Addendum_1_07A5998.pdf

CALIFORNIA STATE TRANSPORTATION AGENCY GAVIN NEWSOM, Governor

California Department of Transportation

ADMINISTRATION

DIVISION OF PROCUREMENT AND CONTRACTS

1727 30th STREET, MS 65

SACRAMENTO, CA 95816-7006

PHONE (916) 227-6000

TTY 711

https://dot.ca.gov/programs/procurement-and-contracts/

February 6, 2024

Addendum No. 1 Invitation for Bid (IFB) #07A5998

Multi-Provider Weed Abatement Services in Los Angeles and Ventura Counties

NOTICE TO ALL PROSPECTIVE BIDDERS:

Addendum No. 1 is being issued for the above-referenced IFB. Bids for this work shall be with the full understanding of this Addendum.

The following represents questions submitted for this IFB and the Department’s responses:

Q1: Can you provide a copy off the previous contract for these services.

A1: It is attached to this addendum.

Q2: What are the fire suppression requirements while mowing and/or disking?

A2: Refer to Exhibit A Paragraph 8.E and Paragraph 14.

Q3: Is Landscape Operating Engineer the correct prevailing wage for the tractor operator and water truck driver?

A3: The correct wage is landscape maintenance worker for both tractor and water truck driver.

Q4: Will dust suppression be required for hand work?

A4: Yes, when required by district regulations and ordinance. Refer to Exhibit A Paragraph 8.E

All other terms and conditions set forth in the IFPQ remain in full force and effect.

Sincerely, JEAN MALLARE

Contract Analyst

Attachment http://www.dot.ca.gov/dpac/

SCO ID: 2660-07 A5442A

STATE OF CALIFORNIA- DEPARTMENT OF GENERAL SERVICES �-----------�-------------�

STANDARD AGREEMENT

STD 213 (Rev. 04/2020)

CONTRACTING AGENCY NAME

California Department ofTransportation (Caltrans)

CONTRACTING AGENCY ADDRESS

1727 30th Street, MS-65

PRINTED NAME OF PERSON SIGNING

Tamara Jones

CONTRACTING AGENCY AUTHORIZED SIGNATURE

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CALIFORNIA DEPARTMENT OF GENERAL SERVICES APPROVAL

AGREEMENT NUMBER

07AS442A

STATE OF CALIFORNIA

PURCHASING AUTHORITY NUMBER (If Applicable)

CITY STATE ZIP

Sacramento CA 95816

TITLE

Contract Officer

DATE SIGNED

02/15/2023

EXEMPTION (If Applicable)

AD Improvements, Inc.

Agreement Number 07A5442A

Exhibit A Commercial Services–State

Scope of Work

1. Contractor agrees to provide Weed Abatement services to the Department of Transportation (Caltrans), as described herein:

Contractor shall furnish all labor, materials, parts, travel and equipment necessary to provide on-call, as needed, emergency and/or routine Weed Abatement services for Caltrans-owned properties on residential and commercial properties located in Los Angeles and Ventura Counties for health and safety reasons and to abide with Fire Codes enforcement along Caltrans right of ways, roadsides and fence lines.

2. Subcontracting is not permitted under this Agreement. All references to subcontracting or subcontractors as found herein are not applicable to this Agreement.

3. Locations of services to be performed include various Caltrans-owned residential lots and commercial properties, both leased and vacant, located in Los Angeles County and Ventura County, including the Route-710 corridor covering parts of City of Pasadena, City of South Pasadena and the El Sereno portion of Los Angeles.

4. All references to Caltrans Contract Manager shall also include his/her designee.

5. This Agreement will commence on February 13, 2023, or upon approval by the Department of General Services (DGS), whichever is later, and no work shall begin before that time. This Agreement is of no effect unless approved by DGS. The Contractor shall not receive payment for work performed prior to approval of the Agreement and before receipt of notice to proceed by the Caltrans Contract Manager. This Agreement shall expire on February 12, 2025. The services shall be provided during normal working hours, Monday through Friday, except State holidays. The parties may amend this Agreement as permitted by law.

6. All inquiries during the term of this Agreement will be directed to the project representatives listed below:

Caltrans Property Management Contractor: AD Improvements, Inc.

Section/Unit: District 07 / Right of Way Contract Manager: Fatrice Gilkey Project Manager: Robert Acosta Address: 100 S. Main Street – MS 6 Address: 12252 Woodruff Avenue Los Angeles, CA 90012 Downey, CA 90241

Bus. Phone No.: 213-269-0484 Bus. Phone No.: (562) 381-3685 Fax No: (562) 803-4791

Email: fatrice.gilkey@dot.ca.gov Email: robert@adimprovements.com

7. Assignment of Work

A. On an on-call, as-needed basis, the Caltrans Contract Manager shall assign specific services, as described herein, to the Contractor through the issuance of a Service Request. All work requested shall be limited to the type of work specified in this Exhibit, A, Scope of Work.

Payment for these services shall be in accordance with Exhibit B, Budget Detail and Payment Provisions and Attachment 1, Bid Proposal. A Sample Service Request is shown in Attachment A.

B. Work assigned to the Contractor may also be initiated through service calls. All phone service requests will be followed up with a written Service Request within three (3) working days.

C. Non-emergency assignments and service calls shall be completed within five (5) working days after receipt of the request unless additional time is authorized by the Caltrans Contract Manager.

D. Emergency Services: The Contractor shall be at the site to begin work in response to emergency service calls within 24 hours after receipt of the call, and work must be completed within 48 hours of the call or as specified and authorized by the Caltrans Contract Manager.

Emergency service requests will be followed up with a written Service Request within three (3) working days.

E. Work will be assigned first to the lowest responsible bidder. When the lowest responsible bidder is unable to accept any additional work, subsequent bidders will then be called in ascending order (lowest to highest) based upon their bid proposal price schedule/rate. Work will be assigned on an as-needed basis.

RANK CONTRACTOR BID AMOUNT

1. CONTRACTOR NAME

$423,236.00 AD Improvements, Inc.

2. CONTRACTOR NAME

$476,016.80 Singh Group, Inc.

F. Any Contractor, who accumulates a backlog of three (3) work requests for which work has not been commenced by the date set, will not receive any additional work assignments from Caltrans until the backlog of work is completed. All new work requests for services will be issued to the next lowest responsible bidder until that backlog is completed to the Caltrans Contract Manager’s satisfaction.

G. The Contractor’s ability to accept any additional work will be measured according to the Contractor’s available resources, and the time requirements set by Caltrans’ Contract Manager for completion of the work.

H. It is understood and agreed that any, and all, work assigned pursuant to this Agreement is to be performed in accordance with this Agreement. In no case shall the Contractor accept service requests directly from tenants, lessees or other contractors.

I. The Contractor’s telephone will be answered by an office employee between 8:00 a.m. and 5:00 p.m., Monday through Friday. An answering service or mechanical device will not be acceptable. An answering service may be used between 5:00 p.m. and 8:00 a.m., and on Saturdays, Sundays and State holidays. On-call services assigned via the telephone will be followed-up with a written Service Request within three (3) working days.

J. In no case shall the Contractor engage in any solicitation of business that might subject Caltrans to any liability for payment while providing services on Caltrans property.

K. Caltrans will pay only for work requested by the Caltrans Contract Manager. The Caltrans Contract Manager will notify the Contractor of the location, nature, and extent of the work to be done. The service call and Service Request shall be the complete instruction and authorization for the proposed work and the Contractor shall comply fully with all contract requirements. In the event of discrepancies on the square footage of service areas, the Caltrans Contract Manager shall make the final determination on the extent of work done for invoicing purposes.

L. The Contractor shall only perform the work authorized on the Service Request. If non-contemplated work is required to accomplish the intent of the order, additional authorization shall be obtained from the Caltrans Contract Manager before said work is begun and the Service Request shall be amended accordingly.

M. Failure to begin work or to complete the work in the time required shall be considered default and be grounds for termination of this Agreement pursuant to Exhibit D, Item 2 Termination.

8. Description of Work

A. The weed abatement services shall include, but are not limited to, tractor disking, tractor mowing, hand mowing and weed eating.

B. Contractor shall remove and legally dispose of all trash, fallen tree branches, leaves, clippings found on-site, and all debris created from their work from the work site. All debris must be removed.

C. If hand mowing is performed, the Contractor shall cut weeds to within two (2) inches of the soil surface with a hand mower. Cuttings resulting from mowing shall be removed from the lot. All weeds must be removed, including weeds along fences, walls, roadsides and pavements.

D. When it is impractical to use a tractor or hand mower the Contractor shall remove weeds by hoe, rake, weed eater or by hand. All material accumulated must be legally disposed of daily.

E. Contractor shall provide dust control using water (supplied by the Contractor and included in the bid price) as required by Fire District regulations, ordinances, or any ordinances and regulations set by local agencies.

F. The majority of the properties will need to be cleared monthly, however the Contractor may be called out more/less frequently at the discretion of the Caltrans Contract Manager.

G. Dirt berms have been constructed around some parcels to prevent dumping. The Contractor may need to remove a small portion of the berm for ingress and egress. Upon completion, the Contractor will be required to reconstruct the berm to its original configuration.

H. The Contractor shall not spray any chemicals or other hazardous materials in connection with weed abatement work.

I. Contractor shall dispose of trash and/or debris in compliance with all applicable local regulations and State codes.

J. Hazardous Materials or Waste: Lower levels of oil or paint (equal to or less than 5 gallons), tires, computers, computer screens and related equipment, televisions, VCR/VHS players, radios, couches, and like debris shall be properly disposed of by the Contractor. Any fees associated with the disposal of said debris are the responsibility of the Contractor and are included in the rates on Attachment 1, Bid Proposal. No other hazardous materials or waste will be removed or handled by the Contractor. The Contractor shall immediately notify the Caltrans Contract Manager of any hazardous materials, other than those listed above, immediately upon discovery.

K. The Contractor is expected to work in a professional, competent manner without direct supervision by the Caltrans Contract Manager.

L. As determined by the Caltrans Contract Manager, any work or material that may be found to be substandard or not in compliance with city or local ordinances will subject the Contractor to a call back to redo the job and bring the job up to city or local ordinances. Any work done on a call back, including any materials required, will be at the Contractor’s expense, including trucks used to pick up trash and debris.

M. If work by the Contractor necessitates a third “call back” to complete and/or correct jobs, the Contractor is hereby advised that this shall be considered a poor work record and may constitute grounds for Contract Termination, see Exhibit D Item 2 Termination.

9. Requirements

A. The Contractor shall secure all necessary permits from applicable cities or counties for work performed under this Agreement. All permits shall be inclusive of the contractor’s bid rates.

B. While it is not necessary to obtain building permits to perform the work on Caltrans-owned properties, the work is subject to inspection by local agency code enforcement. The Caltrans Contract Manager will also inspect it.

C. The Contractor must also have any licenses/certifications required by the local jurisdiction in which the work is to be performed.

D. The Contractor shall comply with the National Pollutant Discharge Elimination System (NPDES) Permit No. CAS000003 (Order No. 99-06-DWQ) granted to the State of California, Department of Transportation, hereafter referred to as “Statewide Storm Water Permit”. A copy of the Statewide Storm Water Permit can be obtained from the Caltrans Contract Manager or viewed and printed from the State Water Resources Control Board web site at www.swrcb.ca.gov

1. In relation to Storm Water Permit, the Contractor may also be required to install the following at specified lots (industry standard size to be used);

a. Fiber Roll

b. Sand bags with Gravel

c. Sand bags with Sand

E. These services may be emergency and/or non-emergency and may be performed separately from weed abatement services described above. Every effort will be made to have these services in conjunction with weed abatement services in the same Service Request. Once installed all fiber roll and sand bags become the responsibility and property of Caltrans.

F. The Contractor must keep fully informed of all existing State Laws, and future State Laws, and County and Municipal ordinances and regulations, which in any manner affect those engaged or employed in the work, or the materials used in the work to be performed.

G. The Contractor must perform the work with the resources available within its own organization.

Contractor’s employees must be bona fide employees of the Contractor to perform the work in this Agreement. Contractor’s employees cannot be obtained through a subcontract with another firm nor may they be leased. Also no “Pick up labor” or “Day labor” may be used on any job. Refer to Exhibit D, Special Terms and Conditions, Paragraph 3 Subcontractors.

10. Completion and Inspection of Work

A. Upon the completion of each job the Contractor shall notify Caltrans Contract Manager within twenty-four hours to have the work inspected. The assigned work is not complete until it is inspected and approved by Caltrans Contract Manage or designee.

B. The Contractor shall work in a professional, competent manner without direct supervision by Caltrans Contract Manager. The Contractor shall produce a good quality job.

C. As determined by Caltrans Contract Manager, any work or material that may be found to be substandard or not in compliance with code will subject the Contractor to a call back to redo the work. In the event a call back is necessary to redo the job, it will be at the Contractor’s expense and no extra cost to Caltrans.

D. In the event the Contractor necessitates a third “call back” to complete and/or correct jobs, the third call back shall be considered a poor work record may constitute grounds for Agreement termination.

11. Final Cleanup

The Contractor shall leave each work site in a neat and clean condition. The Contractor shall haul away and legally discard any materials or trash caused by its work actions from the job site.

Exhibit B

Budget Detail and Payment Provisions

1. Invoicing and Payment

A. For services satisfactorily rendered and approved by Caltrans Contract Manager, and upon receipt and approval of the invoices, Caltrans agrees to compensate Contractor in accordance with the Bid Proposal, Attachment 1 and this Exhibit B. Incomplete or disputed invoices shall be returned to Contractor, unpaid, for correction.

B. Invoices shall be itemized in accordance with the Bid Proposal, Attachment 1, and shall be signed and submitted in triplicate not more frequently than monthly, in arrears of the service.

C. Each invoice shall include:

1) Agreement Number

2) Date(s) of Service

3) Location of Service

4) Service Request Number

5) Description of On-Call Service Request

6) Rates in accordance with Bid Proposal, Attachment 1

D. Each invoice shall be submitted in triplicate to:

Department of Transportation District 07/ROW/Property Maintenance Attention: Fatrice Gilkey 100 S. Main Street, MS-6 Los Angeles, CA 90012

E. Contractor shall submit a certified copy of all payroll records for verification by Caltrans Contract Manager with each invoice. Delinquent or inadequate certified payrolls or other required documents will result in the withholding of payment until such documents are submitted by Contractor.

2. Budget Contingency Clause

A. It is mutually understood between the parties that this Agreement may have been written before ascertaining the availability of congressional or legislative appropriation of funds, for the mutual benefit of both parties in order to avoid program and fiscal delays that would occur if the Agreement were executed after that determination was made.

B. This Agreement is valid and enforceable only if sufficient funds are made available to the State of California by the United States Government or the California State Legislature for the purpose of this program. In addition, this Agreement is subject to any additional restrictions, limitations, conditions, or any statute enacted by the Congress or the State Legislature that may affect the provisions, terms, or funding of this Agreement in any manner.

C. It is mutually agreed that if Congress or State Legislature does not appropriate sufficient funds for the program, this Agreement shall be amended to reflect any reduction in funds.

D. Pursuant to Government Code Section 927.13, no late payment penalty shall accrue during any time period for which there is no Budget Act in effect, nor on any payment or refund that is the result of a federally-mandated program or that is directly dependent upon the receipt of federal funds by a State agency.

E. Caltrans has the option to terminate the Agreement under the 30-day termination clause or to amend the Agreement to reflect any reduction of funds.

3. Prompt Payment Clause

A. Payment will be made in accordance with, and within the time specified in, Government Code, Chapter 4.5, commencing with Section 927 and all agreements must comply with Public Contract Code Sections 10262 and 10262.5.

B. Pursuant to Public Contract Code Section 10262, Contractor shall pay its Subcontractor(s) within seven (7) calendar days from receipt of each payment made to Contractor by Caltrans.

C. Failure of Contractor adhering to Public Contract Code Section 10262 may result in termination of this Agreement per Public Contract Code Section 10253 and disciplinary action by the Contractors State License Board may be implemented

4. Cost Limitation

A. Total amount of this Agreement shall not exceed $423,236.00. This is a multiple provider contract. This Agreement’s cost limitation is limited to (Contract 07A5442A) the lowest responsive responsible bidder’s contract price. Each Contractor's rate(s) for services will be paid in accordance with its Bid Proposal, Attachment 1.

B. It is understood and agreed that this total is an estimate and that Caltrans will pay only for those services actually rendered as authorized by Caltrans Contract Manager up to the total amount set forth in Section A, above.

5. Rates

Rates for these services may be found on Attachment 1 of this document.

6. Excise Tax

State of California is exempt from Federal excise taxes, and no payment will be made for any taxes levied on employees’ wages. Caltrans will pay for any applicable State or local sales or use taxes on the services rendered or equipment or parts supplied pursuant to this Agreement. Caltrans may pay any applicable sales and use tax imposed by another state.

7. Cost Principles

A. Contractor agrees that the Contract Cost Principles and Procedures in 48 Code of Federal Regulations (CFR), Part 31, and the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, in 2 CFR, Part 200, shall be used to determine the allowable individual items of cost.

B. Any costs for which payment has been made to Contractor that are determined by subsequent audit to be unallowable under 48 CFR Part 31 or 2 CFR Part 200 are subject to repayment by Contractor to Caltrans.

8. Costs Included in Bid Rates

A. The cost of employer payments to or on behalf of employees, subsistence, travel, compensation insurance premiums, unemployment contributions, social security taxes, Agreement bond premiums, and any other taxes or assessments including sales and use taxes required by law or otherwise shall be included in the Agreement rates and no additional allowance will be made thereof, unless separate payment provision should specifically so provide.

B. Contractors shall make travel and subsistence payments to each worker in compliance with Labor Code Sections 1773.1 and 1773.9. Travel and subsistence requirements are available on the Department of Industrial Relations website at https://www.dir.ca.gov/OPRL/DPreWageDetermination.htm.

9. Payroll Records

A. Contractor and each Subcontractor shall comply with the following provisions. Contractor shall be responsible for compliance by their Subcontractors.

1) Each Contractor and Subcontractor shall keep accurate payroll records and supporting documents as mandated by Labor Code Section 1776 and as defined in Section 16000 of Title 8 of the California Code of Regulations, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by Contractor or Subcontractor in connection with the public work. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following:

a) The information contained in the payroll record is true and correct.

b) The employer has complied with the requirements of Labor Code Sections 1771, 1811, and 1815 for any work performed by its employees on the public works project.

2) The payroll records, enumerated under paragraph 1 above, shall be certified. The certified payrolls and records related to employee wages, fringe benefits, payroll tax, and deductions shall be available for inspection and copying by Caltrans representative at all reasonable hours at Contractor’s principal office. Certified payrolls shall be made available as follows:

a) A certified copy of an employee's payroll record shall be made available for inspection or furnished to the employee or the employee's authorized representative on request.

b) A certified copy of all payroll records enumerated in Paragraph 1 above, shall be made available for inspection or furnished upon request to a representative of Caltrans and the Department of Industrial Relations Division of Labor Standards Enforcement and Division of Apprenticeship Standards. Certified payrolls submitted to Caltrans and the Department of Industrial Relations, Division of Labor Standards Enforcement, and Division of Apprenticeship Standards shall not be altered or obliterated by contractor.

c) The public shall not be given access to certified payroll records by Contractor.

Contractor is required to forward any requests for certified payrolls to Caltrans Contract Manager by both email and a hard copy sent by regular mail on the business day following receipt of request.

d) Each Contractor shall submit a certified copy of the records enumerated in paragraph 1, above, to the entity that requested the records within 10 days after receipt of a written request.

e) Any copy of records made available for inspection as copies and furnished upon request to the public or any public agency by Caltrans shall be marked or obliterated in such a manner as to prevent disclosure of each individual's name, address, and social security number. The name and address of Contractor awarded the Agreement or performing the Agreement shall not be marked or obliterated.

f) Contractor shall inform Caltrans of the location of the records enumerated under paragraph 1, above, including the street address, city, and county, and shall, within five (5) working days, provide a notice of a change of location and address.

g) Contractor or Subcontractor shall have 10 days in which to comply subsequent to receipt of written notice requesting the records enumerated in paragraph 1, above. In the event Contractor or Subcontractor fails to comply within the 10-day period, it shall, as a penalty to Caltrans, forfeit one hundred dollars ($100) for each calendar day, or portion thereof, for each worker, until strict compliance is effectuated. Such penalties shall be withheld by Caltrans from payments then due. A Contractor is not subject to a penalty assessment pursuant to this section due to the failure of a Subcontractor to comply with this section.

B. The penalties specified in paragraph g, above, for noncompliance with the provisions of said Labor Code Section 1776, will be deducted from any monies due or which may become due to Contractor. Penalties assessed for failure to submit certified payrolls are forfeitures and not retentions that will be returned to Contractor.

C. Payrolls shall contain the full name, address, and social security number of each employee, the correct work classification (including apprentices, if applicable), rate of pay, daily and weekly number of hours worked, itemized deductions made, and actual wages paid. The payroll shall be accompanied by a "Statement of Compliance" signed by the employer or employer's agent indicating that the payrolls are correct and complete and that the wage rates contained therein are not less than those required by the Agreement. The "Statement of Compliance" shall be on forms furnished by Caltrans or on any form with identical wording. Any payroll that does not include the required “Statement of Compliance” will be deemed inadequate and unacceptable. Contractor shall be responsible for the submission of copies of payrolls of all Subcontractors.

D. Contractor and each Subcontractor shall preserve their payroll records for a period of three (3) years from the date of completion of the Agreement.

E. Contractor shall submit a certified copy of all payroll records for verification by Caltrans Contract Manager and/or designee with each invoice. When progress payments are called for, Contractor shall submit a certified copy of all payroll records for verification for the work completed to date with each invoice. Delinquent or inadequate certified payrolls or other required documents will result in the withholding of payment until such documents are submitted by Contractor.

F. Contractor shall pay any employee actually engaged in the moving and handling of goods being relocated under this Agreement no less than the prevailing wage rate.

10. Penalty

A. Contractor and any Subcontractor under Contractor shall comply with Labor Code Sections 1774 and 1775. In accordance with said Labor Code Section 1775, Contractor shall forfeit, as a penalty to Caltrans, not more than two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates for such work or craft in which such worker is employed for any public work done under the Agreement by them, or by any Subcontractor under them, in violation of the provisions of the Labor Code and, in particular, Labor Code Sections 1775 to 1780, inclusively.

B. The amount of this forfeiture shall be determined by Labor Commissioner and shall be based on consideration of mistake, inadvertence, or neglect of Contractor or Subcontractor in failing to pay the correct rate of prevailing wages, or the previous record of Contractor or Subcontractor in meeting its prevailing wage obligations, or a Contractor’s willful failure to pay the correct rates of prevailing wages. A mistake, inadvertence, or neglect in failing to pay the correct rate of prevailing wages is not excusable if Contractor or Subcontractor had knowledge of the obligations under the Labor Code. Any Contractor that executes and receives a copy of this Agreement is deemed to have knowledge of its obligations regarding the Labor Code’s prevailing wage requirements. In addition to the penalty and pursuant to Labor Code Section 1775, the difference between the prevailing wage rates and the amount paid to each worker for each calendar day, or portion thereof, for which each worker was paid less than the prevailing wage rate shall be paid to each worker by Contractor or Subcontractor.

C. If a worker employed by a Subcontractor on a public works project is not paid general prevailing per diem wages by Subcontractor, Prime Contractor of project is not liable for any penalties described above unless Prime Contractor had knowledge of that failure of Subcontractor to pay the specified prevailing rate of wages to those workers or unless Prime Contractor fails to comply with all the following requirements:

1) Agreement executed between Contractor and Subcontractor for performance of work on public works project shall include a copy of provisions of Labor Code Sections 1771, 1775, 1776, 1777.5, 1813, and 1815.

2) Contractor shall monitor the payment of the specified general prevailing rate of per diem wages by Subcontractor to the employees by periodic review of the certified payroll records of Subcontractor.

3) Upon becoming aware of the failure of Subcontractor to pay their workers the specific prevailing rate of wage, Contractor shall diligently take corrective action to halt or rectify the failure, including, but not limited to, retaining sufficient funds due Subcontractor for work performed on the public works project.

4) Prior to making final payment to Subcontractor for work performed on public works project, Contractor shall obtain an affidavit signed under penalty of perjury for

Subcontractor that Subcontractor has paid the specified general prevailing rate of per diem wages to its employees on public works project and any amounts due pursuant to Labor Code Section 1813.

D. Pursuant to Labor Code Section 1775, Caltrans shall notify Contractor on a public works project within 15 days of receipt of a complaint that a Subcontractor has failed to pay workers the general prevailing rate of per diem wages.

E. If Caltrans determines that employees of a Subcontractor were not paid the general prevailing rate of per diem wages and if Caltrans did not retain sufficient money under the Agreement to pay those employees the balance of wages owed under the general prevailing rate of per diem wages, Contractor shall withhold an amount of moneys due to Subcontractor sufficient to pay those employees the general prevailing rate of per diem wages, if requested by Caltrans.

11. State General Prevailing Wage Rates

A. Contractor agrees to comply with all applicable provisions of the Labor Code, including those provisions requiring the payment of not less than the general prevailing rate of wages. Contractor further agrees to the penalties and forfeitures provided in said Code in the event a violation of any of the provisions occurs in the execution of this Agreement.

B. Pursuant to Labor Code Section 1771.5, not less than the general prevailing wage rate of per diem wages and the general prevailing rate of per diem wages for holiday and overtime work for work of a similar character in the county in which the work is to be performed shall be paid to all workers employed on this Agreement, if this Agreement is for:

1) More than $25,000 for public works construction; or

2) More than $15,000 for the alteration, demolition, installation, repair, or maintenance of public works.

12. State Prevailing Wage Rate Determinations

A. The General Prevailing Wage Rate Determinations applicable to the project are available and on file with the Caltrans Regional/District Labor Compliance Office. These wage rate determinations are made a specific part of this Agreement by reference pursuant to Labor Code Section 1773.2. Any special wage rate determinations applicable to this project are attached.

B. General Prevailing Wage Rate Determinations applicable to this project may also be obtained from the DIR website at: http://www.dir.ca.gov/.

C. After award of the Agreement, and prior to commencing work, all applicable General Prevailing Wage Rate Determinations are to be obtained by Contractor from DIR. These wage rate determinations are to be posted by Contractor at the job site in accordance with Labor Code Section 1773.2.

D. After award of the Agreement, questions pertaining to predetermined wage rates should be directed to the Caltrans Labor Compliance Office:

Caltrans Headquarters Labor Compliance Office

1120 N Street, MS-44 Sacramento, CA 95814 Email: labor.compliance@dot.ca.gov

13. Hours of Labor

Eight (8) hours labor constitutes a legal day’s work. Contractor shall forfeit, as a penalty to the State of California, twenty-five dollars ($25) for each worker employed in the execution of the Agreement by Contractor or any Subcontractor under Contractor for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of the Labor Code, and in particular Sections 1810 to 1815 thereof, inclusive, except that work performed by employees in excess of eight (8) hours per day, and 40 hours during any one week, shall be permitted upon compensation for all hours worked in excess of eight (8) hours per day and 40 hours in any week, at not less than one and one-half times the basic rate of pay, as provided in Section 1815.

14. Employment of Apprentices

A. Where the prime Agreement is $30,000 or more, Contractor and any Subcontractors under them shall comply with all applicable requirements of Labor Code Sections 1777.5, 1777.6, and 1777.7 in the employment of apprentices.

B. Contractors and Subcontractors are required to comply with all Labor Code requirements regarding the employment of apprentices, including mandatory ratios of journey level to apprentice workers. Prior to commencement of work, Contractors and Subcontractors are advised to contact the State Division of Apprenticeship Standards, PO Box 420603, San Francisco, California 94142-0603, or one of its branch offices, for additional information regarding the employment of apprentices and for the specific journey-to-apprentice ratios for the Agreement work. The Prime Contractor is responsible for all Subcontractors’ compliance with these requirements. Penalties for failure to comply with apprenticeship requirements are specified in Labor Code Section 1777.7.

Exhibit D

Special Terms and Conditions

1. Settlement of Disputes

A. Any dispute concerning a question of fact arising under this Agreement that is not disposed of by agreement shall be decided by Caltrans Contract Officer, who may consider any written or verbal evidence submitted by Contractor. The decision of the Caltrans Contract Officer, issued in writing, shall be Caltrans’ final decision on the dispute.

B. Neither the pendency of a dispute nor its consideration by Caltrans Contract Officer will excuse Contractor from full and timely performance in accordance with the terms of the Agreement.

2. Termination

A. If, after award and execution of the Agreement, Contractor’s performance is unsatisfactory, the Agreement may be terminated for default. Additionally, Contractor may be liable to Caltrans for damages, including the difference between Contractor’s original bid price and the actual cost of performing the work by another Contractor. Default is defined as Contractor failing to perform services required by the Agreement in a satisfactory manner.

B. Caltrans reserves the right to terminate this Agreement for any or no cause upon 30 days written notice to Contractor or immediately in the event of default or material breach by Contractor at no cost. Upon such termination, no compensation shall be due or payable to Contractor except for compensation earned through the date of termination.

C. The State may terminate this Agreement immediately for good cause. The term “good cause” may be defined as “impossibility of performance” or “frustration of purpose”, but does not include material breach, default, or termination without cause. In this instance, the Agreement termination shall be effective as of the date indicated on the State’s notification to Contractor.

D. In the event that the total Agreement amount is expended prior to expiration date, Caltrans may, at its discretion, terminate this Agreement with 30-day notice to Contractor.

3. Subcontractors

Contractor shall perform the work contemplated with resources available within its own organization and no portion of the work shall be subcontracted.

4. Retention of Records/Audits

For the purpose of determining compliance with Government Code Section 8546.7, Contractor and Subcontractors shall maintain all books, documents, papers, accounting records, and other evidence pertaining to the performance of the Agreement, including but not limited to, the costs of administering the Agreement. All parties shall make such materials available at their respective offices at all reasonable times during the Agreement period and for three years from the date of final payment under the Agreement. The State, the State Auditor, Federal Highway Administration, or any duly authorized representative of the Federal government having jurisdiction under Federal laws or regulations (including the basis of Federal funding in whole or in part) shall have access to any books, records, and documents of Contractor that are pertinent to the Agreement for audits, examinations, excerpts, and transactions, and copies thereof shall be furnished if requested.

5. Non-Solicitation

Contractor warrants by execution of this Agreement, that no person or selling agency has been employed or retained to solicit or secure this Agreement upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained or contracted by Contractor for the purpose of securing business. For breach or violation of this warranty, the State shall, in addition to other remedies provided by law, have the right to annul this Agreement without liability, paying only for the value of the work actually performed, or in its discretion, to deduct from the contract price or consideration, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee.

6. Reporting Disabled Veteran Business Enterprise (DVBE) Utilization

If this Agreement requires DVBE participation, it is the responsibility of Contractor to track DVBE goal progress and Contractor must report the actual amount paid to certified Subcontractors.

Contractors must comply with Government Code Section 14841 and Military and Veterans Code Sections 999.5(d) and 999.7 by reporting the actual utilization of certified Subcontractor(s) during the performance of this Agreement. Contractor shall prepare and submit the Report of Utilization of Small/Micro Business and Disabled Veteran Business Enterprise State Funded Contracts Only (ADM-3059) (https://forms.dot.ca.gov/v2Forms/servlet/FormRenderer?frmid=ADM3059) to Caltrans Contract Manager with each invoice.

If Contractor fails to submit ADM-3059 with final invoice, Caltrans Contract Manager shall withhold $10,000, or full payment if it is less than $10,000, from final payment on Agreement until Caltrans Contract Manager receives a complete and satisfactory ADM-3059. Caltrans Contract Manager shall notify Contractor by email that Contractor must submit a complete and satisfactory ADM-3059 within 30 days from the date of the notice. If Contractor fails to fully complete and submit the ADM- 3059 within this 30-day period, Caltrans shall permanently withhold payment of final invoice.

Upon Caltrans Contract Manager’s request, Contractor shall provide proof of payment for the work performed by DVBE subcontractor(s).

7. Reporting Small Business/Micro Business (SB/MB) Utilization

If SB/MB Subcontractor participation is a requirement of this Agreement, Contractor must report the actual amount paid to certified Subcontractors. Contractor must comply with Government Code Section 14841 by reporting the actual utilization of certified Subcontractor(s) during the performance of this Agreement. Contractor shall prepare and submit the Report of Utilization of Small/Micro Business and Disabled Veteran Business Enterprise State Funded Contracts Only (ADM-3059) (https://forms.dot.ca.gov/v2Forms/servlet/FormRenderer?frmid=ADM3059) to Caltrans Contract Manager with each invoice.

8. DVBE Participation (Without Goals)

Caltrans has established no goals for the participation of DVBE for this Agreement. However, Contractor shall be fully informed respecting the California Public Contract Code Sections 10115 et seq., which is incorporated by reference. Contractor is urged to obtain DVBE Subcontractor participation should clearly defined portions of the work become available.

9. Assumption of Risk and Indemnification Regarding Exposure to Environmental Health Hazards

In addition to, and not a limitation of, Contractor’s indemnification obligations contained elsewhere in this Agreement, Contractor hereby assumes all risks of consequences of exposure of Contractor’s employees, agents, Subcontractors, Subcontractors’ employees, and any other person, firm, or corporation furnishing or supplying work services, materials, or supplies in connection with performance of this Agreement, to any and all environmental health hazards, local and otherwise, in connection with the performance of this Agreement. Such hazards include, but are not limited to, bodily injury and/or death resulting in whole or in part from exposure to infectious agents and/or pathogens of any type, kind, or origin. Contractor also agrees to take all appropriate safety precautions to prevent any such exposure to Contractor’s employees, agents, Subcontractors, Subcontractors’ employees, and any other person, firm, or corporation furnishing or supplying work services, materials, or supplies in connection with the performance of this Agreement. Contractor also agrees to indemnify and hold harmless Caltrans, State of California, and each and all of their officers, agents, and employees, from any and all claims and/or losses accruing or resulting from such exposure. Except as provided by law, Contractor also agrees that the provisions of this paragraph shall apply regardless of existence or degree of negligence or fault on the part of Caltrans, State of California, and/or any of their officers, agents, and/or employees.

10. Mandatory Organic Waste Recycling

It is understood and agreed that pursuant to Public Resources Code Sections 42649.8 et seq., if Contractor generates two (2) cubic yards or more of organic waste or commercial solid waste per week, Contractor shall arrange for organic waste or commercial waste recycling services that separate/source organic waste for organic waste recycling. Contractor shall provide proof of compliance, i.e. organic waste recycling services or commercial waste recycling services that separate/source organic waste recycling, upon request from Caltrans Contract Manager.

11. Laws to be Observed

Contractor shall keep fully informed of all existing and future State and Federal laws and county and municipal ordinances and regulations which in any manner affect those engaged or employed in the work, the materials used in the work, or which in any way affect the conduct of the work, and of all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same.

Contractor shall at all times observe and comply with and shall cause all agents and employees to observe and comply with, all such existing and future laws, ordinances, regulations, orders, and decrees of bodies or tribunals having any jurisdiction or authority over the Agreement. Contractor shall protect and indemnify the State of California and all officers and employees thereof connected with the work against any claim, injury, or liability arising from or based on the violation of any such law, ordinance, regulation, order, or decree, whether by Contractor, its Subcontractor(s), or an employee(s). If any discrepancy or inconsistency is discovered in the plans, drawings, specification, or Agreement for the work in relation to any such law, ordinance, regulation, order, or decree, Contractor shall immediately report the same to Caltrans Contract Manager in writing.

12. Specific Legal References

Any reference to specific statutes, regulations, or other legal authority in this Agreement shall not relieve Contractor from the responsibility of complying with all existing and future laws, ordinances, regulations, orders, and decrees of bodies or tribunals having any jurisdiction or authority over the Agreement.

13. Equipment Indemnification

Contractor shall indemnify Caltrans for any claims against Caltrans for loss or damage to Contractor’s property or equipment during its use under this Agreement and shall at Contractor’s own expense maintain such fire, theft, liability, or other insurance as deemed necessary for this protection. Contractor assumes all responsibility which may be imposed by law for property damage

Exhibit E

Additional Provisions

1. General Provisions Required in all Insurance Policies

A. Deductible: Contractor is responsible for any deductible or self-insured retention (SIR) contained within the insurance program.

B. Coverage Term: Coverage must be in force for the complete term of this Agreement. If insurance expires during the term of this Agreement, a new certificate must be received by the Caltrans Contract Manager at least 10 days prior to the expiration of the insurance. Any new insurance must continue to comply with the original terms of this Agreement.

C. Policy Cancellation or Termination and Notice of Non-Renewal: Contractor shall provide, to the Caltrans Contract Manager within five (5) business days, following receipt by Contactor, a copy of any cancellation or non-renewal of insurance required by this Agreement. In the event Contractor fails to keep, in effect at all times, the specified insurance coverage, the State may, in addition to any other remedies it may have, terminate this Agreement upon the occurrence of such event, subject to the provisions of this Agreement.

D. Primary Clause: Any required insurance contained in this Agreement shall be primary, and not excess or contributory, to any other insurance carried by the State.

E. Inadequate Insurance: Inadequate or lack of insurance does not negate Contractor's obligations under this Agreement.

F. Endorsements: Any required endorsements requested by the State must be physically attached to all requested certificates of insurance and not substituted by referring to such coverage on the certificate of insurance.

G. Insurance Carrier Required Rating: All insurance companies must carry a rating acceptable to the Department of General Services, Office of Risk and Insurance Management (ORIM). If Contractor is self-insured for a portion or all of its insurance, review of financial information including a letter of credit may be required. Department of General Services, ORIM Website:

https://www.dgs.ca.gov/ORIM.

H. Contractor shall include all of its subcontractors as insureds under Contractor's insurance or supply evidence of insurance to the State equal to the policies, coverages, and limits required of Contractor.

I. The State will not be responsible for any premiums or assessments on the policy.

2. Insurance Requirements

A. Commercial General Liability

1) Contractor shall maintain general liability on an occurrence form with limits not less than $1,000,000 per occurrence and $2,000,000 aggregate for bodily injury and property damage liability. The policy shall include coverage for liabilities arising out of premises, operations, independent contractors, products, completed operations, personal and advertising injury, and liability assumed under an insured Agreement. This insurance shall apply separately to each insured against whom claim is made or suit is brought subject to Contractor's limit of liability. The policy must include:

Caltrans, State of California, its officers, agents, employees, and servants are included as additional insured but only with respect to work performed under this Agreement.

2) This endorsement must be supplied under form acceptable to DGS, ORIM.

B. Automobile Liability

Contractor shall maintain motor vehicle liability with limits not less than $1,000,000 combined single limit per accident. Such insurance shall cover liability arising out of a motor vehicle, including owned, hired, and non-owned motor vehicles. The same additional insured designation and endorsement required for general liability is to be provided for this coverage.

C. Workers’ Compensation and Employer’s Liability

Contractor shall maintain statutory workers’ compensation and employer’s liability coverage for all its employees who will be engaged in the performance of the Agreement. Employer’s liability limits of $1,000,000 are required. When work is performed on State owned or controlled property, the workers' compensation policy shall contain a waiver of subrogation in favor of the State. The waiver of subrogation endorsement shall be provided to Caltrans Contract Manager.

D. Satisfying a Self-Insured Retention

All insurance required by this Agreement must allow, but not require, the State to pay any SIR and/or act as Contractor’s agent in satisfying any SIR. The choice to pay any SIR and/or act as Contractor’s agent in satisfying any SIR is at the State’s discretion. If the State chooses to pay any SIR and/or act as Contractor’s agent in satisfying any SIR, Contractor shall reimburse the State for the same.

E. Available Coverages/Limits

In…