01 Attachment A to RFP 24-25-31 Scope of Services.docx

EXHIBIT A

SCOPE OF SERVICES

GENERAL

Contractor shall provide all necessary supervision, labor, and services, plus all tools, equipment, materials, paint, and supplies required to perform underground locating and field marking services (“Services”). These services are essential to prevent damage to underground utilities during Excavation activities and ensure the safety and integrity of the City's infrastructure. Contractor will be responsible for accurately identifying and marking the locations of underground utility facilities within designated areas.

Contractor will primarily perform Services in City of Santa Clara limits, and also in the city limits of adjacent cities, including San Jose, Sunnyvale, and Cupertino.

To the extent not inconsistent with this Agreement, the City’s [Solicitation Number] (including subsequent updates) and Contractor’s proposal response dated [Date], are hereby incorporated by reference herein and shall supplement this Scope of Services and be subject to the terms and conditions of the Agreement. In the event of a conflict between the Agreement (including its Exhibits and the [Solicitation Number] or Contractor’s proposal, the Agreement and this Exhibit shall govern.

DEFINITIONS

“Active Subsurface Installation” means a Subsurface Installation that is currently in use or currently carrying service.

“Dig Safe Board” means the California Underground Facilities Safe Excavation Board.

“DigTix” means the cloud-based Ticket software used by the Underground Service Alert of Northern California and Nevada (USA North 811).

“Delineate” means to mark the location or path of the proposed Excavation in white using the guidelines in Appendix B of the “Guidelines for Excavation Delineation” published in the most recent version of the Best Practices Guide of the Common Ground Alliance, or provide physical identification of the area to be excavated using alternative marking methods, including, but not limited to, flags, stakes, whiskers, or a combination of these methods, if an Excavator makes a determination that standard delineation may be misleading to those persons using affected streets and highways, or be misinterpreted as a traffic or pedestrian control, and the Excavator has contacted the regional notification center to advise the Operators that the Excavator will physically identify the area to be excavated using alternative marking methods.

“Electronic Positive Response” means an electronic response from an Operator to the regional notification center providing the status of an Operator’s statutorily required response to a Ticket.

“Emergency” means a sudden, unexpected occurrence, involving a clear and imminent danger, demanding immediate action to prevent or mitigate loss of, or damage to, life, health, property, or essential public services.

“Emergency Excavation Location Request” means any communication to USA North 811 in response to an Emergency for which USA North 811 issues a number.

“Excavator” means any person, firm, contractor or subcontractor, owner, Operator, utility, association, corporation, partnership, business trust, public agency, or other entity that performs any Excavation with their own employees or equipment.

“Excavation” means any operation in which earth, rock, or other material in the ground is moved, removed, or otherwise displaced by means of tools, equipment, or explosives in any of the following ways: grading, trenching, digging, ditching, drilling, augering, tunneling, scraping, cable or pipe plowing and driving, or any other way.

“Facility” means any surface installation or Subsurface Installation.

“High Priority Subsurface Installation” means high-pressure natural gas pipelines with normal operating pressures greater than 415kPA gauge (60psig), petroleum pipelines, pressurized sewage pipelines, high-voltage electric supply lines, conductors, or cables that have a potential to ground of greater than or equal to 60kv, or hazardous materials pipelines that are potentially hazardous to workers or the public if damaged.

“Inactive Subsurface Installation” means either of the following:

The portion of an underground Subsurface Installation that is not active but is still connected to the Subsurface Installation, or to any other Subsurface Installation, that is active or still carries service.

A new underground Subsurface Installation that has not been connected to any portion of an existing Subsurface Installation.

“Locate and Field Mark” means to indicate the existence of any owned or maintained Subsurface Installations by using the guidelines in Appendix B of the “Guidelines for Operator Facility Field Delineation” published in the most recent version of the Best Practices guide of the Common Ground Alliance and in conformance with the uniform color code of the American Public Works Association.

“Operator” means any person, corporation, partnership, business trust, public agency, or other entity that owns, operates, or maintains a Subsurface Installation.

“Site Visit” means a Contractor’s visit to a location where a Subsurface Installation exists.

“Subsurface Installation” means any underground pipeline, conduit, duct, wire, or other structure, except non pressurized sewer lines, non-pressurized storm drains, or other non-pressurized drain lines.

“Standard Excavation Location Request” means any communication to USA North 811 for which USA North 811 issues a number and which is not considered an Emergency Excavation Location Request.

“Ticket” means either a Standard or Emergency Excavation Location Request issued a number by USA North 811.

“Third Party Damage” means any damage caused to a Subsurface Installation by a third party after the location and field marking of an Excavation site.

“Tolerance Zone” means 24 inches on each side of the field marking placed by the Contractor in one of the following ways:

Twenty-four inches from each side of a single marking, assumed to be the centerline of the Subsurface Installation.

Twenty-four inches plus one-half the specified size on each side of a single marking with the size of installation specified.

Twenty-four inches from each outside marking that graphically shows the width of the outside surface of the Subsurface Installation on a horizontal plane.

SERVICES TO BE PERFORMED

Initial Setup SVP will work with Contractor to arrange for USA North 811 to send all Tickets directly to Contractor via DigTix.

Locate and Field Mark Services Upon receipt of a Ticket, Contractor shall manage the entire “Locate and Field Mark” process for Silicon Valley Power (SVP).

Contractor shall receive Tickets directly from USA North 811 via their One-Call Center and DigTix.

Contractor shall Locate and Field Mark subsurface assets and Delineate the surface above any Active, Inactive, or High Priority Subsurface Installation within statutorily mandated timeframes.

Contractor shall visit a site as many times as necessary to satisfactorily complete the services required for each Ticket.

All Subsurface Installations shall be electronically located to the extent possible.

The surface above a Subsurface Installation shall be appropriately field marked, taking into account Tolerance Zones.

Contractor shall capture unobstructed and clear photographs of field markings and nearby landmarks from multiple angles and upload them to each Ticket in DigTix.

Management of Confidential Information Contractor shall manage confidential information of SVP, including maps and records of Subsurface Installations SVP provides to Contractor in electronic form.

Contractor shall retain and safeguard SVP’s location maps and records at all times during the term of this Agreement. Upon termination, Contractor shall take all reasonable precautions to protect the integrity of the City’s location maps and records and shall not use or disclose them to third parties.

Handling of Discrepancies, Omissions, and Unlocatable Subsurface Installation Contractor shall notify SVP of any discrepancies or omissions in the SVP-provided records, to the extent that Contractor can determine the discrepancies and omissions.

Maps may not be available for particular Subsurface Installations, and to the extent maps are available, they may not reflect the actual physical location of Subsurface Installations. Contractor shall be solely responsible for determining the existence of Subsurface Installations, including walking around houses and buildings to find physical evidence or structures that indicate the location of Subsurface Installations.

When a Subsurface Installation exists but cannot be located, Contractor must notify SVP. SVP will provide suggested courses of action. If no course of action is successful, Contractor shall notify the Excavator that SVP Subsurface Installations exist but cannot be located and caution the Excavator that any location information provided may not be reasonably accurate.

Administrative Responsibilities Contractor’s administrative responsibilities shall include receiving Tickets, recording, dispatching Excavators, monitoring, reporting, and providing an Electronic Positive Response to USA North 811 for each Ticket via DigTix.

Contractor shall receive and record Tickets from USA North 811 during normal service hours, Monday through Friday, 7:00 a.m. to 5:00 p.m. local time.

Contractor shall complete all requirements of a Ticket within three (3) business days of receiving the request from USA North 811.

Contractor shall receive and record all Emergency Tickets upon receipt and complete all requirements within 24 to 48 hours.

Failure to Fulfill Obligations In the event Contractor fails to fulfil its obligations to Locate and Field Mark a Ticket, SVP, at its sole determination, reserves the right to use its own employees or the services of another contractor to perform the required work. SVP may then bill the Contractor for the costs incurred by SVP.

Liability for Third-Party Damages All costs arising from Third Party Damage to Subsurface Installations resulting from or related to Contractor’s errors or omissions to properly mark such Subsurface Installations in accordance with this agreement and applicable laws and regulations shall be borne by Contractor unless such Third Party Damage is found to be caused by factors outside of Contractor’s control, and Contractor shall indemnify, defend and hold harmless SVP for any such Third Party Damages.

Contractor shall cooperate with any investigation SVP performs into Third Party Damage incidents, including providing testimonial and investigative support when necessary.

If SVP finds that the Excavator at an Excavation site is responsible for the damage instead of Contractor, Contractor shall provide testimonial and investigative support to SVP for any cost recovery efforts initiated by SVP against the Excavator.

SPECIFIC REQUIREMENTS

Contractor shall be responsible for providing the following, as required for the Services:

Supervision and administrative support Program and project management services Subcontractor management Expedited procurement and transportation of materials, parts, and equipment when requested by the City.

REPORTS

Status Reports Contractor shall provide regular cost, schedule, and status updates on Services performed during the term of the agreement. Reports should include:

Statistics on Tickets in the preceding month, including, but not limited to, the number of open and completed Tickets.

Third Party Damages associated with any Ticket(s) in the preceding month.

Other information that may be requested by the City.

Depending on work activity associated with the Services, status updates may be required daily, weekly, or monthly at the direction of SVP.

Contractor shall provide all reports in electronic format and hard copy if requested by the City.

COMPLETION OF SERVICES

All Services shall be completed in a timely, efficient manner.

HOURS AND DAYS OF SERVICE

Contractor will generally perform the required Services during regular business hours which is between 7:00 AM - 7:00 PM PST/PDT, Monday through Friday. City will, at its discretion, allow access during non-business hours when required.

WORK AUTHORIZATION PROCESS

[Use this work authorization process when there are multiple vendors under contract.]

Contractor acknowledges that Contractor is one of [Enter Number of Firms] firms selected to perform [Enter description/title], pursuant to [Number of agreements] separate agreements (collectively, the “XXXX Agreements”). Specific Services will be assigned as set forth below.

Non-Emergency Work When Services are required, SVP will notify one or more contractors under contract for [Enter description/title] to provide a proposal for Services. SVP will provide a description of the Services required, the basis of award, the deadline for response, and any other relevant information (Work Request).

Proposal. Contractor shall prepare and submit a proposal (Proposal) for each Work Request that includes:

A work plan that includes a detailed description by task of the services to be performed.

A project timeline/schedule with discussion on any activities that may impact the project timeline/schedule.

A list of Contractor’s personnel and subcontractors including subcontractor Department of Industrial Relations (DIR) number where required.

Any required drawings or documents.

A list of City responsibilities.

A final acceptance criteria An itemized cost proposal showing:

Hours and hourly rates by position as listed in Exhibit B for both Contractor and subcontractor personnel if applicable. Indicate labor subject to prevailing wage requirements.

Parts/materials Rental and/or specialty equipment Reimbursable expenses, in accordance with the limitations set forth in Exhibit B.

Any additional costs including, but not limited to freight, permits, fees Breakdown of materials and labor sufficient to calculate sales tax Estimated total cost including sales tax All submitted pricing shall be in accordance with the rates authorized in Exhibit B of this Agreement and the Proposal shall include sufficient information for the City to determine that rates are in accordance with the Agreement Cost for any additional equipment, parts, or services required for completion of services as detailed in the Work Request and in Contractor’s Proposal but not reflected in the Contractor’s cost proposal shall be the sole responsibility of the Contractor and at no cost to the City.

The City will review the Proposal, and may elect to approve it, reject it, or use it as a basis for further negotiations with Contractor.

Provided that Contractor’s original Proposal includes all items listed in Section 8.1.2, the City and Contractor may negotiate whether the cost for Work Authorization will be fixed price (lump sum) or based on specific rates of compensation (e.g. time-and-materials) for completion of the services.

Contractor must submit a revised Proposal to the City based upon such negotiations. If a fixed fee or lump sum is authorized, a payment schedule shall be included. The final proposal shall include a clear breakdown of materials and labor indicating taxable and non-taxable items and an estimate of sales tax.

Work Authorization:

If the completion of the services in the Proposal will not result in total costs under this Agreement exceeding the maximum compensation in Section 6 of the Agreement, (when combined with all previously authorized Services), the City may authorize the proposed services as set forth in this Section.

For Proposals with a total cost exceeding $50,000, Work Authorizations shall be issued in substantially the same format as Exhibit E. Each Work Authorization shall describe the proposed services and deliverables the Contractor must provide, the time limit within which the Contractor must complete the proposed service and deliverables, the system acceptance criteria, warranty provisions, and the compensation for the additional services.

Subject to the terms and conditions of this Agreement, Contractor and City will negotiate the specific scope and requirements of each Work Authorization. Upon execution by the Parties, the Work Authorization shall become an Approved Work Authorization.

Each Approved Work Authorization shall have a purchase order attached to it.

For Proposals with a total cost less than $50,000, a signed Work Authorization is not required. The City will issue a purchase order authorizing Services and the purchase order will serve as the Approved Work Authorization.

Only the Assistant Director of the Electric Utility, Electric Utility Chief Operating Officer, or Chief Electric Utility Officer may, on behalf of the City, execute a Work Authorization. Purchase Orders are issued by the Finance Department.

Except in the case of Emergency which shall confirm to the conditions of Section 8.2 or where the circumstances in Section 8.1.4.4 apply, Contractor shall not initiate the additional services and the City will not compensate the Contractor until the City has executed the Work Authorization for such additional services where applicable (“Approved Work Authorization”) and issued a purchase order.

If Contractor begins the Services or fails to dispute a purchase order within three (3) business days, Contractor is assumed to have accepted the terms of the Purchase Order.

An Approved Work Authorization must be consistent with – and cannot alter - the terms and conditions of this Agreement. The terms and conditions of this Agreement shall prevail over any and all terms and conditions contained in an Approved Work Authorization – even if the Approved Work Authorization expressly states that it is intended to control. Any conflicting terms and conditions in an Approved Work Authorization are invalid and unenforceable.

The City (through the individuals listed in section 8.4.3 or, in the case of Purchase Orders, the Finance Department) may terminate an Approved Work Order, Purchase Order, or an Emergency Work Order for convenience with ten (10) days prior written notice to Contractor. In such event, the Contractor shall have no further rights hereunder, except that Contractor shall be paid for all Services adequately rendered prior to such termination.

Changes to Work Authorization:

Contractor shall notify the City immediately when a situation occurs that may result in a change to the total project cost or specific line items in an Approved Work Authorization or purchase order. Contractor shall provide the reason for the change specific to each Approved Work Authorization or purchase order.

If Contractor requires changes to a fixed price Work Authorization, Contractor shall only be permitted to request changes with justification such as additional scope requested by City or unanticipated field conditions. For such changes, Contractor shall submit justification demonstrating that changes in cost are associated with changes in scope. Contractor shall not be entitled to additional compensation for issues such as errors in calculation of original pricing, changes in staff, or other changes that are not directly related to changes requested by City.

In the event that unanticipated site conditions or other issues result in costs that exceed total of the Approved Work Authorization or changes to line items in an Approved Work Authorization or Purchase Order, Contractor shall submit to the City an updated Proposal for review and approval from the City in advance of performing any additional required services. The City will issue a new or amended Work Authorization (if required pursuant to Section 8.1.3) or Purchase Order (as applicable) to authorize such additional services. Each changed Work Authorization and Purchase Order shall amend the Services and be incorporated into the Services by reference.

In the event that issues are identified that can be most efficiently and economically resolved while on site, changes may be approved verbally (in the field), by telephone, or e-mail by the following authorized individuals: Assistant Director of the Electric Utility, Electric Utility Chief Operating Officer, or Chief Electric Utility Officer. Such authorization shall be defined as an Interim Work Order. Contractor shall provide an updated Proposal within two (2) business days so that such changes can be documented in a Work Authorization and/or Purchase Order.

Emergency Work Orders An Emergency work order (Emergency Work Order) should be utilized only in instances of a threat to public health or safety, loss of or damage to property, or serious disruption to essential services. An Emergency is defined as an unforeseen event, circumstance, or combination of circumstances that the City reasonably determines to require immediate action.

Emergency Work Orders do not need to be in writing and may only be authorized by the Assistant Director of the Electric Utility, Electric Utility Chief Operating Officer, or Chief Electric Utility Officer. Such verbal authorizations will be confirmed by the City in writing within three (3) business days by a Purchase Order or, where applicable, a Work Authorization and Purchase Order.

When Emergency services are required, Contractor shall send a Proposal to the City for the required Services as soon as possible, but no later than three (3) business days after starting Services. The Proposal shall be detailed in accordance with this Section 8 and shall also include any completed Services. The City will issue a Work Authorization (if required pursuant to Section 8.1.3) and a Purchase Order as soon as reasonably practicable.

Each Approved Work Authorization and Purchase Order including those authorizations issued pursuant to Section 8.2 and 8.1.4.4 shall be incorporated into the Agreement by reference and subject to its terms and conditions and the Services contained therein shall be included within the Services.

Proposals, pricing, and quotes are not confidential and will not be treated as confidential even if marked confidential when submitted.

Except in the situations described in Section 8.1.4.4 and Section 8.2, Contractor shall not initiate services before a Work Authorization has been executed and/or Purchase Order has been issued.

APPLICABLE LAWS AND REGULATIONS

Contractor shall comply with all applicable present and future federal, state, and local regulations, ordinances and codes, including but not limited to:

Those promulgated by the Occupational Safety and Health Administration (OSHA), the California Department of Industrial Relations, and State Division of Industrial Safety.

Excavation safety standards of the Dig Safe Board.

Northern California Underground Utility Damage Prevention Act.

California Dig Safe Act of 2016.

California Code Section 4216 through Section 4216.9.

Contractor shall comply with the best practices established in the most recently published version of the USA North 811 Excavation Handbook.

Where any applicable laws or ordinances conflict with the City’s requirements, the more stringent requirement(s) shall be followed. Contractor's failure to be thoroughly familiarized with the provisions of any applicable federal, state, and local regulations, ordinances and codes shall not relieve Contractor from compliance with the obligations and penalties resulting therefrom.

Contractor will be responsible for obtaining all licenses, permits, inspections and other authorizations required for Contractor’s performance of the Services.

WORKMANSHIP

Contractor shall perform all Services in a professional manner and environmentally responsible manner that meets or exceeds industry and professional standards of performance. All Services shall be performed by a Contractor employee skilled in the particular task to which they are assigned.

Poor or inferior workmanship, as determined at the sole discretion of the City, shall be removed and replaced to conform to the quality standards of the industry, or otherwise corrected to the satisfaction of the City, at Contractor’s sole expense.

City reserves the right to inspect any Services performed by Contractor and its subcontractors. If, upon inspection, the City determines that there is any unsatisfactory or defective Services, the Contractor must correct the Services at no additional cost to the City.

PERMITS AND LICENSES

Contractor shall obtain, maintain, and pay for all licenses, permits, and certificates required by any statute, ordinance, rule, or regulation in order to perform the Services.

WARRANTY

Services. For each Approved Work Authorization, Purchase Order, and Emergency Work Order, all Services shall carry a warranty of a minimum of twelve (12) months from the date of completion of Services set forth therein. Warranty-related Services shall be at no additional cost to the City.

Contractor shall be responsible for performing all warranty work within a reasonable time. In emergencies where damage may result from delay or where the loss of service may result, the City may choose to perform the work covered in the warranty. The cost associated with the City completing the warranty work shall be charged to Contractor.

CITY FURNISHED MATERIALS

Contractor shall credit the City for any City-furnished materials that are used, lost, stolen, damaged or rendered unusable by actions of Contractor.

WORK AREA

Contractor shall ensure that the work area, where Services or other related work are being performed, is free from all surplus materials, waste materials, debris, spills, dirt and rubbish caused by Contractor’s performance of Services. Upon completion of the scheduled Services or at the end of each day, whichever comes first, Contractor shall ensure the work area is in a clean safe condition. The City shall be the sole judge as to the adequacy of the cleanup.

Contractor shall follow all directions of City with regard to clean-up both during the course of, and upon completion of Services. If Contractor fails to clean up the work area within forty-eight hours (48) after demand by the City, City may charge Contractor for any costs of clean-up or other services required to adequately protect the City's electrical or other facilities or to restore work area to a safe condition. City may invoice Contractor or deduct costs from Contractor’s invoice at City’s sole discretion.

Contractor must provide work and traffic signage as required to warn pedestrians and vehicular traffic of work in progress. Contractor may be required to direct pedestrians and traffic around the work area. Contractor shall also be responsible for providing all equipment and personnel necessary to properly perform the traffic control measures, including but not limited to, flaggers, cones, reflectors, electronic signs, barricades, caution tape, temporary paving, or steel plates.

Contractor shall make all reasonable efforts to minimize obstructions and inconvenience to SVP’s operations and others who may be impacted by Contractor’s Services.

CONTRACTOR’S EQUIPMENT, TOOLS, AND MATERIALS

All equipment, tools (including any specialty tooling), electronic devices, transportation, fuel, and materials required for the execution of the Services shall be provided by Contractor. City will not loan tools, vehicles, electronic devices, or equipment to Contractor. Neither Contractor nor its workers shall attempt to borrow from City personnel.

Contractor’s personnel shall be proficient in the use of SVP-approved locating devices, methods, marking procedures, communicative skills, and record-keeping requirements necessary to perform the underground locating and field marking services.

Tools and equipment shall be kept in proper operating condition and used only for the purpose for which they were designed. City reserves the right to suspend Services if improper tools or equipment are being used or operated.

All vehicles, equipment, and ladders shall be secured when not in use. Keys shall not be left in any vehicles or equipment when not in use.

City will not be responsible for the loss of tools, equipment, or materials.

DISPOSAL OF WASTE & SCRAPS

All wastes generated or encountered in the performance of Services must be managed in accordance with all applicable local, State, and federal regulations and laws. Contractor is solely responsible for arranging and implementing the proper handling, management, storage, transport, and disposal of all wastes including any hazardous materials.

Contractor shall provide the City with a written report of all disposal of materials within twenty-four (24) hours of disposal unless a shorter timeline is required by local, state, and/or federal regulations.

Contractor shall recycle all material scraps, and credit the value to the City.

SAFETY

Safety must always be the top priority. Contractor shall take all necessary precautions for the safety of all persons at the work site. Contractor must erect and properly maintain at all times, as required by the conditions and progress of the Services, all necessary safeguards for the protection of all persons and the public including posting danger signs and warnings against known or unusual hazards.

Contractor shall maintain an effective Injury and Illness Prevention Program (IIPP) in writing pursuant to Section 3203, Title 8 of the California Code of Regulations (CCR). The written plan shall include specific instructions with regard to hazards unique to the employee's job assignment. At City’s request, a copy of Contractor’s IIPP shall be submitted to the City and be made available on-site.

Contractor shall schedule safety inspections as necessary and as may be requested by the City to identify and correct unsafe conditions and work practices. The City reserves the right to accompany Contractor during these inspections.

Contractor must comply with all site-specific safety requirements and procedures including but not limited to Lockout/Tagout (LOTO), Energy Isolation, Confined Space, Fall Protection, Chemical Safety, Hazardous Waste, and Personnel Protective Equipment (PPE).

Contractor’s employees (including any subcontractors) shall utilize appropriate Personal Protective Equipment (PPE) and Fire Resistant (FR) clothing, as required. Any required PPE and FR clothing shall be provided at the expense of Contractor.

When requested by the City, Contractor shall provide an on-site Safety Manager/Supervisor to ensure compliance with all applicable Safety rules and regulations, perform daily audits and submit daily reports to the City that identify discrepancies or non-compliance, provide direction in regards to safety rules and regulations to Contractor Project Manager/On-Site Supervisor (as defined in Section 19) and Contractor employees.

INJURY/PROPERTY DAMAGE

Contractor shall notify the City immediately in the event of an injury or property damage that occurs during the performance of Services. Contractor shall investigate the reported injury or damage upon request from City and provide City with regular updates including all accident reports until the investigation is resolved. City reserves the right to perform its own investigation. Should City choose to conduct its own investigation, Contractor shall assist as required.

CONTRACTOR PERSONNEL

Project Manager/On-Site Supervisor Contractor must designate one (1) Project Manager or On-Site Supervisor to communicate with the City during performance of Services. The Project Manager/On-Site Supervisor is the designated point of contact for the City to communicate tasks and receive feedback. The Project Manager/On-Site Supervisor must be capable of communicating effectively with SVP staff.

Staffing Contractor shall be responsible for its employees' professional and technical competence and will select appropriate individuals who are qualified, certified, and/or licensed to perform the assigned task.

Contractor shall ensure its employees and any subcontractors supply proper identification when requested by the City.

Contractor shall inform City immediately of any change in key personnel assigned to this agreement. Contractor shall submit the resumes and other qualifications of the proposed replacement employee(s) to City for review and approval.

Employee Training At Contractor’s sole cost and expense, Contractor shall provide recurring, periodic (no less than annual) training to its employees (including subcontractors) appropriate to the duties and responsibilities of each employee.

It is essential that all employees be thoroughly trained and familiar with the equipment and procedures to be followed.

Training shall follow Contractor’s standard policies and procedures and shall be in compliance with all applicable federal, state, and local laws, including but not limited to safety and injury prevention training requirements contained in the OSHA standards.

Contractor shall be familiar with SVP’s operating standards. All employees are required to watch SVP’s safety video once per calendar year or prior to the commencement of the Services.

At the City’s request, Contractor shall submit copies of training records for its employees.

Standards of Conduct Contractor shall be solely responsible for its employees while on or about the work site, including but not limited to, maintaining discipline, ensuring standards of conduct are adhered to, and enforcing safety policies, procedures, and orders. Contractor shall ensure that while on or about the work site, its employees do not:

Display a discourteous, abrupt, abrasive, or belligerent attitude.

Use any prescribed or over-the-counter medications which can potentially impair the employee's ability to perform the Services safely.

Present or identify themselves as employees of the City of Santa Clara.

Possess any firearms, narcotics, drugs, intoxicants, or other restricted materials while on the premises.

If a Contractor employee fails to meet the above standards of conduct, Contractor shall immediately remove the said employee and provide a replacement. Contractor shall determine appropriate disciplinary actions in accordance with its own policy, a copy of which may be requested by the City at any time.

In the event that a complaint is made against a Contractor employee, Contractor shall notify the City immediately and provide a written explanation detailing how the situation was resolved.

E-BUILDER

When required by City, Contractor shall use utilize e-Builder for submission of data and documents throughout the term of this agreement.

e-Builder is a web-based construction management application hosted by e-Builder, Inc. For certain projects to be defined by the City, e-Builder shall be the primary means of project information submission and management or as otherwise agreed upon with the City.

The City will establish the Contractor's access to e-Builder by providing licenses to Contractor’s personnel at City’s cost. The Contractor’s designated users will be required to set up their computers/systems to use e-Builder in accordance to the e-Builder User Training Guide. The City reserves the right to limit the licenses issued to Contractor in the future.

Contractor is required to obtain all necessary training to use the software. The City will provide one classroom training or a web-based seminar. A training session is 1 - 2 hours.

e-Builder is a web-based environment and therefore it is subject to the inherent speed and connectivity limitations of the Internet. Contractor is responsible for its own connectivity to the Internet. e-Builder’s response time is dependent on the Contractor's equipment, including processor speed, Internet access speed, etc., and current traffic on the Internet. The City will not be liable for any delays associated with the usage of e-Builder including, but not limited to slow response time, downtime periods, connectivity problems, or loss of information. The Contractor shall ensure connectivity to the e-Builder system whether at the home office or job site. Under no circumstances will the usage of e-Builder be grounds for a time extension or cost adjustment to the Agreement.

Data entered in a collaborative mode (entered with the intent to share as determined by permissions and workflows within the e-Builder system) by the City and the Contractor will be jointly owned.

Contractor is responsible for managing, tracking, and documenting the Services to comply with the requirements of this Agreement. The City's acceptance via automated system notifications or audit logs extends only to the face value of the submitted documentation and does not constitute a validation of the Contractor's submitted information.

At the City’s sole discretion, project documents may be processed and distributed digitally over the internet or may be required to be presented in hard copy format.

While regular email may still be used for communication, when requested by the City, e-Builder shall be utilized as much as possible in connection with all document and information management required in the performance of projects where City has directed the use of e-Builder. Contractor shall be responsible for scanning or otherwise converting to electronic format all project submittals and Contractor correspondence, drawings, sketches, etc., and uploading them to the e-Builder website and shall be responsible for the validity of the information placed in e-Builder. The Contractor shall utilize the existing forms and processes in e-Builder to the maximum extent possible. If a required form does not exist in e-Builder, the Contractor shall include a form of its own or one provided by the City (if available) as an attachment to a submittal or process. Documents and information to be submitted electronically include, but are not limited to:

Correspondence Meeting minutes Product data, reports, certifications, etc. must be submitted in PDF. (If a sample can be scanned, it is requested that a scanned PDF copy be submitted with the sample.

Requests for Information (RFI’s) Submittals and shop drawings Change order requests and documentation, including record copies of change orders, proposals, and modifications.

Pay applications “Official” correspondence (such as letters) including informal correspondence, such as email.

Pre-Task Plans (PTPs) Daily construction reports and other daily reports including Contractor Quality Control (CQC) Reports All official reports, such as commissioning reports Notices and claims Operations and maintenance manuals All close-out documents, and All testing results Archive Copies: When requested by City, Contractor shall keep an archive copy of all digital data created by Contractor, or submitted to Contractor via e-mail, or resident on the e-Builder for the duration of the Project. Such data shall be available to City, and authorities with the jurisdiction (including funding agencies or representatives) on demand.

Should the City replace e-Builder with a different project management tool, Contractor, and subcontractors shall be required to utilize the new project management tool selected by the City.

SHIPPING AND FREIGHT

Contractor shall be responsible for shipment and delivery of all required products and materials to City. Contractor will pay all freight charges. All products and materials shall be entirely at Contractor’s risk from the time they are placed in the possession of the carrier for shipment to/from City until final acceptance by the City. Contractor shall ensure that the products and materials are insured against “all risks” from the time the products and materials are placed in the possession of the carrier for shipment to/from City. Contractor will pack and ship all equipment in accordance with good commercial practices.

Contractor shall notify City at least sixty (60) minutes prior to arrival of any deliveries to the City. City will provide the Contractor with a contact name and phone number. The shipping location is: