕
ƉĞƌĐĞŶƚĂŐĞ͕ďƌŽŬĞƌĂŐĞĨĞĞ͕ŐŝĨƚ͕ŽƌĂŶLJŽƚŚĞƌĐŽŶƐŝĚĞƌĂƚŝŽŶĐŽŶƚŝŶŐĞŶƚƵƉŽŶ͕ŽƌƌĞƐƵůƚŝŶŐĨƌŽŵ͕ƚŚĞĂǁĂƌĚ
ŽƌŵĂŬŝŶŐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘&ŽƌďƌĞĂĐŚŽƌǀŝŽůĂƚŝŽŶŽĨƚŚŝƐǁĂƌƌĂŶƚLJ͕ŝƚLJǁŝůůŚĂǀĞƚŚĞƌŝŐŚƚƚŽĂŶŶƵůƚŚŝƐ
ŐƌĞĞŵĞŶƚǁŝƚŚŽƵƚůŝĂďŝůŝƚLJ͕Žƌ͕ŝŶŝƚƐĚŝƐĐƌĞƚŝŽŶ͕ƚŽĚĞĚƵĐƚĨƌŽŵƚŚĞŐƌĞĞŵĞŶƚƉƌŝĐĞŽƌĐŽŶƐŝĚĞƌĂƚŝŽŶ͕Žƌ
ŽƚŚĞƌǁŝƐĞƌĞĐŽǀĞƌ͕ƚŚĞĨƵůůĂŵŽƵŶƚŽĨƚŚĞĨĞĞ͕ĐŽŵŵŝƐƐŝŽŶ͕ƉĞƌĐĞŶƚĂŐĞ͕ďƌŽŬĞƌĂŐĞĨĞĞƐ͕ŐŝĨƚ͕ŽƌĐŽŶƚŝŶŐĞŶƚ
ĨĞĞ͘
Ϯϱ͘ >/D^E>t^h/d^
LJƐŝŐŶŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͕ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŚĂƚĂŶLJŐƌĞĞŵĞŶƚĐůĂŝŵƐƵďŵŝƚƚĞĚƚŽŝƚLJŵƵƐƚďĞ
ĂƐƐĞƌƚĞĚĂƐƉĂƌƚŽĨƚŚĞŐƌĞĞŵĞŶƚƉƌŽĐĞƐƐĂƐƐĞƚĨŽƌƚŚŝŶƚŚŝƐŐƌĞĞŵĞŶƚĂŶĚŶŽƚŝŶĂŶƚŝĐŝƉĂƚŝŽŶŽĨ
ůŝƚŝŐĂƚŝŽŶŽƌŝŶĐŽŶũƵŶĐƚŝŽŶǁŝƚŚůŝƚŝŐĂƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚŝĨĂĨĂůƐĞĐůĂŝŵŝƐƐƵďŵŝƚƚĞĚƚŽ
ŝƚLJ͕ŝƚŵĂLJďĞĐŽŶƐŝĚĞƌĞĚĨƌĂƵĚĂŶĚŽŶƚƌĂĐƚŽƌŵĂLJďĞƐƵďũĞĐƚƚŽĐƌŝŵŝŶĂůƉƌŽƐĞĐƵƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌ
ĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚĂůŝĨŽƌŶŝĂ'ŽǀĞƌŶŵĞŶƚŽĚĞƐĞĐƚŝŽŶƐϭϮϲϱϬĞƚƐĞƋ͕͘ƚŚĞ&ĂůƐĞůĂŝŵƐĐƚĂƉƉůŝĞƐƚŽƚŚŝƐ
ŐƌĞĞŵĞŶƚĂŶĚ͕ƉƌŽǀŝĚĞƐĨŽƌĐŝǀŝůƉĞŶĂůƚŝĞƐǁŚĞƌĞĂƉĞƌƐŽŶŬŶŽǁŝŶŐůLJƐƵďŵŝƚƐĂĨĂůƐĞĐůĂŝŵƚŽĂƉƵďůŝĐ
ĞŶƚŝƚLJ͘dŚĞƐĞƉƌŽǀŝƐŝŽŶƐŝŶĐůƵĚĞĨĂůƐĞĐůĂŝŵƐŵĂĚĞǁŝƚŚĚĞůŝďĞƌĂƚĞŝŐŶŽƌĂŶĐĞŽĨƚŚĞĨĂůƐĞŝŶĨŽƌŵĂƚŝŽŶŽƌŝŶ
ƌĞĐŬůĞƐƐĚŝƐƌĞŐĂƌĚŽĨƚŚĞƚƌƵƚŚŽƌĨĂůƐŝƚLJŽĨŝŶĨŽƌŵĂƚŝŽŶ͘/ĨŝƚLJƐĞĞŬƐƚŽƌĞĐŽǀĞƌƉĞŶĂůƚŝĞƐƉƵƌƐƵĂŶƚƚŽƚŚĞ
&ĂůƐĞ ůĂŝŵƐ Đƚ͕ ŝƚ ŝƐ ĞŶƚŝƚůĞĚ ƚŽ ƌĞĐŽǀĞƌ ŝƚƐ ůŝƚŝŐĂƚŝŽŶ ĐŽƐƚƐ͕ ŝŶĐůƵĚŝŶŐ ĂƚƚŽƌŶĞLJΖƐ ĨĞĞƐ͘ ŽŶƚƌĂĐƚŽƌ
ĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚƚŚĞĨŝůŝŶŐŽĨĂĨĂůƐĞĐůĂŝŵŵĂLJƐƵďũĞĐƚŽŶƚƌĂĐƚŽƌƚŽĂŶĂĚŵŝŶŝƐƚƌĂƚŝǀĞĚĞďĂƌŵĞŶƚ
ƉƌŽĐĞĞĚŝŶŐĂƐƚŚĞƌĞƐƵůƚŽĨǁŚŝĐŚŽŶƚƌĂĐƚŽƌŵĂLJďĞƉƌĞǀĞŶƚĞĚƚŽĂĐƚĂƐĂŽŶƚƌĂĐƚŽƌŽŶĂŶLJƉƵďůŝĐǁŽƌŬ
ŽƌŝŵƉƌŽǀĞŵĞŶƚĨŽƌĂƉĞƌŝŽĚŽĨƵƉƚŽĨŝǀĞ;ϱͿLJĞĂƌƐ͘ŽŶƚƌĂĐƚŽƌĂĐŬŶŽǁůĞĚŐĞƐĚĞďĂƌŵĞŶƚďLJĂŶŽƚŚĞƌ
ũƵƌŝƐĚŝĐƚŝŽŶŝƐŐƌŽƵŶĚƐĨŽƌŝƚLJƚŽƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚ͘
Ϯϲ͘ :hZ/^/d/KE^Es Eh
dŚŝƐŐƌĞĞŵĞŶƚƐŚĂůůďĞŝŶƚĞƌƉƌĞƚĞĚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞůĂǁƐŽĨƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͘ŶLJĂĐƚŝŽŶĂƚ
ůĂǁŽƌŝŶĞƋƵŝƚLJďƌŽƵŐŚƚďLJĞŝƚŚĞƌŽĨƚŚĞƉĂƌƚŝĞƐĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨĞŶĨŽƌĐŝŶŐĂƌŝŐŚƚŽƌƌŝŐŚƚƐƉƌŽǀŝĚĞĚĨŽƌ
ďLJƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞƚƌŝĞĚŝŶĂĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƚŝŽŶŝŶƚŚĞŽƵŶƚLJŽĨ^ĂŶŝĞŐŽ͕^ƚĂƚĞŽĨ
ĂůŝĨŽƌŶŝĂ͕ĂŶĚƚŚĞƉĂƌƚŝĞƐǁĂŝǀĞĂůůƉƌŽǀŝƐŝŽŶƐŽĨůĂǁƉƌŽǀŝĚŝŶŐĨŽƌĂĐŚĂŶŐĞŽĨǀĞŶƵĞŝŶƚŚĞƐĞƉƌŽĐĞĞĚŝŶŐƐ
ƚŽĂŶLJŽƚŚĞƌĐŽƵŶƚLJ͘
Ϯϳ͘ ^h ^^KZ^E^^/'E^
/ƚŝƐŵƵƚƵĂůůLJƵŶĚĞƌƐƚŽŽĚĂŶĚĂŐƌĞĞĚƚŚĂƚƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞďŝŶĚŝŶŐƵƉŽŶŝƚLJĂŶĚŽŶƚƌĂĐƚŽƌĂŶĚ
ƚŚĞŝƌƌĞƐƉĞĐƚŝǀĞƐƵĐĐĞƐƐŽƌƐ͘EĞŝƚŚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŶŽƌĂŶLJƉĂƌƚŽĨŝƚŶŽƌĂŶLJŵŽŶŝĞƐĚƵĞŽƌƚŽďĞĐŽŵĞ
ĚƵĞƵŶĚĞƌŝƚŵĂLJďĞĂƐƐŝŐŶĞĚ ďLJŽŶƚƌĂĐƚŽƌǁŝƚŚŽƵƚƚŚĞ ƉƌŝŽƌ ĐŽŶƐĞŶƚŽĨŝƚLJ͕ ǁŚŝĐŚ ƐŚĂůůŶŽƚďĞ
ƵŶƌĞĂƐŽŶĂďůLJǁŝƚŚŚĞůĚ͘
Ϯϴ͘ d,/ZͲWZdzZ/',d^
EŽƚŚŝŶŐŝŶƚŚŝƐŐƌĞĞŵĞŶƚƐŚŽƵůĚďĞĐŽŶƐƚƌƵĞĚƚŽŐŝǀĞĂŶLJƌŝŐŚƚƐŽƌďĞŶĞĨŝƚƐƚŽĂŶLJƉĂƌƚLJŽƚŚĞƌƚŚĂŶƚŚĞ
ŝƚLJĂŶĚŽŶƚƌĂĐƚŽƌ͘
Ϯϵ͘ Ed/Z 'Z D Ed
dŚŝƐŐƌĞĞŵĞŶƚ͕ƚŽŐĞƚŚĞƌǁŝƚŚĂŶLJŽƚŚĞƌǁƌŝƚƚĞŶĚŽĐƵŵĞŶƚƌĞĨĞƌƌĞĚƚŽŽƌĐŽŶƚĞŵƉůĂƚĞĚďLJŝƚ͕ĂůŽŶŐǁŝƚŚ
ƚŚĞ ƉƵƌĐŚĂƐĞ ŽƌĚĞƌ ĨŽƌ ƚŚŝƐ ŐƌĞĞŵĞŶƚ ĂŶĚ ŝƚƐ ƉƌŽǀŝƐŝŽŶƐ͕ ĞŵďŽĚLJ ƚŚĞ ĞŶƚŝƌĞ ŐƌĞĞŵĞŶƚ ĂŶĚ
ƵŶĚĞƌƐƚĂŶĚŝŶŐďĞƚǁĞĞŶƚŚĞƉĂƌƚŝĞƐƌĞůĂƚŝŶŐƚŽƚŚĞƐƵďũĞĐƚŵĂƚƚĞƌŽĨŝƚ͘/ŶĐĂƐĞŽĨĐŽŶĨůŝĐƚ͕ƚŚĞƚĞƌŵƐŽĨƚŚĞ
ŐƌĞĞŵĞŶƚƐƵƉĞƌƐĞĚĞƚŚĞƉƵƌĐŚĂƐĞŽƌĚĞƌ͘EĞŝƚŚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŶŽƌĂŶLJŽĨŝƚƐƉƌŽǀŝƐŝŽŶƐŵĂLJďĞ
ĂŵĞŶĚĞĚ͕ŵŽĚŝĨŝĞĚ͕ǁĂŝǀĞĚŽƌĚŝƐĐŚĂƌŐĞĚĞdžĐĞƉƚŝŶĂǁƌŝƚŝŶŐƐŝŐŶĞĚďLJďŽƚŚƉĂƌƚŝĞƐ͘dŚŝƐŐƌĞĞŵĞŶƚŵĂLJ
ďĞĞdžĞĐƵƚĞĚŝŶĐŽƵŶƚĞƌƉĂƌƚƐ͘
ϯϬ͘ Wh>/' Ez>h^
ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŚĂƚĂŶLJƉƵďůŝĐĂŐĞŶĐLJĂƐĚĞĨŝŶĞĚďLJĂů͘'Žǀ͘ŽĚĞƐĞĐƚŝŽŶϲϱϬϬ͕ŝĨĂƵƚŚŽƌŝnjĞĚďLJŝƚƐ
ŐŽǀĞƌŶŝŶŐďŽĚLJ͕ƐŚĂůůŚĂǀĞƚŚĞŽƉƚŝŽŶƚŽƉĂƌƚŝĐŝƉĂƚĞŝŶƚŚŝƐĐŽŶƚƌĂĐƚĂƚƚŚĞƐĂŵĞƉƌŝĐĞƐ͕ƚĞƌŵƐ͕ĂŶĚ
Nov. 12, 2024 Item #2 Page 439 of 680
dd,D Ed&
W^ϮϱͲϯϱϲϰ
WĂŐĞϵ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ĐŽŶĚŝƚŝŽŶƐ͘/ĨĂŶŽƚŚĞƌƉƵďůŝĐĂŐĞŶĐLJĐŚŽŽƐĞƐƚŽƉĂƌƚŝĐŝƉĂƚĞ͕ƚŚĞƚĞƌŵƐŚĂůůďĞĨŽƌƚŚĞƚĞƌŵŽĨƚŚŝƐĐŽŶƚƌĂĐƚ͕
ĂŶĚ ƐŚĂůů ďĞ ĐŽŶƚŝŶŐĞŶƚ ƵƉŽŶ ŽŶƚƌĂĐƚŽƌΖƐ ĂĐĐĞƉƚĂŶĐĞ͘ WĂƌƚŝĐŝƉĂƚŝŶŐ ƉƵďůŝĐ ĂŐĞŶĐŝĞƐ ƐŚĂůů ďĞ ƐŽůĞůLJ
ƌĞƐƉŽŶƐŝďůĞĨŽƌƚŚĞƉůĂĐŝŶŐŽĨŽƌĚĞƌƐ͕ĂƌƌĂŶŐŝŶŐĨŽƌĚĞůŝǀĞƌLJĂŶĚͬŽƌƐĞƌǀŝĐĞƐ͕ĂŶĚŵĂŬŝŶŐƉĂLJŵĞŶƚƐƚŽƚŚĞ
ŽŶƚƌĂĐƚŽƌ͘dŚĞŝƚLJŽĨĂƌůƐďĂĚĂŶĚĂƌůƐďĂĚDƵŶŝĐŝƉĂůtĂƚĞƌŝƐƚƌŝĐƚƐŚĂůůŶŽƚďĞůŝĂďůĞ͕ŽƌƌĞƐƉŽŶƐŝďůĞ͕
ĨŽƌĂŶLJŽďůŝŐĂƚŝŽŶƐ͕ŝŶĐůƵĚŝŶŐďƵƚŶŽƚůŝŵŝƚĞĚƚŽĨŝŶĂŶĐŝĂůƌĞƐƉŽŶƐŝďŝůŝƚLJ͕ŝŶĐŽŶŶĞĐƚŝŽŶǁŝƚŚƉĂƌƚŝĐŝƉĂƚŝŽŶ
ďLJĂŶŽƚŚĞƌƉƵďůŝĐĂŐĞŶĐLJ͘
ϯϭ͘ hd,KZ/dz
dŚĞŝŶĚŝǀŝĚƵĂůƐĞdžĞĐƵƚŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚĂŶĚƚŚĞŝŶƐƚƌƵŵĞŶƚƐƌĞĨĞƌĞŶĐĞĚŝŶŝƚŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌ
ĞĂĐŚƌĞƉƌĞƐĞŶƚĂŶĚǁĂƌƌĂŶƚƚŚĂƚƚŚĞLJŚĂǀĞƚŚĞůĞŐĂůƉŽǁĞƌ͕ƌŝŐŚƚĂŶĚĂĐƚƵĂůĂƵƚŚŽƌŝƚLJƚŽďŝŶĚŽŶƚƌĂĐƚŽƌ
ƚŽƚŚĞƚĞƌŵƐĂŶĚĐŽŶĚŝƚŝŽŶƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
džĞĐƵƚĞĚďLJŽŶƚƌĂĐƚŽƌƚŚŝƐͺͺͺͺͺͺͺͺͺͺͺĚĂLJŽĨͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺ͕ϮϬϮϰ͘
Nov. 12, 2024 Item #2 Page 440 of 680
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W^ϮϱͲϯϱϲϰ
WĂŐĞϭϭ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
y,//d
^KW K&^ Zs/ ^E& ^
WĞƌĨŽƌŵĂǀĂƌŝĞƚLJŽĨƵƚŝůŝƚLJůŽĐĂƚŝŶŐĂŶĚƉŽƚŚŽůŝŶŐƚĂƐŬƐĂƐŽƵƚůŝŶĞĚŝŶŝŶĚŝǀŝĚƵĂůWƌŽũĞĐƚdĂƐŬĞƐĐƌŝƉƚŝŽŶƐ
Θ&ĞĞůůŽƚŵĞŶƚƐ;WdΘ&Ϳ͕ƌĞůĂƚĞĚƚŽƚŚĞĨŽůůŽǁŝŶŐ͗
͘ ^ƵďƐƵƌĨĂĐĞhƚŝůŝƚLJWŽƚŚŽůŝŶŐĂŶĚ>ŽĐĂƚŝŶŐ͘
͘ 'ƌŽƵŶĚWĞŶĞƚƌĂƚŝŶŐZĂĚĂƌ^ĞƌǀŝĐĞƐ͘
͘ hƚŝůŝƚLJZĞƐĞĂƌĐŚͬŽĐƵŵĞŶƚĂƚŝŽŶ͘
͘ &ŝĞůĚĞƚĞƌŵŝŶĂƚŝŽŶͬŽĐƵŵĞŶƚĂƚŝŽŶ͘
ZĞƋƵĞƐƚƐĨŽƌǁŽƌŬŶŽƚůŝƐƚĞĚĂďŽǀĞŵƵƐƚďĞĐŽŶƚƌĂĐƚĞĚƵŶĚĞƌƐĞƉĂƌĂƚĞĂŐƌĞĞŵĞŶƚ͘
Nov. 12, 2024 Item #2 Page 442 of 680
Date:June 12, 2024
Quote # TC61224-14L
Expiration Date: End of Contract
Sales Person: TC
Item # Qty Unit Price Line Total
1 525.00$
2 230.00$
3 1,875.00$
4 250.00$
5 225.00$
6 170.00$
ADDITIONAL :
7 100.00$
Subtotal
Total
120 N. Andreasen Dr. Escondido, CA 92029 PH# 760 294 9449 Fax# 760 294 9490
Project Name:RFQ24 - 3430CA
ESTIMATE
To:
Elieda Felix Yackel
City of Carlsbad Public Works Branch
5950 El Camino Real
Your First Choice for Utility Locating Services
Carlsbad, CA 92008
Description
CCTV Push Camera (Per Hour) (4'' - 10'' )
Utility Locating Per Day (8 hrs)
Digital Flash Card Utility Locating / CCTV Report - Per
Day Cost
Pressure Washing Markout Paint Removal (Per Hour) (4)
Hr Min
Utility Locating Service Call (2) Hr Min
Utility Locating Additional hours up to (7 hrs)
Hydrojetting (4'' - 10'' ) Per Hour (4) Hr Min
Nov. 12, 2024 Item #2 Page 443 of 680
Date:June 12, 2024
Quote # TC61224-13H
Expiration Date: End of Contract
Sales Person: TTC
Item # Qty Unit Price Line Total
1 2,800.00$
2 175.00$
3 250.00$
4 175.00$
5 150.00$
6 575.00$
7 135.00$
8 600.00$
9 650.00$
10 1,300.00$
11 95.00$
12 100.00$
13 250.00$
14 50.00$
15 185.00$
16 50.00$
17 1,575.00$
18 1,360.00$
19 150.00$
20 65.00$
EExcluded: Permit and Deposit Fees to be paid by client prior to start of work
Encroachment & Traffic Permits No Fee Parking Meter Buyouts N/A
Deposit Amt
Subtotal -$
-$
Total --$
1120 N. Andreasen Dr. Escondido, CA 92029 PH# 760/294-9449 Fax# 760/294-9490
Project Name:RRFQ24 - 3430CA
AASPHALT REPAIR
TTRAFFIC CONTROL
Pothole Service (Prevailing Wage) Per Day
Description
USA Dig Alert Delination and Mark Out - Superintendent
RREPORTING
OOTHER COSTS
Sand Cover for Utility (Ea)
Aquaphalt Asphalt Repair (Ea)
Additional Arrowboards (Ea)
Traffic Control Plans - Non Eng Stamped (Each)
Fuel Surcharge - Per Day
Traffic Control Plans - Eng Stamped (Each)
Standard Traffic Control (Per Day)
ESTIMATE
To:
EEleida Felix Yackel
CCity of Carlsbad Public Works Branch
55950 El Camino Real
YYour First Choice for Potholing Services
****4-hour minimum + Mob/Demob
CCarlsbad, CA 92008
Hot-Patch Asphalt Grind & Overlay Up to 5'x5' (Ea)
USA Markout Paint Removal (Per Day)
Spoil Haul off and Disposal (Ea)
8'' - 10'' Core Drill + Re-install and Seal (Ea)
Traffic Control (1 - Flagger) (Per Hour)
PDF/Digital Flash Card Utility Report (1 - 5 potholes) +$100
Increments for every (5) Potholes
Hot Patch Asphalt Repairs - Base Pave (Ea)
Major Traffic Control (Per Day) (1) Arrowboard
Synthetic Asphalt Overlay Up to 3'x3' (Ea)
Encroachment / Traffic Permit Processing Fee
Slurry Backfill - Bag Spec Mix (Ea)
Nov. 12, 2024 Item #2 Page 444 of 680
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
Nov. 12, 2024 Item #2 Page 446 of 680
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
Nov. 12, 2024 Item #2 Page 448 of 680
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PSA25-3570CA
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name
Title Senior Contract Administrator Title
Dept Public Works Address
CITY OF CARLSBAD
Address 1635 Faraday Avenue Phone
Carlsbad, CA 92008 Email
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Nov. 12, 2024 Item #2 Page 450 of 680
ATTACHMENT AG
PSA25-3570CA
Page 7 City Attorney Approved Version 5/22/2024
Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
Nov. 12, 2024 Item #2 Page 451 of 680
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
Nov. 12, 2024 Item #2 Page 452 of 680
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of water resource studies and engineering related tasks as outlined in individual Project
Task Descriptions & Fee Allotments (PTD&FA), related to the following:
A. Bridge or other front water structure scour analyses.
B. Coastal analyses and design.
C. Critical Coarse Sediment Yield Area (CCSYA) Analysis.
D. FIRM revisions or other FEMA maps or studies.
E. Hydrology and hydraulics studies.
F. Hydromodification, detention, and retention analyses and design.
G. Low Impact Design (LID) analyses and design.
H. Plan check and technical studies review for compliance.
I. Sediment transport analyses.
J. Storm drains system assessment and design.
K. Storm Water Pollution Prevention Plans (SWPPP).
L. Storm Water Quality Management Plans (SWQMP).
M. Sediment supply & demand projections.
N. Support with Dam Inundation Modeling.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 455 of 680
City of Carlsbad | Fee Schedule
RFQ No. 24-3430CA Master Agreement for Consultants | Discipline No. 12 Water Resources Studies and Engineering
Discipline No. 12 Water Resources Studies and Engineering
EXHIBIT B
Prices valid through Term of Agreement
STAFF
NAME TITLE HOURLY RATE
1 Joseph Nye Principal In Charge $4ĉĎ
2Dean Gipson QA/QC $4ĉĎ
3 Mark Seits Sr. Project Manager $ĊĒć
4 Alex Yescas Technical Advisor $ĊĒć
5 Dragi Stefanovic Sr. Engineer $ĊĒć
6 Leila Talebi Stormwater Specialist $381
7 Janelle Moyer Sr. Design Engineer $331
8 Jing Liu Sr. Water Resources Engineer $298
9 Andrew Drabick Coastal Engineer $278
10 Curtis Gauthier Water Resources Project Engineer II $266
11 Adam Keen Sr. Coastal Engineer $260
12 Jacob Hyles Water Resources Engineer $259
13 Daniel Celaya BIM Manager $251
14 Yuying Li Sr. GIS Analyst $246
15 Hadi Heidari Water Resources Project Engineer I $208
16 Anders Burvall GIS Analyst II $203
17 TBD BIM Specialist $180
18 TBD GIS Analyst I $170
19 Kelly Flint Staff Engineer/EIT $167
20 Carmen Sandoval Project Coordiantor $145
21 Kate Murray Document Production Specialist $125
SUBCONSULTANTS
NAME/FIRM TITLE HOURLY RATE
1 Tom Canady/NOVA Principal Engineer/Geologist $250
2 Andrew Neuhaus/NOVA Senior Engineer/Geologist $225
3 Gillian C. Dean/NOVA Senior Engineer/Geologist $225
4 Dennis Dodson/San Dieguito Eng. Senior Surveyor $233.40
5 Byram Jennex/San Dieguito Eng. Associate Surveyor $180.35
Complete rate sheets for subconsultants located on following pages.
EXPENSES
DESCRIPTION COST % MARKUP
1 Mileage $0.67 per mile, or as permitted by IRS 5%
2 Printing - B&W 8 1/2 x 11 $0.09 per sheet 5%
3 Printing - Color 8 1/2 x 11 $0.14 per sheet 5%
4 Mailing at cost 5%
Nov. 12, 2024 Item #2 Page 456 of 680
City of Carlsbad | Fee Schedule
RFQ No. 24-3430CA Master Agreement for Consultants | Discipline No. 12 Water Resources Studies and Engineering
City of Carlsbad Rates for
Professional and Technical Services
4373 Viewridge Avenue, Suite B
San Diego, CA 92123
P: 858.292.7575
usa-nova.com 16610 Aston Street
Irvine, CA 92606
P: 949.388.7710
NAME TITLE HOURLY RATE
Professional Staff
Principal Geotechnical Engineer $ 275.00
Tom Canady, PE Principal Engineer/Geologist $ 250.00
Andrew Neuhaus, PG/CEG Senior Engineer/Geologist $ 225.00
Project Manager $ 225.00
Project Engineer/Geologist $ 200.00
Staff Engineer/Geologist $ 180.00
Soils Technician $ 140.00
Laboratory Technician (sample pick-ups; services
outside normal business hours)
$95.00
Technical Drafter (CAD) $ 110.00
Administrative Support $ 75.00
LABORATORY TESTING
Description ASTM RATE/EA
Soil and Aggregate
Compaction Curve, Modified, D1557 $ 275.00
Compaction Curve, Standard, D698 $ 275.00
Compaction Check Point $ 90.00
Oversize Rock Correction D4718 $ 90.00
Sieve Analysis, with Wash C136, D6913, CT 202 $ 155.00
Sieve Analysis, fine with Hydrometer D6913, D7928, D422 $ 240.00
Percent Finer than #200 C117 $ 85.00
Specific Gravity and Absorption, Coarse C127, CT 206 $ 180.00
Specific Gravity and Absorption, Fine C128, CT 207 $ 135.00
Unit Weight and Voids in Aggregate C29, CT 212 $ 90.00
Moisture Content D2216, CT 226 $ 45.00
Moisture Content and Dry Density D2937 $ 45.00
Atterberg Limits: PL, LL, PI D4318, CT 204 $ 225.00
Sand Equivalent D2419, CT 217 $ 100.00
Durability Index D3744 $ 265.00
Cleanness Value CT 227 $ Quote
Los Angeles Abrasion (LA Rattler) C131, C535 $ Quote
Expansion Index D4829 $ 235.00
R-Value D2844 $ 376.00
Consolidation D2435 $ 250.00
Direct Shear D3080 $ 335.00
Direct Shear Remold $ 635.00
Sulfate and Chloride Content $ 130.00
pH and Resistivity CT 643 $ 165.00
Unconfined Compression D2166 $ 180.00
California Bearing Ratio D1883 $ 650.00
Nov. 12, 2024 Item #2 Page 457 of 680
City of Carlsbad | Fee Schedule
RFQ21-1449CA Master Agreement Consultant Services | Discipline 2. Water/Wastewater Asset Management
City of Carlsbad Rates for
Professional and Technical Services
Asphalt Concrete
Hveem Stability and Unit Weight D1560 $ 370.00
Wet Track Abrasion D3910 $ 230.00
Maximum Theoretical Specific Gravity (Rice) D2041 $ 150.00
Percent Asphalt with Gradation (ignition oven) C6307 $ 250.00
Unit Weight Only (compacted sample or core) D2726, D1188 $ 55.00
Unit Weight Requiring Compaction D2726 $ 250.00
Asphalt Mix Design Review (per hour) $ 250.00
EXPENSES AND OUTSIDE SERVICES
Outside services and reimbursable expenses not included in this fee schedule (samples sent to outside
laboratory for testing, samples sent to outside fabricator or machine shop, equipment, subcontractors,
vendor credentialing and billing programs, etc.) are charged at cost plus 10%.
ADDITIONAL TERMS AND CONDITIONS
x Overtime occurs in the following instances:
-work more than 8 hours per day is charged at time-and-a-half.
-work more than 40 hours per week is charged at time-and-a-half.
-work performed outside the hours between 6:30 a.m. and 4:00 p.m., Monday through Friday is charged at time-and-a-
half; work up to 12 hours per day on Saturday is charged at time-and-a-half.
-work more than 12 hours in one day, or over 8 hours on the 7th consecutive day or worked Sundays/holidays is charged
at double time.
x Hourly rates are charged on a portal-to-portal basis.
x A 4-hour minimum is charged for field services. Work performed more than 4 hours will be charged at 8 hours. Work
performed over 8 hours is charged in half-hour increments.
x 24-hour notice is required for testing and inspection services. There will be a 4-hour minimum charge (show-up time) for
cancellations without notification.
x Same Day Callouts will be subject to a 1-hour project management fee.
x When personnel are required by job conditions to work more than 5 consecutive hours without the ability to take a one-
half hour uninterrupted lunch period, an additional hour will be billed at regular time in addition to actual hours worked.
Laboratory testing that is required to be performed outside regular hours will be billed for Lab Technician time in addition
to the lab test rate. Weekend sample pickups, if required, will incur additional charges.
x Please note that our services are billed on a time and materials basis. Our fees are determined by the construction
schedule as well as the type and frequency of services requested and specified by local jurisdictions and their
representatives.
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City of Carlsbad | Fee Schedule
RFQ No. 24-3430CA Master Agreement for Consultants | Discipline No. 12 Water Resources Studies and Engineering
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed ĨŝǀĞ hundred
thousand dollars ($ϱ00,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name Matthew Moore, PE, ENV, SP,
QSD/P, ToR
Title Senior Contract Administrator Title Project Manager
Dept Public Works Address 15092 Avenue of Science
CITY OF CARLSBAD Suite 200, San Diego, CA 92128
Address 1635 Faraday Avenue Phone 858.385.0500 M: 760.607.9582
Carlsbad, CA 92008 Email matthew.moore@nv5.com
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
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not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
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conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of water resource studies and engineering related tasks as outlined in individual Project
Task Descriptions & Fee Allotments (PTD&FA), related to the following:
A. Bridge or other front water structure scour analyses.
B. Coastal analyses and design.
C. Critical Coarse Sediment Yield Area (CCSYA) Analysis.
D. FIRM revisions or other FEMA maps or studies.
E. Hydrology and hydraulics studies.
F. Hydromodification, detention, and retention analyses and design.
G. Low Impact Design (LID) analyses and design.
H. Plan check and technical studies review for compliance.
I. Sediment transport analyses.
J. Storm drains system assessment and design.
K. Storm Water Pollution Prevention Plans (SWPPP).
L. Storm Water Quality Management Plans (SWQMP).
M. Sediment supply & demand projections.
N. Support with Dam Inundation Modeling.
Requests for work not listed above must be contracted under separate agreement.
Nov. 12, 2024 Item #2 Page 470 of 680
FEE PROPOSAL
Technical Services
Engineering Aide/Planning Aide __________________________________________________________ $92.00/hour
Project Assistant _____________________________________________________________________ $110.00/hour
Project Administrator _________________________________________________________________ $112.00/hour
CADD Technician I ____________________________________________________________________ $115.00/hour
CADD Technician II ___________________________________________________________________ $142.00/hour
CADD Technician III ___________________________________________________________________ $150.00/hour
Sr. CADD Technician/Designer _________________________________________________________ $158.00/hour
Design Supervisor ____________________________________________________________________ $174.00/hour
GIS Technician I______________________________________________________________________ $115.00/hour
GIS Technician II _____________________________________________________________________ $145.00/hour
GIS Analyst __________________________________________________________________________ $163.00/hour
Senior GIS Analyst ____________________________________________________________________ $193.00/hour
Field Survey
1-Person Survey Crew (GPS) (Robotic) ___________________________________________________ $173.00/hour
1-Person Survey Crew _________________________________________________________________ $159.00/hour
2-Person Survey Crew _________________________________________________________________ $257.00/hour
3-Person Survey Crew _________________________________________________________________ $334.00/hour
1-Person Survey Crew (GPS) (Robotic)* __________________________________________________ $198.00/hour
1-Person Survey Crew*________________________________________________________________ $184.00/hour
2-Person Survey Crew*________________________________________________________________ $330.00/hour
3-Person Survey Crew*________________________________________________________________ $445.00/hour
* Field rates are based on “Prevailing Wage” as determination by the Department of Industrial Relations (DIR).
Geospatial Services
Technician ___________________________________________________________________________ $88.00/hour
Technical Specialist __________________________________________________________________ $114.00/hour
Technical Expert _____________________________________________________________________ $179.00/hour
Pilot _______________________________________________________________________________ $130.00/hour
Associate Team Leader _______________________________________________________________ $130.00/hour
Field Manager _______________________________________________________________________ $168.00/hour
Project Manager _____________________________________________________________________ $146.00/hour
Account Manager ____________________________________________________________________ $270.00/hour
Director ____________________________________________________________________________ $249.00/hour
Professional
Intern _______________________________________________________________________________ $78.00/hour
Junior Engineer / Planner / Scientist / Surveyor ___________________________________________ $125.00/hour
Assistant Engineer / Planner / Scientist / Surveyor _________________________________________ $148.00/hour
Associate Engineer / Planner / Scientist / Surveyor ________________________________________ $170.00/hour
Senior Engineer / Planner / Scientist / Surveyor ___________________________________________ $197.00/hour
Senior Bridge Engineer ________________________________________________________________ $205.00/hour
Project Manager _____________________________________________________________________ $224.00/hour
Senior Project Manager _______________________________________________________________ $235.00/hour
Principal Engineer ____________________________________________________________________ $268.00/hour
Principal ____________________________________________________________________________ $305.00/hour
EXPENSES
Plotting and In-House Reproduction ________________________________________________________ 1.10 x Cost
Subsistence ____________________________________________________________________________ 1.10 x Cost
Other Expenses - Including Subconsultants & Purchased Services through Subcontracts _____________ 1.10 x Cost
GIS Web Hosting ________________________________________________________________________ 1.10 x Cost
Mileage - Outside Local Area ____________________________________________________ Per Accepted IRS Rate
2024-2027 Fee Schedule
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FEE PROPOSAL
2024-2027 Fee Schedule
Professional: $180/hour
2024-2027 Fee Schedule
Project Manager 3 (Scott Lyle): $308/hour
SUBCONSULTANTS
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Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed five hundred
thousand dollars ($500,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name Luis Parra, PhD, PE, CFM
Title Senior Contract Administrator Title Director of Water Resources
Dept Public Works Address 2970 Fifth Avenue, Suite 340
CITY OF CARLSBAD San Diego, CA 92103
Address 1635 Faraday Avenue Phone 619-232-9200
Carlsbad, CA 92008 Email luis@rec-consultants.com
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of water resource studies and engineering related tasks as outlined in individual Project
Task Descriptions & Fee Allotments (PTD&FA), related to the following:
A. Bridge or other front water structure scour analyses.
B. Coastal analyses and design.
C. Critical Coarse Sediment Yield Area (CCSYA) Analysis.
D. FIRM revisions or other FEMA maps or studies.
E. Hydrology and hydraulics studies.
F. Hydromodification, detention, and retention analyses and design.
G. Low Impact Design (LID) analyses and design.
H. Plan check and technical studies review for compliance.
I. Sediment transport analyses.
J. Storm drains system assessment and design.
K. Storm Water Pollution Prevention Plans (SWPPP).
L. Storm Water Quality Management Plans (SWQMP).
M. Sediment supply & demand projections.
N. Support with Dam Inundation Modeling.
Requests for work not listed above must be contracted under separate agreement.
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Category 12 – Water Resources Studies andEngineering RateSchedule
ThefollowingratewillbeappliedonanhourlybasisforTimeand Materials.
Professional Services
Dr. Luis Alberto Parra Director of Water Resources $265.00/hrRaab Rydeen Director of Engineering $240.00/hrWilliam O’Gorman Senior Project Engineer $220.00/hrAxel Rinder Project Engineer $150.00/hr
Field Survey(Prevailing Wage)
2ManSurveyCrew $275.00/hr
Unless otherwise agreed upon, costs for outside plotting, printing deliveries etc., will be
invoiced in accordance with the following rates. There will be a 15% handling fee attached
to these costs for handling, accounting, and payment. REC carries full professional liability
insurance, general liability insurance, workers compensation insurance and commercial
vehicular insurance. Please call for appropriate coverage limits.
Reimbursable Expenses
x Handling Fee 15.00%
x Mileage $0.67/mile
x Reproduction(81/2x11Xerox)$0.07/Copy
x PlottingServicesin-house(LargeFormat)$1.50/SF
x PlottingServicesin-house(LargeFormat,Color)$2.50/SF
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WĂŐĞϮ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ĞƐĐƌŝƉƚŝŽŶĨŽƌƚŚĞƉƌŽũĞĐƚ;ƐĞĞƉĂƌĂŐƌĂƉŚϱďĞůŽǁͿ͘ džƚĞŶƐŝŽŶƐŽĨƚŝŵĞĨŽƌĂƐƉĞĐŝĨŝĐdĂƐŬĞƐĐƌŝƉƚŝŽŶŵĂLJ
ďĞŐƌĂŶƚĞĚŝĨƌĞƋƵĞƐƚĞĚďLJŽŶƚƌĂĐƚŽƌĂŶĚĂŐƌĞĞĚƚŽŝŶǁƌŝƚŝŶŐďLJƚŚĞŝƚLJDĂŶĂŐĞƌŽƌƚŚĞŝǀŝƐŝŽŶŝƌĞĐƚŽƌ
ĂƐĂƵƚŚŽƌŝnjĞĚďLJƚŚĞŝƚLJDĂŶĂŐĞƌ;͞ŝƌĞĐƚŽƌ͟Ϳ͘dŚĞŝƚLJDĂŶĂŐĞƌŽƌŝƌĞĐƚŽƌǁŝůůŐŝǀĞĂůůŽǁĂŶĐĞĨŽƌ
ĚŽĐƵŵĞŶƚĞĚĂŶĚƐƵďƐƚĂŶƚŝĂƚĞĚƵŶĨŽƌĞƐĞĞĂďůĞĂŶĚƵŶĂǀŽŝĚĂďůĞĚĞůĂLJƐŶŽƚĐĂƵƐĞĚďLJĂůĂĐŬŽĨĨŽƌĞƐŝŐŚƚ
ŽŶƚŚĞƉĂƌƚŽĨŽŶƚƌĂĐƚŽƌ͕ŽƌĚĞůĂLJƐĐĂƵƐĞĚďLJŝƚLJŝŶĂĐƚŝŽŶŽƌŽƚŚĞƌĂŐĞŶĐŝĞƐΖůĂĐŬŽĨƚŝŵĞůLJĂĐƚŝŽŶ͘/ŶŶŽ
ĞǀĞŶƚƐŚĂůůĂƐƉĞĐŝĨŝĐdĂƐŬĞƐĐƌŝƉƚŝŽŶĞdžĐĞĞĚƚŚĞƚĞƌŵŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϱ͘ KDW E^d/KE
dŚĞĐƵŵƵůĂƚŝǀĞƚŽƚĂůĨŽƌĂůůƉƌŽũĞĐƚƐĂůůŽǁĞĚƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůŶŽƚĞdžĐĞĞĚƐĞǀĞŶŚƵŶĚƌĞĚ
ƚŚŽƵƐĂŶĚ ĚŽůůĂƌƐ;ΨϳϬϬ͕ϬϬϬͿ͘ &ĞĞƐ ǁŝůů ďĞ ƉĂŝĚ ŽŶ Ă ƉƌŽũĞĐƚͲďLJͲƉƌŽũĞĐƚ ďĂƐŝƐ ĂŶĚǁŝůůďĞďĂƐĞĚŽŶ
ŽŶƚƌĂĐƚŽƌ͛Ɛ ^ĐŚĞĚƵůĞ ŽĨ ZĂƚĞƐ ƐƉĞĐŝĨŝĞĚ ŝŶ džŚŝďŝƚ ͘͟͞ WƌŝŽƌƚŽ ŝŶŝƚŝĂƚŝŽŶ ŽĨ ĂŶLJ ƉƌŽũĞĐƚ ǁŽƌŬ ďLJ
ŽŶƚƌĂĐƚŽƌ͕ŝƚLJƐŚĂůůƉƌĞƉĂƌĞĂWƌŽũĞĐƚdĂƐŬĞƐĐƌŝƉƚŝŽŶĂŶĚ&ĞĞůůŽƚŵĞŶƚ;ƚŚĞΗdĂƐŬĞƐĐƌŝƉƚŝŽŶΗͿǁŚŝĐŚ͕
ƵƉŽŶƐŝŐŶĂƚƵƌĞďLJŽŶƚƌĂĐƚŽƌĂŶĚĨŽƌŝƚLJ͕ƚŚĞŝƚLJDĂŶĂŐĞƌŽƌŝƌĞĐƚŽƌ͕ǁŝůůďĞĐŽŶƐŝĚĞƌĞĚĂƉĂƌƚŽĨƚŚŝƐ
ŐƌĞĞŵĞŶƚ͘dŚĞdĂƐŬĞƐĐƌŝƉƚŝŽŶǁŝůůŝŶĐůƵĚĞĂĚĞƚĂŝůĞĚƐĐŽƉĞŽĨƐĞƌǀŝĐĞƐĨŽƌƚŚĞƉĂƌƚŝĐƵůĂƌƉƌŽũĞĐƚďĞŝŶŐ
ĐŽŶƐŝĚĞƌĞĚĂŶĚĂƐƚĂƚĞŵĞŶƚŽĨŽŶƚƌĂĐƚŽƌΖƐĨĞĞƚŽĐŽŵƉůĞƚĞƚŚĞƉƌŽũĞĐƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞƐƉĞĐŝĨŝĞĚ
ƐĐŽƉĞŽĨƐĞƌǀŝĐĞƐ͘dŚĞdĂƐŬĞƐĐƌŝƉƚŝŽŶǁŝůůĂůƐŽŝŶĐůƵĚĞĂĚĞƐĐƌŝƉƚŝŽŶŽĨƚŚĞŵĞƚŚŽĚŽĨƉĂLJŵĞŶƚĂŶĚǁŝůů
ďĞďĂƐĞĚƵƉŽŶĂŶŚŽƵƌůLJƌĂƚĞ͕ƉĞƌĐĞŶƚĂŐĞŽĨƉƌŽũĞĐƚĐŽŵƉůĞƚĞ͕ĐŽŵƉůĞƚŝŽŶŽĨƐƉĞĐŝĨŝĐƉƌŽũĞĐƚƚĂƐŬƐŽƌĂ
ĐŽŵďŝŶĂƚŝŽŶƚŚĞƌĞŽĨ͘
/ĨƚŚĞŝƚLJŽƌDtĞůĞĐƚƚŽĞdžƚĞŶĚƚŚĞƚĞƌŵŽĨƚŚĞDĂƐƚĞƌ^ĞƌǀŝĐĞƐŐƌĞĞŵĞŶƚ͕ĂĚũƵƐƚŵĞŶƚƐƚŽƚŚĞƌĂƚĞ
ƐĐŚĞĚƵůĞŵĂLJďĞƉĞƌŵŝƚƚĞĚ͘hƉŽŶƌĞĐĞŝƉƚŽĨĂǁƌŝƚƚĞŶƌĞƋƵĞƐƚĨƌŽŵƚŚĞŽŶƚƌĂĐƚŽƌ͕ƚŚĞŝƚLJŽƌDt
ŵĂLJĐŽŶƐŝĚĞƌĂƉƉƌŽǀŝŶŐĂƌĂƚĞƐĐŚĞĚƵůĞŝŶĐƌĞĂƐĞ͘ZĂƚĞƐĐŚĞĚƵůĞŝŶĐƌĞĂƐĞƐǁŝůůďĞĐŽŶƐŝĚĞƌĞĚĨŽƌĞĂĐŚ
ĂŶŶŝǀĞƌƐĂƌLJŽĨƚŚĞŐƌĞĞŵĞŶƚĞĨĨĞĐƚŝǀĞĚĂƚĞĂĨƚĞƌƚŚĞŝŶŝƚŝĂůƚŚƌĞĞͲLJĞĂƌƚĞƌŵ͘ŶŝŶĐƌĞĂƐĞƚŽƚŚĞƌĂƚĞ
ƐĐŚĞĚƵůĞǁŝůůďĞĐĂůĐƵůĂƚĞĚďĂƐĞĚŽŶƚŚĞƉƌŽĐĞĞĚŝŶŐϭϮͲŵŽŶƚŚƉĞƌĐĞŶƚĂŐĞĐŚĂŶŐĞŝŶƚŚĞŽŶƐƵŵĞƌWƌŝĐĞ
/ŶĚĞdž͕^ĂŶŝĞŐŽƌĞĂ͕ĨŽƌůůhƌďĂŶƵƐƚŽŵĞƌƐ;W/ͲhͿ͕ĂƐƌĞƉŽƌƚĞĚďLJƚŚĞƵƌĞĂƵŽĨ>ĂďŽƌ^ƚĂƚŝƐƚŝĐƐŽƌ
ϱ͘Ϭй͕ǁŚŝĐŚĞǀĞƌŝƐůŽǁĞƌ͘/ĨƚŚĞW/ͲhŝƐĂŶĞŐĂƚŝǀĞŶƵŵďĞƌ͕ƚŚĞŶƚŚĞƌĂƚĞƐĐŚĞĚƵůĞǁŝůůŶŽƚďĞĂĚũƵƐƚĞĚ
ĨŽƌƚŚĂƚLJĞĂƌ͘dŚĞŽŶƚƌĂĐƚŽƌŵƵƐƚƐƵďŵŝƚĂƌĞƋƵĞƐƚĂŶĚũƵƐƚŝĨŝĐĂƚŝŽŶƚŽŝŶĐƌĞĂƐĞƚŚĞƌĂƚĞƐĐŚĞĚƵůĞĂƚůĞĂƐƚ
ƐŝdžƚLJĚĂLJƐƉƌŝŽƌƚŽƚŚĞĂŶŶŝǀĞƌƐĂƌLJŽĨƚŚĞĞĨĨĞĐƚŝǀĞĚĂƚĞ͕ĂƐƐƵŵŝŶŐƚŚĞŝƚLJŽƌDtŽƉƚƚŽĞdžƚĞŶĚƚŚĞ
DĂƐƚĞƌ ^ĞƌǀŝĐĞƐ ŐƌĞĞŵĞŶƚ͘ dŚĞ ũƵƐƚŝĨŝĐĂƚŝŽŶ ĂĐĐŽŵƉĂŶLJŝŶŐ ƚŚĞ ǁƌŝƚƚĞŶ ƌĞƋƵĞƐƚ ƐŚŽƵůĚ ĚĞƚĂŝů ƚŚĞ
ƌĂƚŝŽŶĂůĞĨŽƌƚŚĞƌĞƋƵĞƐƚĞĚĂĚũƵƐƚŵĞŶƚ͕ĂŶĚƚŚĞƌĞƋƵĞƐƚĞĚĂĚũƵƐƚŵĞŶƚĂŵŽƵŶƚ͕ƐƵƉƉŽƌƚĞĚďLJƌĞůĞǀĂŶƚ
ĚŽĐƵŵĞŶƚĂƚŝŽŶ;Ğ͘Ő͕͘W/ͲhŽƌϱ͘Ϭй͕ǁŚŝĐŚĞǀĞƌŝƐůĞƐƐͿ͘ƉƉƌŽǀĂůŽĨƌĂƚĞƐĐŚĞĚƵůĞŝŶĐƌĞĂƐĞďLJƚŚĞŝƚLJŽƌ
DtŵƵƐƚďĞĚŽĐƵŵĞŶƚĞĚŝŶĂŶĂŵĞŶĚŵĞŶƚƚŽƚŚĞŐƌĞĞŵĞŶƚ͘
ϲ͘ WZ s/>/E't' Zd ^
ŶLJĐŽŶƐƚƌƵĐƚŝŽŶ͕ĂůƚĞƌĂƚŝŽŶ͕ĚĞŵŽůŝƚŝŽŶ͕ƌĞƉĂŝƌ͕ĂŶĚŵĂŝŶƚĞŶĂŶĐĞǁŽƌŬ͕ŝŶĐůƵĚŝŶŐǁŽƌŬƉĞƌĨŽƌŵĞĚĚƵƌŝŶŐ
ĚĞƐŝŐŶĂŶĚƉƌĞĐŽŶƐƚƌƵĐƚŝŽŶƐƵĐŚĂƐŝŶƐƉĞĐƚŝŽŶĂŶĚůĂŶĚƐƵƌǀĞLJŝŶŐǁŽƌŬ͕ĐƵŵƵůĂƚŝǀĞůLJĞdžĐĞĞĚŝŶŐΨϭ͕ϬϬϬ
ĂŶĚƉĞƌĨŽƌŵĞĚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞƐƵďũĞĐƚƚŽƐƚĂƚĞƉƌĞǀĂŝůŝŶŐǁĂŐĞůĂǁƐ͘dŚĞŐĞŶĞƌĂůƉƌĞǀĂŝůŝŶŐ
ƌĂƚĞŽĨǁĂŐĞƐ͕ĨŽƌĞĂĐŚĐƌĂĨƚŽƌƚLJƉĞ ŽĨǁŽƌŬĞƌŶĞĞĚĞĚ ƚŽĞdžĞĐƵƚĞƚŚĞĐŽŶƚƌĂĐƚ͕ƐŚĂůůďĞƚŚŽƐĞĂƐ
ĚĞƚĞƌŵŝŶĞĚďLJƚŚĞŝƌĞĐƚŽƌŽĨ/ŶĚƵƐƚƌŝĂůZĞůĂƚŝŽŶƐƉƵƌƐƵĂŶƚƚŽƚŚĞ^ĞĐƚŝŽŶϭϳϳϬ͕ϭϳϳϯĂŶĚϭϳϳϯ͘ϭŽĨƚŚĞ
ĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͘WƵƌƐƵĂŶƚƚŽ^ĞĐƚŝŽŶϭϳϳϯ͘ϮŽĨƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌĐŽĚĞ͕ĂĐƵƌƌĞŶƚĐŽƉLJŽĨĂƉƉůŝĐĂďůĞ
ǁĂŐĞƌĂƚĞƐŝƐŽŶĨŝůĞŝŶƚŚĞŽĨĨŝĐĞŽĨƚŚĞŝƚLJ ŶŐŝŶĞĞƌ͘ŽŶƚƌĂĐƚŽƌƐŚĂůůŶŽƚƉĂLJůĞƐƐƚŚĂŶƚŚĞƐĂŝĚƐƉĞĐŝĨŝĞĚ
ƉƌĞǀĂŝůŝŶŐƌĂƚĞƐŽĨǁĂŐĞƐƚŽĂůůƐƵĐŚǁŽƌŬĞƌƐĞŵƉůŽLJĞĚďLJŚŝŵŽƌŚĞƌŝŶƚŚĞĞdžĞĐƵƚŝŽŶŽĨƚŚĞŐƌĞĞŵĞŶƚ͘
ŽŶƚƌĂĐƚŽƌĂŶĚĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌƐƐŚĂůůĐŽŵƉůLJǁŝƚŚ^ĞĐƚŝŽŶϭϳϳϲŽĨƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͕ǁŚŝĐŚ
ŐĞŶĞƌĂůůLJƌĞƋƵŝƌĞƐŬĞĞƉŝŶŐĂĐĐƵƌĂƚĞƉĂLJƌŽůůƌĞĐŽƌĚƐ͕ǀĞƌŝĨLJŝŶŐĂŶĚĐĞƌƚŝĨLJŝŶŐƉĂLJƌŽůůƌĞĐŽƌĚƐ͕ĂŶĚŵĂŬŝŶŐ
ƚŚĞŵĂǀĂŝůĂďůĞĨŽƌŝŶƐƉĞĐƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌƐŚĂůůƌĞƋƵŝƌĞĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌƐƚŽĐŽŵƉůLJǁŝƚŚ^ĞĐƚŝŽŶϭϳϳϲ͘
ϳ͘ KE^dZhd/KEDE' D Ed^K&dtZ
WƌŽĐŽƌĞWƌŽũĞĐƚDĂŶĂŐĞŵĞŶƚĂŶĚŽůůĂďŽƌĂƚŝŽŶ^LJƐƚĞŵ͘dŚŝƐƉƌŽũĞĐƚŵĂLJƵƚŝůŝnjĞƚŚĞKǁŶĞƌ͛ƐWƌŽĐŽƌĞ
;ǁǁǁ͘ƉƌŽĐŽƌĞ͘ĐŽŵͿŽŶůŝŶĞƉƌŽũĞĐƚŵĂŶĂŐĞŵĞŶƚĂŶĚĚŽĐƵŵĞŶƚĐŽŶƚƌŽůƉůĂƚĨŽƌŵ͘dŚĞŝŶƚĞŶƚŽĨƵƚŝůŝnjŝŶŐ
WƌŽĐŽƌĞŝƐƚŽƌĞĚƵĐĞĐŽƐƚĂŶĚƐĐŚĞĚƵůĞƌŝƐŬ͕ŝŵƉƌŽǀĞƋƵĂůŝƚLJĂŶĚƐĂĨĞƚLJ͕ĂŶĚŵĂŝŶƚĂŝŶĂŚĞĂůƚŚLJƚĞĂŵ
Nov. 12, 2024 Item #2 Page 486 of 680
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W^ϮϱͲϯϱϳϭ
WĂŐĞϯ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ĚLJŶĂŵŝĐ ďLJ ŝŵƉƌŽǀŝŶŐ ŝŶĨŽƌŵĂƚŝŽŶ ĨůŽǁ͕ ƌĞĚƵĐŝŶŐ ŶŽŶͲƉƌŽĚƵĐƚŝǀĞĂĐƚŝǀŝƚŝĞƐ͕ ƌĞĚƵĐŝŶŐ ƌĞǁŽƌŬ ĂŶĚ
ĚĞĐƌĞĂƐŝŶŐ ƚƵƌŶĂƌŽƵŶĚ ƚŝŵĞƐ͘ dŚĞ ŽŶƚƌĂĐƚŽƌ ŝƐ ƌĞƋƵŝƌĞĚ ƚŽ ĐƌĞĂƚĞ Ă ĨƌĞĞ ǁĞďͲďĂƐĞĚ WƌŽĐŽƌĞ ƵƐĞƌ
ĂĐĐŽƵŶƚ;ƐͿĂŶĚƵƚŝůŝnjĞǁĞďͲďĂƐĞĚƚƌĂŝŶŝŶŐͬƚƵƚŽƌŝĂůƐ;ĂƐŶĞĞĚĞĚͿƚŽďĞĐŽŵĞĨĂŵŝůŝĂƌǁŝƚŚƚŚĞƐLJƐƚĞŵ͘
hŶůĞƐƐƚŚĞ ŶŐŝŶĞĞƌĂƉƉƌŽǀĞƐŽƚŚĞƌǁŝƐĞ͕ƚŚĞŽŶƚƌĂĐƚŽƌƐŚĂůůƉƌŽĐĞƐƐĂůůƉƌŽũĞĐƚĚŽĐƵŵĞŶƚƐƚŚƌŽƵŐŚ
WƌŽĐŽƌĞďĞĐĂƵƐĞƚŚŝƐƉůĂƚĨŽƌŵǁŝůůďĞƵƐĞĚƚŽƐƵďŵŝƚ͕ƚƌĂĐŬ͕ĚŝƐƚƌŝďƵƚĞĂŶĚĐŽůůĂďŽƌĂƚĞŽŶƉƌŽũĞĐƚ͘/Ĩ
ƵŶĨĂŵŝůŝĂƌŽƌŶŽƚŽƚŚĞƌǁŝƐĞƚƌĂŝŶĞĚ ǁŝƚŚ WƌŽĐŽƌĞ͕ ŽŶƚƌĂĐƚŽƌ ĂŶĚ ĂƉƉůŝĐĂďůĞ ƚĞĂŵ ŵĞŵďĞƌƐ ƐŚĂůů
ĐŽŵƉůĞƚĞĂĨƌĞĞƚƌĂŝŶŝŶŐĐĞƌƚŝĨŝĐĂƚŝŽŶĐŽƵƌƐĞůŽĐĂƚĞĚĂƚŚƚƚƉ͗ͬͬůĞĂƌŶ͘ƉƌŽĐŽƌĞ͘ĐŽŵͬƉƌŽĐŽƌĞͲĐĞƌƚŝĨŝĐĂƚŝŽŶͲ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͘dŚĞŽŶƚƌĂĐƚŽƌŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌĂƚƚĂŝŶŝŶŐƚŚĞŝƌŽǁŶWƌŽĐŽƌĞƐƵƉƉŽƌƚ͕ĂƐŶĞĞĚĞĚ͕ĞŝƚŚĞƌ
ƚŚƌŽƵŐŚƚŚĞŽŶůŝŶĞƚƌĂŝŶŝŶŐŽƌƌĞĂĐŚŝŶŐŽƵƚƚŽƚŚĞWƌŽĐŽƌĞƐƵƉƉŽƌƚƚĞĂŵ͘/ƚǁŝůůďĞƚŚĞƌĞƐƉŽŶƐŝďŝůŝƚLJŽĨƚŚĞ
ŽŶƚƌĂĐƚŽƌƚŽƌĞŐƵůĂƌůLJĐŚĞĐŬWƌŽĐŽƌĞĂŶĚƌĞǀŝĞǁƵƉĚĂƚĞĚĚŽĐƵŵĞŶƚƐĂƐƚŚĞLJĂƌĞĂĚĚĞĚ͘dŚĞƌĞǁŝůůďĞŶŽ
ĐŽƐƚƚŽƚŚĞŽŶƚƌĂĐƚŽƌĨŽƌƵƐĞŽĨWƌŽĐŽƌĞ͘
/ƚŝƐƌĞĐŽŵŵĞŶĚĞĚƚŚĂƚƚŚĞŽŶƚƌĂĐƚŽƌƉƌŽǀŝĚĞŵŽďŝůĞĂĐĐĞƐƐĨŽƌ tŝŶĚŽǁƐ͕ ŝK^ ůŽĐĂƚĞĚ Ăƚ
ŚƚƚƉƐ͗ͬͬĂƉƉƐ͘ĂƉƉůĞ͘ĐŽŵͬƵƐͬĂƉƉͬƉƌŽĐŽƌĞͲĐŽŶƐƚƌƵĐƚŝŽŶͲŵĂŶĂŐĞŵĞŶƚͬŝĚϯϳϰϵϯϬϱϰϮ Žƌ ŶĚƌŽŝĚ ĚĞǀŝĐĞƐ
ůŽĐĂƚĞĚĂƚŚƚƚƉƐ͗ͬͬƉůĂLJ͘ŐŽŽŐůĞ͘ĐŽŵͬƐƚŽƌĞͬĂƉƉƐͬĚĞƚĂŝůƐ͍ŝĚсĐŽŵ͘ƉƌŽĐŽƌĞ͘ĂĐƚŝǀŝƚŝĞƐǁŝƚŚƚŚĞWƌŽĐŽƌĞƉƉ
ŝŶƐƚĂůůĞĚ ƚŽ Ăƚ ůĞĂƐƚ ŽŶĞ ŽŶͲƐŝƚĞ ŝŶĚŝǀŝĚƵĂů ƚŽ ƉƌŽǀŝĚĞ ƌĞĂůͲƚŝŵĞĂĐĐĞƐƐƚŽĐƵƌƌĞŶƚƉŽƐƚĞĚĚƌĂǁŝŶŐƐ͕
ƐƉĞĐŝĨŝĐĂƚŝŽŶƐ͕Z&/Ɛ͕ƐƵďŵŝƚƚĂůƐ͕ƐĐŚĞĚƵůĞƐ͕ĐŚĂŶŐĞŽƌĚĞƌƐ͕ƉƌŽũĞĐƚĚŽĐƵŵĞŶƚƐ͕ĂƐǁĞůůĂƐĂŶLJĚĞĨŝĐŝĞŶƚ
ŽďƐĞƌǀĂƚŝŽŶƐŽƌƉƵŶĐŚůŝƐƚŝƚĞŵƐ͘WƌŽǀŝĚŝŶŐŵŽďŝůĞĂĐĐĞƐƐǁŝůůŝŵƉƌŽǀĞĐŽŵŵƵŶŝĐĂƚŝŽŶ͕ĞĨĨŝĐŝĞŶĐLJ͕ĂŶĚ
ƉƌŽĚƵĐƚŝǀŝƚLJĨŽƌĂůůƉĂƌƚŝĞƐ͘dŚĞƵƐĞŽĨWƌŽĐŽƌĞĨŽƌƉƌŽũĞĐƚŵĂŶĂŐĞŵĞŶƚĚŽĞƐŶŽƚƌĞůŝĞǀĞƚŚĞĐŽŶƚƌĂĐƚŽƌŽĨ
ĂŶLJŽƚŚĞƌƌĞƋƵŝƌĞŵĞŶƚƐĂƐŵĂLJďĞƐƉĞĐŝĨŝĞĚŝŶƚŚĞĐŽŶƚƌĂĐƚĚŽĐƵŵĞŶƚƐ͘
ϴ͘ ^ddh^K&KEdZdKZ
ŽŶƚƌĂĐƚŽƌǁŝůůƉĞƌĨŽƌŵƚŚĞ^ĞƌǀŝĐĞƐŝŶŽŶƚƌĂĐƚŽƌΖƐŽǁŶǁĂLJĂƐĂŶŝŶĚĞƉĞŶĚĞŶƚĐŽŶƚƌĂĐƚŽƌĂŶĚŝŶƉƵƌƐƵŝƚ
ŽĨŽŶƚƌĂĐƚŽƌΖƐŝŶĚĞƉĞŶĚĞŶƚĐĂůůŝŶŐ͕ĂŶĚŶŽƚĂƐĂŶĞŵƉůŽLJĞĞŽĨŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞƵŶĚĞƌĐŽŶƚƌŽůŽĨ
ŝƚLJŽŶůLJĂƐƚŽƚŚĞƌĞƐƵůƚƚŽďĞĂĐĐŽŵƉůŝƐŚĞĚ͕ďƵƚǁŝůůĐŽŶƐƵůƚǁŝƚŚŝƚLJĂƐŶĞĐĞƐƐĂƌLJ͘dŚĞƉĞƌƐŽŶƐƵƐĞĚďLJ
ŽŶƚƌĂĐƚŽƌƚŽƉƌŽǀŝĚĞƐĞƌǀŝĐĞƐƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůŶŽƚďĞĐŽŶƐŝĚĞƌĞĚĞŵƉůŽLJĞĞƐŽĨŝƚLJĨŽƌĂŶLJ
ƉƵƌƉŽƐĞƐ͘
dŚĞƉĂLJŵĞŶƚŵĂĚĞƚŽŽŶƚƌĂĐƚŽƌƉƵƌƐƵĂŶƚƚŽƚŚĞŐƌĞĞŵĞŶƚǁŝůůďĞƚŚĞĨƵůůĂŶĚĐŽŵƉůĞƚĞĐŽŵƉĞŶƐĂƚŝŽŶ
ƚŽǁŚŝĐŚŽŶƚƌĂĐƚŽƌŝƐĞŶƚŝƚůĞĚ͘ŝƚLJǁŝůůŶŽƚŵĂŬĞĂŶLJĨĞĚĞƌĂůŽƌƐƚĂƚĞƚĂdžǁŝƚŚŚŽůĚŝŶŐƐŽŶďĞŚĂůĨŽĨ
ŽŶƚƌĂĐƚŽƌŽƌŝƚƐĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐŽƌƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ŝƚLJǁŝůůŶŽƚďĞƌĞƋƵŝƌĞĚƚŽƉĂLJĂŶLJǁŽƌŬĞƌƐΖ
ĐŽŵƉĞŶƐĂƚŝŽŶŝŶƐƵƌĂŶĐĞŽƌƵŶĞŵƉůŽLJŵĞŶƚĐŽŶƚƌŝďƵƚŝŽŶƐŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌŽƌŝƚƐĞŵƉůŽLJĞĞƐŽƌ
ƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ ŽŶƚƌĂĐƚŽƌ ĂŐƌĞĞƐ ƚŽ ŝŶĚĞŵŶŝĨLJ ŝƚLJ ǁŝƚŚŝŶ ƚŚŝƌƚLJ ;ϯϬͿ ĚĂLJƐ ĨŽƌ ĂŶLJ ƚĂdž͕ ƌĞƚŝƌĞŵĞŶƚ
ĐŽŶƚƌŝďƵƚŝŽŶ͕ ƐŽĐŝĂů ƐĞĐƵƌŝƚLJ͕ ŽǀĞƌƚŝŵĞ ƉĂLJŵĞŶƚ͕ ƵŶĞŵƉůŽLJŵĞŶƚ ƉĂLJŵĞŶƚ Žƌ ǁŽƌŬĞƌƐΖ ĐŽŵƉĞŶƐĂƚŝŽŶ
ƉĂLJŵĞŶƚǁŚŝĐŚŝƚLJŵĂLJďĞƌĞƋƵŝƌĞĚƚŽŵĂŬĞŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌŽƌĂŶLJĂŐĞŶƚ͕ĞŵƉůŽLJĞĞ͕Žƌ
ƐƵďĐŽŶƚƌĂĐƚŽƌŽĨŽŶƚƌĂĐƚŽƌĨŽƌǁŽƌŬĚŽŶĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ƚƚŚĞŝƚLJ͛ƐĞůĞĐƚŝŽŶ͕ŝƚLJŵĂLJĚĞĚƵĐƚ
ƚŚĞŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶĂŵŽƵŶƚĨƌŽŵĂŶLJďĂůĂŶĐĞŽǁŝŶŐƚŽŽŶƚƌĂĐƚŽƌ͘
ϵ͘ KEdZdKZ s>hd/KE^
tŽƌŬƉĞƌĨŽƌŵĞĚƵŶĚĞƌƚŚŝƐDĂƐƚĞƌ^ĞƌǀŝĐĞƐŐƌĞĞŵĞŶƚŵĂLJďĞƐƵďũĞĐƚƚŽƚŚĞŝƚLJ͛ƐĐŽŶƚƌĂĐƚŽƌĞǀĂůƵĂƚŝŽŶ
ƉƌŽŐƌĂŵ͘ WƌŝŽƌ ƚŽ ƚŚĞ ƌĞůĞĂƐĞ ŽĨ ĂŶLJ ƚĂƐŬ ŽƌĚĞƌƐ͕ ƚŚĞ ŽŶƚƌĂĐƚŽƌ ǁŝůů ďĞ ŶŽƚŝĨŝĞĚ ŽĨ ƚŚĞ ƉƌŽŐƌĂŵ
ƌĞƋƵŝƌĞŵĞŶƚƐĂŶĚǁŝůůƌĞĐĞŝǀĞĂĐŽƉLJŽĨƚŚĞĞǀĂůƵĂƚŝŽŶĐƌŝƚĞƌŝĂĂŶĚƉƌŽĐĞƐƐ͘dŚĞŽŶƚƌĂĐƚŽƌ͛ƐƉĞƌĨŽƌŵĂŶĐĞ
ŵĂLJďĞĞǀĂůƵĂƚĞĚĂŶĚƚŚĞƌĞƐƵůƚƐǁŝůůďĞĐŽŶƐŝĚĞƌĞĚĨŽƌĨƵƚƵƌĞƚĂƐŬŽƌĚĞƌƐŽƌĂŐƌĞĞŵĞŶƚƐ͘
ϭϬ͘ ^hKEdZd/E'
ŽŶƚƌĂĐƚŽƌǁŝůůŶŽƚƐƵďĐŽŶƚƌĂĐƚĂŶLJƉŽƌƚŝŽŶŽĨƚŚĞ^ĞƌǀŝĐĞƐǁŝƚŚŽƵƚƉƌŝŽƌǁƌŝƚƚĞŶĂƉƉƌŽǀĂůŽĨŝƚLJ͘/Ĩ
ŽŶƚƌĂĐƚŽƌƐƵďĐŽŶƚƌĂĐƚƐĂŶLJŽĨƚŚĞ^ĞƌǀŝĐĞƐ͕ŽŶƚƌĂĐƚŽƌǁŝůůďĞĨƵůůLJƌĞƐƉŽŶƐŝďůĞƚŽŝƚLJĨŽƌƚŚĞĂĐƚƐĂŶĚ
ŽŵŝƐƐŝŽŶƐŽĨŽŶƚƌĂĐƚŽƌΖƐƐƵďĐŽŶƚƌĂĐƚŽƌĂŶĚŽĨƚŚĞƉĞƌƐŽŶƐĞŝƚŚĞƌĚŝƌĞĐƚůLJŽƌŝŶĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJƚŚĞ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͕ĂƐŽŶƚƌĂĐƚŽƌŝƐĨŽƌƚŚĞĂĐƚƐĂŶĚŽŵŝƐƐŝŽŶƐŽĨƉĞƌƐŽŶƐĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJŽŶƚƌĂĐƚŽƌ͘
Nov. 12, 2024 Item #2 Page 487 of 680
dd,D Ed:
W^ϮϱͲϯϱϳϭ
WĂŐĞϰ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
EŽƚŚŝŶŐĐŽŶƚĂŝŶĞĚŝŶƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůĐƌĞĂƚĞĂŶLJĐŽŶƚƌĂĐƚƵĂůƌĞůĂƚŝŽŶƐŚŝƉďĞƚǁĞĞŶĂŶLJƐƵďĐŽŶƚƌĂĐƚŽƌ
ŽĨŽŶƚƌĂĐƚŽƌĂŶĚŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌƉĂLJŵĞŶƚŽĨƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘ŽŶƚƌĂĐƚŽƌǁŝůůďŝŶĚ
ĞǀĞƌLJ ƐƵďĐŽŶƚƌĂĐƚŽƌ ĂŶĚ ĞǀĞƌLJ ƐƵďĐŽŶƚƌĂĐƚŽƌ ŽĨ Ă ƐƵďĐŽŶƚƌĂĐƚŽƌďLJ ƚŚĞ ƚĞƌŵƐ ŽĨ ƚŚŝƐ ŐƌĞĞŵĞŶƚ
ĂƉƉůŝĐĂďůĞƚŽŽŶƚƌĂĐƚŽƌΖƐǁŽƌŬƵŶůĞƐƐƐƉĞĐŝĨŝĐĂůůLJŶŽƚĞĚƚŽƚŚĞĐŽŶƚƌĂƌLJŝŶƚŚĞƐƵďĐŽŶƚƌĂĐƚĂŶĚĂƉƉƌŽǀĞĚ
ŝŶǁƌŝƚŝŶŐďLJŝƚLJ͘
ϭϭ͘ Kd, ZKEdZdKZ^
dŚĞŝƚLJƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽĞŵƉůŽLJŽƚŚĞƌŽŶƚƌĂĐƚŽƌƐŝŶĐŽŶŶĞĐƚŝŽŶǁŝƚŚƚŚĞ^ĞƌǀŝĐĞƐ͘
ϭϮ͘ /E DE/&/d/KE
ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŽĚĞĨĞŶĚ;ǁŝƚŚĐŽƵŶƐĞůĂƉƉƌŽǀĞĚďLJƚŚĞŝƚLJͿ͕ŝŶĚĞŵŶŝĨLJ͕ĂŶĚŚŽůĚŚĂƌŵůĞƐƐƚŚĞŝƚLJ
ĂŶĚŝƚƐŽĨĨŝĐĞƌƐ͕ĞůĞĐƚĞĚĂŶĚĂƉƉŽŝŶƚĞĚŽĨĨŝĐŝĂůƐ͕ĞŵƉůŽLJĞĞƐĂŶĚǀŽůƵŶƚĞĞƌƐĨƌŽŵĂŶĚĂŐĂŝŶƐƚĂůůĐůĂŝŵƐ͕
ĚĂŵĂŐĞƐ͕ůŽƐƐĞƐĂŶĚĞdžƉĞŶƐĞƐŝŶĐůƵĚŝŶŐĂƚƚŽƌŶĞLJƐĨĞĞƐĂƌŝƐŝŶŐŽƵƚŽĨƚŚĞƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞǁŽƌŬ
ĚĞƐĐƌŝďĞĚŚĞƌĞŝŶĐĂƵƐĞĚďLJĂŶLJǁŝůůĨƵůŵŝƐĐŽŶĚƵĐƚŽƌŶĞŐůŝŐĞŶƚĂĐƚŽƌŽŵŝƐƐŝŽŶŽĨƚŚĞŽŶƚƌĂĐƚŽƌ͕ĂŶLJ
ƐƵďĐŽŶƚƌĂĐƚŽƌ͕ĂŶLJŽŶĞĚŝƌĞĐƚůLJŽƌŝŶĚŝƌĞĐƚůLJĞŵƉůŽLJĞĚďLJĂŶLJŽĨƚŚĞŵŽƌĂŶLJŽŶĞĨŽƌǁŚŽƐĞĂĐƚƐĂŶLJŽĨ
ƚŚĞŵŵĂLJďĞůŝĂďůĞ͘
/Ĩ ŽŶƚƌĂĐƚŽƌ͛Ɛ ŽďůŝŐĂƚŝŽŶ ƚŽ ĚĞĨĞŶĚ͕ ŝŶĚĞŵŶŝĨLJ͕ ĂŶĚͬŽƌ ŚŽůĚ ŚĂƌŵůĞƐƐ ĂƌŝƐĞƐ ŽƵƚ ŽĨ ŽŶƚƌĂĐƚŽƌ͛Ɛ
ƉĞƌĨŽƌŵĂŶĐĞĂƐĂ͞ĚĞƐŝŐŶƉƌŽĨĞƐƐŝŽŶĂů͟;ĂƐƚŚĂƚƚĞƌŵŝƐĚĞĨŝŶĞĚƵŶĚĞƌŝǀŝůŽĚĞƐĞĐƚŝŽŶϮϳϴϮ͘ϴͿ͕ƚŚĞŶ͕
ĂŶĚ ŽŶůLJ ƚŽ ƚŚĞ ĞdžƚĞŶƚ ƌĞƋƵŝƌĞĚ ďLJ ŝǀŝů ŽĚĞ ^ĞĐƚŝŽŶ ϮϳϴϮ͘ϴ͕ ǁŚŝĐŚ ŝƐ ĨƵůůLJ ŝŶĐŽƌƉŽƌĂƚĞĚ ŚĞƌĞŝŶ͕
ŽŶƚƌĂĐƚŽƌ͛ƐŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶŽďůŝŐĂƚŝŽŶƐŚĂůůďĞůŝŵŝƚĞĚƚŽĐůĂŝŵƐƚŚĂƚĂƌŝƐĞŽƵƚŽĨ͕ƉĞƌƚĂŝŶƚŽ͕ŽƌƌĞůĂƚĞƚŽ
ƚŚĞŶĞŐůŝŐĞŶĐĞ͕ƌĞĐŬůĞƐƐŶĞƐƐ͕ŽƌǁŝůůĨƵůŵŝƐĐŽŶĚƵĐƚŽĨƚŚĞŽŶƚƌĂĐƚŽƌ͕ĂŶĚ͕ƵƉŽŶŽŶƚƌĂĐƚŽƌŽďƚĂŝŶŝŶŐĂ
ĨŝŶĂůĂĚũƵĚŝĐĂƚŝŽŶďLJĂĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌ͛ƐůŝĂďŝůŝƚLJĨŽƌƐƵĐŚĐůĂŝŵ͕ŝŶĐůƵĚŝŶŐƚŚĞ
ĐŽƐƚƚŽĚĞĨĞŶĚ͕ƐŚĂůůŶŽƚĞdžĐĞĞĚƚŚĞŽŶƚƌĂĐƚŽƌ͛ƐƉƌŽƉŽƌƚŝŽŶĂƚĞƉĞƌĐĞŶƚĂŐĞŽĨĨĂƵůƚ͘
dŚĞƉĂƌƚŝĞƐĞdžƉƌĞƐƐůLJĂŐƌĞĞƚŚĂƚĂŶLJƉĂLJŵĞŶƚ͕ĂƚƚŽƌŶĞLJ͛ƐĨĞĞ͕ĐŽƐƚƐŽƌĞdžƉĞŶƐĞŝƚLJŝŶĐƵƌƐŽƌŵĂŬĞƐƚŽŽƌ
ŽŶďĞŚĂůĨŽĨĂŶŝŶũƵƌĞĚĞŵƉůŽLJĞĞƵŶĚĞƌƚŚĞŝƚLJ͛ƐƐĞůĨͲĂĚŵŝŶŝƐƚĞƌĞĚǁŽƌŬĞƌƐ͛ĐŽŵƉĞŶƐĂƚŝŽŶŝƐŝŶĐůƵĚĞĚĂƐ
ĂůŽƐƐ͕ĞdžƉĞŶƐĞŽƌĐŽƐƚĨŽƌƚŚĞƉƵƌƉŽƐĞƐŽĨƚŚŝƐƐĞĐƚŝŽŶ͕ĂŶĚƚŚĂƚƚŚŝƐƐĞĐƚŝŽŶǁŝůůƐƵƌǀŝǀĞƚŚĞĞdžƉŝƌĂƚŝŽŶŽƌ
ĞĂƌůLJƚĞƌŵŝŶĂƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϯ͘ /E^hZE
ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶĂŶĚŵĂŝŶƚĂŝŶĨŽƌƚŚĞĚƵƌĂƚŝŽŶŽĨƚŚĞŐƌĞĞŵĞŶƚĂŶĚĂŶLJĂŶĚĂůůĂŵĞŶĚŵĞŶƚƐ͕
ŝŶƐƵƌĂŶĐĞĂŐĂŝŶƐƚĐůĂŝŵƐĨŽƌŝŶũƵƌŝĞƐƚŽƉĞƌƐŽŶƐŽƌĚĂŵĂŐĞƚŽƉƌŽƉĞƌƚLJǁŚŝĐŚŵĂLJĂƌŝƐĞŽƵƚŽĨŽƌŝŶ
ĐŽŶŶĞĐƚŝŽŶ ǁŝƚŚƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞƐĞƌǀŝĐĞƐďLJŽŶƚƌĂĐƚŽƌ ŽƌŽŶƚƌĂĐƚŽƌ͛ƐĂŐĞŶƚƐ͕ƌĞƉƌĞƐĞŶƚĂƚŝǀĞƐ͕
ĞŵƉůŽLJĞĞƐŽƌƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘dŚĞŝŶƐƵƌĂŶĐĞǁŝůůďĞŽďƚĂŝŶĞĚĨƌŽŵĂŶŝŶƐƵƌĂŶĐĞĐĂƌƌŝĞƌĂĚŵŝƚƚĞĚĂŶĚ
ĂƵƚŚŽƌŝnjĞĚƚŽĚŽďƵƐŝŶĞƐƐŝŶƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͘dŚĞŝŶƐƵƌĂŶĐĞĐĂƌƌŝĞƌŝƐƌĞƋƵŝƌĞĚƚŽŚĂǀĞĂĐƵƌƌĞŶƚ
ĞƐƚΖƐ<ĞLJZĂƚŝŶŐŽĨŶŽƚůĞƐƐƚŚĂŶΗͲ͗s//Η͖KZǁŝƚŚĂƐƵƌƉůƵƐůŝŶĞŝŶƐƵƌĞƌŽŶƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͛Ɛ>ŝƐƚŽĨ
ƉƉƌŽǀĞĚ^ƵƌƉůƵƐ>ŝŶĞ/ŶƐƵƌĞƌƐ;>^>/ͿǁŝƚŚĂƌĂƚŝŶŐŝŶƚŚĞůĂƚĞƐƚĞƐƚ͛Ɛ<ĞLJZĂƚŝŶŐ'ƵŝĚĞŽĨĂƚůĞĂƐƚ͗͞y͖͟
KZĂŶĂůŝĞŶŶŽŶͲĂĚŵŝƚƚĞĚŝŶƐƵƌĞƌůŝƐƚĞĚďLJƚŚĞEĂƚŝŽŶĂůƐƐŽĐŝĂƚŝŽŶŽĨ/ŶƐƵƌĂŶĐĞŽŵŵŝƐƐŝŽŶĞƌƐ;E/Ϳ
ůĂƚĞƐƚƋƵĂƌƚĞƌůLJůŝƐƚŝŶŐƐƌĞƉŽƌƚ͘
ϭϯ͘ϭ ŽǀĞƌĂŐĞƐĂŶĚ>ŝŵŝƚƐ͘ŽŶƚƌĂĐƚŽƌǁŝůůŵĂŝŶƚĂŝŶƚŚĞƚLJƉĞƐŽĨ ĐŽǀĞƌĂŐĞƐ ĂŶĚ ŵŝŶŝŵƵŵ ůŝŵŝƚƐ
ŝŶĚŝĐĂƚĞĚ ďĞůŽǁ͕ ƵŶůĞƐƐ ZŝƐŬ DĂŶĂŐĞƌ Žƌ ŝƚLJ DĂŶĂŐĞƌ ĂƉƉƌŽǀĞƐ Ă ůŽǁĞƌ ĂŵŽƵŶƚ͘ dŚĞƐĞ ŵŝŶŝŵƵŵ
ĂŵŽƵŶƚƐŽĨĐŽǀĞƌĂŐĞǁŝůůŶŽƚĐŽŶƐƚŝƚƵƚĞĂŶLJůŝŵŝƚĂƚŝŽŶƐŽƌĐĂƉŽŶŽŶƚƌĂĐƚŽƌΖƐŝŶĚĞŵŶŝĨŝĐĂƚŝŽŶŽďůŝŐĂƚŝŽŶƐ
ƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ŝƚLJ͕ŝƚƐŽĨĨŝĐĞƌƐ͕ĂŐĞŶƚƐĂŶĚĞŵƉůŽLJĞĞƐŵĂŬĞŶŽƌĞƉƌĞƐĞŶƚĂƚŝŽŶƚŚĂƚƚŚĞůŝŵŝƚƐŽĨ
ƚŚĞŝŶƐƵƌĂŶĐĞƐƉĞĐŝĨŝĞĚƚŽďĞĐĂƌƌŝĞĚďLJŽŶƚƌĂĐƚŽƌƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞĂĚĞƋƵĂƚĞƚŽƉƌŽƚĞĐƚ
ŽŶƚƌĂĐƚŽƌ͘/ĨŽŶƚƌĂĐƚŽƌďĞůŝĞǀĞƐƚŚĂƚĂŶLJƌĞƋƵŝƌĞĚŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞŝƐŝŶĂĚĞƋƵĂƚĞ͕ŽŶƚƌĂĐƚŽƌǁŝůů
ŽďƚĂŝŶƐƵĐŚĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞ͕ĂƐŽŶƚƌĂĐƚŽƌĚĞĞŵƐĂĚĞƋƵĂƚĞ͕ĂƚŽŶƚƌĂĐƚŽƌΖƐƐŽůĞĞdžƉĞŶƐĞ͘
dŚĞĨƵůůůŝŵŝƚƐĂǀĂŝůĂďůĞƚŽƚŚĞŶĂŵĞĚŝŶƐƵƌĞĚƐŚĂůůĂůƐŽďĞĂǀĂŝůĂďůĞĂŶĚĂƉƉůŝĐĂďůĞƚŽƚŚĞŝƚLJĂƐĂŶ
ĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĞĚ͘
Nov. 12, 2024 Item #2 Page 488 of 680
dd,D Ed:
W^ϮϱͲϯϱϳϭ
WĂŐĞϱ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ϭϯ͘ϭ͘ϭ ŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJ;'>Ϳ/ŶƐƵƌĂŶĐĞ͘/ŶƐƵƌĂŶĐĞǁƌŝƚƚĞŶŽŶĂŶ͞ŽĐĐƵƌƌĞŶĐĞ͟ďĂƐŝƐ͕
ŝŶĐůƵĚŝŶŐƉĞƌƐŽŶĂůΘĂĚǀĞƌƚŝƐŝŶŐŝŶũƵƌLJ͕ǁŝƚŚůŝŵŝƚƐŶŽůĞƐƐƚŚĂŶΨϮ͕ϬϬϬ͕ϬϬϬƉĞƌŽĐĐƵƌƌĞŶĐĞ͘/ĨĂŐĞŶĞƌĂů
ĂŐŐƌĞŐĂƚĞůŝŵŝƚĂƉƉůŝĞƐ͕ĞŝƚŚĞƌƚŚĞŐĞŶĞƌĂůĂŐŐƌĞŐĂƚĞůŝŵŝƚƐŚĂůůĂƉƉůLJƐĞƉĂƌĂƚĞůLJƚŽƚŚŝƐƉƌŽũĞĐƚͬůŽĐĂƚŝŽŶ
ŽƌƚŚĞŐĞŶĞƌĂůĂŐŐƌĞŐĂƚĞůŝŵŝƚƐŚĂůůďĞƚǁŝĐĞƚŚĞƌĞƋƵŝƌĞĚŽĐĐƵƌƌĞŶĐĞůŝŵŝƚ͘
ϭϯ͘ϭ͘Ϯ ƵƚŽŵŽďŝůĞ>ŝĂďŝůŝƚLJ͘;/ĨƚŚĞƵƐĞŽĨĂŶĂƵƚŽŵŽďŝůĞŝƐŝŶǀŽůǀĞĚĨŽƌŽŶƚƌĂĐƚŽƌΖƐǁŽƌŬĨŽƌ
ŝƚLJͿ͘ΨϮ͕ϬϬϬ͕ϬϬϬĐŽŵďŝŶĞĚƐŝŶŐůĞͲůŝŵŝƚƉĞƌĂĐĐŝĚĞŶƚĨŽƌďŽĚŝůLJŝŶũƵƌLJĂŶĚƉƌŽƉĞƌƚLJĚĂŵĂŐĞ͘
ϭϯ͘ϭ͘ϯ tŽƌŬĞƌƐΖ ŽŵƉĞŶƐĂƚŝŽŶ ĂŶĚ ŵƉůŽLJĞƌΖƐ >ŝĂďŝůŝƚLJ͘ tŽƌŬĞƌƐΖ ŽŵƉĞŶƐĂƚŝŽŶ ůŝŵŝƚƐ ĂƐ
ƌĞƋƵŝƌĞĚďLJƚŚĞĂůŝĨŽƌŶŝĂ>ĂďŽƌŽĚĞ͘tŽƌŬĞƌƐΖŽŵƉĞŶƐĂƚŝŽŶǁŝůůŶŽƚďĞƌĞƋƵŝƌĞĚŝĨŽŶƚƌĂĐƚŽƌŚĂƐŶŽ
ĞŵƉůŽLJĞĞƐĂŶĚƉƌŽǀŝĚĞƐ͕ƚŽŝƚLJΖƐƐĂƚŝƐĨĂĐƚŝŽŶ͕ĂĚĞĐůĂƌĂƚŝŽŶƐƚĂƚŝŶŐƚŚŝƐ͘
ϭϯ͘ϭ͘ϰ WƌŽĨĞƐƐŝŽŶĂů>ŝĂďŝůŝƚLJ͘ ƌƌŽƌƐĂŶĚŽŵŝƐƐŝŽŶƐůŝĂďŝůŝƚLJĂƉƉƌŽƉƌŝĂƚĞƚŽŽŶƚƌĂĐƚŽƌ͛ƐƉƌŽĨĞƐƐŝŽŶ
ǁŝƚŚůŝŵŝƚƐŽĨŶŽƚůĞƐƐƚŚĂŶΨϭ͕ϬϬϬ͕ϬϬϬƉĞƌĐůĂŝŵ͘ŽǀĞƌĂŐĞŵƵƐƚďĞŵĂŝŶƚĂŝŶĞĚĨŽƌĂƉĞƌŝŽĚŽĨĨŝǀĞLJĞĂƌƐ
ĨŽůůŽǁŝŶŐƚŚĞĚĂƚĞŽĨĐŽŵƉůĞƚŝŽŶŽĨƚŚĞǁŽƌŬ͘
ϭϯ͘Ϯ͘ ĚĚŝƚŝŽŶĂůWƌŽǀŝƐŝŽŶƐ͘ŽŶƚƌĂĐƚŽƌǁŝůůĞŶƐƵƌĞƚŚĂƚƚŚĞƉŽůŝĐŝĞƐŽĨŝŶƐƵƌĂŶĐĞƌĞƋƵŝƌĞĚƵŶĚĞƌƚŚŝƐ
ŐƌĞĞŵĞŶƚĐŽŶƚĂŝŶ͕ŽƌĂƌĞĞŶĚŽƌƐĞĚƚŽĐŽŶƚĂŝŶ͕ƚŚĞĨŽůůŽǁŝŶŐƉƌŽǀŝƐŝŽŶƐ͗
ϭϯ͘Ϯ͘ϭ dŚĞŝƚLJǁŝůůďĞŶĂŵĞĚĂƐĂŶĂĚĚŝƚŝŽŶĂůŝŶƐƵƌĞĚŽŶŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJǁŚŝĐŚ
ƐŚĂůůƉƌŽǀŝĚĞƉƌŝŵĂƌLJĐŽǀĞƌĂŐĞƚŽƚŚĞŝƚLJ͘
ϭϯ͘Ϯ͘Ϯ ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶŽĐĐƵƌƌĞŶĐĞĐŽǀĞƌĂŐĞ͕ĞdžĐůƵĚŝŶŐWƌŽĨĞƐƐŝŽŶĂů>ŝĂďŝůŝƚLJ͕ǁŚŝĐŚǁŝůůďĞ
ǁƌŝƚƚĞŶĂƐĐůĂŝŵƐͲŵĂĚĞĐŽǀĞƌĂŐĞ͘
ϭϯ͘Ϯ͘ϯ /ĨŽŶƚƌĂĐƚŽƌŵĂŝŶƚĂŝŶƐŚŝŐŚĞƌůŝŵŝƚƐƚŚĂŶƚŚĞŵŝŶŝŵƵŵƐƐŚŽǁŶĂďŽǀĞ͕ƚŚĞŝƚLJƌĞƋƵŝƌĞƐ
ĂŶĚǁŝůůďĞĞŶƚŝƚůĞĚƚŽĐŽǀĞƌĂŐĞĨŽƌƚŚĞŚŝŐŚĞƌůŝŵŝƚƐŵĂŝŶƚĂŝŶĞĚďLJŽŶƚƌĂĐƚŽƌ͘ŶLJĂǀĂŝůĂďůĞŝŶƐƵƌĂŶĐĞ
ƉƌŽĐĞĞĚƐŝŶĞdžĐĞƐƐŽĨƚŚĞƐƉĞĐŝĨŝĞĚŵŝŶŝŵƵŵůŝŵŝƚƐŽĨŝŶƐƵƌĂŶĐĞĂŶĚĐŽǀĞƌĂŐĞǁŝůůďĞĂǀĂŝůĂďůĞƚŽƚŚĞŝƚLJ͘͟
ϭϯ͘Ϯ͘ϰ dŚŝƐŝŶƐƵƌĂŶĐĞǁŝůůďĞŝŶĨŽƌĐĞĚƵƌŝŶŐƚŚĞůŝĨĞŽĨƚŚĞŐƌĞĞŵĞŶƚĂŶĚĂŶLJĞdžƚĞŶƐŝŽŶƐŽĨŝƚ
ĂŶĚǁŝůůŶŽƚďĞĐĂŶĐĞůĞĚǁŝƚŚŽƵƚƚŚŝƌƚLJ;ϯϬͿĚĂLJƐƉƌŝŽƌǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŝƚLJƐĞŶƚďLJĐĞƌƚŝĨŝĞĚŵĂŝůƉƵƌƐƵĂŶƚ
ƚŽƚŚĞEŽƚŝĐĞƉƌŽǀŝƐŝŽŶƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϯ͘ϯ WƌŽǀŝĚŝŶŐĞƌƚŝĨŝĐĂƚĞƐŽĨ/ŶƐƵƌĂŶĐĞĂŶĚ ŶĚŽƌƐĞŵĞŶƚƐ͘WƌŝŽƌƚŽŝƚLJΖƐĞdžĞĐƵƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͕
ŽŶƚƌĂĐƚŽƌǁŝůůĨƵƌŶŝƐŚĐĞƌƚŝĨŝĐĂƚĞƐŽĨŝŶƐƵƌĂŶĐĞĂŶĚĞŶĚŽƌƐĞŵĞŶƚƐƚŽŝƚLJ͘
ϭϯ͘ϰ &ĂŝůƵƌĞƚŽDĂŝŶƚĂŝŶŽǀĞƌĂŐĞ͘/ĨŽŶƚƌĂĐƚŽƌĨĂŝůƐƚŽŵĂŝŶƚĂŝŶĂŶLJŽĨƚŚĞƐĞŝŶƐƵƌĂŶĐĞĐŽǀĞƌĂŐĞƐ͕
ƚŚĞŶŝƚLJǁŝůůŚĂǀĞƚŚĞŽƉƚŝŽŶƚŽĚĞĐůĂƌĞŽŶƚƌĂĐƚŽƌŝŶďƌĞĂĐŚ͕ŽƌŵĂLJƉƵƌĐŚĂƐĞƌĞƉůĂĐĞŵĞŶƚŝŶƐƵƌĂŶĐĞŽƌ
ƉĂLJƚŚĞƉƌĞŵŝƵŵƐƚŚĂƚĂƌĞĚƵĞŽŶĞdžŝƐƚŝŶŐƉŽůŝĐŝĞƐŝŶŽƌĚĞƌƚŽŵĂŝŶƚĂŝŶƚŚĞƌĞƋƵŝƌĞĚĐŽǀĞƌĂŐĞƐ͘ŽŶƚƌĂĐƚŽƌ
ŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌĂŶLJƉĂLJŵĞŶƚƐŵĂĚĞďLJŝƚLJƚŽŽďƚĂŝŶŽƌŵĂŝŶƚĂŝŶŝŶƐƵƌĂŶĐĞĂŶĚŝƚLJŵĂLJĐŽůůĞĐƚƚŚĞƐĞ
ƉĂLJŵĞŶƚƐ ĨƌŽŵ ŽŶƚƌĂĐƚŽƌ Žƌ ĚĞĚƵĐƚ ƚŚĞ ĂŵŽƵŶƚ ƉĂŝĚ ĨƌŽŵ ĂŶLJ ƐƵŵƐ ĚƵĞ ŽŶƚƌĂĐƚŽƌ ƵŶĚĞƌ ƚŚŝƐ
ŐƌĞĞŵĞŶƚ͘
ϭϯ͘ϱ ^ƵďŵŝƐƐŝŽŶŽĨ/ŶƐƵƌĂŶĐĞWŽůŝĐŝĞƐ͘ŝƚLJƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽƌĞƋƵŝƌĞ͕ĂƚĂŶLJƚŝŵĞ͕ĐŽŵƉůĞƚĞĂŶĚ
ĐĞƌƚŝĨŝĞĚĐŽƉŝĞƐŽĨĂŶLJŽƌĂůůƌĞƋƵŝƌĞĚŝŶƐƵƌĂŶĐĞƉŽůŝĐŝĞƐĂŶĚĞŶĚŽƌƐĞŵĞŶƚƐ͘
Nov. 12, 2024 Item #2 Page 489 of 680
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W^ϮϱͲϯϱϳϭ
WĂŐĞϲ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ϭϰ͘ h^/E ^^>/ E^
ŽŶƚƌĂĐƚŽƌǁŝůůŽďƚĂŝŶĂŶĚŵĂŝŶƚĂŝŶĂŝƚLJŽĨĂƌůƐďĂĚƵƐŝŶĞƐƐ>ŝĐĞŶƐĞĨŽƌƚŚĞƚĞƌŵŽĨƚŚĞŐƌĞĞŵĞŶƚ͕ĂƐ
ŵĂLJďĞĂŵĞŶĚĞĚĨƌŽŵƚŝŵĞͲƚŽͲƚŝŵĞ͘
ϭϱ͘ KhEd/E'Z KZ^
ŽŶƚƌĂĐƚŽƌ ǁŝůů ŵĂŝŶƚĂŝŶ ĐŽŵƉůĞƚĞĂŶĚ ĂĐĐƵƌĂƚĞ ƌĞĐŽƌĚƐ ǁŝƚŚ ƌĞƐƉĞĐƚ ƚŽ ĐŽƐƚƐ ŝŶĐƵƌƌĞĚ ƵŶĚĞƌ ƚŚŝƐ
ŐƌĞĞŵĞŶƚ͘ůůƌĞĐŽƌĚƐǁŝůůďĞĐůĞĂƌůLJŝĚĞŶƚŝĨŝĂďůĞ͘ŽŶƚƌĂĐƚŽƌǁŝůůĂůůŽǁĂƌĞƉƌĞƐĞŶƚĂƚŝǀĞŽĨŝƚLJĚƵƌŝŶŐ
ŶŽƌŵĂůďƵƐŝŶĞƐƐŚŽƵƌƐƚŽĞdžĂŵŝŶĞ͕ĂƵĚŝƚ͕ĂŶĚŵĂŬĞƚƌĂŶƐĐƌŝƉƚƐŽƌĐŽƉŝĞƐŽĨƌĞĐŽƌĚƐĂŶĚĂŶLJŽƚŚĞƌ
ĚŽĐƵŵĞŶƚƐĐƌĞĂƚĞĚƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚ͘ŽŶƚƌĂĐƚŽƌǁŝůůĂůůŽǁŝŶƐƉĞĐƚŝŽŶŽĨĂůůǁŽƌŬ͕ĚĂƚĂ͕
ĚŽĐƵŵĞŶƚƐ͕ƉƌŽĐĞĞĚŝŶŐƐ͕ĂŶĚĂĐƚŝǀŝƚŝĞƐƌĞůĂƚĞĚƚŽƚŚĞŐƌĞĞŵĞŶƚĨŽƌĂƉĞƌŝŽĚŽĨĨŽƵƌ;ϰͿLJĞĂƌƐĨƌŽŵƚŚĞ
ĚĂƚĞŽĨĨŝŶĂůƉĂLJŵĞŶƚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϭϲ͘ KtE Z^,/WK&KhD Ed^
ůůǁŽƌŬƉƌŽĚƵĐƚƉƌŽĚƵĐĞĚďLJŽŶƚƌĂĐƚŽƌŽƌŝƚƐĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐ͕ĂŶĚƐƵďĐŽŶƚƌĂĐƚŽƌƐƉƵƌƐƵĂŶƚƚŽƚŚŝƐ
ŐƌĞĞŵĞŶƚŝƐƚŚĞƉƌŽƉĞƌƚLJŽĨŝƚLJ͘/ŶƚŚĞĞǀĞŶƚƚŚŝƐŐƌĞĞŵĞŶƚŝƐƚĞƌŵŝŶĂƚĞĚ͕ĂůůǁŽƌŬƉƌŽĚƵĐƚƉƌŽĚƵĐĞĚ
ďLJŽŶƚƌĂĐƚŽƌŽƌŝƚƐĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐĂŶĚƐƵďĐŽŶƚƌĂĐƚŽƌƐƉƵƌƐƵĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞĚĞůŝǀĞƌĞĚ
ĂƚŽŶĐĞƚŽŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůŚĂǀĞƚŚĞƌŝŐŚƚƚŽŵĂŬĞŽŶĞ;ϭͿĐŽƉLJŽĨƚŚĞǁŽƌŬƉƌŽĚƵĐƚĨŽƌŽŶƚƌĂĐƚŽƌ͛Ɛ
ƌĞĐŽƌĚƐ͘
ϭϳ͘ KWzZ/',d^
ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŚĂƚĂůůĐŽƉLJƌŝŐŚƚƐƚŚĂƚĂƌŝƐĞĨƌŽŵƚŚĞƐĞƌǀŝĐĞƐǁŝůůďĞǀĞƐƚĞĚŝŶŝƚLJĂŶĚŽŶƚƌĂĐƚŽƌ
ƌĞůŝŶƋƵŝƐŚĞƐĂůůĐůĂŝŵƐƚŽƚŚĞĐŽƉLJƌŝŐŚƚƐŝŶĨĂǀŽƌŽĨŝƚLJ͘
ϭϴ͘ EKd/ ^
dŚĞŶĂŵĞŽĨƚŚĞƉĞƌƐŽŶƐǁŚŽĂƌĞĂƵƚŚŽƌŝnjĞĚƚŽŐŝǀĞǁƌŝƚƚĞŶŶŽƚŝĐĞŽƌƚŽƌĞĐĞŝǀĞǁƌŝƚƚĞŶŶŽƚŝĐĞŽŶďĞŚĂůĨ
ŽĨŝƚLJĂŶĚŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞ͗
&ŽƌŝƚLJ͗&ŽƌŽŶƚƌĂĐƚŽƌ͗
EĂŵĞ ůĞŝĚĂ&ĞůŝdžzĂĐŬĞů EĂŵĞ ŶĚƌĞǁdŚŝĞƐ͕&D
dŝƚůĞ ^ĞŶŝŽƌŽŶƚƌĂĐƚĚŵŝŶŝƐƚƌĂƚŽƌ dŝƚůĞ WƌŽũĞĐƚDĂŶĂŐĞƌ
ĞƉƚ WƵďůŝĐtŽƌŬƐ ĚĚƌĞƐƐ ϱϲϮϬ&ƌŝĂƌƐZŽĂĚ
/dzK&Z>^ ^ĂŶŝĞŐŽ͕ϵϮϭϭϬ
ĚĚƌĞƐƐ ϭϲϯϱ&ĂƌĂĚĂLJǀĞŶƵĞ WŚŽŶĞ ϲϭϵͲϲϴϴͲϭϰϱϰD͗ϲϭϵͲϮϱϰͲϭϬϲϲ
ĂƌůƐďĂĚ͕ϵϮϬϬϴ ŵĂŝů ĂƚŚŝĞƐΛƌŝĐŬĞŶŐŝŶĞĞƌŝŶŐ͘ĐŽŵ
WŚŽŶĞ ϰϰϮͲϯϯϵͲϮϳϲϳ
ĂĐŚƉĂƌƚLJǁŝůůŶŽƚŝĨLJƚŚĞŽƚŚĞƌŝŵŵĞĚŝĂƚĞůLJŽĨĂŶLJĐŚĂŶŐĞƐŽĨĂĚĚƌĞƐƐƚŚĂƚǁŽƵůĚƌĞƋƵŝƌĞĂŶLJŶŽƚŝĐĞŽƌ
ĚĞůŝǀĞƌLJƚŽďĞĚŝƌĞĐƚĞĚƚŽĂŶŽƚŚĞƌĂĚĚƌĞƐƐ͘
ϭϵ͘ ' E Z>KDW>/E t/d,>t^
ŽŶƚƌĂĐƚŽƌǁŝůůŬĞĞƉĨƵůůLJŝŶĨŽƌŵĞĚŽĨĨĞĚĞƌĂů͕ƐƚĂƚĞĂŶĚůŽĐĂůůĂǁƐĂŶĚŽƌĚŝŶĂŶĐĞƐĂŶĚƌĞŐƵůĂƚŝŽŶƐǁŚŝĐŚ
ŝŶĂŶLJŵĂŶŶĞƌĂĨĨĞĐƚƚŚŽƐĞĞŵƉůŽLJĞĚďLJŽŶƚƌĂĐƚŽƌ͕ŽƌŝŶĂŶLJǁĂLJĂĨĨĞĐƚƚŚĞƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞ^ĞƌǀŝĐĞƐ
ďLJ ŽŶƚƌĂĐƚŽƌ͘ ŽŶƚƌĂĐƚŽƌ ǁŝůů Ăƚ Ăůů ƚŝŵĞƐ ŽďƐĞƌǀĞ ĂŶĚ ĐŽŵƉůLJǁŝƚŚ ƚŚĞƐĞ ůĂǁƐ͕ ŽƌĚŝŶĂŶĐĞƐ͕ ĂŶĚ
ƌĞŐƵůĂƚŝŽŶƐĂŶĚǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌƚŚĞĐŽŵƉůŝĂŶĐĞŽĨŽŶƚƌĂĐƚŽƌΖƐƐĞƌǀŝĐĞƐǁŝƚŚĂůůĂƉƉůŝĐĂďůĞůĂǁƐ͕
ŽƌĚŝŶĂŶĐĞƐĂŶĚƌĞŐƵůĂƚŝŽŶƐ͘
Nov. 12, 2024 Item #2 Page 490 of 680
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W^ϮϱͲϯϱϳϭ
WĂŐĞϳ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ŽŶƚƌĂĐƚŽƌǁŝůůďĞĂǁĂƌĞŽĨƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚĞ/ŵŵŝŐƌĂƚŝŽŶZĞĨŽƌŵĂŶĚŽŶƚƌŽůĐƚŽĨϭϵϴϲĂŶĚǁŝůů
ĐŽŵƉůLJǁŝƚŚƚŚŽƐĞƌĞƋƵŝƌĞŵĞŶƚƐ͕ŝŶĐůƵĚŝŶŐ͕ďƵƚŶŽƚůŝŵŝƚĞĚƚŽ͕ǀĞƌŝĨLJŝŶŐƚŚĞĞůŝŐŝďŝůŝƚLJĨŽƌĞŵƉůŽLJŵĞŶƚŽĨ
ĂůůĂŐĞŶƚƐ͕ĞŵƉůŽLJĞĞƐ͕ƐƵďĐŽŶƚƌĂĐƚŽƌƐĂŶĚĐŽŶƐƵůƚĂŶƚƐǁŚŽƐĞƐĞƌǀŝĐĞƐĂƌĞƌĞƋƵŝƌĞĚďLJƚŚŝƐŐƌĞĞŵĞŶƚ͘
ϮϬ͘ >/&KZE//ZZ ^KhZ ^KZ;ZͿsE > E&> d^Z 'h>d/KE^
ŽŶƚƌĂĐƚŽƌ͛ƐǀĞŚŝĐůĞƐǁŝƚŚĂŐƌŽƐƐǀĞŚŝĐůĞǁĞŝŐŚƚƌĂƚŝŶŐŐƌĞĂƚĞƌƚŚĂŶϴ͕ϱϬϬůďƐ͘ĂŶĚůŝŐŚƚͲĚƵƚLJƉĂĐŬĂŐĞ
ĚĞůŝǀĞƌLJǀĞŚŝĐůĞƐŽƉĞƌĂƚĞĚŝŶĂůŝĨŽƌŶŝĂŵĂLJďĞƐƵďũĞĐƚƚŽƚŚĞĂůŝĨŽƌŶŝĂŝƌZĞƐŽƵƌĐĞƐŽĂƌĚ;ZͿ
ĚǀĂŶĐĞĚůĞĂŶ&ůĞĞƚƐƌĞŐƵůĂƚŝŽŶƐ͘^ƵĐŚǀĞŚŝĐůĞƐŵĂLJƚŚĞƌĞĨŽƌĞďĞƐƵďũĞĐƚƚŽƌĞƋƵŝƌĞŵĞŶƚƐƚŽƌĞĚƵĐĞ
ĞŵŝƐƐŝŽŶƐŽĨĂŝƌƉŽůůƵƚĂŶƚƐ͘&ŽƌŵŽƌĞŝŶĨŽƌŵĂƚŝŽŶ͕ƉůĞĂƐĞǀŝƐŝƚƚŚĞZĚǀĂŶĐĞĚůĞĂŶ&ůĞĞƚƐǁĞďƉĂŐĞ
ĂƚŚƚƚƉƐ͗ͬͬǁǁϮ͘Ăƌď͘ĐĂ͘ŐŽǀͬŽƵƌͲǁŽƌŬͬƉƌŽŐƌĂŵƐͬĂĚǀĂŶĐĞĚͲĐůĞĂŶͲĨůĞĞƚƐ͘
Ϯϭ͘ /^Z/D/Ed/KEE,Z^^D EdWZK,//d
ŽŶƚƌĂĐƚŽƌ ǁŝůů ĐŽŵƉůLJ ǁŝƚŚ Ăůů ĂƉƉůŝĐĂďůĞ ůŽĐĂů͕ ƐƚĂƚĞ ĂŶĚ ĨĞĚĞƌĂů ůĂǁƐ ĂŶĚ ƌĞŐƵůĂƚŝŽŶƐ ƉƌŽŚŝďŝƚŝŶŐ
ĚŝƐĐƌŝŵŝŶĂƚŝŽŶĂŶĚŚĂƌĂƐƐŵĞŶƚ͘
ϮϮ͘ /^Whd Z ^K>hd/KE
/ĨĂĚŝƐƉƵƚĞƐŚŽƵůĚĂƌŝƐĞƌĞŐĂƌĚŝŶŐƚŚĞƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞ^ĞƌǀŝĐĞƐƚŚĞĨŽůůŽǁŝŶŐƉƌŽĐĞĚƵƌĞǁŝůůďĞƵƐĞĚ
ƚŽƌĞƐŽůǀĞĂŶLJƋƵĞƐƚŝŽŶƐŽĨĨĂĐƚŽƌŝŶƚĞƌƉƌĞƚĂƚŝŽŶŶŽƚŽƚŚĞƌǁŝƐĞƐĞƚƚůĞĚďLJĂŐƌĞĞŵĞŶƚďĞƚǁĞĞŶƚŚĞƉĂƌƚŝĞƐ͘
ZĞƉƌĞƐĞŶƚĂƚŝǀĞƐŽĨŽŶƚƌĂĐƚŽƌŽƌŝƚLJǁŝůůƌĞĚƵĐĞƐƵĐŚƋƵĞƐƚŝŽŶƐ͕ĂŶĚƚŚĞŝƌƌĞƐƉĞĐƚŝǀĞǀŝĞǁƐ͕ƚŽǁƌŝƚŝŶŐ͘
ĐŽƉLJŽĨƐƵĐŚĚŽĐƵŵĞŶƚĞĚĚŝƐƉƵƚĞǁŝůůďĞĨŽƌǁĂƌĚĞĚƚŽďŽƚŚƉĂƌƚŝĞƐŝŶǀŽůǀĞĚĂůŽŶŐǁŝƚŚƌĞĐŽŵŵĞŶĚĞĚ
ŵĞƚŚŽĚƐŽĨƌĞƐŽůƵƚŝŽŶ͕ǁŚŝĐŚǁŽƵůĚďĞŽĨďĞŶĞĨŝƚƚŽďŽƚŚƉĂƌƚŝĞƐ͘dŚĞƌĞƉƌĞƐĞŶƚĂƚŝǀĞƌĞĐĞŝǀŝŶŐƚŚĞůĞƚƚĞƌ
ǁŝůůƌĞƉůLJƚŽƚŚĞůĞƚƚĞƌĂůŽŶŐǁŝƚŚĂƌĞĐŽŵŵĞŶĚĞĚŵĞƚŚŽĚŽĨƌĞƐŽůƵƚŝŽŶǁŝƚŚŝŶƚĞŶ;ϭϬͿďƵƐŝŶĞƐƐĚĂLJƐ͘/Ĩ
ƚŚĞƌĞƐŽůƵƚŝŽŶƚŚƵƐŽďƚĂŝŶĞĚŝƐƵŶƐĂƚŝƐĨĂĐƚŽƌLJƚŽƚŚĞĂŐŐƌŝĞǀĞĚƉĂƌƚLJ͕ĂůĞƚƚĞƌŽƵƚůŝŶŝŶŐƚŚĞĚŝƐƉƵƚĞƐǁŝůů
ďĞĨŽƌǁĂƌĚĞĚƚŽƚŚĞŝƚLJDĂŶĂŐĞƌ͘dŚĞŝƚLJDĂŶĂŐĞƌǁŝůůĐŽŶƐŝĚĞƌƚŚĞĨĂĐƚƐĂŶĚƐŽůƵƚŝŽŶƐƌĞĐŽŵŵĞŶĚĞĚ
ďLJĞĂĐŚƉĂƌƚLJĂŶĚŵĂLJƚŚĞŶŽƉƚƚŽĚŝƌĞĐƚĂƐŽůƵƚŝŽŶƚŽƚŚĞƉƌŽďůĞŵ͘/ŶƐƵĐŚĐĂƐĞƐ͕ƚŚĞĂĐƚŝŽŶŽĨƚŚĞŝƚLJ
DĂŶĂŐĞƌǁŝůůďĞďŝŶĚŝŶŐƵƉŽŶƚŚĞƉĂƌƚŝĞƐŝŶǀŽůǀĞĚ͕ĂůƚŚŽƵŐŚŶŽƚŚŝŶŐŝŶƚŚŝƐƉƌŽĐĞĚƵƌĞǁŝůůƉƌŽŚŝďŝƚƚŚĞ
ƉĂƌƚŝĞƐĨƌŽŵƐĞĞŬŝŶŐƌĞŵĞĚŝĞƐĂǀĂŝůĂďůĞƚŽƚŚĞŵĂƚůĂǁ͘
Ϯϯ͘ d ZD/Ed/KE
/ŶƚŚĞĞǀĞŶƚŽĨƚŚĞŽŶƚƌĂĐƚŽƌΖƐĨĂŝůƵƌĞƚŽƉƌŽƐĞĐƵƚĞ͕ĚĞůŝǀĞƌ͕ŽƌƉĞƌĨŽƌŵƚŚĞ^ĞƌǀŝĐĞƐ͕ŝƚLJŵĂLJƚĞƌŵŝŶĂƚĞ
ƚŚŝƐŐƌĞĞŵĞŶƚĨŽƌŶŽŶƉĞƌĨŽƌŵĂŶĐĞďLJŶŽƚŝĨLJŝŶŐŽŶƚƌĂĐƚŽƌďLJĐĞƌƚŝĨŝĞĚŵĂŝůŽĨƚŚĞƚĞƌŵŝŶĂƚŝŽŶ͘/ĨŝƚLJ
ĚĞĐŝĚĞƐƚŽĂďĂŶĚŽŶŽƌŝŶĚĞĨŝŶŝƚĞůLJƉŽƐƚƉŽŶĞƚŚĞǁŽƌŬŽƌƐĞƌǀŝĐĞƐĐŽŶƚĞŵƉůĂƚĞĚďLJƚŚŝƐŐƌĞĞŵĞŶƚ͕ŝƚLJ
ŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚƵƉŽŶǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŽŶƚƌĂĐƚŽƌ͘hƉŽŶŶŽƚŝĨŝĐĂƚŝŽŶŽĨƚĞƌŵŝŶĂƚŝŽŶ͕
ŽŶƚƌĂĐƚŽƌŚĂƐĨŝǀĞ;ϱͿďƵƐŝŶĞƐƐĚĂLJƐƚŽĚĞůŝǀĞƌĂŶLJĚŽĐƵŵĞŶƚƐŽǁŶĞĚďLJŝƚLJĂŶĚĂůůǁŽƌŬŝŶƉƌŽŐƌĞƐƐƚŽ
ŝƚLJĂƚƚŚĞĂĚĚƌĞƐƐĐŽŶƚĂŝŶĞĚŝŶƚŚŝƐŐƌĞĞŵĞŶƚ͘ŝƚLJǁŝůůŵĂŬĞĂĚĞƚĞƌŵŝŶĂƚŝŽŶŽĨĨĂĐƚďĂƐĞĚƵƉŽŶƚŚĞ
ǁŽƌŬƉƌŽĚƵĐƚĚĞůŝǀĞƌĞĚƚŽŝƚLJĂŶĚŽĨƚŚĞƉĞƌĐĞŶƚĂŐĞŽĨǁŽƌŬƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐƉĞƌĨŽƌŵĞĚǁŚŝĐŚŝƐ
ƵƐĂďůĞĂŶĚŽĨǁŽƌƚŚƚŽŝƚLJŝŶ ŚĂǀŝŶŐƚŚĞŐƌĞĞŵĞŶƚ ĐŽŵƉůĞƚĞĚ͘ĂƐĞĚƵƉŽŶƚŚĂƚĨŝŶĚŝŶŐŝƚLJǁŝůů
ĚĞƚĞƌŵŝŶĞƚŚĞĨŝŶĂůƉĂLJŵĞŶƚŽĨƚŚĞŐƌĞĞŵĞŶƚ͘
ŝƚLJŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚďLJƚĞŶĚĞƌŝŶŐƚŚŝƌƚLJ;ϯϬͿĚĂLJƐǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŽŶƚƌĂĐƚŽƌ͘ŽŶƚƌĂĐƚŽƌ
ŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚďLJƚĞŶĚĞƌŝŶŐͺͺͺͺͺͺͺͺͺͺͺͺͺͺ;ͺͺͺͿĚĂLJƐǁƌŝƚƚĞŶŶŽƚŝĐĞƚŽŝƚLJ͘/ŶƚŚĞ
ĞǀĞŶƚŽĨƚĞƌŵŝŶĂƚŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚďLJĞŝƚŚĞƌƉĂƌƚLJĂŶĚƵƉŽŶƌĞƋƵĞƐƚŽĨŝƚLJ͕ŽŶƚƌĂĐƚŽƌǁŝůůĂƐƐĞŵďůĞ
ƚŚĞǁŽƌŬƉƌŽĚƵĐƚĂŶĚƉƵƚŝƚŝŶŽƌĚĞƌĨŽƌƉƌŽƉĞƌĨŝůŝŶŐĂŶĚĐůŽƐŝŶŐĂŶĚĚĞůŝǀĞƌŝƚƚŽŝƚLJ͘ŽŶƚƌĂĐƚŽƌǁŝůůďĞ
ƉĂŝĚĨŽƌǁŽƌŬƉĞƌĨŽƌŵĞĚƚŽƚŚĞƚĞƌŵŝŶĂƚŝŽŶĚĂƚĞ͖ŚŽǁĞǀĞƌ͕ƚŚĞƚŽƚĂůǁŝůůŶŽƚĞdžĐĞĞĚƚŚĞůƵŵƉƐƵŵĨĞĞ
ƉĂLJĂďůĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘ŝƚLJǁŝůůŵĂŬĞƚŚĞĨŝŶĂůĚĞƚĞƌŵŝŶĂƚŝŽŶĂƐƚŽƚŚĞƉŽƌƚŝŽŶƐŽĨƚĂƐŬƐĐŽŵƉůĞƚĞĚ
ĂŶĚƚŚĞĐŽŵƉĞŶƐĂƚŝŽŶƚŽďĞŵĂĚĞ͘
Ϯϰ͘ Ks EEd^'/E^dKEd/E' Ed& ^
ŽŶƚƌĂĐƚŽƌǁĂƌƌĂŶƚƐƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐŶŽƚĞŵƉůŽLJĞĚŽƌƌĞƚĂŝŶĞĚĂŶLJĐŽŵƉĂŶLJŽƌƉĞƌƐŽŶ͕ŽƚŚĞƌƚŚĂŶĂ
ďŽŶĂĨŝĚĞĞŵƉůŽLJĞĞǁŽƌŬŝŶŐĨŽƌŽŶƚƌĂĐƚŽƌ͕ƚŽƐŽůŝĐŝƚŽƌƐĞĐƵƌĞƚŚŝƐŐƌĞĞŵĞŶƚ͕ĂŶĚƚŚĂƚŽŶƚƌĂĐƚŽƌŚĂƐ
ŶŽƚƉĂŝĚŽƌĂŐƌĞĞĚƚŽƉĂLJĂŶLJĐŽŵƉĂŶLJŽƌƉĞƌƐŽŶ͕ŽƚŚĞƌƚŚĂŶĂďŽŶĂĨŝĚĞĞŵƉůŽLJĞĞ͕ĂŶLJĨĞĞ͕ĐŽŵŵŝƐƐŝŽŶ͕
ƚŚŝƌƚLJ ϯϬ
Nov. 12, 2024 Item #2 Page 491 of 680
dd,D Ed:
W^ϮϱͲϯϱϳϭ
WĂŐĞϴ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ƉĞƌĐĞŶƚĂŐĞ͕ďƌŽŬĞƌĂŐĞĨĞĞ͕ŐŝĨƚ͕ŽƌĂŶLJŽƚŚĞƌĐŽŶƐŝĚĞƌĂƚŝŽŶĐŽŶƚŝŶŐĞŶƚƵƉŽŶ͕ŽƌƌĞƐƵůƚŝŶŐĨƌŽŵ͕ƚŚĞĂǁĂƌĚ
ŽƌŵĂŬŝŶŐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘&ŽƌďƌĞĂĐŚŽƌǀŝŽůĂƚŝŽŶŽĨƚŚŝƐǁĂƌƌĂŶƚLJ͕ŝƚLJǁŝůůŚĂǀĞƚŚĞƌŝŐŚƚƚŽĂŶŶƵůƚŚŝƐ
ŐƌĞĞŵĞŶƚǁŝƚŚŽƵƚůŝĂďŝůŝƚLJ͕Žƌ͕ŝŶŝƚƐĚŝƐĐƌĞƚŝŽŶ͕ƚŽĚĞĚƵĐƚĨƌŽŵƚŚĞŐƌĞĞŵĞŶƚƉƌŝĐĞŽƌĐŽŶƐŝĚĞƌĂƚŝŽŶ͕Žƌ
ŽƚŚĞƌǁŝƐĞƌĞĐŽǀĞƌ͕ƚŚĞĨƵůůĂŵŽƵŶƚŽĨƚŚĞĨĞĞ͕ĐŽŵŵŝƐƐŝŽŶ͕ƉĞƌĐĞŶƚĂŐĞ͕ďƌŽŬĞƌĂŐĞĨĞĞƐ͕ŐŝĨƚ͕ŽƌĐŽŶƚŝŶŐĞŶƚ
ĨĞĞ͘
Ϯϱ͘ >/D^E>t^h/d^
LJƐŝŐŶŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͕ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŚĂƚĂŶLJŐƌĞĞŵĞŶƚĐůĂŝŵƐƵďŵŝƚƚĞĚƚŽŝƚLJŵƵƐƚďĞ
ĂƐƐĞƌƚĞĚĂƐƉĂƌƚŽĨƚŚĞŐƌĞĞŵĞŶƚƉƌŽĐĞƐƐĂƐƐĞƚĨŽƌƚŚŝŶƚŚŝƐŐƌĞĞŵĞŶƚĂŶĚŶŽƚŝŶĂŶƚŝĐŝƉĂƚŝŽŶŽĨ
ůŝƚŝŐĂƚŝŽŶŽƌŝŶĐŽŶũƵŶĐƚŝŽŶǁŝƚŚůŝƚŝŐĂƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚŝĨĂĨĂůƐĞĐůĂŝŵŝƐƐƵďŵŝƚƚĞĚƚŽ
ŝƚLJ͕ŝƚŵĂLJďĞĐŽŶƐŝĚĞƌĞĚĨƌĂƵĚĂŶĚŽŶƚƌĂĐƚŽƌŵĂLJďĞƐƵďũĞĐƚƚŽĐƌŝŵŝŶĂůƉƌŽƐĞĐƵƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌ
ĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚĂůŝĨŽƌŶŝĂ'ŽǀĞƌŶŵĞŶƚŽĚĞƐĞĐƚŝŽŶƐϭϮϲϱϬet seq.͕ƚŚĞ&ĂůƐĞůĂŝŵƐĐƚĂƉƉůŝĞƐƚŽƚŚŝƐ
ŐƌĞĞŵĞŶƚĂŶĚ͕ƉƌŽǀŝĚĞƐĨŽƌĐŝǀŝůƉĞŶĂůƚŝĞƐǁŚĞƌĞĂƉĞƌƐŽŶŬŶŽǁŝŶŐůLJƐƵďŵŝƚƐĂĨĂůƐĞĐůĂŝŵƚŽĂƉƵďůŝĐ
ĞŶƚŝƚLJ͘dŚĞƐĞƉƌŽǀŝƐŝŽŶƐŝŶĐůƵĚĞĨĂůƐĞĐůĂŝŵƐŵĂĚĞǁŝƚŚĚĞůŝďĞƌĂƚĞŝŐŶŽƌĂŶĐĞŽĨƚŚĞĨĂůƐĞŝŶĨŽƌŵĂƚŝŽŶŽƌŝŶ
ƌĞĐŬůĞƐƐĚŝƐƌĞŐĂƌĚŽĨƚŚĞƚƌƵƚŚŽƌĨĂůƐŝƚLJŽĨŝŶĨŽƌŵĂƚŝŽŶ͘/ĨŝƚLJƐĞĞŬƐƚŽƌĞĐŽǀĞƌƉĞŶĂůƚŝĞƐƉƵƌƐƵĂŶƚƚŽƚŚĞ
&ĂůƐĞ ůĂŝŵƐ Đƚ͕ ŝƚ ŝƐ ĞŶƚŝƚůĞĚ ƚŽ ƌĞĐŽǀĞƌ ŝƚƐ ůŝƚŝŐĂƚŝŽŶ ĐŽƐƚƐ͕ ŝŶĐůƵĚŝŶŐ ĂƚƚŽƌŶĞLJΖƐ ĨĞĞƐ͘ ŽŶƚƌĂĐƚŽƌ
ĂĐŬŶŽǁůĞĚŐĞƐƚŚĂƚƚŚĞĨŝůŝŶŐŽĨĂĨĂůƐĞĐůĂŝŵŵĂLJƐƵďũĞĐƚŽŶƚƌĂĐƚŽƌƚŽĂŶĂĚŵŝŶŝƐƚƌĂƚŝǀĞĚĞďĂƌŵĞŶƚ
ƉƌŽĐĞĞĚŝŶŐĂƐƚŚĞƌĞƐƵůƚŽĨǁŚŝĐŚŽŶƚƌĂĐƚŽƌŵĂLJďĞƉƌĞǀĞŶƚĞĚƚŽĂĐƚĂƐĂŽŶƚƌĂĐƚŽƌŽŶĂŶLJƉƵďůŝĐǁŽƌŬ
ŽƌŝŵƉƌŽǀĞŵĞŶƚĨŽƌĂƉĞƌŝŽĚŽĨƵƉƚŽĨŝǀĞ;ϱͿLJĞĂƌƐ͘ŽŶƚƌĂĐƚŽƌĂĐŬŶŽǁůĞĚŐĞƐĚĞďĂƌŵĞŶƚďLJĂŶŽƚŚĞƌ
ũƵƌŝƐĚŝĐƚŝŽŶŝƐŐƌŽƵŶĚƐĨŽƌŝƚLJƚŽƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚ͘
Ϯϲ͘ :hZ/^/d/KE^Es Eh
dŚŝƐŐƌĞĞŵĞŶƚƐŚĂůůďĞŝŶƚĞƌƉƌĞƚĞĚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞůĂǁƐŽĨƚŚĞ^ƚĂƚĞŽĨĂůŝĨŽƌŶŝĂ͘ŶLJĂĐƚŝŽŶĂƚ
ůĂǁŽƌŝŶĞƋƵŝƚLJďƌŽƵŐŚƚďLJĞŝƚŚĞƌŽĨƚŚĞƉĂƌƚŝĞƐĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨĞŶĨŽƌĐŝŶŐĂƌŝŐŚƚŽƌƌŝŐŚƚƐƉƌŽǀŝĚĞĚĨŽƌ
ďLJƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞƚƌŝĞĚŝŶĂĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƚŝŽŶŝŶƚŚĞŽƵŶƚLJŽĨ^ĂŶŝĞŐŽ͕^ƚĂƚĞŽĨ
ĂůŝĨŽƌŶŝĂ͕ĂŶĚƚŚĞƉĂƌƚŝĞƐǁĂŝǀĞĂůůƉƌŽǀŝƐŝŽŶƐŽĨůĂǁƉƌŽǀŝĚŝŶŐĨŽƌĂĐŚĂŶŐĞŽĨǀĞŶƵĞŝŶƚŚĞƐĞƉƌŽĐĞĞĚŝŶŐƐ
ƚŽĂŶLJŽƚŚĞƌĐŽƵŶƚLJ͘
Ϯϳ͘ ^h ^^KZ^E^^/'E^
/ƚŝƐŵƵƚƵĂůůLJƵŶĚĞƌƐƚŽŽĚĂŶĚĂŐƌĞĞĚƚŚĂƚƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞďŝŶĚŝŶŐƵƉŽŶŝƚLJĂŶĚŽŶƚƌĂĐƚŽƌĂŶĚ
ƚŚĞŝƌƌĞƐƉĞĐƚŝǀĞƐƵĐĐĞƐƐŽƌƐ͘EĞŝƚŚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŶŽƌĂŶLJƉĂƌƚŽĨŝƚŶŽƌĂŶLJŵŽŶŝĞƐĚƵĞŽƌƚŽďĞĐŽŵĞ
ĚƵĞƵŶĚĞƌŝƚŵĂLJďĞĂƐƐŝŐŶĞĚďLJŽŶƚƌĂĐƚŽƌǁŝƚŚŽƵƚƚŚĞ ƉƌŝŽƌ ĐŽŶƐĞŶƚŽĨŝƚLJ͕ǁŚŝĐŚƐŚĂůůŶŽƚďĞ
ƵŶƌĞĂƐŽŶĂďůLJǁŝƚŚŚĞůĚ͘
Ϯϴ͘ d,/ZͲWZdzZ/',d^
EŽƚŚŝŶŐŝŶƚŚŝƐŐƌĞĞŵĞŶƚƐŚŽƵůĚďĞĐŽŶƐƚƌƵĞĚƚŽŐŝǀĞĂŶLJƌŝŐŚƚƐŽƌďĞŶĞĨŝƚƐƚŽĂŶLJƉĂƌƚLJŽƚŚĞƌƚŚĂŶƚŚĞ
ŝƚLJĂŶĚŽŶƚƌĂĐƚŽƌ͘
Ϯϵ͘ Ed/Z 'Z D Ed
dŚŝƐŐƌĞĞŵĞŶƚ͕ƚŽŐĞƚŚĞƌǁŝƚŚĂŶLJŽƚŚĞƌǁƌŝƚƚĞŶĚŽĐƵŵĞŶƚƌĞĨĞƌƌĞĚƚŽŽƌĐŽŶƚĞŵƉůĂƚĞĚďLJŝƚ͕ĂůŽŶŐǁŝƚŚ
ƚŚĞ ƉƵƌĐŚĂƐĞ ŽƌĚĞƌ ĨŽƌ ƚŚŝƐ ŐƌĞĞŵĞŶƚ ĂŶĚ ŝƚƐ ƉƌŽǀŝƐŝŽŶƐ͕ ĞŵďŽĚLJ ƚŚĞ ĞŶƚŝƌĞ ŐƌĞĞŵĞŶƚ ĂŶĚ
ƵŶĚĞƌƐƚĂŶĚŝŶŐďĞƚǁĞĞŶƚŚĞƉĂƌƚŝĞƐƌĞůĂƚŝŶŐƚŽƚŚĞƐƵďũĞĐƚŵĂƚƚĞƌŽĨŝƚ͘/ŶĐĂƐĞŽĨĐŽŶĨůŝĐƚ͕ƚŚĞƚĞƌŵƐŽĨƚŚĞ
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ďĞĞdžĞĐƵƚĞĚŝŶĐŽƵŶƚĞƌƉĂƌƚƐ͘
ϯϬ͘ Wh>/' Ez>h^
ŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŚĂƚĂŶLJƉƵďůŝĐĂŐĞŶĐLJĂƐĚĞĨŝŶĞĚďLJĂů͘'Žǀ͘ŽĚĞƐĞĐƚŝŽŶϲϱϬϬ͕ŝĨĂƵƚŚŽƌŝnjĞĚďLJŝƚƐ
ŐŽǀĞƌŶŝŶŐďŽĚLJ͕ƐŚĂůůŚĂǀĞƚŚĞŽƉƚŝŽŶƚŽƉĂƌƚŝĐŝƉĂƚĞŝŶƚŚŝƐĐŽŶƚƌĂĐƚĂƚƚŚĞƐĂŵĞƉƌŝĐĞƐ͕ƚĞƌŵƐ͕ĂŶĚ
ĐŽŶĚŝƚŝŽŶƐ͘/ĨĂŶŽƚŚĞƌƉƵďůŝĐĂŐĞŶĐLJĐŚŽŽƐĞƐƚŽƉĂƌƚŝĐŝƉĂƚĞ͕ƚŚĞƚĞƌŵƐŚĂůůďĞĨŽƌƚŚĞƚĞƌŵŽĨƚŚŝƐĐŽŶƚƌĂĐƚ͕
Nov. 12, 2024 Item #2 Page 492 of 680
dd,D Ed:
W^ϮϱͲϯϱϳϭ
WĂŐĞϵ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
ĂŶĚ ƐŚĂůů ďĞ ĐŽŶƚŝŶŐĞŶƚ ƵƉŽŶ ŽŶƚƌĂĐƚŽƌΖƐ ĂĐĐĞƉƚĂŶĐĞ͘ WĂƌƚŝĐŝƉĂƚŝŶŐ ƉƵďůŝĐ ĂŐĞŶĐŝĞƐ ƐŚĂůů ďĞ ƐŽůĞůLJ
ƌĞƐƉŽŶƐŝďůĞĨŽƌƚŚĞƉůĂĐŝŶŐŽĨŽƌĚĞƌƐ͕ĂƌƌĂŶŐŝŶŐĨŽƌĚĞůŝǀĞƌLJĂŶĚͬŽƌƐĞƌǀŝĐĞƐ͕ĂŶĚŵĂŬŝŶŐƉĂLJŵĞŶƚƐƚŽƚŚĞ
ŽŶƚƌĂĐƚŽƌ͘dŚĞŝƚLJŽĨĂƌůƐďĂĚĂŶĚĂƌůƐďĂĚDƵŶŝĐŝƉĂůtĂƚĞƌŝƐƚƌŝĐƚƐŚĂůůŶŽƚďĞůŝĂďůĞ͕ŽƌƌĞƐƉŽŶƐŝďůĞ͕
ĨŽƌĂŶLJŽďůŝŐĂƚŝŽŶƐ͕ŝŶĐůƵĚŝŶŐďƵƚŶŽƚůŝŵŝƚĞĚƚŽĨŝŶĂŶĐŝĂůƌĞƐƉŽŶƐŝďŝůŝƚLJ͕ŝŶĐŽŶŶĞĐƚŝŽŶǁŝƚŚƉĂƌƚŝĐŝƉĂƚŝŽŶ
ďLJĂŶŽƚŚĞƌƉƵďůŝĐĂŐĞŶĐLJ͘
ϯϭ͘ hd,KZ/dz
dŚĞŝŶĚŝǀŝĚƵĂůƐĞdžĞĐƵƚŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚĂŶĚƚŚĞŝŶƐƚƌƵŵĞŶƚƐƌĞĨĞƌĞŶĐĞĚŝŶŝƚŽŶďĞŚĂůĨŽĨŽŶƚƌĂĐƚŽƌ
ĞĂĐŚƌĞƉƌĞƐĞŶƚĂŶĚǁĂƌƌĂŶƚƚŚĂƚƚŚĞLJŚĂǀĞƚŚĞůĞŐĂůƉŽǁĞƌ͕ƌŝŐŚƚĂŶĚĂĐƚƵĂůĂƵƚŚŽƌŝƚLJƚŽďŝŶĚŽŶƚƌĂĐƚŽƌ
ƚŽƚŚĞƚĞƌŵƐĂŶĚĐŽŶĚŝƚŝŽŶƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
džĞĐƵƚĞĚďLJŽŶƚƌĂĐƚŽƌƚŚŝƐͺͺͺͺͺͺͺͺͺͺͺĚĂLJŽĨͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺ͕ϮϬϮϰ͘
Ϯϰ KĐƚŽďĞƌ
Nov. 12, 2024 Item #2 Page 493 of 680
dd,D Ed:
W^ϮϱͲϯϱϳϭ
WĂŐĞϭϭ ŝƚLJƚƚŽƌŶĞLJƉƉƌŽǀĞĚsĞƌƐŝŽŶϱͬϮϮͬϮϬϮϰ
y,//d
^KW K&^ Zs/ ^E& ^
WĞƌĨŽƌŵĂǀĂƌŝĞƚLJŽĨǁĂƚĞƌƌĞƐŽƵƌĐĞƐƚƵĚŝĞƐĂŶĚĞŶŐŝŶĞĞƌŝŶŐƌĞůĂƚĞĚƚĂƐŬƐĂƐŽƵƚůŝŶĞĚŝŶŝŶĚŝǀŝĚƵĂůWƌŽũĞĐƚ
dĂƐŬĞƐĐƌŝƉƚŝŽŶƐΘ&ĞĞůůŽƚŵĞŶƚƐ;WdΘ&Ϳ͕ƌĞůĂƚĞĚƚŽƚŚĞĨŽůůŽǁŝŶŐ͗
͘ƌŝĚŐĞŽƌŽƚŚĞƌĨƌŽŶƚǁĂƚĞƌƐƚƌƵĐƚƵƌĞƐĐŽƵƌĂŶĂůLJƐĞƐ͘
͘ŽĂƐƚĂůĂŶĂůLJƐĞƐĂŶĚĚĞƐŝŐŶ͘
͘ƌŝƚŝĐĂůŽĂƌƐĞ^ĞĚŝŵĞŶƚzŝĞůĚƌĞĂ;^zͿŶĂůLJƐŝƐ͘
͘&/ZDƌĞǀŝƐŝŽŶƐŽƌŽƚŚĞƌ& DŵĂƉƐŽƌƐƚƵĚŝĞƐ͘
͘,LJĚƌŽůŽŐLJĂŶĚŚLJĚƌĂƵůŝĐƐƐƚƵĚŝĞƐ͘
&͘,LJĚƌŽŵŽĚŝĨŝĐĂƚŝŽŶ͕ĚĞƚĞŶƚŝŽŶ͕ĂŶĚƌĞƚĞŶƚŝŽŶĂŶĂůLJƐĞƐĂŶĚĚĞƐŝŐŶ͘
'͘>Žǁ/ŵƉĂĐƚĞƐŝŐŶ;>/ͿĂŶĂůLJƐĞƐĂŶĚĚĞƐŝŐŶ͘
,͘WůĂŶĐŚĞĐŬĂŶĚƚĞĐŚŶŝĐĂůƐƚƵĚŝĞƐƌĞǀŝĞǁĨŽƌĐŽŵƉůŝĂŶĐĞ͘
/͘^ĞĚŝŵĞŶƚƚƌĂŶƐƉŽƌƚĂŶĂůLJƐĞƐ͘
:͘^ƚŽƌŵĚƌĂŝŶƐƐLJƐƚĞŵĂƐƐĞƐƐŵĞŶƚĂŶĚĚĞƐŝŐŶ͘
<͘^ƚŽƌŵtĂƚĞƌWŽůůƵƚŝŽŶWƌĞǀĞŶƚŝŽŶWůĂŶƐ;^tWWWͿ͘
>͘^ƚŽƌŵtĂƚĞƌYƵĂůŝƚLJDĂŶĂŐĞŵĞŶƚWůĂŶƐ;^tYDWͿ͘
D͘^ĞĚŝŵĞŶƚƐƵƉƉůLJΘĚĞŵĂŶĚƉƌŽũĞĐƚŝŽŶƐ͘
E͘^ƵƉƉŽƌƚǁŝƚŚĂŵ/ŶƵŶĚĂƚŝŽŶDŽĚĞůŝŶŐ͘
ZĞƋƵĞƐƚƐĨŽƌǁŽƌŬŶŽƚůŝƐƚĞĚĂďŽǀĞŵƵƐƚďĞĐŽŶƚƌĂĐƚĞĚƵŶĚĞƌƐĞƉĂƌĂƚĞĂŐƌĞĞŵĞŶƚ͘
Nov. 12, 2024 Item #2 Page 495 of 680
1
Since this solicitation is for As-Needed/On-Call services the fee schedules provide hourly rates for
positions. At the Task Order stage, hourly rates and position will be provided for each team member.
rovide hourly
each team m
Hourly Rates – California Offices
March 1, 2024 – August 30, 2024
_____________________________________________________________________________________________________________________________________
Rates subject to change for prevailing wage contracts.
When authorized, overtime shall be charged at the listed rates times 1.5.
Unless otherwise agreed upon, we shall charge for printing, reproduction, deliveries, transportation, and other expenses.
A fifteen (15) percent fee for administration, coordination and handling will be added to all subcontracted services.
Page xx of xx
Principal Consultant (Special Projects) .............................. $300.00
Principal .............................................................................. 290.00
Associate Principal .............................................................. 270.00
Associate/Manager ............................................................. 250.00
Expert Witness ..................................................................... 450.00
Court Appearance per half day or part............................... 1,800.00
Senior Project Manager/Engineering Manager ................. $ 245.00
Principal Project Engineer/Manager .................................... 230.00
Associate Project Engineer/Manager ................................... 205.00
Assistant Project Engineer/Manager .................................... 190.00
Principal Engineering Designer ........................................... 170.00
Associate Engineering Designer .......................................... 150.00
Assistant Engineering Designer .......................................... 135.00
Principal Engineering Drafter ............................................. 130.00
Associate Engineering Drafter ............................................ 120.00
Assistant Engineering Drafter ............................................ 110.00
Senior Technical Manager .................................................. 195.00
Senior Transportation/Traffic Engineer ............................. $ 240.00
Principal Transportation/Traffic Engineer ........................... 230.00
Associate Transportation/Traffic Engineer .......................... 205.00
Assistant Transportation/Traffic Engineer ........................... 190.00
Principal Transportation/Traffic Designer ........................... 170.00
Associate Transportation/Traffic Designer .......................... 150.00
Assistant Transportation/Traffic Designer .......................... 135.00
Principal Planner II ............................................................ $ 220.00
Principal Planner I .............................................................. 205.00
Senior Planner II .................................................................. 190.00
Senior Planner I ................................................................... 180.00
Associate Planner ............................................................... 160.00
Assistant Planner ................................................................ 140.00
Planning Technician ........................................................... 120.00
Principal Project Landscape Architect/Manager .............. $ 205.00
Associate Project Landscape Architect/Manager .............. 185.00
Assistant Project Landscape Architect/Manager ............... 165.00
Principal Landscape/Urban Designer ................................. 140.00
Associate Landscape/Urban Designer ............................... 130.00
Assistant Landscape/Urban Designer ................................ 115.00
Director of Environmental Planning Services .................. $ 245.00
Principal Environmental Project Manager .......................... 210.00
Associate Environmental Project Manager ....................... 195.00
Assistant Environmental Project Manager ....................... 180.00
Principal Environmental Planner/Analyst ........................ 165.00
Associate Environmental Planner/Analyst ....................... 145.00
Assistant Environmental Planner/Analyst .......................... 125.00
Environmental Technician .................................................. 110.00
Principal Water Resources Engineer/Manager .................. $ 235.00
Principal Water Resources Designer ................................... 170.00
Associate Water Resources Designer .................................. 150.00
Assistant Water Resources Designer .................................. 135.00
Principal Stormwater Project Manager ............................. $ 200.00
Associate Stormwater Project Manager .............................. 185.00
Assistant Stormwater Project Manager ............................. 165.00
Principal Stormwater Specialist ........................................ 145.00
Associate Stormwater Specialist ....................................... 135.00
Assistant Stormwater Specialist ........................................ 120.00
GIS Manager ..................................................................... $200.00
GIS Asset Manager .............................................................. 195.00
GIS Programmer ................................................................ 170.00
Principal GIS Project Manager .......................................... 190.00
Associate GIS Project Manager ........................................... 175.00
Assistant GIS Project Manager .......................................... 160.00
Principal GIS Analyst ........................................................ 150.00
Associate GIS Analyst ....................................................... 140.00
Assistant GIS Analyst ........................................................ 125.00
Graphics Designer .............................................................. 145.00
CAD Manager ..................................................................... 180.00
Field Supervisor ............................................................... $ 220.00
One-person Survey Party ................................................... 180.00
One-person Survey Party with Robotics ............................ 230.00
Two-person Survey Party ................................................... 280.00
Three-person Survey Party ................................................ 380.00
3D Laser Scanning Crew (One-Person) ............................ $ 210.00
3D Laser Scanning Crew (Two Person) ............................. 310.00
Principal 3D Laser Scanning Project Manager ................. $ 200.00
Associate 3D Laser Scanning Project Manager .................. 175.00
Assistant 3D Laser Scanning Project Manager ................... 165.00
Principal 3D Laser Scanning Specialist .............................. 145.00
Associate 3D Laser Scanning Specialist ............................. 135.00
Assistant 3D Laser Scanning Specialist .............................. 125.00
Principal 3D Laser Scanning Technician ............................. 115.00
Associate 3D Laser Scanning Technician ........................... 105.00
Assistant 3D Laser Scanning Technician .............................. 95.00
Photogrammetry Supervisor .............................................. $185.00
Principal Photogrammetrist ............................................... 160.00
Associate Photogrammetrist ............................................... 130.00
Assistant Photogrammetrist ................................................ 120.00
Principal Survey Analyst ................................................... $195.00
Associate Survey Analyst ................................................... 160.00
Assistant Survey Analyst ..................................................... 130.00
Associate Project Administrator ....................................... $ 100.00
Assistant Project Administrator ............................................ 80.00
Administrative Assistant/Manager........................................ 85.00
Nov. 12, 2024 Item #2 Page 496 of 680
2
21636 North Dietz Drive, Maricopa, Arizona 85138 520.316.6745 fdsaz.com– veracity.pro
31894 Whitetail Ln., Temecula, CA 92592 619.677.6542
ARIZONA - CALIFORNIA – HAWAII – NEVADA – NEW MEXICO
Standard Hourly Rate Sheet
Personnel Job Description Billing Rate
Sharon Morris Project Manager $ 94.00
Adam Barry Field Tech II $ 50.00
Jon McCreadie Field Tech II $ 50.00
Aaron Barry Field Tech II $ 50.00
Robin Fatone Field Tech I $ 48.00
Nov. 12, 2024 Item #2 Page 497 of 680
3
The Power of Commitment
2305 Historic Decatur Road
Suite 102
San Diego, CA 92106
USA
ghd.com
Personnel Job Description Billing Rate
Lindsey Van Parys Project Manager $298/hr
Brittany Zambrano Senior Civil Engineer $204/hr
Standard Hourly Rate Sheet
Nov. 12, 2024 Item #2 Page 498 of 680
ATTACHMENT AK
PSA25-3568CA
Page 2 City Attorney Approved Version 5/22/2024
Description for the project (see paragraph 5 below). Extensions of time for a specific Task Description may
be granted if requested by Contractor and agreed to in writing by the City Manager or the Division Director
as authorized by the City Manager (“Director”). The City Manager or Director will give allowance for
documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight
on the part of Contractor, or delays caused by City inaction or other agencies' lack of timely action. In no
event shall a specific Task Description exceed the term of this Agreement.
5. COMPENSATION
The cumulative total for all projects allowed pursuant to this Agreement will not exceed seven hundred
thousand dollars ($700,000). Fees will be paid on a project-by-project basis and will be based on
Contractor’s Schedule of Rates specified in Exhibit “A”. Prior to initiation of any project work by
Contractor, City shall prepare a Project Task Description and Fee Allotment (the "Task Description") which,
upon signature by Contractor and for City, the City Manager or Director, will be considered a part of this
Agreement. The Task Description will include a detailed scope of services for the particular project being
considered and a statement of Contractor's fee to complete the project in accordance with the specified
scope of services. The Task Description will also include a description of the method of payment and will
be based upon an hourly rate, percentage of project complete, completion of specific project tasks or a
combination thereof.
If the City or CMWD elect to extend the term of the Master Services Agreement, adjustments to the rate
schedule may be permitted. Upon receipt of a written request from the Contractor, the City or CMWD
may consider approving a rate schedule increase. Rate schedule increases will be considered for each
anniversary of the Agreement effective date after the initial three-year term. An increase to the rate
schedule will be calculated based on the proceeding 12-month percentage change in the Consumer Price
Index, San Diego Area, for All Urban Customers (CPI-U) , as reported by the Bureau of Labor Statistics or
5.0%, whichever is lower. If the CPI-U is a negative number, then the rate schedule will not be adjusted
for that year. The Contractor must submit a request and justification to increase the rate schedule at least
sixty days prior to the anniversary of the effective date, assuming the City or CMWD opt to extend the
Master Services Agreement. The justification accompanying the written request should detail the
rationale for the requested adjustment, and the requested adjustment amount, supported by relevant
documentation (e.g., CPI-U or 5.0%, whichever is less). Approval of rate schedule increase by the City or
CMWD must be documented in an amendment to the Agreement.
6. PREVAILING WAGE RATES
Any construction, alteration, demolition, repair, and maintenance work, including work performed during
design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000
and performed under this Agreement are subject to state prevailing wage laws. The general prevailing
rate of wages, for each craft or type of worker needed to execute the contract, shall be those as
determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the
California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable
wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified
prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement.
Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which
generally requires keeping accurate payroll records, verifying and certifying payroll records, and making
them available for inspection. Contractor shall require any subcontractors to comply with Section 1776.
7. CONSTRUCTION MANAGEMENT SOFTWARE
Procore Project Management and Collaboration System. This project may utilize the Owner’s Procore
(www.procore.com) online project management and document control platform. The intent of utilizing
Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team
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dynamic by improving information flow, reducing non-productive activities, reducing rework and
decreasing turnaround times. The Contractor is required to create a free web-based Procore user
account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system.
Unless the Engineer approves otherwise, the Contractor shall process all project documents through
Procore because this platform will be used to submit, track, distribute and collaborate on project. If
unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall
complete a free training certification course located at http://learn.procore.com/procore-certification-
subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either
through the online training or reaching out to the Procore support team. It will be the responsibility of the
Contractor to regularly check Procore and review updated documents as they are added. There will be no
cost to the Contractor for use of Procore.
It is recommended that the Contractor provide mobile access for Windows, iOS located at
https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices
located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App
installed to at least one on-site individual to provide real-time access to current posted drawings,
specifications, RFIs, submittals, schedules, change orders, project documents, as well as any deficient
observations or punch list items. Providing mobile access will improve communication, efficiency, and
productivity for all parties. The use of Procore for project management does not relieve the contractor of
any other requirements as may be specified in the contract documents.
8. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit
of Contractor's independent calling, and not as an employee of City. Contractor will be under control of
City only as to the result to be accomplished, but will consult with City as necessary. The persons used by
Contractor to provide services under this Agreement will not be considered employees of City for any
purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete compensation
to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of
Contractor or its agents, employees or subcontractors. City will not be required to pay any workers'
compensation insurance or unemployment contributions on behalf of Contractor or its employees or
subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement
contribution, social security, overtime payment, unemployment payment or workers' compensation
payment which City may be required to make on behalf of Contractor or any agent, employee, or
subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct
the indemnification amount from any balance owing to Contractor.
9. CONTRACTOR EVALUATIONS
Work performed under this Master Services Agreement may be subject to the City’s contractor evaluation
program. Prior to the release of any task orders, the Contractor will be notified of the program
requirements and will receive a copy of the evaluation criteria and process. The Contractor’s performance
may be evaluated and the results will be considered for future task orders or agreements.
10. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City. If
Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and
omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the
subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor.
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Nothing contained in this Agreement will create any contractual relationship between any subcontractor
of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind
every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement
applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved
in writing by City.
11. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
12. INDEMNIFICATION
Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City
and its officers, elected and appointed officials, employees and volunteers from and against all claims,
damages, losses and expenses including attorneys fees arising out of the performance of the work
described herein caused by any willful misconduct or negligent act or omission of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable.
If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then,
and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein,
Contractor’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to
the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a
final adjudication by a court of competent jurisdiction. Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or
on behalf of an injured employee under the City’s self-administered workers’ compensation is included as
a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
13. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all amendments,
insurance against claims for injuries to persons or damage to property which may arise out of or in
connection with performance of the services by Contractor or Contractor’s agents, representatives,
employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and
authorized to do business in the State of California. The insurance carrier is required to have a current
Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of
Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”;
OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC)
latest quarterly listings report.
13.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits
indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations
under this Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect
Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will
obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense.
The full limits available to the named insured shall also be available and applicable to the City as an
additional insured.
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13.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis,
including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general
aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
or the general aggregate limit shall be twice the required occurrence limit.
13.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for
City). $2,000,000 combined single-limit per accident for bodily injury and property damage.
13.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor has no
employees and provides, to City's satisfaction, a declaration stating this.
13.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession
with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years
following the date of completion of the work.
13.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this
Agreement contain, or are endorsed to contain, the following provisions:
13.2.1 The City will be named as an additional insured on Commercial General Liability which
shall provide primary coverage to the City.
13.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be
written as claims-made coverage.
13.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires
and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City.”
13.2.4 This insurance will be in force during the life of the Agreement and any extensions of it
and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant
to the Notice provisions of this Agreement.
13.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement,
Contractor will furnish certificates of insurance and endorsements to City.
13.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages,
then City will have the option to declare Contractor in breach, or may purchase replacement insurance or
pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor
is responsible for any payments made by City to obtain or maintain insurance and City may collect these
payments from Contractor or deduct the amount paid from any sums due Contractor under this
Agreement.
13.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and
certified copies of any or all required insurance policies and endorsements.
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14. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as
may be amended from time-to-time.
15. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of records and any other
documents created pursuant to this Agreement. Contractor will allow inspection of all work, data,
documents, proceedings, and activities related to the Agreement for a period of four (4) years from the
date of final payment under this Agreement.
16. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this
Agreement is the property of City. In the event this Agreement is terminated, all work product produced
by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered
at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s
records.
17. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor
relinquishes all claims to the copyrights in favor of City.
18. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on behalf
of City and on behalf of Contractor under this Agreement are:
For City: For Contractor:
Name Eleida Felix Yackel Name Bryan Hill
Title Senior Contract Administrator Title Project Manager
Dept Public Works Address 122 Civic Center Drive
CITY OF CARLSBAD Suite 206, Vista, CA 92084
Address 1635 Faraday Avenue Phone 760-414-9212 M: 858-204-9110
Carlsbad, CA 92008 Email Bryan@trwengineering.com
Phone 442-339-2767
Each party will notify the other immediately of any changes of address that would require any notice or
delivery to be directed to another address.
19. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which
in any manner affect those employed by Contractor, or in any way affect the performance of the Services
by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and
regulations and will be responsible for the compliance of Contractor's services with all applicable laws,
ordinances and regulations.
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Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will
comply with those requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, subcontractors and consultants whose services are required by this Agreement.
20. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS
Contractor’s vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package
delivery vehicles operated in California may be subject to the California Air Resources Board (CARB)
Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce
emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage
at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets.
21. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
22. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will be used
to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties.
Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A
copy of such documented dispute will be forwarded to both parties involved along with recommended
methods of resolution, which would be of benefit to both parties. The representative receiving the letter
will reply to the letter along with a recommended method of resolution within ten (10) business days. If
the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will
be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended
by each party and may then opt to direct a solution to the problem. In such cases, the action of the City
Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the
parties from seeking remedies available to them at law.
23. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate
this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City
decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City
may terminate this Agreement upon written notice to Contractor. Upon notification of termination,
Contractor has five (5) business days to deliver any documents owned by City and all work in progress to
City at the address contained in this Agreement. City will make a determination of fact based upon the
work product delivered to City and of the percentage of work that Contractor has performed which is
usable and of worth to City in having the Agreement completed. Based upon that finding City will
determine the final payment of the Agreement.
City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor
may terminate this Agreement by tendering ______________ (___) days written notice to City. In the
event of termination of this Agreement by either party and upon request of City, Contractor will assemble
the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be
paid for work performed to the termination date; however, the total will not exceed the lump sum fee
payable under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
24. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other than a
bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has
not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
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percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award
or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this
Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent
fee.
25. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be
asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of
litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to
City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor
acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this
Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public
entity. These provisions include false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the
False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor
acknowledges that the filing of a false claim may subject Contractor to an administrative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work
or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another
jurisdiction is grounds for City to terminate this Agreement.
26. JURISDICTIONS AND VENUE
This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at
law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for
by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of
California, and the parties waive all provisions of law providing for a change of venue in these proceedings
to any other county.
27. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and
their respective successors. Neither this Agreement nor any part of it nor any monies due or to become
due under it may be assigned by Contractor without the prior consent of City, which shall not be
unreasonably withheld.
28. THIRD-PARTY RIGHTS
Nothing in this Agreement should be construed to give any rights or benefits to any party other than the
City and Contractor.
29. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it, along with
the purchase order for this Agreement and its provisions, embody the entire Agreement and
understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the
Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be
amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may
be executed in counterparts.
30. PUBLIC AGENCY CLAUSE
Contractor agrees that any public agency as defined by Cal. Gov. Code section 6500, if authorized by its
governing body, shall have the option to participate in this contract at the same prices, terms, and
conditions. If another public agency chooses to participate, the term shall be for the term of this contract,
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and shall be contingent upon Contractor's acceptance. Participating public agencies shall be solely
responsible for the placing of orders, arranging for delivery and/or services, and making payments to the
Contractor. The City of Carlsbad and Carlsbad Municipal Water District shall not be liable, or responsible,
for any obligations, including but not limited to financial responsibility, in connection with participation
by another public agency.
31. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor
each represent and warrant that they have the legal power, right and actual authority to bind Contractor
to the terms and conditions of this Agreement.
Executed by Contractor this___________ day of _______________________, 2024.
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EXHIBIT A
SCOPE OF SERVICES AND FEES
Perform a variety of water resource studies and engineering related tasks as outlined in individual Project
Task Descriptions & Fee Allotments (PTD&FA), related to the following:
A. Bridge or other front water structure scour analyses.
B. Coastal analyses and design.
C. Critical Coarse Sediment Yield Area (CCSYA) Analysis.
D. FIRM revisions or other FEMA maps or studies.
E. Hydrology and hydraulics studies.
F. Hydromodification, detention, and retention analyses and design.
G. Low Impact Design (LID) analyses and design.
H. Plan check and technical studies review for compliance.
I. Sediment transport analyses.
J. Storm drains system assessment and design.
K. Storm Water Pollution Prevention Plans (SWPPP).
L. Storm Water Quality Management Plans (SWQMP).
M. Sediment supply & demand projections.
N. Support with Dam Inundation Modeling.
Requests for work not listed above must be contracted under separate agreement.
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Rates valid through term of Agreement.
Associate EngineerTed Drury
Junior EngineerGrant Stilp
Project ManagerAlex Smith
Project ManagerTina Fransson
Project ManagerJohn Duewel $250
$200
$140
$250
$250
AdministrativeCassie Sparks $120
Tory R. Walker Engineering Staff Rates
HOURLY RATETITLESTAFF NAME
Principal in ChargeTory R. Walker $290
Project ManagerBryan Hill $250
ATTACHMENT B - RATE SCHEDULE
SECTION 6
Rincon Consultants Staff Rates
HOURLY RATETITLESTAFF NAME
PrincipalTorin Snyder $329
Senior Environmental ScientistCaitlyn Teague $255
Mileage Current IRS rate
Direct Costs Cost + 10%
RATEEXPENSE
Expenses
Attachment B - Rate Schedule
City of Carlsbad | Master Agreement for Consultant Services
Category 12 - Water Resources Studies and Engineering
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