81785_Wilton_Area_Roadway_Resiliency_Project_RFP.pdf

Community Services Agency Department of Transportation

Request for Proposals

Wilton Area Roadway Resiliency Project

Engineering and Planning Services

Table of Contents 1 Introduction

1.1 Purpose of RFP

1.2 Background

1.3 Scope of services

Phase I – Roadway Resiliency Plan and Preliminary Engineering A. Project Management

B. Roadway Resiliency Plan

C. Preliminary Design

PHASE II - Required Services Criteria A. Accuracy And Completeness

B. Quality Control

C. Value Engineering

D. Materials

E. Award Of Contract

1.4 Consultant Qualifications

2 General Rules

2.1 RFP overview

2.2 Estimated timeline and extension of time

2.3 Proposal format and content

2.4 Proposal submission

2.5 Questions and communication

2.6 Addenda

2.7 County’s right to withdraw, cancel, suspend and/or modify RFP

2.8 Proposer’s right to edit or cancel proposal

2.9 Proposals will not be returned

2.10 Public disclosure of proposal documents

2.11 Proposer’s costs

2.12 Proposer’s ideas

2.13 Collusion

2.14 Conflict of interest

3 Evaluation and Selection

3.1 Proposal evaluation and recommendation for selection

3.2 Evaluation of responsiveness

3.3 Evaluation of responsibility

3.4 Evaluation panel and evaluation criteria

3.5 Execution of Contract

4 Attachments

Attachment 1 – Location Map

Attachment 2 – Proposal format and content

Attachment 3 – County of Sacramento Standard Consulting Agreement

Attachment 4 – Written Agreement to Indemnify for Release of Proprietary Information

Attachment 5 – Consultant Evaluation Form

1 Introduction

1.1 Purpose of RFP

The County of Sacramento (County), is soliciting proposals for Wilton Area Roadway Resiliency Project, to develop a Resilience Improvement Plan and prepare 30% design plans and estimates.

1.2 Background

The County received a Caltrans Sustainable Transportation Planning Grant during fiscal year 2025-2026 for the Wilton Area Roadway Resiliency Project. The Wilton community has a history of severe flooding and wildfires that have damaged the community and its roadways, closing evacuation routes during emergencies.

1.3 Scope of services

The scope of services are listed below:

Consultant shall perform professional and technical engineering services for the preparation of a roadway resiliency plan and the partial design of the proposed improvements. Consultant shall prepare reports, plans, specifications, and estimates (PS&E) to the current County Standards and in accordance with other applicable requirements and industry standards.

Phase I – Roadway Resiliency Plan and Preliminary Engineering The major tasks to be included in this phase are as follows:

A. Project Management B. Roadway Resiliency Plan C. Preliminary Improvement Design D. Coordination with Permitting Agencies

A. Project Management

Consultant shall perform project management and administration tasks required to provide supervision of the work and coordination with the County. Project Management shall apply to all phases of work and shall continue to completion of the resiliency plan and preliminary project design. Tasks will include the following:

i. Consultant shall attend a project kick-off meeting with the County to review the scope of work, the initial tasks to be performed, the project schedule, the critical task items, and areas of concern, and to participate in a general exchange of views and ideas regarding the execution of the project.

ii. Consultant shall prepare, update, and submit a project schedule to the

County on a monthly basis. The schedule shall show each work activity, when that activity will begin, and how long it will continue, and identify the critical tasks. The schedule shall clearly differentiate between those functions carried out by the consultant, the County, and other involved parties.

iii. Consultant shall prepare and submit requests for changes in scope, release of contingency, or amendments to contracts when appropriate.

iv. Consultant shall establish a quality control plan and perform internal quality control reviews at critical stages of the project.

v. Consultant shall administer and supervise the work of all sub-consultants contracted for the project work.

vi. In order to meet funding deadlines set by the grant, the consultant shall have 18 months from the execution of the contract to complete the work.

B. Roadway Resiliency Plan Consultant will be responsible for developing a Resilience Improvement Plan, as part of the State Climate Resilience Improvement Plan for Transportation.

The consultant will work with Sacramento County and multiple stakeholders to analyze climate impacts and understand community needs and concerns. The consultant will then identify and prioritize potential improvements to include in the Resilience Improvement Plan. The consultant will utilize the SACOG 2015 Sacramento Regional Transportation Climate Adaptation Plan, among other tools and state and regional plans, throughout this process. Public outreach and stakeholder meetings will also be a key part of the project.

The Resilience Improvement Plan shall identify opportunities to improve the ability of existing transportation assets to withstand flooding and wildfires. The plan shall also include opportunities to incorporate low-cost multi-modal transportation facilities and strengthen the residents’ connections to recreational and agricultural facilities. Short and long term improvements will be identified and prioritized, primarily nature-based solutions and drainage ditches that will keep the roadways open during flood events. Additionally, upsizing existing culverts, adding new culverts, and raising the profile of the evacuation routes may be considered as solutions to account for 100-year storm events. The Resilience Improvement Plan shall also include a phasing plan for environmental approvals, design, and construction of selected improvements.

C. Preliminary Design Consultant will be responsible for the following tasks:

i. Conceptual Plan Sheets

Prepare and submit Conceptual Plan sheets for the selected improvements. This submittal will be considered 30% design. County will have an opportunity to review a draft version prior to finalization.

Consultant shall submit an electronic submittal of the final Conceptual Plan sheets to the County.

ii. Engineer’s Estimate

Prepare and submit a preliminary construction cost estimate for the selected improvements.

PHASE II - Required Services Criteria Coordinated activities will be accomplished through a Consultant Project Manager and a County Project Engineer. Consultant shall carry out instructions as received from the County Project Engineer and shall cooperate with the County and any other consultants working on the project. The Consultant Project Manager shall not be removed from the project during the course of work without providing satisfactory justification to the County.

It is not the intent of the foregoing paragraph to relieve consultant of his professional responsibility during the performance of this contract. In those instances where consultant believes a better design or solution to the problem is possible, he shall promptly notify the County Project Engineer of these concerns, together with technical justification therefor.

A. Accuracy And Completeness

Consultant has total responsibility for the accuracy and completeness of the plans and related designs, specifications, and estimates prepared for this project and shall check all such material accordingly. Reviews by the County do not include detailed review, or checking of the design of, major components and related details or the accuracy with which such designs are depicted on the plans. The responsibility for accuracy and completeness of such items remains solely that of the consultant.

The estimates, calculations, reports, and other documents furnished under this scope of services shall be legible and of a quality acceptable to the County project manager/engineer. The criteria for acceptance shall be a product of neat appearance, well organized, technically and grammatically correct, spell-checked, and having the design engineer and checker identified.

The applicable plan sheets and the title sheets for the specifications, design reports, and estimates shall bear the professional seal, certificate number, registration classification, expiration date of the certificate, and the signature of the professional engineer responsible for their preparation. Consultant shall maintain a set of indexed project files, in digital and/or paper format.

B. Quality Control

Consultant shall have a quality control plan in effect during the entire time that work is being performed under the contract. The plan shall establish a process whereby calculations and plans are independently checked, corrected and back-checked. All job related correspondence and memoranda that is routed and received by affected persons shall be placed in appropriate indexed job files. The County Project Engineer may request evidence that the quality control plan is functioning and the County reserves the right to review such plan, and supporting documentation, throughout the term of the project.

Where several drawings show different work in the same area, means shall be provided to assure that conflicts and misalignment in both new and existing improvements do not exist.

Each submittal of reports, calculations, documents and other items submitted to the County for review shall be marked clearly as being fully checked and that the preparation of the material followed the quality control plan established for the work. This may be accomplished with a stamp and authorized signature or initials on each submittal and shall be indicated on the transmittal memo accompanying each submittal.

C. Value Engineering

All elements of the project will be considered for Value Engineering Studies. To this end, the Consultant shall examine the various elements of this design segment and submit an informal written statement or memorandum addressing those elements where it appears significant savings or other advantages can be realized. The statement shall be sufficiently informative to enable the County Project Manager/Engineer to determine whether to undertake a detailed Value Engineering Study or possibly initiate immediate design changes where the value of the change is apparent without the need of detailed study and analysis.

D. Materials

Consultant and its sub-consultants shall not incorporate in the design any materials or equipment of single or sole source without the written approval of the County. A brand name may be used for material and/or equipment as long as an “or equal” clause is included in the specifications. All materials and equipment must comply with the Buy America Act.

E. Award Of Contract

It is anticipated that compensation under any contract resulting from this RFP will be on a time and expense basis at the rates stated in the fee proposal with a total not-to-exceed amount. For more information regarding compensation and payment, see Section 23, "COMPENSATION AND PAYMENT OF INVOICES LIMITATIONS" and Exhibit C, in the County sample agreement (Attachment 3).

See section 3.5 below addressing execution of proposed contract.

1.4 Consultant Qualifications

The prime consultant firm must have the following minimum experience:

1. The prime consultant’s project engineer shall be a Registered Civil Engineer in the State of California and have recent, demonstrated experience in design of similar projects.

2. The prime consultant must be familiar with and be able to provide electronic copies of all plans in “AutoCAD” Version 2025.

The prime consultant must be familiar with and be able to provide electronic copies of the technical specifications in Microsoft Word 365 and copies of the estimates in Microsoft Excel 365.

2 General Rules

2.1 RFP overview

This Request for Proposals (“RFP”) is an invitation for proposers to submit a proposal to the County. This RFP does not commit the County to award a contract to any proposer. Submission of a proposal shall neither obligate nor entitle a proposer to enter into a contract with the County.

2.2 Estimated timeline and extension of time

Please refer to the OpenGov Procurement project page for information on timelines.

These dates are subject to revision or cancellation by the County in its sole and absolute discretion.

2.3 Proposal format and content

When submitting a proposal the proposer must follow the format and contents detailed in Attachment 2. Failure to do so will likely prolong the evaluation process and could result in a proposal not being considered.

2.4 Proposal submission

Proposers must be received by the submission deadline in OpenGov Procurement via the solicitation link at https://procurement.opengov.com/portal/saccounty/projects/221494.

Failure to submit a proposal on time may be grounds for rejection of the proposal; however, the County reserves the right, in its sole and absolute discretion, to accept proposals after the proposal due date.

2.5 Questions and communication

Questions concerning this RFP must be submitted to this solicitation’s Question & Answer page in OpenGov.

Questions received via phone or e-mail to direct points of contact for this RFP will not be considered nor responded to. The County shall respond to questions properly submitted as described above via addenda if the answer presents a material change to the solicitation. The Question & Answer section in OpenGov may be used for non-material answers.

By submitting a proposal, proposer affirms review of all solicitation documents including all questions submitted and answers issued by the County on this project.

2.6 Addenda

The County reserves the right to modify the RFP at any time prior to the proposal due date. The County will modify the RFP only by formal written addenda. Proposer’s proposal should be based on this RFP document and any https://procurement.opengov.com/login https://procurement.opengov.com/login https://procurement.opengov.com/portal/saccounty/projects/221494 formal written addenda. Proposers should not rely on oral statements.

Addenda will be posted in OpenGov Procurement. It is the responsibility of each prospective proposer to assure receipt of all addenda.

2.7 County’s right to withdraw, cancel, suspend and/or modify RFP

The County reserves the right to withdraw, cancel, suspend, and/or modify this RFP for any reason and at any time with no liability to any prospective proposer for any costs or expenses incurred in connection with the RFP or otherwise.

2.8 Proposer’s right to edit or cancel proposal

Proposers may edit or cancel their proposal in OpenGov Procurement prior to the due date.

2.9 Proposals will not be returned

Upon submission, proposals will not be returned.

2.10 Public disclosure of proposal documents

The County will treat all information submitted in a proposal as available for public inspection once negotiations with the selected party have been completed. If copies of proposals are included with Board materials, the County will make proposals available for public inspection once staff has made a recommendation for award.

If a proposer believes protected data is included in its proposal, the proposer shall clearly identify the data and provide the legal basis in support of the asserted classification. Proposer must present such information separately as part of its proposal OR type in bold red letters the term “CONFIDENTIAL” on that specific part or page of the Proposal which proposer believes to be confidential. Classification of data as trade secret data will be determined pursuant to applicable law, and, accordingly, merely labeling data as “trade secret” does not necessarily make the data protected as such under any applicable law.

In order for the County to assert the confidentiality of any such information in the event a Public Record Act request is received, the proposer must request, execute and submit a County-prepared written agreement to defend and indemnify the County for any liability, costs and expenses incurred in asserting such confidentiality as part of the proposal. A copy of that written agreement is attached as Attachment 4.

The final determination of whether the County will assert a proposer’s claim of confidentiality shall be at the sole discretion of the County. Any information determined to be non-confidential shall be considered public record. If the County determines that your information does not meet the criteria for confidentiality, you will be notified of the County’s intent to release the public record pursuant to any Public Records Act request.

The proposer agrees, as a condition of submitting its proposal, that the County will not, as between the parties, be liable or accountable for any loss or damage, which may result from a breach of confidentiality related to the proposal. The proposer agrees to indemnify and hold the County, its officials, agents, and employees harmless from all claims arising out of, resulting from, or in any manner attributable to any violation of any provision of the California Public Records Act, including legal fees and disbursements paid or incurred to enforce this provision.

2.11 Proposer’s costs

The County shall not be responsible for any costs incurred by proposer in connection with this RFP. Proposer shall bear all costs associated with proposal preparation, submission, and attendance at interviews, or any other activity associated with this RFP or otherwise.

2.12 Proposer’s ideas

To the extent permitted by law, the County reserves the right to use any or all ideas, concepts, or other information provided in any proposals. Selection or rejection of the Proposal does not affect this right.

2.13 Collusion

If the County determines that collusion has occurred among proposers, none of the proposals of the participants involved in the collusion shall be considered. The County’s determination shall be final.

2.14 Conflict of interest

The proposer affirms that to the best of its knowledge the submission of its Proposal, or any resulting contract, does not present an actual or perceived conflict of interest. The proposer agrees that should any actual or perceived conflict of interest become known, it will immediately notify the County and will advise whether it will or will not avoid, mitigate, or neutralize the conflict of interest.

The County may make reasonable efforts to avoid, mitigate, or neutralize a conflict of interest by a proposer. To avoid a conflict of interest by a proposer, the County may utilize methods including disqualifying a proposer from eligibility for a contract award or cancelling the contract if the conflict is discovered after a contract has been issued. The County may, at its sole and absolute discretion, waive any conflict of interest.

3 Evaluation and Selection

3.1 Proposal evaluation and recommendation for selection

The County reserves the following rights, to be exercised in the County’s sole and absolute discretion: 1) to determine whether any aspect of a proposal satisfactorily meets the criteria established in this RFP; 2) to seek clarification or additional information from any proposer; 3) to negotiate, sequentially or simultaneously, pricing and/or terms with any proposer or vendor; 4) to reject any or all proposals with or without cause; 5) to waive any irregularities or informalities in a proposal; 6) to cancel or amend by addenda this RFP, in part or entirely; 7) to award multiple contracts to proposers; and/or 8) award a contract to a vendor that did not submit a proposal.

Evaluation of proposals by a selection committee, evaluation panel, County staff, a technical advisory committee, or by another group, individual or entity is advisory only. The County of Sacramento Board of Supervisors or its designee may consider or reject such evaluation(s) for any or all proposals. Such evaluations are for the sole benefit of the County of Sacramento Board of Supervisors or its designee, and as such, they are not binding upon the County, nor may they be relied upon in any way by a proposer.

The County will issue a Notice of Intent to Award (NOIA) and/or a Notice of Award (NOA), as applicable, to be published on OpenGov Procurement naming County’s selected consultant following completion of the evaluation process.

3.2 Evaluation of responsiveness

The County will consider all the material submitted by a proposer to determine whether the proposer’s offer is in compliance with the terms and conditions set forth in this RFP. Proposals that do not comply with the provisions in this RFP may be considered nonresponsive and may be rejected.

3.3 Evaluation of responsibility

To determine whether a proposer is responsible, the County will consider the proposer’s general qualifications to perform the requested services in a satisfactory manner; financial responsibility; integrity; skill; past performance; and ability. Proposals from proposers considered non-responsible will be rejected.

3.4 Evaluation panel and evaluation criteria

After review of each responsive proposal, the County may award a contract to a successful proposer based on the evaluation criteria, or it may establish a short list of proposers for further consideration. The short list of proposers may be asked to provide additional information. The short list of proposers may also be asked to attend an in-person or telephone interview/presentation, as determined by the County in its sole discretion.

For sample scoring sheet, see Attachment 5 Evaluation criteria shall include the following (Maximum of 100%):

1. Quality of the proposed services (30%), including:

• How well the proposed services meet the requirements as stated in the RFP. (10%)

• Quality of the proposed schedule/work plan/implementation.

(10%)

• Demonstrated understanding of the scope of work and County’s needs. (10%)

2. Experience and qualifications (50%), including:

• Experience. (10%)

• Expertise of staff. (10%)

• Capability. (10%)

• Past performance. (10%)

• References. (10%)

3. Quality of proposal compliance (20%), including:

• Compliance with proposal format & content. (10%)

• Acceptance of the County’s terms and conditions (Attachment 3).

(10%)

3.5 Execution of Contract

The selected proposer shall execute an agreement with the County of Sacramento, using the standard consulting agreement (Attachment 3). Any requested revisions, deletions, or additions, to the language in the attached sample agreement shall be clearly set forth in the proposal for the County’s consideration.

Before a contract becomes effective between the County and any proposer, the contract must be reviewed by County Counsel and the contract award must be approved by the County Board of Supervisors or its designee. If for any reason the County Board of Supervisors or its designee does not ratify and sign the contract then there are no binding obligations whatsoever between the County and the proposer relative to the proposed contract.

4 Attachments

Attachment 1 – Location Map Attachment 2 – Proposal format and content Attachment 3 – County of Sacramento Standard Consulting Agreement Attachment 4 – Written Agreement to Indemnify for Release of Propriety Information Attachment 5- Consultant Evaluation Form

Attachment 1 – Location Map

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DryeB Text Box Attachment 1 - Location Map

DryeB Text Box Wilton Area Roadway Resiliency Project

Attachment 2 – Proposal format and content

GUIDELINES FOR PREPARING A PROPOSAL FOR PROFESSIONAL

SERVICES

A1. INTRODUCTION

These requirements were developed to standardize the preparation of proposals for engineering services on a project. The purpose of these guidelines is to help assure consistency in format and content of proposals that are prepared by proposer and submitted to the County. This process is intended to reduce the time required for the proposer to prepare a proposal and to simplify the review process by County personnel.

The proposal should contain the following information in the order listed:

1. Introductory Letter

2. Work Plan

3. Schedule of Work

4. Location of the Work

5. Conflict of Interest Statement

6. Insurance Coverage

7. Qualifications and Capability

8. Solicitation of sub-consultants

9. Acceptance of Terms

10. Supportive Information

A2. RECOMMENDED DETAIL

1. Introductory Letter

The introductory letter should be addressed to:

Ron E. Vicari, Director Department of Transportation Community Services Agency County of Sacramento 4111 Branch Center Road Sacramento, CA 95827 Attn: Tim Stevens

The firm submitting the proposal shall give its name, mailing address, telephone number, email address and the name of an individual to contact if further information is desired. This letter should contain a statement of the proposer’s basic understanding of the project. This should be based on existing information available in the RFP, from a site visit, and from applicable regulations or requirements. This letter should also contain an expression of the proposer’s interest in the work, a statement regarding the qualifications of the proposer to do the work, and any summary information on the project team or the proposer that may be useful or informative to the County.

2. Work Plan

The work plan will ultimately become part of the contract by reference to the proposal. It should describe in a specific and straightforward manner the proposed approach to achieving the objectives and accomplishing the tasks described in this RFP. It should be concise yet include sufficient detail to completely describe the planned approach. Description of how the objectives will be achieved shall be presented through a logical, innovative and rational plan. At a minimum, the work plan shall divide the work into phases matching the phases detailed in this RFP. THE PLAN SHOULD DESCRIBE EACH PHASE

OR TASK OF THE WORK TO BE UNDERTAKEN INCLUDING THE MAN-

HOUR LEVEL OF EFFORT FOR EACH CLASS OF PERSONNEL AND FOR

EACH SUBCONSULTANT. The plan should detail the prosecution of the work including the submission of plans, documents, reports, etc. The results are expected to be presented in terms of the language and working tools of the practicing engineer or administrator so as to be immediately useful.

3. Schedule of Work

Proposers shall prepare a comprehensive schedule to reflect the time, in terms of working days required to complete each of the activities listed in the Scope of Services. A schedule should be included showing each activity, when that activity will begin, and how long it will continue. Give the completion (or as best estimated) date of each activity and identify activities that are interdependent.

The schedule shall clearly differentiate between those functions carried out by the consultant, the County, and other interested parties.

4. Location of the Work

Identify the location(s) of the offices where the consultant and any sub-consultants will accomplish the work. If the consultant's headquarters is not in Sacramento, provide evidence of the length of time the firm has maintained an office in the Sacramento area.

5. Conflict of Interest

Proposers shall disclose any actual, apparent or potential conflicts of interest that may result from any financial, business or other relationship with the County or property owners that may have an impact upon the outcome of this contract or the County construction project. Proposers shall also list current clients who may have a financial interest in the outcome of this contract or the

County construction project that will follow. In particular, proposers shall disclose any financial interest or relationship with any property owners or any construction companies that might submit a bid on the County construction project.

6. Insurance Coverage

The prospective consultant shall provide a summary of the firm's present insurance coverage for Comprehensive General Liability Insurance, Professional Errors and Omissions Insurance, Automobile Liability Insurance, and Worker's Compensation Insurance.

For additional information regarding insurance requirements, see Exhibit B of the Sample Agreement (Attachment 3).

7. Qualifications and Capability

Identify the key individuals, including sub-consultants who are proposed to be part of the team along with their qualifications and experience as related to the project. Experience on similar or related projects should be included. The information should include the expected amount of involvement and time commitment for each of these individuals. The proposal should contain a listing of current work commitments to other projects or activities in sufficient detail to indicate that the organization and all of the individuals assigned to the proposed project will be able to meet the schedule outlined in the proposal.

Proposer shall clearly identify the project team to the extent that individual staff members are clearly defined at each stage of the design. Any change in key personnel after the award of a project must be approved by the Director of the Department of Transportation before the change is made.

Describe the proposer's capability for actually undertaking and performing the work. Types and locations of similar work performed in the last three years that best characterizes the quality and cost control of the proposer should be included. Names and phone numbers of individuals that can provide information related to work quality and cost control should be provided. Other resources, including management and organization capabilities, should be addressed.

8. Solicitation of sub-consultants, sub-contractors, other service providers and suppliers

If the proposer intends to solicit sub-professionals and/or quotes for certain tasks on this project from qualified sub-consultants, sub-contractors, other service providers and suppliers, the County expects the consultant to solicit qualified firms in the local business community for such services and supplies.

Substitution of any sub-consultants, sub-contractors, other service providers and suppliers identified in the proposal upon which the agreement is based shall not be made without the written consent of the County.

9. Acceptance of Terms

Proposers shall confirm they reviewed and agree to be bound by County of Sacramento Terms and Conditions (Attachment 3) including insurance provisions; or, alternatively, a statement confirming that the proposer has reviewed and agrees to be bound by County of Sacramento Terms and Conditions (Attachment 3), excluding only those provisions that have been redlined for negotiation purposes and are included in their proposal. The County reserves the right to reject any proposed edits the County determines to not be in the County’s best interests.

10. Supportive Information

Supportive information may include graphs, charts, photographs, resumes, references, etc. and is to the proposer’s complete discretion.

A3. FEE PROPOSAL FORMAT

The following are guidelines for preparing the fee proposal.

The proposer shall prepare and submit a separate detailed fee proposal for each of the activities listed in the Scope of Services along with a summary of all costs.

The fee proposal shall follow the criteria and format outlined in the "Sample Fee Proposal" and shall be submitted in OpenGov as a separate document from the proposal.

If subconsultants are to be used, the proposer must indicate the cost of the applicable subcontract including any markup that the proposer plans to take on subconsultants. The breakdown of subcontract costs shall follow the same format provided in the "Sample Fee Proposal."

SAMPLE FEE PROPOSAL

Note: A detailed fee proposal shall be prepared for each of the activities listed in the Scope of Services for this project. Proposers shall list all job classifications pertinent to the project activities - those listed below are only a sample. The job classifications used shall match those used when submitting billings during the course of the design process.

PHASE #2 - LAYOUT PLANS

DIRECT LABOR HOURS RATE EXTENSION

Project Manager _______ @ _______ _______ Staff Assistant _______ @ _______ _______ Technician _______ @ _______ _______ Clerical _______ @ _______ _______

Subtotal $_______

OVERHEAD AND FRINGE BENEFITS RATE EXTENSION

Overhead Rate _______ _______ Fringe Benefits _______ _______

OTHER COSTS

Travel Costs (Mileage only) _______ Equipment and Supplies (Itemized) _______ Other Direct Costs (Itemized) _______

FEE (Profit) $_______

TOTAL FEE - Phase #2 - Layout Plans $_______

Indicate percentage used and basis - e.g. 9% of labor & overhead & fringe benefits

Attachment 3 – County of Sacramento Standard Consulting Agreement

Contract No.

COUNTY OF SACRAMENTO

COMMUNITY SERVICES AGENCY

AGREEMENT FOR

WILTON AREA ROADWAY RESILIENCY PROGRAM

THIS AGREEMENT is made and entered into on _______________________, by and between the County of Sacramento, a political subdivision of the State of California, hereinafter referred to as “COUNTY” and <<TBD name of contracting party and nature of entity>> hereinafter referred to as “CONSULTANT.”

RECITALS

WHEREAS, COUNTY has determined that it is necessary to retain CONSULTANT to <<TBD>>; and

WHEREAS, CONSULTANT has proposed to provide the requested services for the compensation to be provided herein; and

WHEREAS, COUNTY and CONSULTANT desire to enter into this Agreement on the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the mutual promises hereinafter set forth, COUNTY and CONSULTANT agree as follows:

1. SCOPE OF SERVICES

CONSULTANT shall provide services in the amount, type and manner described in Exhibit A, which is attached hereto and incorporated herein.

2. TERM

This Agreement shall be effective and commence as of the date first written above and shall end on <<DATE TBD>>. COUNTY’S Director is authorized to amend this Agreement with CONSULTANT to extend the term.

3. NOTICE

Any notice, demand, request, consent, or approval that either party hereto may or is required to give the other pursuant to this Agreement shall be in writing and shall be either personally delivered or sent by mail addressed as follows:

TO COUNTY:

Attn: Project Manager Address

TO CONSULTANT:

Attn:

Firm Name

ATTACHMENT 3

Address

Either party may change the address to which subsequent notice and/or other communications can be sent by giving written notice designating a change of address to the other party, which shall be effective upon receipt.

4. COMPLIANCE WITH LAWS

A. CONSULTANT shall observe and comply with all applicable Federal, State, and

County laws, regulations and ordinances.

B. Economic Sanctions: Pursuant to California State Executive Order N-6-22 (Order) imposing economic sanctions against Russia and declaring support of Ukraine, COUNTY shall terminate any contract with any individual or entity that is in violation of the Order or that is subject to economic sanctions therein, and shall not enter a contract with any such individual or entity while the Order is in effect.

5. GOVERNING LAWS AND JURISDICTION

This Agreement shall be deemed to have been executed and to be performed within the State of California and shall be construed and governed by the internal laws of the State of California. Any legal proceedings arising out of or relating to this Agreement shall be brought in Sacramento County, California.

6. LICENSES, PERMITS AND CONTRACTUAL GOOD STANDING

A. CONSULTANT shall possess and maintain all necessary licenses, permits, certificates and credentials required by the laws of the United States, the State of California, County of Sacramento and all other appropriate governmental agencies, including any certification and credentials required by COUNTY. Failure to maintain the licenses, permits, certificates, and credentials shall be deemed a breach of this Agreement and constitutes grounds for the termination of this Agreement by COUNTY.

B. CONSULTANT further certifies to COUNTY that it and its principals are not debarred, suspended, or otherwise excluded from or ineligible for, participation in federal, state or county government contracts. CONSULTANT certifies that it shall not contract with a subcontractor that is so debarred or suspended.

7. PREVAILING WAGES

This provision may be deleted if services are not a/e design or construction-related services or does not include a PW labor occupation (verify with LCP if unclear).

CONSULTANT shall comply with the provisions of the California Labor Code, specifically, but not limited to, Chapter 1, commencing at Section 1720, of Part 7 of Division 2 (payment of prevailing wages). The prevailing rates for per diem wages shall be those rates determined by the Director of the California Department of Industrial Relations.

8. PERFORMANCE STANDARDS

CONSULTANT shall perform its services under this Agreement in accordance with the industry and/or professional standards applicable to CONSULTANT’S services.

9. OWNERSHIP OF WORK PRODUCT

All technical data, evaluations, plans, specifications, reports, documents, or other work products developed by CONSULTANT provided hereunder shall be the exclusive property of COUNTY and shall be delivered to COUNTY upon completion of the services authorized hereunder. CONSULTANT may retain copies thereof for its files and internal use. Publication of the information directly derived from work performed or data obtained in connection with services rendered under this Agreement must first be approved in writing by COUNTY. COUNTY recognizes that all technical data, evaluations, plans, specifications, reports, and other work products are instruments of CONSULTANT’S services and are not designed for use other than what is intended by this Agreement.

10. STATUS OF CONSULTANT

OPTION 1

A. It is understood and agreed that CONSULTANT (including CONSULTANT’S employees) is an independent contractor and that no relationship of employer-employee exists between the parties hereto. CONSULTANT’S assigned personnel shall not be entitled to any benefits payable to employees of COUNTY. COUNTY is not required to make any deductions or withholdings from the compensation payable to CONSULTANT under the provisions of this Agreement; and as an independent contractor, CONSULTANT hereby indemnifies and holds COUNTY harmless from any and all claims that may be made against COUNTY based upon any contention by any third party that an employer-employee relationship exists by reason of this Agreement.

B. It is further understood and agreed by the parties hereto that CONSULTANT in the performance of its obligation hereunder is subject to the control or direction of COUNTY as to the designation of tasks to be performed, the results to be accomplished by the services hereunder agreed to be rendered and performed, and not the means, methods, or sequence used by CONSULTANT for accomplishing the results.

C. If, in the performance of this Agreement, any third persons are employed by

CONSULTANT, such person shall be entirely and exclusively under the direction, supervision, and control of CONSULTANT. All terms of employment, including hours, wages, working conditions, discipline, hiring, and discharging, or any other terms of employment or requirements of law, shall be determined by CONSULTANT, and the COUNTY shall have no right or authority over such persons or the terms of such employment.

D. It is further understood and agreed that as an independent contractor and not an employee of COUNTY, neither the CONSULTANT nor CONSULTANT’S assigned personnel shall have any entitlement as a COUNTY employee, right to act on behalf of COUNTY in any capacity whatsoever as agent, nor to bind COUNTY to any obligation whatsoever. CONSULTANT shall not be covered by worker’s compensation; nor shall CONSULTANT be entitled to compensated sick leave, vacation leave, retirement entitlement, participation in group health, dental, life and other insurance programs, or entitled to other fringe benefits payable by the COUNTY to employees of the COUNTY.

E. It is further understood and agreed that CONSULTANT must issue W-2 and

941 Forms for income and employment tax purposes, for all of CONSULTANT’S assigned personnel under the terms and conditions of this Agreement.

OPTION 2

A. It is understood and agreed that CONSULTANT (including CONSULTANT’S employees) is an independent contractor and that no relationship of employer-employee exists between the parties hereto. CONSULTANT’S assigned personnel shall not be entitled to any benefits payable to employees of COUNTY as an independent contractor, CONSULTANT hereby indemnifies and holds COUNTY harmless from any and all claims that may be made against COUNTY based upon any contention by any third party that an employer-employee relationship exists by reason of this Agreement.

B. It is further understood and agreed by the parties hereto that CONSULTANT in the performance of its obligation hereunder is subject to the control or direction of COUNTY as to the designation of tasks to be performed, the results to be accomplished by the services hereunder agreed to be rendered and performed, and not the means, methods, or sequence used by CONSULTANT for accomplishing the results.

C. If, in the performance of this Agreement, any third persons are employed by

CONSULTANT, such person shall be entirely and exclusively under the direction, supervision, and control of CONSULTANT. All terms of employment, including hours, wages, working conditions, discipline, hiring, and discharging, or any other terms of employment or requirements of law, shall be determined by CONSULTANT, and the COUNTY shall have no right or authority over such persons or the terms of such employment.

D. It is further understood and agreed that as an independent contractor and not an employee of COUNTY, neither the CONSULTANT nor CONSULTANT’S assigned personnel shall have:

(1) Any entitlement as a COUNTY employee.

(2) Except as otherwise provided by this Agreement, the right to act on behalf of COUNTY in any capacity whatsoever as agent, nor to bind COUNTY to any obligation whatsoever.

(3) CONSULTANT shall not be covered by worker’s compensation; nor shall CONSULTANT be entitled to compensated sick leave, vacation leave, retirement entitlement, participation in group health, dental, life and other insurance programs, or entitled to other fringe benefits payable by the COUNTY to employees of the COUNTY.

E. Notwithstanding CONSULTANT’S status as an independent contractor, COUNTY shall withhold from payments made to CONSULTANT such sums as are required to be withheld from employees by the Federal Internal Revenue Code; the Federal Insurance Compensation Act; the State Personal Income Tax Law and the State Unemployment Insurance Code; provided, however, that said withholding is for the purpose of avoiding COUNTY’S liability under said laws and does not abrogate CONSULTANT’S status as an independent contractor as described in this Agreement. Further, CONSULTANT is not included in any group covered by COUNTY’S present agreement with the federal Social Security Administration.

OPTION 3 FOR OUT OF STATE CONSULTANTS (only if Option 1 used)

F. Notwithstanding subparagraphs (A) and (E), it is further understood and agreed that COUNTY shall withhold seven percent (7%) of all income paid to CONSULTANT under this agreement for payment and reporting to the California Franchise Tax Board because CONSULTANT does not qualify as (1) a corporation with its principal place of business in California, (2) a partnership with a permanent place of business in California, (3) a corporation qualified to do business in California by the Secretary of State, or (4) an individual with a permanent residence in the State of California.

11. REIMBURSEMENT OF EXPENSES [include this provision only if Option 2 in

“Status of Contractor” section is used] Expenses shall be itemized as a separate line item on the monthly invoice for payment. Original receipts are required to be submitted for reimbursement.

12. CONSULTANT IDENTIFICATION

CONSULTANT shall provide the COUNTY with the following information for the purpose of compliance with California Unemployment Insurance Code section

1088.8 and Sacramento County Code Chapter 2.160: CONSULTANT’S name, address, telephone number, social security number or federal tax identification number, and whether dependent health insurance coverage is available to

CONSULTANT.

13. COMPLIANCE WITH CHILD, FAMILY AND SPOUSAL SUPPORT REPORTING

OBLIGATIONS

A. CONSULTANT’s failure to comply with state and federal child, family and spousal support reporting requirements regarding CONSULTANT’s employees or failure to implement lawfully served wage and earnings assignment orders or notices of assignment relating to child, family and spousal support obligations shall constitute a default under this Agreement.

B. CONSULTANT’s failure to cure such default within 90 days of notice by

COUNTY shall be grounds for termination of this Agreement.

14. BENEFITS WAIVER

If CONSULTANT is unincorporated, CONSULTANT acknowledges and agrees that CONSULTANT is not entitled to receive the following benefits and/or compensation from COUNTY: medical, dental, vision and retirement benefits, life and disability insurance, sick leave, bereavement leave, jury duty leave, parental leave, or any other similar benefits or compensation otherwise provided to permanent civil service employees pursuant to the County Charter, the County Code, the Civil Service Rule, the Sacramento County Employees’ Retirement System and/or any and all memoranda of understanding between COUNTY and its employee organizations. Should CONSULTANT or any employee or agent of CONSULTANT seek to obtain such benefits from COUNTY, CONSULTANT agrees to indemnify and hold harmless COUNTY from any and all claims that may be made against COUNTY for such benefits.

15. RETIREMENT BENEFITS/STATUS

CONSULTANT acknowledges and agrees that COUNTY has not made any representations regarding entitlement, eligibility for and/or right to receive ongoing Sacramento County Employee Retirement System (SCERS) retirement benefits during the term of this Agreement. By entering into this Agreement, CONSULTANT assumes sole and exclusive responsibility for any consequences, impacts or action relating to such retirement benefits that is or will be occasioned as a result of the services provided by CONSULTANT under this Agreement.

CONSULTANT waives any rights to proceed against COUNTY should SCERS modify or terminate retirement benefits based on CONSULTANT’S provision of services under this Agreement.

16. CONFLICT OF INTEREST

CONSULTANT and CONSULTANT’S officers and employees shall not have a financial interest, or acquire any financial interest, direct or indirect, in any business, property or source of income which could be financially affected by or otherwise conflict in any manner or degree with the performance of services required under this Agreement.

17. LOBBYING AND UNION ORGANIZATION ACTIVITIES

A. CONSULTANT shall comply with all certification and disclosure requirements prescribed by Section 319, Public Law 101-121 (31 U.S.C. § 1352) and any implementing regulations.

B. If services under this Agreement are funded with state funds granted to

COUNTY, CONSULTANT shall not utilize any such funds to assist, promote or deter union organization by employees performing work under this Agreement and shall comply with the provisions of Government Code Sections 16645 through 16649.

18. NONDISCRIMINATION IN EMPLOYMENT, SERVICES, BENEFITS AND

FACILITIES

A. CONSULTANT agrees and assures COUNTY that CONSULTANT and any subconsultants shall comply with all applicable federal, state, and local Anti-discrimination laws, regulations, and ordinances and to not unlawfully discriminate, harass, or allow harassment against any employee, applicant for employment, employee or agent of COUNTY, or recipient of services contemplated to be provided or provided under this Agreement, because of race, ancestry, marital status, color, religious creed, political belief, national origin, ethnic group identification, sex, sexual orientation, gender identity, gender expression, age (over 40), medical condition (including HIV and AIDS), or physical or mental disability. CONSULTANT shall ensure that the evaluation and treatment of its employees and applicants for employment, the treatment of COUNTY employees and agents, and recipients of services are free from such discrimination and harassment.

B. CONSULTANT represents that it is in compliance with and agrees that it will continue to comply with the Americans with Disabilities Act of 1990 (42 U.S.C. § 12101 et seq.), the Fair Employment and Housing Act (Government Code § 12900 et seq.), and regulations and guidelines issued pursuant thereto.

C. CONSULTANT agrees to compile data, maintain records and submit reports to permit effective enforcement of all applicable anti-discrimination laws and this provision.

D. CONSULTANT shall include this nondiscrimination provision in all subcontracts related to this Agreement.

19. INDEMNIFICATION

A. To the fullest extent permitted by law, for work or services provided under this

Agreement, CONSULTANT shall indemnify, defend, and hold harmless COUNTY, its governing Board, officers, directors, officials, employees, and authorized volunteers and agents (collectively “Indemnified Parties”), from and against any and all claims, demands, actions, losses, liabilities, damages, and all expenses and costs incidental thereto (collectively “Claims”), including cost of defense, settlement, arbitration, expert fees, and reasonable attorneys' fees, resulting from injuries to or death of any person, including employees of either party hereto, and damage to or destruction of property, or loss of use or reduction in value thereof, including the property of either party hereto, and recovery of monetary losses incurred by COUNTY directly attributable to the performance of CONSULTANT, to the extent arising out of, pertaining to, or relating to the negligence, recklessness, or willful misconduct of CONSULTANT, its employees, CONSULTANT’s sub-consultants or subcontractors at any tier, or any other party for which CONSULTANT is legally liable under law.

B. The right to defense and indemnity under this…