RFQ No.: TBD

Indefinite Delivery Indefinite Quantity (IDIQ) Pool Contract for Architectural &

Engineering (A&E) Services

Statement of Work (SOW)

DRAFT SUBJECT TO CHANGE AND

AUTHORITY BOARD APPROVAL

A&E IDIQ SOW

STATEMENT OF WORK

Indefinite Delivery Indefinite Quantity (IDIQ)

Pool Contracts for Architectural & Engineering (A&E) Services California High-Speed Rail Authority

1.0 SUMMARY

1.1. The California High-Speed Rail Authority (Authority) is responsible for planning, designing, building, and operating the first high-speed rail system in the nation. California High-Speed Rail will connect the mega-regions of the state, contribute to economic development and a cleaner environment, create jobs, and preserve agricultural and protected lands.

1.2. To facilitate its efforts, the Authority may enter into contracts with private and public entities for the design, construction, maintenance, and operation of high-speed rail trains including all tasks and segments thereof pursuant to California Public Utilities Code section 185036. Additional authority for a State of California authority to enter into this Agreement includes, but is not limited to, Government Code sections 4525, et seq.

1.3. The Authority is currently seeking to establish Indefinite Delivery Indefinite Quantity (IDIQ) pool contracts for Architectural & Engineering (A&E) services and expert consultant services in support of the Authority’s capital program.

1.4. The Authority anticipates making multiple contract awards as a result of this Request for Qualifications (RFQ), with services to be provided pursuant to task orders (TOs) issued by the Authority. The number of contract awards will be decided upon after evaluation of all submittals received pursuant to this RFQ. Highly qualified, responsive, and responsible consultants will be placed in one of two "pools” established for this purpose, with the possibility of a third pool added:

1.4.1. One Minor Works Pool: Prime Consultants (Consultant) in this pool must be certified, or, at the time of submittal, be in the process of becoming certified, as a small business (SB), Disabled Veteran Business Enterprise (DVBE) or Disadvantaged Business Enterprise (DBE) in one of the following categories: SB, DBE, DVBE, MB certified by the Department of General Services (DGS). Certification must be complete as a condition of award and prior to execution of a contract.

1.4.2. One Major Works Pool comprised of large business Consultants.

1.4.3. There is the possibility that the Authority will establish an Intermediate Works pool.

1.5. Offerors should indicate for which pool they are submitting a statement of qualifications (SOQ) at the time of Submittal. Offerors may receive only one contract award pursuant to this RFQ and may not receive a separate contract award as part of a Joint Venture or any type of partnership or association between more than one business entity. Joint Ventures are, however, permitted to receive a prime contract.

1.6. General project descriptions and specifications shall be derived from the Statement of Work (SOW) of each individual task order (TO) that is issued. The Consultant shall provide all personnel and equipment to perform the services.

1.7. The IDIQ will be utilized to execute multi-disciplinary A&E services. The basic scope of services to be provided by the successful A&E Consultant(s) may include, but shall not be limited to: architectural, landscape architectural, engineering, environmental, land surveying, design, design construction support, construction project management services, building systems design, building design, landscape design, mechanical engineering, electrical engineering, civil and transportation engineering, geotechnical engineering and investigation, surveying and right-of-way, environmental services, structural engineering, tunnel engineering, and transit engineering.

1.7.1. The IDIQ RFQ solicitation process will comply with the requirements in Government Code section 4525 et seq., and the Authority’s A&E regulations found in California Code of

Regulations, Title 21, section 10000 et seq. The requirements of GC § 4525, et seq. provide requirements for selecting private architectural or engineering firms by public agencies.

Such a selection must “be on the basis of demonstrated competence and on the professional qualifications necessary for the satisfactory performance of the services required” “at fair and reasonable prices” (GC § 4526) (prices are established during contract negotiation as cost; is not an evaluation factor in A&E qualification-based solicitations). Per CCR Title 21, section 10000, et seq. The Authority is authorized to contract with qualified entities for architectural, landscape, engineering, environmental, land surveying and construction project management. The regulations are intended to be broad enough to encompass all matters needed for the Authority to carry out its mission and vision, which include the duties to provide a high-speed train system.

1.8. Additionally, the A&E Consultant shall provide comprehensive services, including development of schematic designs, design development and construction drawings as necessary for all project requests, construction period services for all design contracts leading to construction, cost estimates, schedules, digital models to communicate concepts to users, and preparation of statement of work (SOW). The A&E Consultant shall also prepare site and architectural block or line plans, magnitude cost estimates, analytical, investigative and certification services and reports, attend site visits, validation of clinical program workloads and related data as necessary to provide applicable design and construction solutions.

1.9. Any services or Work performed must be consistent and/or compliant with the conditions set forth within the following:

1.9.1.1. California State Budget Act 2012-13, SB1029 (Chapter 152, Statutes of 2012)

1.9.1.2. California High-Speed Rail Business Plan 2024, https://hsr.ca.gov/wp-content/uploads/2024/05/2024-Business-Plan-FINAL.pdf

1.9.1.3. California High-Speed Rail 2025 Project Update Report (most current version)

1.9.1.4. 2025 Supplemental Project Update Report

1.10. The Authority intends to finance the IDIQ with State of California and federal funds, including, but not limited to, funds provided by the Federal Railroad Administration (FRA), the USDOT, and/or any other federal agency providing terms for expenditure of federal funds, including FRA Grant Cooperative Agreement numbers FR-HSR-0118-12, as amended (FY 10 Grant), and FR-HSR-0009‐10‐01‐07, as amended (ARRA Grant). The A&E Consultant shall comply with all applicable federal requirements under the grant terms.

1.11. Work shall be performed under the contracts upon identification of a specific project and issuance of TOs which will vary in size and dollar amounts. Each TO shall reflect the scope of the work, fee, time schedule for completion, and TO specific requirements that pertains to that project task. TOs may be issued from the effective date of the contracts, not to exceed an ordering period of five (5) years total.

1.12. For each task order and/or workplan, if applicable and as required by the Agreement, the Consultant may be required to propose and/or follow performance targets and measures suitable for measuring performance towards the Authority’s performance objectives.

1.13. Off-ramping: Consultants are expected, in good faith, to participate in the TO competitions, and if successful, to deliver quality projects on time and on cost, to include management and supervision of subcontractors. If for any reason, a Consultant cannot participate in a competition, the Consultant shall provide written notice to the Authority Contract Manager (ACM) of the reason(s) for non-participation prior to the proposal due date. On an annual basis, the Authority will evaluate all Consultants’ actual and loaded hourly billing rates, reason(s) for non-participation, and performance evaluations for task orders completed or in effect. Failure to participate in good faith on at least 50% of the issued Task Order Proposal Requests (TOPR) and/or an overall acceptable performance assessment rating may result in the Consultant being off-ramped from the multiple award program. Additionally, failure by a large business to meet or exceed the required 25 percent SB goal (inclusive of a 3 percent goal for Microbusinesses (MB);

a separate 10 percent Disadvantaged Business Enterprise (DBE) goal; and a separate 3 percent Disabled Veteran Business Enterprises (DVBE) goal) may result in a similar penalty. An off-ramp decision results in the inability to participate in future TOPRs. The Authority will strictly enforce all the proposal submission requirements outlined in the solicitation. Failure to comply with these requirements will result in an Offeror’s proposal being rejected as being incomplete or non-conforming to solicitation requirements.

2.0 AUTHORITY SMALL BUSINESS GOALS

2.1 This contracting vehicle incorporates by reference the Authority’s HSR SB Program Plan, dated

November 2, 2023, which establishes a 25 percent Small Business (SB) goal, inclusive of a 3 percent goal for Microbusinesses (MB); a separate 10 percent Disadvantaged Business Enterprise (DBE) goal; and a separate 3 percent Disabled Veteran Business Enterprises (DVBE) goal for contracts that receive state and federal blended funds. Further details about the Authority’s goals and its HSR SB Program Plan may be found on the Authority’s Small Business Program webpage.

2.2 On October 3, 2025, the U.S. Department of Transportation (U.S. DOT) issued an Interim Final

Rule (IFR) making changes to its DBE program (49 CFR Part 26), effective immediately. The Authority and its consultants will comply with all applicable U.S. DOT and/or the Federal Railroad Administration’s (FRA) modifications to the federal DBE program. Accordingly, the DBE contract requirements are subject to change.

3.0 TASK ORDER STATEMENT(S) OF WORK (SOW)

3.1. The SOW for each TO shall provide an overview of the requirements for the applicable A&E services.

3.2. The Authority will provide a TO form which will include the scope of work and any other requirements.

4.0 SCOPE OF SERVICES

4.1 In accordance with paragraph 1.5, above, A&E Consultant may be asked to provide A&E professional services necessary for the design of various construction projects, to include planning, environmental, engineering and/or architectural services, geotechnical engineering site-investigations and associated permitting and Authority-approvals, professional design support during construction, procurement documentation, construction administration/project construction management (PCM) services, construction inspections and a wide range of other professional services to support the Authority capital program. The consultants awarded A&E IDIQ contracts will be qualified to perform all A-E services defined in the Government Code section 4525, et seq. The A&E Consultant shall furnish all the necessary services, qualified personnel, material, equipment, to complete A&E services and be responsible for the professional quality, technical accuracy, and coordination of tasks, including all necessary construction documents, plans, specifications and estimates and related required services furnished under the IDIQ contracts and subsequent Task order(s).

4.2 The Authority will specify the required services in individual TOs. As directed by the Authority, all work shall comply with applicable codes, regulations, and applicable standards. The A&E Consultant shall coordinate with other Authority consultants, vendors and contractors, as necessary.

4.3 The scope of services is defined as:

4.3.1 Minor Works. The scope of services for minor works includes, but is not limited to, designs for utility relocations, surveying, right-of-way acquisition support, geotechnical investigation, construction contract administration/PCM services, construction inspections, roadway engineering, specialty professional engineering services, and A&E related advisory services.

4.3.2 Major Works. The scope for major works includes all A&E professional services expected for the environmental, design, procurement, construction design support and commissioning for a high-speed railway system. Major Works may also include project and construction management (PCM) services contracts for larger Authority construction contracts.

4.3.3 Intermediate Works. If implemented, intermediate works may encompass any of the above scope of services.

4.4 The A&E Consultant should have a full range of design disciplines and construction management or a team of professional subcontractors capable of providing all the necessary A&E disciplines, and subject to Authority approval, that may be required in major railway infrastructure construction task orders.

4.5 TOs issued under this contract may include the following types of services:

4.5.1 Architectural & Engineering Professional Services – Consultant shall provide professional services to complete all drawings and narratives required to successfully complete design and construction support for projects including:

4.5.1.1 Architectural Design

Preparation of schematic, design development, and construction documents for new facilities, additions, and renovations. Includes conceptual massing studies, code compliance, accessibility reviews, sustainable design, and coordination across all building systems. This work may include plans, specifications and estimates (PS&E) necessary for construction packages.

4.5.1.2 Construction Design Support Services

Support during construction, including submittal reviews, responses to Requests for Information (RFIs), site inspections, progress meetings, punch lists, review of change order proposals, and preparation of record drawings.

4.5.1.3 Project and Construction Management Services

Project management and administration, Quality, Verification and Validation, self-certification oversight, including Independent Checking Engineer (ICE) and Independent Site Engineer (ISE) responsibilities, safety and security oversight, project controls and risk management, engineering oversight, construction oversight, environmental oversight, third party, other contracts, and utility oversight, and specialty support services, including right-of-way coordination.

4.5.1.4 Building Systems Design

Comprehensive design of mechanical, electrical, plumbing, fire protection, and communications systems to meet current codes, energy standards, and Authority performance criteria.

4.5.1.5 Interior and Exterior Renovations

Design of reconfigurations, adaptive reuse, upgrades, and modernization of existing facilities, including finishes, structural retrofits, and envelope improvements such as windows, roofing, and cladding.

4.5.1.6 New Building and Industrial Facility Design

Full-service design of new facilities, including master planning, architectural and engineering design, permitting support, and preparation of construction-ready documents.

4.5.1.7 Equipment Installation Planning and Design

Planning, layout, and design for specialized facility equipment, including utility coordination, structural support, and compliance with safety standards.

4.5.1.8 Landscape Architectural Design

Site planning, planting design, irrigation, hardscape, stormwater integration, and creation of exterior environments that enhance facility function and aesthetics.

4.5.1.9 Space Programming

Development of functional and spatial requirements through stakeholder engagement, workload analysis, adjacency studies, and validation of program data to support efficient and flexible space planning.

4.5.1.10 Mechanical Engineering

HVAC, plumbing, and fire protection system design, with emphasis on sustainability, life-cycle performance, and integration with building automation and control systems.

4.5.1.11 Electrical Engineering

Facility power distribution, lighting systems, emergency/backup power, low-voltage systems, Substations/Paralleling Stations/Switching Stations, grounding, lightning protection, and energy efficiency upgrades.

4.5.1.12 Civil and Transportation Engineering

Site grading, utilities, drainage including hydraulic/hydrology/floodplain services, stormwater management, roadway and parking design, traffic analysis, and integration with multimodal transportation systems.

4.5.1.13 Geotechnical Engineering and Investigation

Geotechnical reconnaissance and mapping, geophysical survey, subsurface exploration, soil and rock testing, install and maintain groundwater monitoring devices, slope stability analysis, foundation design, retaining structures, and geotechnical reports to support site development. Ground motion fault displacement seismic hazard assessment and subsidence monitoring and mitigation planning.

4.5.1.14 Surveying and Right-of-Way

Topographic, boundary, and utility surveys, preparation of plats, easements, and legal descriptions.

4.5.1.15 Hazardous Materials Assessment and Management

Hazardous materials assessments, including subsurface investigations and pre-demolition surveys, remediation design and implementation, hazardous waste management, regulatory agency compliance, and contractor oversight.

4.5.1.16 Environmental Planning

Environmental documentation, regulatory permitting, and compliance with the California Environmental Quality Act (CEQA), National Environmental Policy Act (NEPA) and other federal, state, and local environmental laws and regulations.

4.5.1.17 Regulatory Permitting

Prepare applications for regulatory agency permits and amendments as well as compliance, reporting, and auditing activities. Environmental compliance activities, including but not limited to, preconstruction surveys, habitat assessments, field monitoring, and documentation.

4.5.1.18 Rail Systems Engineering

High-speed rail systems and operations include planning, design, and integration of track, overhead contact systems (OCS), signaling, train control, communications, traction power, and rolling stock interface. Operational planning, simulation and capacity analysis, safety and reliability assessments, and support for testing, commissioning, and entry into service. Compliance with regulatory standards and preparation for long-term operational readiness.

4.5.1.19 Structural Engineering

Analysis and design of structural systems, including steel, concrete, masonry, timber, and specialty systems, with focus on seismic, wind, blast, and progressive collapse requirements.

4.5.1.20 Tunnel Engineering

Planning, analysis and design of tunnels, cross passages, and portals. Assessment of ground movement induced by tunneling and portal excavation on existing utilities and structures. Planning, analysis and design of tunnel ventilation and fire life safety systems. Aerodynamic analysis and design of high-speed rail tunnels and portals.

4.5.1.21 Transit Engineering

Planning, design, and engineering of transit-related infrastructure including bus, rail, and intermodal facilities, platforms, track alignments, systems integration, and passenger circulation.

4.5.2 Other auxiliary services may also be required. Typical services and deliverables may include, but are not limited to:

4.5.2.1 Community and Stakeholder Engagement

Stakeholder identification & coordination, public outreach and communication, community impact mitigation and inclusion strategies, stakeholder feedback and issue resolution, long-term relationship management, digital and traditional engagement tools, and public hearings and regulatory compliance.

4.5.2.2 Procurement Engineering Support

As the A&E Consultant of record on projects, the Consultant shall be required to submit professional stamped architectural and/or engineering packages necessary for contract solicitation, internal Authority review, or public approval based on the Authority’s Staged Project Delivery Process responsibilities include, but are not limited to, drawings, plans and technical specifications, estimates and other technical components of an RFQ/IFB and/or other solicitation package, and pre-bid RFI responses.

4.5.2.3 Sustainability Planning and Design

Research, quantitative analysis, facilitation services, auditing, supplemental staffing, staff engagement and outreach, training, renewable energy support and development, PG&E service applications, solar and battery energy storage systems, energy offtake coordination, energy public private partnership procurement support, climate adaptation, sustainability strategy and planning, sustainability reporting, and air quality.

4.6 Design Services typically consist of two phases – Preliminary Design and Final Design:

4.6.1 Preliminary Design– Preliminary design includes the following:

4.6.1.1 Approximately 15–30% design completion.

4.6.1.2 Basis of Estimate (BOE), early constructability reviews, updated cost and schedule ranges.

4.6.1.3 Preliminary safety and operability checks.

4.6.2 Final Design – Final Design includes the following:

4.6.2.1 100% design completion.

4.6.2.2 Readiness to procure construction contracts.

4.6.2.3 Right-of-way acquisition, utility relocations, and third-party agreements reviewed.

5.0 DESIGN GUIDELINES

5.1 A&E Consultant shall comply with all Authority design guidelines and published specifications during the design process, to include the applicable requirements of publications listed herein and where amended by separate TOs. These include:

5.1.1 Design Criteria Manual

5.1.2 Directive Drawings

5.1.3 Technical and Special Specifications

5.1.4 Plans Preparation Manual and Computer-Aided Design and Drafting Guidelines

5.2 While the TOs will specify requirements, all design and construction services provided to the

Authority must be in compliance with the most recent versions of the following:

a. International Building Code (IBC)

b. ACC Architectural and Interior Design Standards

c. ACI (American Concrete Institute)

d. AISC (American Institute of Steel Construction)

e. AISC Code of Standard Practice for Steel Buildings and Bridges

f. ASCE (American Society of Civil Engineers)

g. AASHTO (American Association of State Highway and Transportation Officials)

h. AASHTO LRFD Bridge Design Specifications with California Amendments

i. AASHTO Guide for Design of Pavement Structures

j. American Society of Testing and Materials (ASTM) Standards

k. American National Standards Institute (ANSI) Standards

l. National Fire Protection Code (NFPA)

m. Public Laws (P.L.)

n. Executive Orders (E.O.)

o. California Code of Regulations (CCR)

p. Code of Federal Regulations (CFR)

q. Federal Railroad Administration (FRA) Standards/Requirements, as applicable

r. Federal Highway Administration (FHWA) Standards

s. U.S. Army Corps of Engineers Standards

t. State Department of Transportation (DOT) Specifications

u. U.S. Environmental Protection Authority Comprehensive Procurement Guideline (CPG)

v. OSHA Standards for Construction (29 CFR 1926)

w. EPA Regulations (e.g., Clean Water Act, Clean Air Act)

x. LEED Certification Standards (USGBC)

y. Sustainable Infrastructure Rating Systems (e.g., Envision by ISI)

z. Caltrans Standard Plans and Specifications

aa. Caltrans Falsework Manual

bb. Authority Design Criteria Manual (DCM)

cc. Authority Environmental Compliance Program Manual (ECPM)

dd. Authority Directive Drawings

ee. Authority Mitigation Monitoring and Enforcement Plans that are applicable to the respective scope of work

ff. Regulatory permits, including amendments

gg. State laws, rules, regulations, ordinances, standards, codes, or other higher authority documents, as applicable.

Any discrepancies between code or standards provisions and the contract documents shall immediately be brought to the ACM’s attention, and the more stringent requirements shall apply unless otherwise directed. Consultant shall comply with and implement all applicable design goals, technical constraints, considerations, and policies unless an alternate approach is stated in project scope of work or approved by ACM. Consultants shall be responsible for obtaining any copies of all items referenced in this paragraph.

6.0 INSPECTIONS

6.1 Inspections are for the sole benefit of the Authority and shall not relieve the A&E Consultant of the responsibility of providing quality control measures to ensure that the work strictly complies with the contract requirements. No inspection or test by Authority shall be construed as constituting or implying acceptance.

7.0 CONFORMANCE WITH ENVIRONMENTAL SERVICES REQUIREMENTS

7.1 The A&E Consultant shall perform work under this contract consistent with the relevant policy and objectives identified in the contract and by the California Environmental Quality Act (CEQA) and National Environmental Policy Act (NEPA), and in accordance with the Authority’s processes and procedures outlined in the ECPM. The Consultant shall perform work in a manner that conforms to all appropriate environmental management programs and operational controls identified by the Authority and provide monitoring and measurement information as necessary for the organization to address environmental performance relative to the environmental, energy, and transportation management goals.

7.2 Authority will provide guidance and training necessary for the Consultant to understand and comply with the environmental commitments for which the Consultant is responsible, including but not limited, to compliance with the contract provisions and specifications, detailed definitions of roles, and responsibilities, communication protocols, and compliance documentation and reporting procedures and protocols, as specified on the TO.

7.3 Consultant and Consultant-Related Entity(ies) shall upload into Environmental Mitigation Management Application (EMMA) all environmental pre-construction, construction, post-construction, and operations and maintenance related documentation (as applicable), that supports compliance with required mitigation measures and commitments including, but not limited to environmental pre-construction survey reports, habitat study reports, environmental construction monitoring reports, monthly and annual environmental status reports, archaeological survey reports, all required plans, regulatory permits including amendments, CEQA and NEPA Reexaminations, Historic Architectural Resource Survey reports, etc.

8.0 FINAL ENVIRONMENTAL DOCUMENT COMPLIANCE

8.1 The A&E Consultant shall comply with all requirements contained in the Authority’s final environmental documents, as applicable to the scope of work in the TO. In addition, the A&E Consultant shall comply with all applicable CEQA litigation settlement provisions related to the final environmental documents.

9.0 GREEN PURCHASING AND SUSTAINABILITY

9.1 The A&E Consultant shall refer to Environmentally Preferable Purchasing Program (EPP) for guidance, information, and assistance on buying green to ensure compliance with all applicable State and Federal specifications and standards. The Consultant shall procure environmentally preferable products in accordance with http://www.dgs.ca.gov/buyinggreen/Home/BuyersMain.aspx.

9.2 The A&E Consultant shall promote sustainability activities and successes as part of its Public Involvement requirement. All supplies and materials shall be of a type and quality that conform to applicable Federal specifications and standards, specifically Public Contract Code 12400-12404, Buy Clean California Act (BACCA), State Buy Recycled Campaign (SABRC), Public Contract Code 12153-12156, Buy Green Guide, Green Seal Certifications etc.

9.3 The Project Sustainability Requirements are as follows: Exemplary energy use minimization and energy efficiency; Minimize water use; Reduce greenhouse gas (GHG) emissions and dependency on fossil fuels; Employ sustainable, healthy materials and reduce the extraction of scarce resources; and Reduce waste to landfill.

9.4 Where practicable the A&E Consultant shall use post-consumer, post-industrial recycled products and materials or waste materials, such as fly-ash, ground granulated blast-furnace slag (GGBS), crushed glass, recycled aggregate, and tire derived aggregate (TDA).

9.5 Where feasible the A&E Consultant shall use renewable energy:

9.5.1 The A&E Consultant shall evaluate the use of all reasonably feasible renewable energy sources. Sources of renewable energy include solar, wind, biomass and biogas. Examples of renewable energy technologies include photovoltaic panels, wind turbines, digesters, gasifiers, and microturbines.

9.5.2 The A&E Consultant shall conduct a cost analysis that compares the energy costs from renewable sources versus traditional electricity sources provided by local utilities, over the expected Project schedule. Similarly, an evaluation of the avoided emissions as a result of using renewable energy sources versus traditional energy sources provided by local utilities shall be performed.

9.5.3 The A&E Consultant shall also evaluate the cost of purchasing green power from organizations that offer green power within the appropriate utility provider.

10.0 QUALITY CONTROL

10.1 The Consultant Contract Manager (CCM) shall provide continuous oversight and assume responsibility for coordination of all design work performed by firms, consultants and other entities employed by the A&E Consultant.

11.0 DELIVERABLES

11.1 Consultant shall provide all deliverables in compatible electronic formats consistent with Authority systems. Deliverables will be specified in each individual task order.

11.2 Where the Consultant is required to make available or provide submittals, reporting data, correspondence or any other information to the Authority, the CCM shall make available or provide such information in a form and method acceptable to the Authority. The Authority may at any time designate new systems and processes for use by the CCM to make available or provide such deliverables and/or submittals and information to the Authority, which the CCM shall use as directed by the Authority.

12.0 ORGANIZATIONAL CONFLICTS OF INTEREST (OCOI) AT THE TASK ORDER

LEVEL

12.1 The Consultant and its employees, and all of its subconsultants and employees, shall comply with the Authority’s Conflict of Interest Code and Organizational Conflict of Interest Policy.

12.2 The Consultant may be required to submit an Economic Interest Statement (Fair Political Practices Commission’s Form 700) from each employee or subconsultant whom the Authority’s Legal Office, in consultation with the ACM or designee, determines is a designated employee under the Political Reform Act, subject to the requirements and restrictions of the Act. Such determination will be based on the nature of the Work to be performed by the employee or subconsultant. Each employee and subconsultant determined to be a designated employee under the Political Reform Act shall be subject to the same disclosure category or categories applicable to the Authority’s staff who performs the same nature and scope of work as the Consultant.

12.3 The Consultant shall compile and maintain documentation of compliance with this section as to: (i) all employees or subconsultants required by the Authority’s Legal Office to submit a Fair Political Practices Commission’s Form 700, and (ii) any mitigation requirements resulting from an Organizational Conflict of Interest Determination issued by the Authority’s Legal Office.

12.4 To the extent that mitigation measures are required as to the Consultant and/or any of its subconsultants, Consultant is required to self-certify annually that all required organizational conflict mitigations are in place and have been enforced.

12.4.1 The ACM for this Agreement is responsible for enforcing and providing oversight related to any required conflict mitigation measures.

13.0 PRICING

13.1 The Authority will compensate the qualified consultant for actual hours worked on an actual cost basis, not to exceed the (escalated) loaded hourly billing rates, inclusive of actual hourly rate, fringe, indirect/overhead, general and administrative, and fee.

13.2 The actual amount of work to be performed, the time of such performance, the deliverables, and the location of the work will be determined by the ACM, who will formally issue executed task orders to the qualified A&E consultant CCM.

13.3 The only work authorized under this contract is that which is performed after receipt of such TOs. TOs for services beyond the base period of performance will be issued in accordance with the prices and/or fee schedule to be negotiated prior to award.

13.4 The CCM and A&E consultant shall, upon receipt of duly executed TO, perform all services as required in this contract and such further requirements as may be contained in TOs for projects described herein. The CCM shall complete all work and services under this contract within the period of time specified in Tos to be issued, except that no task order shall be issued hereunder after the expiration of this contract.

13.5 The Authority makes no guarantee as to the number of TOs or actual amount of services which will be requested. TOs issued during the effective period of this contract shall be completed by the A&E consultant within the time specified in the order of the respective project(s) assigned to the A&E consultant. The rights and obligations of the A&E consultant and the Authority respecting those orders shall be governed by the terms and conditions of the basic contract to the same extent as if completed during the effective period of the contract, provided that the A&E consultant shall not be required to perform any work under the contract after the time specified in the last TO.

14.0 CONTRACT ADMINISTRATION

14.1 The office having administrative jurisdiction over the IDIQ and subsequently issued TOs shall be:

Emily Morrison, Chief of Contracting California High-Speed Rail Authority

770 L Street, Suite 620 Sacramento, CA 95814 Attn: Emily Morrison

Email: ContractAdministration@hsr.ca.gov

14.2 Both the Authority and the A&E Consultant will assign Contract Managers as the single point of contact for problem resolution and contract issues, which will be documented in the General Provisions.

14.3 The IDIQ contract terms and conditions may be modified only through an amendment to the contract. Only an authorized Contract Manager, acting within their delegated limits, has the authority to issue modifications or otherwise change the terms of TOs. If an individual other than the Contract Manager attempts to make changes to the terms and conditions of the IDIQ without an amendment or subsequently issued TOs, consultants are hereby directed not to proceed with the change and immediately notify the Contract Manager. In the event the Consultant affect such changes at the direction of any person other than the Contract Manager, the change will be considered to have been made without authority and no adjustment will be made in the contract price to cover any increase in costs incurred as a result thereof.

14.4 Executing an IDIQ contract is not a guarantee of work, and the actual amount of work requested by the Authority under the agreement resulting from this multi award procurement may be less than the maximum amount of the contract. The Authority is not obligated to issue any particular type of work under this contract and reserves the right to accomplish work using existing workforces, and/or use of other contracts as it deems necessary or desirable, without a breach or violation to this contract.

14.5 No deviations, or waivers to the IDIQ or subsequently issued TOs shall be in effect without an IDIQ written amendment or TO modification executed by an ACM, authorizing such changes, deviations, or waivers.

14.6 Each IDIQ will be assigned an individual contract number. Enumeration of TO, hereafter referred to as an “order”, “task order” or “orders”, will consist of a sequential numbering system comprised of the IDIQ contract number and the corresponding task order number.

14.7 For accounting and appropriation data purposes, each task order shall be individually funded. All correspondence and data submitted by Consultants under the IDIQ must reference the contract number, task order number, project title, and project number (if applicable).

15.0 TASK ORDER PROCEDURES

15.1 As the need for services covered by these contracts may arise, the Authority will issue to the A&E Consultant a Task Order (TO) with all necessary documentation or project requirements under cover of a written request for a proposal to perform the required services.

15.2 The A&E Consultant who has been qualified for the A&E services, shall promptly submit a proposal which includes a detailed cost or pricing breakdown on Consultant’s letterhead.

15.3 When agreement has been reached on services to be performed, fee, and time for completion, the parties shall execute a TO to this contract, reflecting all terms agreed upon.

15.4 If agreement cannot be reached, neither party will be under any obligation to the other, with respect to the services covered by the particular RFQ.

15.5 No work shall be performed on an individual TO until the CCM has signed the task order.

15.6 The Consultant WILL NOT be reimbursed for proposal preparation, attendance during negotiations, site visits, walk-through or other pre-TO costs.

15.7 Occasionally the Authority will solicit offers for projects for which funds are not certified nor readily available. Submission of proposals for these acquisitions is at the sole discretion of the respective IDIQ awardees and their declination to participate in any or all such solicitations will not reflect negatively upon them.

18.0 TASK ORDER (TO) COMPETITION

18.1 Fair opportunity to compete for TOs shall be provided to all IDIQ contract awardees, unless an exception applies for sole source, single source, or direct award.

18.2 Upon receipt of a TO, consultants are urged to attend site visits scheduled by the ACM, as identified on TOs, and submit timely proposals.

18.3 Failure to attend site visits may not be used as an excuse for omission or miscalculation in proposals and may be taken into consideration in determining a consultant’s eligibility to participate in future TOs.

18.4 Consultants are highly encouraged to inspect project job sites with Authority representatives prior to proposal submissions for individual projects. Any deficiencies, conflicts, or other areas of concern existing in the scope of work and/or applicable drawings should be brought to the attention of the ACM in writing. The consultant shall also notify the ACM upon observing any features in the design that appear to be ambiguous, confusing, conflicting, or erroneous.

The work under this IDIQ contract is not exclusive and the Authority may award contracts for the same or similar work to other consultants.

19.0 PROPOSAL PREPARATION

19.1 A TO issued under these contracts shall, except in rare cases, be issued to all consultants and will, at a minimum, include a SOW defining the project requirements. Costs for preparation of proposals and pre-award activities shall be the sole responsibility of the Consultant.

19.2 Deviations and Alternate Proposals. Offerors shall specifically identify all deviations from the minimum RFQ/RFP requirements in a cover letter in a section entitled "Alternate Proposal” or “Deviations." This requirement applies for all proposal revisions and Final Proposal Revisions. Proposed alternates/deviations shall specifically address in detail the alternate and rationale for proposing. Alternate solutions and deviations shall include separate pricing information. If an alternate/deviation is proposed, the work as specified in the solicitation must also be priced, and all proposed alternates shall be specifically addressed and expanded upon in the proposal submissions to include separate pricing information. The Authority reserves the right to reject any deviations/alternative proposals.

20.0 PROPOSAL EVALUATION CRITERIA

20.1 Proposals received in the TO format will be evaluated based on compliance with the TO requirements and the proposed price. The TO shall indicate the minimum requirements that must be met for a proposal to be considered technically acceptable. Evaluations will be conducted on price only basis. The type of evaluation criteria shall normally relate to the complexity of the requirement but will be at the sole discretion of the ACM.

20.2 For the purpose of initial evaluations of offers proposed for individual TOs, the following will be utilized in resolving arithmetic discrepancies found on the face of pricing schedule as submitted by the Bidder: (1) Obviously misplaced decimal points will be corrected; (2) Discrepancy between unit price and extended price, the unit price will govern; (3) Apparent errors in extension of unit prices will be corrected; (4) Apparent errors in addition of lump-sum and extended prices will be corrected.

20.3 For purposes of price evaluation, the Authority will proceed on the assumption that the Bidder intends the proposed price to be evaluated on basis of the unit prices, the totals arrived at by resolution of arithmetic discrepancies as provided above.

21.0 TASK ORDER AWARD DECISION

21.1 To the maximum extent practicable, award of TOs shall be made without discussions.

ACMs reserve the right to limit the number of proposals received in response to an order RFQ/RFP/bid to the greatest number that will permit an efficient competition among the most highly rated proposals. Price reasonableness will be established through evaluations conducted during both the initial contracting process and each subsequent TO . Fair and reasonable compensation determinations will be made in compliance with Government Code § 4528 and 21 CCR § 10000.7. Consultants/firms will submit rates that are evaluated for fairness and reasonableness, and, at the TO level, pricing will be further reviewed and negotiated to ensure it aligns with the scope of work and current market conditions.

22.0 TASK ORDER ISSUANCE PROCEDURES

22.1 Work under the IDIQ contract will be ordered by written TO to the CCM by the ACM.

22.2 The Authority will not be obligated to reimburse the Consultant for work performed, items delivered, or any costs incurred, nor shall the Consultant be obligated to perform, deliver, or otherwise incur costs except as authorized by executed TOs.

22.3 TOs will clearly define the specific services to be performed or the performance desired.

Each TO is subject to the terms and conditions of the IDIQ contract. In the event of a conflict between the TO and the IDIQ contract, the TO shall take precedence. The specifications may be adjusted as needed in the individual TO solicitation. Such alterations shall apply only to the individual TO in which they are contained and shall not be interpreted as replacing or removing requirements from the basic contract specifications for any prior, current, or future

TO.

22.4 TOs will be issued electronically via e-mail, telephone, or any other authorized electronic means.

22.5 All TOs issued from the IDIQ shall be individually funded and will require Authority Business Oversight Committee (BOC) approval.

23.0 PROTESTS

23.1 No protest shall be authorized in connection with the issuance or proposed issuance of a TO under the Contract, except for a protest in accordance with CA PCC § 19102.

24.0 COMMENCEMENT OF WORK

24.1 No work under the IDIQ contract shall commence until such a time as the ACM issues a written TO and a Notice to Proceed (NTP). The ACM reserves the right to determine the issue date of any TO NTP.

25.0 OPTION FOR INCREASED QUANTITY ON TASK ORDERS

25.1 The Authority may elect to make certain tasks option items. In this case, the Authority may increase the quantity of work awarded on individual TOs by unilaterally exercising option item(s) within the period specified in the TO. In the event the option is not exercised within the time period specified in the TO, the parties may agree via a bi-lateral agreement to the option(s) provided that the exercising of said option(s) will not increase the contract performance period. Any option herein shall be considered to have been exercised at the time the Authority deposits written notification to the consultant in the mail, provided by facsimile, or electronic mail.

26.0 TASK ORDER PERFORMANCE PERIOD

26.1 Specific periods of performance will be identified in each individual TO. The Authority reserves the right to negotiate a performance period or impose a performance period for each

TO.

26.2 For design phase of TOs (as applicable): The ACM shall issue an NTP in order to commence the first design phase. The performance period for the design segment of work starts after the receipt of the NTP for design. After approval of each design level, the ACM will issue a NTP for the A&E Consultant to proceed to the next design level. The Authority review time for each design level is included in the total design period of performance. When a design submission is disapproved, the A&E Consultant shall provide necessary corrections and resubmit. The resubmission time does not automatically extend the design period of performance.

26.3 For construction phase of TOs (as applicable): Prior to issuing the NTP, the A&E Consultant shall submit bonds, safety plan, fire safety plan, infection control plan, security plan, insurance certificates, draft schedule, and any other documents specified in the TO. The performance period for the construction portion of a TO starts after receipt of the NTP for construction. This period of performance for construction includes, but is not limited to, completion of project, all punch-list items, final clean-up, review, and acceptance of all deliverables (As-built drawings, O&M manuals, warranties, etc.). The Authority review time for as-built drawings, manuals and warranties is included in the performance period and specific timeframes will be listed in the TO. If there is no design required, only one NTP will be issued for construction.

27.0 AMBIGUITY / CONTRACT INTERPRETATION

27.1 The services and work shall be performed in accordance with the Agreement terms and conditions. In the event of any conflicts, inconsistencies, or ambiguities in this Agreement, the following documents shall be used to interpret the Agreement in the order of precedence stated:

27.1.1 Terms contained in the STD 213 and the Agreement exhibits and, if amended, the STD 213A and applicable exhibits of the amended Agreement.

27.1.2 Approved TOs.

27.2 In the event of any conflicts, inconsistencies, or ambiguities between documents of the same level of precedence, the term, provision, or document requiring the higher level of services or stricter performance by the A&E Consultant shall govern.

27.3 This written contract and any and all identified writings or documents incorporated by reference herein or physically attached hereto constitute the parties’ complete agreement and no other prior or contemporaneous agreements either written or oral shall be considered to change, modify or contradict it. Any ambiguity in the contract will not be strictly construed against the drafter of the contract language but shall be resolved by applying the most reasonable interpretation under the circumstances, giving full consideration to the intentions of the parties at the time of contracting.

27.4 It shall be the obligation of the A&E Consultant to exercise due diligence to discover and to bring to the attention of the ACM at the earliest possible time any ambiguities, discrepancies, inconsistencies, or conflicts in or between the specifications and the applicable drawings or other documents incorporated by reference herein. Failure to comply with all obligations shall be deemed a waiver and release of any and all claims for extra costs or delays arising out of such ambiguities, discrepancies, inconsistencies, and conflicts.

28.0 LAYING OUT WORK

28.1 Field Dimensions: Any drawings and specifications that may accompany each TO indicate generally the design and arrangement of all apparatus, fixtures, accessories, etc., necessary to complete the work required. The exact location or arrangement of equipment is subject to minor changes necessitated by field conditions and shall be made as required without additional cost to the Authority. Measurements shall be verified by actual observations at the construction site, and the A&E Consultant shall be responsible for all work fitting into place in a satisfactory and competent manner meeting the approval of the

ACM.

29.0 REPORT OF ERROR AND DISCREPANCIES

29.1 A&E Consultants shall promptly notify the ACM, in writing, of any discrepancies. Any proposed changes to the specifications by the A&E Consultant must be submitted in writing to the ACM for approval prior to implementation.

30.0 CORRELATION OF DRAWINGS, PLANS, SPECIFICATIONS, AND CONTRACTS

30.1 Specifications, Contracts, and the accompanying Plans or Drawings are intended to be cooperative and what is called for by one shall be as binding as if called for by all. Should any error or inconsistency appear in the Plans, Drawings, and Specifications, the A&E Consultant, before proceeding with the work, shall make mention of same to the ACM for proper adjustment, and in no case shall proceed with the work in uncertainty.

31.0 LATENT DEFECTS

31.1 The AE Consultant shall hold the Authority harmless for any latent defects that cannot be anticipated, or identified through existing as-built drawings, or survey data recorded in county land records. Any delays resulting from discovery of latent defects will require the ACM’s determination as to whether or not they may be compensable, by first establishing the basis for excusable or inexcusable delay.

32.0 OWNERSHIP OF DATA, DOCUMENTS AND WORK

32.1 During the term of this Agreement, and upon completion of any and all Work under this Agreement, all intellectual property rights, ownership, and title to all reports, documents, plans, specifications, electronic documents, and estimates produced as part of this Agreement will automatically be vested in the Authority and no further agreement will be necessary to transfer ownership to…