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HomeMy WebLinkAboutMINUTES - 10281997 - C45 ' Y . Contra TO: BOARD OF SUPERVISORS n` _ Costa FROM: DENNIS M. BARRY, AICP s-;----- -•• County COMMUNITY DEVELOPMENT DIRECTOR DATE: OCTOBER 28, 1997 SUBJECT: CALTRANS GRANT FOR 1-680/SR 24 TRANSPORTATION MITIGATION PROGRAM FUNDS SPECIFIC REQUEST(S) OR RECOMMENDATION(S) & BACKGROUND AND JUSTIFICATION RECOMMENDATIONS 1. Adopt a corrected resolution authorizing the Chair of the Board of Supervisors to execute a contract with Caltrans in the amount of $260,500 to implement a transit incentive program to reduce congestion on roads affected by the I- 680/SR 24 interchange reconstruction project (see Exhibit A). 2. Authorize the Chair of the Board of Supervisors to execute an agreement with the Contra Costa Centre Association for implementation of the grant (see Exhibit B). FISCAL IMPACT All County costs will be covered by grant funds. CONTINUED ON ATTACHMENT: X YES SIGNATURE /A RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMI TEE APPROVE OTHER SIGNATURE(S): ACTION OF BOARD ON nctnhar 98 14)7 APPROVED AS RECOMMENDED � OTHER_ VOTE OF SUPERVISORS I HEREBY CERTIFY THAT THIS IS A TRUE X UNANIMOUS (ABSENT ) AND CORRECT COPY OF AN ACTION TAKEN AYES: NOES: AND ENTERED ON THE MINUTES OF THE ABSENT: ABSTAIN: BOARD OF SUPERVISORS ON THE DATE SHOWN. Contact: Ernie Vovakis, CDD (510/335-1243) ATTESTED October 28, 1997 Orig: Community Development Department (CDD) PHIL BATCHELOR, CLERK OF cc: Contra Costa Centre Association (via CDD) THE BOARD OF SUPERVISORS Caltrans (via CDD) .AND COUNTY ADMINISTRATOR BY JLjjl , DEPUTY SLG/aw J:\1a u d rey\q ra nt680.bo CALTRANS GRANT FOR 1-680/SR 24 Transportation Mitigation Program Funds October 28, 1997 Page 2 BACKGROUND/REASONS FOR RECOMMENDATIONS On September 9, 1997, the Board of Supervisors adopted a resolution authorizing the Community Development Director to execute a contract with Caltrans for the program described in this report. However, the grant amount was in error in both the board order and resolution. The correct grant amount, $260,500 appears in this report and resolution. On December 10, 1996, the Board of Supervisors adopted a resolution agreeing to sponsor a grant application to Caltrans for 1-680/State Route 24 Transportation Mitigation Program funds, on behalf of the Contra Costa Centre Association. Grant applications for the 1-680/SR 24 Traffic Mitigation Program must be submitted by or sponsored by public agencies. The Contra Costa Centre Association requested the County to act as sponsor of the application. The Association submitted a joint application with Shadelands Office Park for the Caltrans 1-680/SR 24 Traffic Mitigation Program to fund an employee transit incentive program. The Program would target 600 employees and would provide staffing and a kiosk at each center to sell transit tickets two days a week. The grant request is for $260,500 and would fund acquisition of transit passes, staffing and employee incentives for using transit. The program is similar to a previous, successful program at the Centre Association. The grant application has been approved by Caltrans for funding. Funding for this proposal will require that only those employees presently commuting through the reconstruction zone would be offered incentives. The Contra Costa Centre Association has prepared a detailed technical cost proposal, timeline and budget for one year. This Board Order approves a resolution (see Exhibit A) authorizing the Chair to enter into a contract for services specified in the Contra Costa Centre Association's technical cost proposal, and authorizes the Chair of the Board of Supervisors to execute an agreement with the Contra Costa Centre Association implementing the program THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA SUBJECT: In the Matter of a Caltrans Grant Application ) for 1-680/SR 24 Traffic Mitigation Program Funds ) RESOLUTION NO. 97/ 571 The Board of Supervisors of Contra Costa County RESOLVES THAT: WHEREAS, the Contra Costa Centre Association has submitted a joint application with Shadelands Office Park in Walnut Creek for $260,500 in 1-680/State Route 24 Transportation Mitigation Program Funds for implementation of an employee transit incentive program; WHEREAS, the City of Walnut Creek has submitted a letter expressing their support for this application; WHEREAS, the Board of Supervisors of Contra Costa County approved a resolution agreeing to sponsor this application; and WHEREAS, the funding application was approved as proposed for the amount of$260,500. NOW THEREFORE BE IT RESOLVED, that the Contra Costa County Board of Supervisors hereby authorizes and directs the Chair of the Board of Supervisors to execute and deliver a contract with Caltrans for funds in the amount of$260,500 for the purpose of implementing a transit incentive program to reduce congestion on arterial roads affected by the 1-680/State Route 24 interchange reconstruction project. PASSED by the following vote of the Board of Supervisors on the 28th day of October, 1997: AYES: Supervisors Rogers, Uilkema, Gerber, Canciamilla, DeSaulnier NOES: None ABSENT: None ABSTAIN: None I kraby t&'*that thls a true and oo►rect 90 action Bota!Mn and entered on the =clys arG o}Superv.soro on the Gate ArMsTm. (k.tnb r X8 97 PHIL eATCNFIpq p�a Contact: Ernie Vovakis, CDD (510/335-1243) ast�.m,a,.oe cc: Community Development Department City of Walnut Creek, (via CDD) Contra Costa Centre Association(via CDD) Caltrans (via CDD) Central Contra Costa Transit Authority (via CDD) BART (via CDD) EV:aw j:\aw\tm p2.res RESOLUTION NO. 97/ 571 PROJECT AGREEMENT BETWEEN CONTRA COSTA CENTRE ASSOCIATION AND CONTRA COSTA COUNTY I-680/24 TMP PROJECT PROJECT DESCRIPTION The CalTrans I-680/24 Interchange Reconstruction Project requested proposals from interested parties who had projects which would provide commute mitigation through the interchange during the final phase of reconstruction. The Contra Costa Centre TDM Program submitted an application for funding of a proposed a transit subsidy for employees at the Contra Costa Centre and employees at the Shadelands Office Park who commute through the I-680/24 Interchange. The proposed project will provide a part-time staff member to sell transit tickets at the Contra Costa Centre and at the Shadelands Office Park each week. Funding for the project is through CalTrans and the FHWA, which requires the eligible applicants to be a public agency or sponsored by a public agency. The Contra Costa Centre Association TDM Program received approval from the County of Contra Costa to proceed with the project under the County sponsorship. The County of Contra Costa will be the agency which signs the project contract with CalTrans. PROJECT GOALS The project goals are to reduce the amount of congestion in the Interchange during the final phase of construction. The project proposes to provide commute incentives to 600 participants per business park for a total of 1,200 participants. Each participant will be required to use public transit at least four days per week to be eligible for the incentive. PROJECT ACTIVITIES The project activities include the following: -Design and issue marketing materials which explain the program and the benefits of commute alternatives. -Promote and market the incentive program to employees at the two business.parks. -Hire and train staff to man a kiosk table at each business park to provide "on-site" selling of the transit passes and control of the incentive vouchers. -Provide monthly contact with Regional Transit Connection std for pick-up,delivery and payment for transit passes. PROJECT AGREEMENT PAGE 2 PROJECT ACTIVITIES (Cont.) -Provide monthly contact with Regional Transit Connection staff for pick-up, delivery and payment for transit passes. -Prepare and administer participation survey. -Follow-up documentation and final report of project effectiveness. PROJECT BUDGET Budget (not to exceed) $260,500.00 Staff Time/Overhead/Payroll Taxes $ 20,000.00 Executive Director $ 1,500.00 Program Coordinator 3,000.00 Clerical Support 2,000.00 Kiosk Staff 10,000.00 Payroll Taxes/Overhead costs 3,500.00 Ticket Incentive $216,000.00 1,200 participants @ $30.00 per month for six month incentive period Marketing Materials $ 10,000.00 Posters for program announcement(two business parks with over 35 locations) Desk-drop flyers and program notices to use at events to promote the program Registration forms and program information Update table sign Newsletter Articles $ 3,000.00 Two articles for CCCA Update Newsletter Two articles for City of Walnut Creek Business/ Resident Newsletter Press Releases Mailing Bank Charges/Account Fees/Financial Reports $ 1,500.00 Checking Account fees Financial Reports-Quarterly to Contra Costa County and Reimbursement from CalTrans Financial services to prepare tax information County Oversight $ 10,000.00 As the public agency sponsoring the project, the County of Contra Costa will review all invoices and billing documentation to be forwarded to CalTrans PAYMENT PROVISIONS The Contra Costa Centre Association will invoice the County quarterly for charges incurred in the 1680/24 TMP project thirty days following the end of each calendar quarter. A summary of activities accomplished in the quarter will accompany the invoice. The County, in turn will invoice CalTrans, including its costs for project oversight and administration. Upon receipt of payment from CalTrans, the County will reimburse the Contra Costa Centre Association. PROJECT TIIv1ELINE With the signing of the agreement, the Contra Costa Centre Association will begin the project as outlined below: Month One Marketing of program to Business Park Employees. All documentation will be based on prior project materials. No significant time will be needed to design and produce marketing materials. Operation of pass selling locations. Months Two Through Twelve Operation of pass selling locations. Months Two Through Twelve(cont.) Marketing of program through an on-going notification to employees about the program; placement of newsletter articles. Reporting of program activities at the calendar quarter. Survey of program participants. SHORT FORM SERVICE CONTRACT Contra Costa County Number C46123-00 Standard Form 1/94 Fund/Or g#3524-2310-X96ARCTRT Account# Other# 1. Contract Identification. Department: Community Development Department Subject: I-680/24 TMP Project 2. pati . The County of Contra Costa, California (County), for its Department named above, and the following named Contractor mutually agree and promise as follows: Contractor: CONTRA COSTA CENTRE ASSOCIATION Capacity: Non-profit Corporation Taxpayer ID#68-0074238 Address: 1350 Treat Boulevard, Suite 180 Walnut Creek, CA 94596 3. _UM. The effective date of this Contract is December 1, 1997 and it terminates December 31, 1998 unless sooner terminated as provided herein. 4. Termination. This Contract may be terminated by the County, at its sole discretion, upon five-day advance written notice thereof to the Contractor, or canceled immediately by written mutual consent. 5. moment Limit. County's total payments to Contractor under this contract shall not exceed$250,500. 6. County's Obligations. In consideration of Contractor's provision of services as described below, and subject to the payment limit expressed herein, County shall pay Contractor, upon Contractor's submission of a properly documented demand for payment(County Demand Form D-15) which shall be submitted not later than 45 days from the end of the month in which the contract services were rendered, and upon approval of such demand by the head of the County Department for which this Contract is made or his designee, as follows: [Check one alternative only] ()hour; or [] a. FEE RATE: per service unit: () session, as defined below () calendar: (insert day, week, month) NOT TO EXCEED a total of— service unit(s). [] b. Payment in full after approval by the Department. [✓] c. As set forth in the attached Payment Provisions. -1- SHORT FORM SERVICE CONTRACT Number C46123-00 7. C!Qntractor's Obligations. Contractor shall provide the following described services: See Attached Project Agreement 8. Compliance with Law. Contractor shall be subject to and comply with all Federal, State and local laws and regulations applicable with respect to its performance under this Contract, including but not limited to, licensing, employment and purchasing practices; and wages, hours and conditions of employment, including nondiscrimination. 9. Nondiscriminatory Services. Contractor agrees that all goods and services under this Contract shall be available to all qualified persons regardless of age, sex, race, religion, color, national origin, or ethnic background, or handicap, and that none shall be used, in whole or in part, for religious worship or instruction. 10. Independent Contractor Status. This Contract is by and between two independent contractors and is not intended to and shall not be construed to create the relationship between the parties of agent, servant, employee, partnership,joint venture, or association. 11. Disputes. Disagreements between the County andContractor concerning the meaning, requirements, or performance of this Contract shall be subject to final determination in writing by the head of the County Department for which this Contract is made or his designee or in accordance with the applicable procedures (if any) required by the State or Federal Government. 12. Access to Books and Records of Contractor. Subcontractor. Pursuant to Section 1861(v)(1) of the Social Security Act, and any regulations promulgated thereunder, Contractor shall, upon written request and until the expiration of four years after the furnishing of services pursuant to this Contract, make available to the Secretary of Health and Human Services, the Comptroller General, the County, or any of their duly authorized representatives, this Contract and books, documents, and records of Contractor that are necessary to certify the nature and extent of all costs and charges hereunder. Further, if Contractor carries out any of the duties of this Contract through a subcontract with a value or cost of$10,000 or more over a twelve-month period, such subcontract shall contain a clause to the effect that upon written request and until the expiration of four years after the furnishing of services pursuant to such subcontract, the subcontractor shall make available, to the Secretary, the Comptroller General, the County, or any of their duly authorized representatives, the subcontract and books, documents, and records of the subcontractor that are necessary to verify the nature and extent of all, costs and charges hereunder. This special condition is in addition to any and all other terms regarding the maintenance or retention of records under this Contract and is binding on the heirs, successors, assigns and representatives of Contractor. 13. Reporting Requirements. Pursuant to Government Code §7550, Contractor shall include in all documents or written reports completed and submitted to County in accordance with this Contract, a separate section listing the numbers and dollar amounts of all contracts and subcontracts relating to the preparation of each such document or written report. This section shall apply only if the payment limit under this Contract exceeds $5,000. -2- SHORT FORM SERVICE CONTRACT Number C46123-00 14. Indemnification. The Contractor shall defend, indemnify, save, and hold harmless the County, its governing bodies, officers, and employees from any and all claims, costs and liability for any damages, injury or death arising directly or indirectly from, or connected with, the services provided hereunder and due to, or claimed or alleged to be due to, negligence or willful misconduct of the Contractor, its officers, employees, agents, subconsultants, or any person under its direction or control, save and except claims or litigation arising through the sole negligence or sole willful misconduct of the County, and will make good to and reimburse the indemnitees for any expenditures, including reasonable attorneys' fees, the indemnitees may make by reason of such matters, and, if requested by any of the indemnitees, will defend any such suits at the Contractor's sole cost and expense. 15. Legal Authority. This Contract is entered into under and subject to the following legal authorities: California Government Code Sections 26227 and 31000. 16. Signature . These signatures attest the parties' agreement hereto: COUNTY OF CONTRA COSTA, CALIFORNIA CONTRACTOR By: II AC By: Mark DeSaulnier, Chair nette Tanner,Executive Director Board of Supervisors Contra Costa Centre Association Recommended by Department: ` — G Dennis M. Barry, AICP President, All Interim Community Deveopment Director Contra Costa Centre Association Approved: County Administrator By: ()Deputy (Form approved by County Counsel) shrtform.agr -3- THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA SUBJECT: In the Matter of a Caltrans Grant Application ) for 1-680/SR 24 Traffic Mitigation Program Funds ) RESOLUTION NO. 97/ 571 The Board of Supervisors of Contra Costa County RESOLVES THAT: WHEREAS, the Contra Costa Centre Association has submitted a joint application with Shadelands Office Park in Walnut Creek for $260,500 in 1-680/State Route 24 Transportation Mitigation Program Funds for implementation of an employee transit incentive program; WHEREAS, the City of Walnut Creek has submitted a letter expressing their support for this application; WHEREAS, the Board of Supervisors of Contra Costa County approved a resolution agreeing to sponsor this application; and WHEREAS, the funding application was approved as proposed for the amount of $260,500. NOW THEREFORE BE IT RESOLVED, that the Contra Costa County Board of Supervisors hereby authorizes and directs the Chair of the Board of Supervisors to execute and deliver a contract with Caltrans for funds in the amount of$260,500 for the purpose of implementing a transit incentive program to reduce congestion on arterial roads affected by the 1-680/State Route 24 interchange reconstruction project. PASSED by the following vote of the Board of Supervisors on the 28th day of October, 1997: STATE OFICALIFORNIA • BUSINESS,TRANSPORTATION AND HOUSING AGENCY PETE WILSON,Governor DEPARTMENT OF TRANSPORTATION OFFICE OF PROCUREMENT AND CONTRACTS MS-67 1727 30TH STREET SACRAMENTO, CA 95816-7006 PHONE(916)227-6000 FAX(916)227-6155 INTERNET http://www.ns.net/caltrans September 30, 1998 RECEIVED Contract No: 04AO487 CONTRA COSTA COUNTY OCT - 6 1998 651 Pine Street Martinez, CA. 94553 CLERK BOARD 01- S-UPERVISORS CONTRA 00S':A C!,) Dear Mr. Jim Roger: The above-referenced service contract is enclosed for your review and approval. Please refer to the enclosed "Contract Instructions" for information on how to complete the contract and any accompanying forms. DO NOT BEGIN WORK UNTIL NOTIFIED TO DO SO BY THE CONTRACT MANAGER. By law, the State of California cannot pay for work undertaken by any contractor prior to complete approval of the contract. , A copy of the fully approved contract will be returned to you. If you do not receive your copy of the approved contract prior to the scheduled date for start of work, or if you have any other questions, please call this office or the designated Contract Manager. Thank you for your prompt processing. Please return all documents to my attention. Sincer , (Rac�el Floyd Se ice Contracts Analyst Enclosures cc: CONTRACT INSTRUCTIONS Please sign the contract where indicated in the lower right-hand corner under the name of the contractor. If you are doing business as a sole-proprietorship, your signature is sufficient; if a partnership, the signature of one partner is sufficient; if a corporation, one of the company officials must sign. The original and all copies of the contract must be individually signed in ink, and the title of the person signing must be entered directly below the signature. This is not an authorization to begin work. You cannot be authorized to begin work until the Contract is fully approved and the Contract Manager has notified you to begin work. All copies of the signed contract must be returned to this office within,.Fide-`(5).'DAYS. If this contract was competitively bid, failure to return the signed copies within the specified time period will be cause for annulment of the award and assessment of damages. The assessment will be limited to either actual damages resulting to the Department or 10% of the amount bid, whichever is less. Please provide the following information when returning the signed contracts. ® RECYCLE CONTENT CERTIFICATION: Please complete the enclosed form and return it with the original contract. This information is required per California Public Contract Codes 10233, 10354, 12161, 12200, 12205. ® ETHNIC GROUP & SMALL BUSINESS QUESTIONNAIRE: Please complete the enclosed questionnaire and return it with the signed contract. This information, which is used for compiling statistical data, is required by the Department of General Services on all contracts. ® VENDOR DATA RECORD: (Std. Form 204) - This form is required by law of all vendors providing services to the State of California. It is used by the State to report vendor income accurately and in a timely manner. It is required in lieu of IRS W-9 when doing business with the State of California. ❑ CERTIFICATE OF INSURANCE: The enclosed insurance certificate must be completed and signed by your insurance carrier in accordance with the provisions stated in the contract. If insurance carrier's form is used, include this contract number and the additional required language as stated in the contract. If self-insured, provide evidence of self-insurance certification including liablilty coverage limits and any other related information. The State's Office of Risk Insurance Management will review to ensure that all obligations can be met by the Contractor. ❑ ❑ PAYMENT BOND ❑ PERFORMANCE BOND ❑ LOCAL PUBLIC BODY: Return a copy of your Resolution, Order, Motion, Ordinance, or Minutes of Meeting, of the local governing body which by law has authority to enter into, approve and authorize execution of this agreement/contract. ❑ DBE OR DVBI_ PARTICIPATION GOAL FORMS ❑ ADM-0227 DBE or DVBE Participation Goals & Verification ❑ ADM-0312 DBE OR DVBE Good Faith Effort Documentation Please Return All Documents to: DEPARTMENT OF TRANSPORTATION, MS-67 OFFICE OF PROCUREMENT AND CONTRACTS Attn; Rachel Floyd Contract No. 04AO487 1727 30TH STREET, 4th Floor SACRAMENTO CA 95816-7006 STATE OF CALIFORNIA Contract No. 04AO487 VENDOR DATA RECORD (Requited in lieu of IRS W-9 when doing business with the State of California) STD.2G4(REV.2-97) NOTE: Governmental entities,federal, state, and local (including school districts) are not required to submit this form. SECTION 1 must be completed by the requesting state agency before forwarding to the vendor 1 DEPARTMENT/OFFICE PURPOSE: Information contained in this form DEPARTMENT OF TRANSPORTATION, MS-67 will be used by state agencies to prepare Infor- STREET ADDRESS mation Returns(Form 1099)and for withholding PLEASE 1727 30TH STREET on payments to nonresident vendors. Prompt RETURN CITY,STATE,ZIP CODE return of this fully completed form will prevent TO: SACRAMENTO,CA 95816-7006 delays when processing payments. TELEPHONE NUMBER (See Privacy.Statement on reverse) (916)227-6000 L.2J VENDOR'S BUSINESS NAME SOLE PROPRIETOR-ENTER OWNER'S FULL NAME HERE(Last, First, M.I.) MAILING ADDRESS(Number and Street or P.O.Box Number) (City,State,and Zip Code) 3 1 CHECK ONE BOX ONLY ❑ MEDICAL CORPORATION(including dentistry, ❑ PARTNERSHIP VENDOR podiatry,psychotherapy,optometry,chiropractic,etc.) NOTE: State and ENTITY TYPE local governmental ❑ EXEMPT CORPORATION(Non-profit) ❑ ESTATE OR TRUST entities, including school districts are not required to ❑ ALL OTHER CORPORATIONS ❑ INDIVIDUAL/SOLE submit this form. PROPRIETOR 4 SOCIAL SECURITY NUMBER REQUIRED FOR INDIVIDUAL/SOLE PROPRIETOR BY AUTHORITY OF THE REVENUE AND TAXATION CODE SECTION 18646(See Reverse) NOTE: Payment will VENDOR'S not be processed TAXPAYER FEDERAL EMPLOYERS IDENTIFICATION NUMBER(FEIN) SOCIAL SECURITY NUMBER without an accom- I.D.NUMBER panying taxpayer I - I I I I I , I I I I l I I - I I I — I I I I I I.D.number. IF VENDOR ENTITY TYPE IS A CORPORATION,PARTNER- IF VENDOR ENTITY TYPE IS INDIVIDUAUSOLE SHIP,ESTATE OR TRUST.ENTER FEIN. PROPRIETOR,ENTER SSN. 5 CHECK APPROPRIATE BOX(ES) NOTE: California Resident-Qualified to do business in CA or a permanent place of VENDOR business in CA a. An estate is a • resident if RESIDENCY Nonresident(See Reverse)Payments for services by nonresidents decedent was a STATUS may be subject to state withholding California resident at time of death. ❑ WAIVER OF STATE WITHHOLDING FROM FRANCHISE TAX BOARD ATTACHED b. A trust Is a resident if at least ❑ SERVICES PERFORMED OUTSIDE OF CALIFORNIA one trustee is a California resident (See reverse) 6 I hereby certify under penalty of perjury under the laws of the State of California that the information provided on this document is true and correct. If my residency status should change,I will promptly inform you. CERTIFYING SIGNATURE AUTHORIZED VENDOR REPRESENTATIVE'S NAME(Type or Print) TITLE SIGNATURE C DATE TELEPHONE NUMBER zr STATE OF CALIFORNIA VENDOR DATA RECORD STD. 204 (REV. 2-97) (REVERSE) ARE YOU A RESIDENT OR NONRESIDENT? ARE YOU SUBJECT TO NONRESIDENT WITHHOLDING? Each corporation, individual/sole proprietor, partnership, estate or Payments made to nonresident vendors, including corporations, trust doing business with the State of California must indicate their individuals, partnerships, estates and trusts, are subject to residency status along with their vendor identification number. withholding. Nonresident vendors performing services in California or receiving rent, lease or royalty payments from property (real or A corporation will be considered a "resident" if it has a permanent personal) located in California will have 7% of their total payments place of business.in California. The corporation has a permanent withheld for state income taxes. However, no withholding is required place of business in California if it is organized and existing under if total payments to the vendor are $1,500 or less for the calendar the laws of this state or, if a foreign corporation has qualified to year. transact intrastate business. A corporation that has not qualified to transact intrastate business(e.g., a corporation engaged exclusively A nonresident vendor may request that income taxes be withheld at in interstate commerce) will be considered as having a permanent a lower rate or waived by sending a completed form FTB 588 to the place of business in this state only if it maintains a permanent office address below. A waiver will generally be granted when a vendor in this state that is permanently staffed by its employees. has a history of filing California returns and making timely estimated payments. If the vendor activity is carried on outside of California or For individuals/sole proprietors, the term "resident" includes partially outside of California, a waiver or reduced withholding rate every individual who is in California for other than a temporary or may be granted. For more information, contact: transitory purpose and any individual domiciled in California who is absent for a temporary or transitory purpose. Generally an Franchise Tax Board individual who comes to California for a purpose which will extend Withhold at Source Unit over a long or indefinite period will be considered a resident. Attention: State Agency Withholding Coordinator However, an individual who comes to perform a particular contract P.O. Box 651 of short duration will be considered a nonresident. Sacramento, CA 95812-0651 Telephone: (916)845-4900 For withholding purposes, a partnership is considered a resident FAX: (916)845-4831 partnership if it has a permanent place of business in California. An estate is considered a California estate if the decedent was a If a reduced rate of withholding or waiver has been authorized California resident at the time of death and a trust is considered a by the Franchise Tax Board, attach a copy to this form. California trust if at least one trustee is a California resident. More information on residency status can be obtained by calling the Franchise Tax Board at the numbers listed below: From within the United States, call.........1-800-852-5711 From outside the United States,call......1-916-845-6500 For hearing impaired with TDD, call.......1-800-822-6268 PRIVACY STATEMENT Section 7(b)of the Privacy Act of 1974 (Public Law 93-5791) requires that any federal, state, or local governmental agency which requests an individual to disclose his social security account number shall inform that individual whether that disclosure is mandatory or voluntary, by which statutory or other authority such number is solicited, and what uses will be made of it. The State of California requires that all parties entering into business transactions that may lead to payment(s) from the State must provide their Taxpayer Identification Number(TIN)as required by Revenue and Taxation Code Section 18646, to facilitate tax compliance enforcement activities and preparation of Form 1099 and other information returns as required by Internal Revenue Code Section 6109(a). The TIN for individuals and sole proprietors is their Social Security Number(SSN). It is mandatory to furnish the information requested. Federal law requires that payments for which the requested information is not provided be subject to a 31%withholding and State law imposes noncompliance penalties of up to$20,000. You have the right to access records containing your personal information, such as your SSN. To exercise that right, please contact the business services unit or the accounts payable unit of the State agency(ies)with which you transact that business. Please call the Department of Finance, Fiscal Systems and Consulting Unit at(916)324-0385 if you have any questions regarding this Privacy Statement. Questions related to residency or withholding should be referred to the telephone numbers listed above. All other questions should be referred to the requesting agency listed in Section 1. STATE OFLALIFORNIA•DEPARTMENT OF TRANSPORTATION Contract No. 04AO487 ETHNIC GROUP AND SMALL BUSINESS QUESTIONNAIRE ADM-0362(REV.9/89) To The Contractor: We are required by the Department of General Services to furnish them with information pertaining to the Small Business and Procurement Act, Government Code 14835. Please complete the form below and return it with the contract: Sex and Ethnic Classification of Owner(s): Male Female Male Female Black American ❑ ❑ Filipino American ❑ ❑ Asian-Pacific American ❑ ❑ Asian-Indian American ❑ ❑ Hispanic American ❑ ❑ Caucasian/White ❑ ❑ Pacific Islander ❑ ❑ All Other ❑ ❑ American Indian/Alaskan Native ❑ ❑ Yes No Small Business ❑ ❑ Yes No Non-Profit Organization ❑ ❑ SOCIALLY & ECONOMICALLY DISADVANTAGED ENTERPRISE "Socially and economically disadvantaged enterprise"(SEDE)means a business concern(a)which is at least 51%owned by one or more minorities or women,or in the case of a publicly owned business,at least 51%of the stock of which is owned by one or more minorities or women;and(b)whose management and daily business operations are controlled by one or more such individuals. ETHNIC GROUP KEY Black American: A person having origins in any of the black racial groups of Africa Asian-Pacific American: Includes all people of Chinese,Japanese,Korean,Okinawan,Thai,and Vietnamese or Southeast Asian descent. Hispanic American: Includes all people of Mexican, Puerto Rican, Cuban, Central or South American.descent. (This does not include white female married to Spanish surnamed male). Pacific Islander: Includes all people of Hawaiian,Samoan and Guamanian descent. American Indian or Alaskan Native Includes all people having origins in any of the original peoples of North America. individuals must be no less than one-quarter(25%)American Indian and be recognized by either a tribe,tribal organization of a suitable authority in the community. Alaskan native includes Eskimo and Aleuts. (Documentation or recognition may include but not limited to:tribal role number,parent's tribal role numbers, Bureau of Indian Affairs where the individual is enrolled or community business development organization with which the individual is listed). Filipino: Includes all people having origins in the peoples of the Philippine islands. Asian-Indian: Includes all people whose origins are from India,Pakistan or Bangladesh. Caucasian/White: Includes all people of European,North African,Middle Eastern or Indian subcontinent descent. Other: When a person(s)identifies(or is identified)as a member of an ethnic group not covered by the above categories,the group should be specified. ETHNIC CODES The following codes shall be used to identify each ethnic group: Male Female Black 1 A Asian-Pacific 2 B Hispanic 4 D Pacific Islander 6 F American Indian/Alaskan Native 7 G Filipino 8 H Asian-Indian 9 1 Caucasian/White 5 E All Other 3 C DEFINITION OF A SMALL BUSINESS The following is the definition of"Small Business".Any business which does not meet the requirements will be considered non-small. A firm shall qualify for the small business preference if it meets the following requirements: (1) Has requested the status of small business and has been approved as such by the Small Business Office. (2) Is not(or together with any affiliate)dominant in its field of operations. (3) Is independently owned and operated,with the principal office in California,and the officers of such business domiciled in California. (4) Does not have,together with any affiliates,gross receipts from business operations exceeding the following amount: (A) $3,000,000 in the aggregate for the preceding three years where the small business is a contractor specializing in the following: i) general building(A and B) ii) heavy construction(C-12,34,53) iii) plumbing,heating,and/or air conditioning(C-36,20,42,4) iv) electrical work(C-10,45) v) structural steel erection(C-51) vi) wrecking and/or demolition(C-21) (B) $1,500,000 in the aggregate for the preceding three years where the small business is a contractor specializing in any other construction trades not specifically mentioned in Paragraph(1)(4)(A). Contract No. 04AO487 Attachment C Sheet 1 of 1 STATE OF CALIFORNIA-DEPARTMENT OF TRANSPORTATION RECYCLE CERTIFICATION ADM 2038(Rev 9/98) RECYCLE CONTENT CERTIFICATION FORM Contractor Name: Business Address: Contractor hereby certifies under penalty of perjury that [Enter value, or "zero" here] percent of the services provided, materials, goods, supplies offered, or products used in the performance of this contract meets or exceeds the minimum percentage of recycled material as defined in Sections 12200, 12205, and 12161 of the California Public Contract Code. Printed Name of Person Compl ing Form Title Signa t of Pers n Cor ting Form Business Telephone FAX Date STATE OF CALIFORNIA APPROVED BY THE. STXNDARD AGREEMENT ATTORNEY GENERAL CONTRACT NUMBER AM.NO. STD.2(REVS-91) 04AO487 TAXPAYERS FEDERAL EMPLOYER IDENTIFICATION NUMBER 94-6000509-W THIS AGREEMENT,made and entered into this 24TH day of MARCH , 1998, in the State of California,by and between State of California,through its duly elected or appointed,qualified and acting TITLE OF OFFIC R ACTING FOR STATE AGENCY DIRECTOR DEPARTMENT OF TRANSPORTATION hereafter called the State,and CONTRACTOR'S NAME CONTRA COSTA COUNTY hereafter called the Contractor. WITNESSETH:That the Contractor for and in consideration of the covenants,conditions,agreements,and stipulation of the State hereinafter expressed, does hereby agree to furnish to the State services and materials as follows:(Set forth service to be rendered by Contractor,amount to be paid Contractor, time for performance or completion,and attach plans and Specifications,if any.) The entire agreement is contained on the following pages. CONTINUED ON PAGES 2-19,EACH BEARING NAME OF CONTRACTOR AND CONTRACT NUMBER. The provisions on the reverse side hereof constitute a part of this agreement. IN WITNESS WHEREOF,this agreement has been executed by the parties hereto,upon the date first above written. STATE OF CALIFORNIA CONTRACTOR AGENCY CONTRACTOR IIF OTHER THAN AN INDIVIDUAL,STATE WHETHER A CORPORATION,PARTNERSHIP,ETC Department of Transportation CONTRA COSTA COUNTY BY(AUTHORIZED SIGNATURE) BY(AUTHORIZED SIGNATURE) PRINTED NAME OF PERSON SIGNING PRIN NAME ANDCGERS , LE OF PERSON SIGNING DOUG GOTO JIM CHAIR TITLE ADDRESS 651 Pine Street CONTRACT OFFICER Martinez, CA. 94553 AMOUNT ENCUMBERED BY THIS PROGRAMlCATEGORY(CODE AND TITLE) FUND TITLE DEPARTMENT OF GENERAL SERVICE DOCUMENT USE ONLY $260,500.00 TRANSPORTATION Federal PRIOR AMOUNT ENCUMBERED FOR (OPTIONAL USE) E) Exempt from DGS Approval per THIS CONTRACT ITEM CHAPTER STATUTE FISCAL YEAR $ 2660-301-892-20-20 55 93 93/94 2660-301-042-20-20 TOTAL AMOUNT ENCUMBERED TO OBJECT OF EXPENDITURE(CODE AND TITLE) DATE 04-824-04-400318-3EMIN-6016 $260, 500.00 t hereby certify upon my own personal knowledge that budgeted funds are available for the T.B.A.NO. B.R.NO. Period and purpose of the expenditure stated above SIGNATURE OF ACCOUNTING OFFICER / DqF CONTRACTOR C] STATE AGENCY C:] DEPT.OF GEN.SER. C3 CONTROLLER 0 STATE OF CALIFORNIA CONTRACT NO.04A0487 STANDARD AGREEMENT CONTRA COSTA COUNTY STD.2(REV.5-91)(REVERSE) PAGE 2 OF 19 1. The Contractor agrees to indemnify, defend and save harmless the State, its officers, agents, and employees from any and all claims and losses accruing or resulting to any and all contractors, subcontractors, materialmen, laborers and any other person, firm or corporation furnishing or supplying work services, materials or supplies in connection with the performance of this contract, and from any and all claims and losses accruing or resulting to any person, firm or corporation who may be injured or damaged by the Contractor in the performance of this contract. 2. The Contractor, and the agents and employees of Contractor, in the performance of the agreement, shall act in an independent capacity and not as officers or employees or agents of State of California. 3. The State may terminate this agreement and be relieved of the payment of any consideration to Contractor should Contractor fail to perform the covenants herein contained at the time and in the manner herein provided. In the event of such termination the State may proceed with the work in any manner deemed proper by the State. The cost to the State shall be deducted from any sum due the Contractor under this agreement, and the balance, if any, shall be paid the Contractor upon demand. 4. Without the written consent of the State, this agreement is not assignable by Contractor either in whole or in part. 5. Time is of the essence in this agreement. 6. No alteration or variation of the terms of this contract shall be valid unless made in writing and signed by the parties hereto, and no oral understanding or agreement not incorporated herein, shall be binding on any of the parties hereto. 7. The consideration to be paid Contractor, as provided herein, shall be in compensation for all of Contractor's expenses incurred in the performance hereof, including travel and per diem, unless otherwise expressly so provided. CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 3 OF 19 Article I - Description The Contra Costa County (hereinafter called CCC) shall administer a marketing campaign pursuant to provisions set forth in the Technical/Cost Proposal (Attachment A). and Project Proposal (Attachment B). which were prepared by CCC and which are attached hereto and incorporated by reference. Article II - Scope of Work 1. Contra Costa County (CCC) will provide a transit subsidy for employees at the Contra Costa Center and the Shadelands Office Park who regularly commute through the 1-680/24 Interchange. The project will provide a part-time staff member to sell transit tickets at the Contra Costa Center and at the Shadelands Office Park each week. 2. The vouchers will encourage the use of alternative transportation modes. 3. The project goals is to reduce the amount of congestion in the Interchange during the final phase of construction. The project proposes to provide commute incentives to 600 participants per business park for a total of 1,200 participants. 4. Each participant will be required to use public transit at least four days per week to be eligible for the incentive. 5. CCC will validate each applicant employees place of residence and commute pattern to assure that there is a direct correlation between subsidies issued and the consequent traffic reduction in that 1-680/24 interchange. No vouchers will be issued to employees who have not historically committed through that interchange unless there has been a change of address creating that new commute pattern. Article III - Contract Management Caltrans Contract Manager is Ben Chuck, (510) 286-5566 The Contract Administrator for Contra Costa County will be Ernest H. Vovakis, (510) 335-1243 CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 4 OF 19 Article IV - Contract Period This contract shall begin on Novembe 1,1998, contingent upon approval by the State, and notification from the Contract Administrator to begin work, and expire on October 31, 1999, unless extended by amendment. Article V - Cost Limitation A. Total amount of this contract shall not exceed $260, 500.00. B. It is understood the authorized amount is an estimate only and that the State will pay CCC in arrears for services actually provided in accordance with the terms of this Agreement used upon receipt of itemized invoices submitted in triplicate. Article VI - Rates The State shall reimburse CCC for its actual direct cost incurred to implementing the campaign pursuant to Section 1,2, and 3 of the Scope of Work of this contract. Article VII - Materials/Supplies CCC will be reimbursed for the actual direct cost of materials/supplies purchased to be consumed or installed at the worksite in performance of the contract (including applicable sales tax), without additional allowance for markup. Cost of materials/supplies are to be substantiated by a copy of the appropriately signed invoice verifying the actual cost and delivery of the articles in question. CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 5 OF 19 Article VIII - Payment A. The State shall reimburse the contractor for actual costs (including labor costs, employee benefits, overhead and othe rdirect cost(s) incurred by the contractor performance of the work, in an amountnot to exceed $260,500. Actual costs shall not exceed the estimated wage rates and other estimated costs set forth in the contractor's proposal. In no event will the contractor be reimbursed for the overhead costs at a rate that exceeds the approval overhead rate set forth in the Cost Proposal. B. CCC shall present invoices (in triplicate)to the State no more frequently than once a month but at least quarterly. Cost Principles and Procedures, CFR Title 48, Federal Acquisition Regulations System, Chapter 1, Part 31, shall be used to determined the allowability of individuall items of costs, invoiced by CCC. Office of Management and Budget (OMB) circular A-87 shall be used to determine the allowability of individual items of costs. C. The State will reimburse the CCC (monthly)or direct quantities in arrears as promptly as State fiscal procedures permit upon receipt of itemized signed invoices in triplicate. Invoices shall reference this contract number and shall be submitted to the Contract Manager at the following address: Department of Transportation Public Transportation Branch Attn.: Ben Chuck P.O. BOX 23660 Oakland, Ca. 94623-0660 D. The State will honor cash discounts and will make payment in accordance with the cash discount terms specified on the invoice, provided requirements of the contract have been met. Discount must be a minimum of one half of 1% of the amount due, but not less than $25.00. CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 6 OF 19 Article IX - Nondiscrimination A. During the performance of this contract, CCC and its subcontractors shall not unlawfully discriminate, harass or allow harassment, against any employee or applicant for employment because of sex, race, color, ancestry, religious creed, national origin, disability (including HIV and AIDS), medical condition (cancer), age, marital status, denial of family and medical care leave, and denial of pregnancy disability leave. Contractors and subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. CCC and sub-contractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Code of Regulations, Title 2, Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12990 (a-f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations are incorporated into this contract by reference and made a part hereof as if set forth in full. CCC and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. B. CCC shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under this contract. C. Appendix A, relative to nondiscrimination on federally assisted projects, is attached hereto and made a part of this contract. D. CCC shall comply with Title VI of the Civil Rights Act of 1964, as amended. Accordingly, 49 CFR 21 through Appendix C and 23 CFR 710. 405 (b) are applicable to this contract by reference. Article X - Statement of Compliance CCC signature affixed hereon and dated shall constitute a certification under the penalty of perjury under the laws of the State of California that the Contractor has, unless exempted, complied with the nondiscrimination program requirements of Government Code Section 12990 and Title 2, California Code of Regulations, Section 8103. CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 7 OF 19 Article XI - Funding Requirements A. It is mutually understood between the parties that this contract may have been written before ascertaining the availability of congressional or legislative appro- priation of funds, for the mutual benefit of both parties in order to avoid program and fiscal delays that would occur if the contract were executed after that determination was made. B. This contract is valid and enforceable only if sufficient funds are made available to the State by the United States Government or the California State Legislature for the purpose of this program. In addition, this contract 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 contract in any manner. C. It is mutually agreed that if the Congress or the State Legislature does not appropriate sufficient funds for the program, this contract shall be amended to reflect any reduction in funds. D. The State has the option to void the contract under the 30-day termination clause or to amend the contract to reflect any reduction of funds. Article XII - Americans with Disabilities Act By signing this contract, CCC assures the state that it complies with the Americans with Disabilities Act (ADA) of 1990, which prohibits discrimination on the basis of disability, as well as all applicable regulations and guidelines issued pursuant to the ADA. (42 U.S.C. 12101 et seq.) Article XIII - Retention of Records/Audits A. For the purpose of determining compliance with Public Contract Code Section 10115, et. seq. and Title 21, California Code of Regulations, Chapter 21, Section 2500 et. seq., when applicable, and other matters connected with the performance of the contract pursuant to Government Code Section 8546.7, the CCC, subcontractors and the State shall maintain all books, documents, papers, accounting records, and other evidence pertaining to the performance of the contract, including but not limited to, the costs of administering the contract. All parties shall make such materials available at their respective offices at all reasonable times during the contract period and for three years from the date of final payment under the contract. The State, the State Auditor, FHWA, 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 CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 8 OF 19 part) shall have access to any books, records, and documents of the CCC that are pertinent to the contract for audits, examinations, excerpts, and transactions, and copies thereof shall be furnished if requested. B. Any subcontract entered into as a result of this contract shall contain all the provisions of this article. Article XIV - Termination The Department of Transportation reserves the right to terminate this agreement without cause upon thirty (30) days written notice or immediately in the event of material breach by the CCC. B. The Department of Transportation reserves the right to terminate this agreement for cause upon five (5) days written notice. Termination for cause includes, but is not limited to, failure to comply with state, federal and local contracting laws, licensing and corporation requirements, failure to complete the work requested or to correct the work to the contract manager's satisfaction. CCC will be notified in writing, by certified letter, of termination for unsatisfactory performance. CCC will then be placed in default. Article XV - Change in Terms/Amendment A. This contract may be amended or modified only by mutual written agreement of the parties. B. There shall be no change in the Project Manager without prior written approval by the Contract Manger. Article XVI - Disputes A. Any dispute concerning a question of fact arising under this contract that is not disposed of by agreement shall be decided by the Department's Contract Officer, who may consider any written or verbal evidence submitted by the Contractor. The decision of the Contract Officer, issued in writing, shall be conclusive and binding on both parties to the contract on all questions of fact considered and determined by the Contract Officer. CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 9 OF 19 B. Neither the pendency of a dispute nor its consideration by the Contract Officer will excuse CCC from full and timely performance in accordance with the terms of the contract. Article XVII - Subcontracting A. CCC may furnish such qualified subcontractors as may be necessary to provide the service called for by this contract in a safe and efficient manner. All such subcontractor's shall be engaged by CCC, and CCC shall be solely responsible for any and all liability, damages, claims, costs and expenses incurred. B. Any subcontract in excess of$25,000, entered into as a result of this contract, shall contain all the provisions stipulated in this contract to be applicable to subcontractors. Article XVIII - Liability Insurance Provisions A. CCC shall furnish to the State a certificate of insurance stating that there is liability insurance presently in effect for CCC with a combined single limit(CSL) of not less than $1,000,000 per occurrence or self insurance. The certificate of insurance will provide: 1. That the insurer will not cancel the insured's coverage without 30 days prior written notice to the State. 2. That the State of California, its officers, agents, employees, and servants are included as additional insureds, but only insofar as the operations under this contract are concerned. 3. That the State will not be responsible for any premiums or assessments on the policy. B. CCC agrees that any bodily injury liability and property damage insurance herein provided for shall be in effect at all times during the term of this contract. In the event said insurance coverage expires at any time or times during the term of this contract, CCC agrees to provide at least thirty (30) days prior to said expiration date, a new certificate of insurance evidencing insurance coverage as provided for herein for not less than the remainder of the term of the contract, or for a period of not less than one (1)year. New certificates of insurance are subject to the approval of the State and CCC agrees that no work or services shall be performed prior to the giving of such approval. In the event CCC fails to keep in effect at all times insurance coverage as herein provided, State may, in addition to any other remedies it may have, terminate this contract upon the occurrence of such event. CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 10 OF 19 C. It is mutually understood and agreed that CCC is insured for liability for damages for personal injuries (including death therefrom) and property damage. D. CCC shall be an independent contractor and its directors, members, agents, officers, and employees, shall not be considered directors, members, agents, officers or employees of the State. E. It is understood and agreed that neither the State nor any officer or employee thereof is responsible for any damage or liability occurring by reasons of anything done or omitted to be done by CCC under or in connection with any work, authority or jurisdiction delegated to CCC under this contract. It is understood and agreed that, pursuant to Government Code Section 895.4, CCC shall fully defend in demnify and save harmless the State of California, all officers and employees from all claims, suits or actions resulting from anything done or omitted to be done by CCC under or in connection with any work, authority jurisdiction delegated to CCC under this contract. F. It is understood and agreed that neither CCC nor any officer, director, agent or employee thereof is responsible for any damage or liability occurring by reasons of anything done omitted to be done by the State under or in connection with any work, authority or jurisdiction delegated to the State under this contract. It is understood and agreed that, pursuant to Government Code Section 895.4, State shall defend , indemnify and save harmless CCC its officers, directors agents and employees from all claims, suits or actions of every name, or death of any person or damage to property resulting from anything done or omitted to be done by State under or in connection with any work, authority or jurisdiction delegated to the State under this contract. Article XIX - Excuse From Performance 1. The parties hereto shall be excused from performing their respective obligations hereunder in the event they are prevented from so performing by reason of fire, flood, earthquake, storm, acts of God, strikes, lockouts, labor, disputes, explosion, war, insurrection, riots, acts of any government (including judicial action), and/or any other cause similar to the forgoing which is beyond the control of , and not the fault of, the part claiming excused of performance hereunder. CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 11 OF 19 2. In the event that either parry validly exercises its right under the above paragraph, the parties hereby waive any claims against each other for any damages sustained thereby. Article XX - Notices Any notice, request, instruction, or other document deemed by either party to be necessary or desirable to be given to the other party shall be in writing and may be given by personal delivery to a representative of the parties at the address below or by mailing the same to: To CCC: Mr. Ernest H. Vovakis Central Contra Costa Transit Authority 2477 Arnold Industrial Way Concord, Ca. 94520-5327 To Caltrans Harry Y. Yahata District Director Department of Transportation P.O. Box 23660 Oakland, Ca. 942623-0660 Article XXI - Compliance With Law At all times, CCC shall provide service in accordance with all applicable local, State and Federal laws and regulations and pursuant to the terms of this contract. The State shall not be responsible or liable for CCC's violations of said laws. Article XXII - Assignment Neither party shall assign or transfer any interest in this contract without the prior written consent of the other party. CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 12 OF 19 Article XXIII - Wavier The omission by either party at any time to enforce any default of right reserved to it, or to require performance of any of the terms, covenants, or provisions hereof by the other party at the time designated, shall not be a waiver of any such default or right t which the party is entitled, nor shall it in any way affect the right of the party to enforce such provisions thereafter. Article XXIV - Severability If any term, provision, covenant, or condition of this contract is held by a court of competent jurisdiction to be invalid, void or unenforceable, the rest of the contract shall remain in effect in full force to the extent possible and in no way shall be effected, impaired or invalidated. Article XXV - Federal Lobby Activities Certification A. CCC certified, to the best of his or her knowledge and belief, that: No State or Federal appropriated funds have been paid or will be paid, by or on behalf of the CCC, to any person for influencing or attempting to influence an officer or employee of any State or Federal agency, a Member of the State Legislature or United Stated Congress, an officer or employee of the Legislature or Congress, or any employee of a Member of the Legislature or Congress in connection with the awarding of any State or Federal contract, the making of any State of Federal grant, the making of any State or Federal loan, the entering into of any cooperative agreement and the extension, continuation, renewal, amendment or modification of any State or Federal contract, grant , loan or cooperative agreement. B. If any funds other than Federal appropriated funds have been paid or will be to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the CCC shall complete and submit Standard Form- LL, "Disclosure Form to Report Lobbying", in accordance with its instructions. CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 13 OF 19 C. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less then $10,000 and no more than $100,000 for each such failure. D. The CCC also agrees by signing this document that CCC shall require that the language of this certification be included in all lower tier subcontracts which exceed $100,000, and that all such subreceipents shall certify and disclose accordingly. Article XXVI - Disadvantage Business Enterprise (DBE) Participation(Without Goals) A. The State has established no goals for the participation of DBE for this contract. However, CCC shall be fully informed respecting Part 23, Title 49, Code of Federal Regulations, which is incorporated by reference, and is urged to obtain DBE participation should a clearly defined portion of the work become available. B. It is the policy of the Department of Transportation that certified DBE firms shall shave the maximum opportunity to participate in the performance of contracts financed in whole or in part with Federal funds. CCC shall ensure that certified DBE firms, as defined in said Code of Federal Regulations, have the maximum opportunity to participate in the performance of this contract and shall take all necessary and reasonable steps, as set forth in said Part 23, for such assurance. CCC shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of subcontracts. Failure to carry out the requirements of this paragraph shall constitute a breach of contract and may result in termination of this contract or such other remedy the Department may deem appropriate. C. If DBE participation is obtained CCC shall maintain records of all subcontracts entered into with DBE subcontractors and records of materials purchased from DBE suppliers. Such records shall show each subcontractor's and vendor's name and address and the actual dollar paid to each. Upon completion of the contract, a summary of these records shall be prepared certified correct and submitted by CCC or his authorized representative to the State's Contract Manager showing total dollars paid to each DBE subcontractor and supplier. CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 14 OF 19 D. Any DBE firm working under subcontract for this contract must be responsible for the execution of a district element of the work and must carry out its responsibility by actually performing, managing, and supervising the work. E. CCC shall make every reasonable effort to replace a certified DBE subcontractor that is unable to perform the provisions of this contract with another certified DBE. Article XXVII - Contractor's Priority Hiring Considerations CCC shall give priority consideration in filing vacancies in positions funded by this contract to qualified recipients of aid under Chapter 2 commencing with Section 11200 of the Welfare and Institute Code, in accordance with Article 3.9 commencing with Section 11349 of the Welfare and Institutions Code. Article )=III - Failure to Pay Should CCC fail to pay monies due the State within 30 days of demand or within such other period as maybe agreed between the parties hereto, State, acting through the State Controller, may withhold an equal amount from future apportionment's due CCC from the Highway Users Tax Fund. Article XXIX - Drug Free Workplace By signing this contract CCC hereby certifies under penalty of perjury under the laws of the State of California that CCC will comply with the requirements of the Drug-Free Workplace Act of 1990 (government Code Section 8350 et seq.) and will provide a drug- free workplace by doing all of the following: A. Publish a statement notifying employees that unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations, as required by Government Code Section 8355(a). B. Established a Drug-Fee Awareness Program as required by Government Code Section 83355(b), to inform employees about all of the following: (1) the dangers of drug abuse in the workplace CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 15 OF 19 (2) the person's or organization's policy of maintaining a drug-free workplace. (3) any available counseling, rehabilitation and employee assistance programs, and (4) penalties that may be imposed upon employees for drug abuse C. Provide as required by Government Code Section 8355(c) that every employee who works on the proposed contract or grant. (1) will receive a copy of the company's drug-free policy statement, and (2) will agree to abide by the terms of the company's statement as a condition of employment on the contract or grant. Failure to comply with these requirements may result in suspension of payments under the contract or termination of the contract or both and CCC may be ineligible for award of any future state contracts if the Department determines that any of the following has occurred. (1) CCC has made a false certification or, (2)violates the certification by failing to carry out the requirements as noted above. Article XXX - Audit Review Procedures A. Any dispute concerning a question of fact arising under an interim or post audit of this contract that is not disposed of by agreement shall be reviewed by the Chairperson of the Audit Review (ARC). The ARC will consist of the Assistant Director, Audits & Investigations (Chairperson; Deputy Director of the functional Program area, the Chief Counsel, Legal Division, or their designated alternates, and if the Department chooses two representatives of the Department's choosing from private industry. The two representatives from private industry will be advisory in nature only and will not have voting rights. Additional members or their alternates may serve on the ARC. B. Not later than thirty (30) days after issuance of the final audit report the CCC may request a review by the ARC of unresolved audit issues. The request for review will be submitted in writing to the Chairperson of the ARC. The request must contain detailed information of the factors involved in the dispute as.well as justifications for reversal. A meeting by the Arc will be scheduled if the Chairperson concurs that further review is warranted. After the meeting, the ARC will make recommendations to the Chief Deputy Director. The Chief Deputy Director will make the final decision for the Department . CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 16 OF 19 The final decision will be made within three (3) months of receipt of the notification of dispute. C. Neither the pendence of a dispute nor its consideration by Caltrans will excuse CCC from full and timely performance, in accordance with the terms of this contract. Article XXXI - Cost Principles A. CCC agrees to comply with Federal procedures in accordance with Office of Management and Budget Circular A-87, Cost Principles for State and Local Governments. B. CCC also agrees to comply with Federal procedures in accordance with 49 CFR, Part 18, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments; CFR Title 48, Federal Acquisition Regulations System, Chapter 1, Part 31, CCC shall comply with their terms and regulations. C. Any costs for which payment has been made CCC that are determined by subsequent audit to be unallowable under Office of Management and Budget Circular A-87 or CFR 49, Part 18, Uniform Administrative requirements for Grants and Cooperative Agreements to State and Local Governments, are subject to repayment by CCC to State. D. Any subcontract entered into as result of this contract shall contain all of the provisions of this article. Article XXXII - Debarment and Suspension Certification A. CCC signature affixed herein shall constitute a certification under penalty of perjury under the laws of the State of California, that CCC or any person associated therewith in the capacity of owner, partner, director, officer , or officer, or manager: 1. Is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency: 2. Has not been suspended, debarred, voluntarily excluded, or determined ineligible by any federal agency within the part three (3) years. CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 17 OF 19 3. Does not have a proposed debarment pending; and 4. Has not been indicted, convicted, or had a civil judgmentrendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past three (3) years. B. Any exceptions to this certification must be disclosed to the Department of Transportation. Exceptions will not necessarily result in denial of recommendation for award, but will be considered in determining responsibility. Disclosures must indicates the parry to whom the exceptions apply, the initiating agency, and the dates of agency action. Article XXXI11 - Laws to be Observed CCC 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. CCC shall at all times observe and comply with, and shall causes 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 work. CCC shall protest 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 the contractor, a subcontractor, or an employee. If any discrepancy or inconsistency is discovered in the plans, drawings, specification, or contract for the work in relation to any such law, ordinance, regulation order or decree, CCC shall immediately report the same to the contract manager in writing. Article XXXIV - Specific Statutory reference Any reference to certain statutes in this contract shall not relieve CCC from the responsibility of complying with all other statutes applicable to the service, work, or rental to be furnished thereunder. CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 18 OF 19 Article XXXV - Equipment Indemnification A. CCC shall indemnify the state against all loss and damage to the contractor's property or equipment during it sue under this contract and shall at the contractor's own expense maintain such fire, theft, liability or other insurance as deemed necessary for this protection. CCC assumes all responsibility which may be imposed by law for property damage or personal injuries caused by defective equipment furnished under this contract or by operations of the CCC or CCC employees under this contract. B. Any subcontract entered into as a result of this contract shall contain all of the provisions of this article. Article XXXVI - Inclusive Costs The cost of employee payments to or on behalf of employees, subsistence, travel, compensation insurance premiums, unemployment contributions, social security taxes, contract bond premiums, and any other taxes or assessments INCLUDING SALES AND USED TAXES required by the law or otherwise shall be included in the price bid and no additional allowance will be made thereof, unless separate payment provision should specifically so provide. Article XXXVII - Non-Solicitation GCC warrants, by execution of this contract that no person or selling agency has been employed or retained to solicit or secure this contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, except bona fide employees or bona fide established commercial or selling agencies maintained or contracted by the contractor for the purpose of securing business. For breach or violation of this warranty, the state shall have the right to annul this contract 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. CONTRACT NO. 04AO487 CONTRA COSTA COUNTY PAGE 19 OF 19 Article XXXVIII - Workers Compensation Liability CCC signature affixed herein shall constitute a certification under penalty of perjury under the laws of the State of California that CCC is aware of the provisions of Section 3700 of the Labor Code which requires every employer to be insured against liability for workers compensation or to undertake self-insurance in accordance with provisions of that code and agrees to comply with such provisions before commencing the performance of the work of this contract. ATTACHMENT A CONTRACT NO. 04AO487 PAGE 1 OF 4 ATTACHMENT A TECHNICAL/COST PROPOSAL SECTION I Pro-ject Description: The Department of Transportation (Caltrans) 1-680/24 Interchange Reconstruction Project requested proposals from interested parties who had project which would provide commute mitigation through the interchange during the final phase of reconstruction. The Contra Costa Centre TDM Program submitted an application for finding of a proposed a transit subsidy for employees at the Contra Costa Centre and employees at the Shadelands Office Park who commute through the I-680/24 Interchange. Funding for the project is through Caltrans and the FHWA, which requires eligible applicants to be a public agency or sponsored by a public agency. The Contra Costa Centre Association TDM Program received approval from the County of Contra Costa to proceed with the project under the County sponsorship. The County of Contra Costa will be the agency which signs the project contract with Caltrans. Section II Marketing Strategy Section Ila - Service Area Action: • The project will provide a part-time staff member to sell transit tickets at the Contra Costa Centre and at the Shadelands Office Park each week. Reason/results/Rationale: • To provide monthly contact with Regional Transit Connection staff for pick-up, delivery and payment for transit passes. ATTACHMENT A CONTRACT NO. 04AO487 PAGE 2 OF 4 Section Ilb - Marketing Elements Action: • Posters, desk drop information, and newsletter inserts will be provided so that each building coordinator or employer can continually inform employees about the program. Reason/Results/Rationale: • A campaign strategy with specific marketing elements is required to target the audience thereby achieving the desired results and ensuring the costs are not wasted on an outside audience. Section II - Target Audience Action: • The projected number (1780) is based upon the employee home zip code counts for both the business parks. The zip codes which are to the South and West of the reconstruction corridor are the target areas for participation. The estimate 1780 possible would be adjusted to take into consideration the length of time since the survey were completed (June and July, 1995) and other factors such as employee or company relocation, and successful ridesharing campaigns which make some target employees ineligible. The program would carry a requirement that the participant would not have used public transit or other ridesharing methods for the four months prior to registration in the program. Reason/results/Rationale: • Offering an incentive to reduce the cost of the commuting to employees by approximately one fourth each would be effective as well as economical, thereby reducing congestion. Section lid-Goals Action: • A total of 1200 qualified applicants (600 per business park) would be the target goals for participation. ATTACHMENT A CONTRACT NO. 04AO487 PAGE 3 OF 4 Reason/results/rationale: • The result will be less congestion. Section II-e Project Monitoring: Action: • Prepare and administer participation survey. A Final Project Evaluation Report will be submitted to Caltrans within 60 days. Reason/Results/Rationale: • A Final Project Evaluation Report which will include measurable project results (gained from the Final Analysis Survey) in the reduction of employee trips. Section II-f - Project Costs: Action: • The project costs are as follows: Staff Time/Overhead/Payroll Taxes $20,000 Executive Director $1, 500 Program Coordinator 3, 000 Clerical Support 2, 000 Kiosk Staff 10, 000 Payroll Taxes/Overhead cost 3, 500 Ticket Incentive $216, 000 Marketing Materials $ 10, 000 Posters for program announcement (two business parks with over 35 locations) Desk-drop flyers and program notices to use at events to promote the program Registration forms and program information ATTACHMENT A CONTRACT NO. 04AO487 PAGE 4 OF 4 Update table sign Newsletter Articles $3, 000 Two articles for CCCA Update Newsletter Two articles for City of Walnut Creek Business/Press Releases Mailing Bank Charges/Account Fees/Financial Reports $1, 500 Checking Accounts fees Financial Reports - Quarterly to Contra Costa County and Reimbursement from Caltrans Financial services to prepare tax information County Oversight As the public agency sponsoring the project the $10, 000 County of Contra Costa will review all invoices and billing documentation to be forwarded to Caltrans Total cost $260, 500 Cost per Passenger trip $1.71 Reason/results/Rationale: • The total costs determine the cost per passenger and whether the program is cost effective in terms of cost per passenger. ATTACHMENT B PROJECT PROPOSAL PROJECT AGREEMENT BETWEEN CONTRA COSTA CENTRE ASSOCIATION AND CONTRA COSTA COUNTY 1-680/24 TMP PROJECT ATTACHMENT 6 CONTRACT NO. 04AO487 PAGE 1 OF 4 PROJECT AGREEMENT BETWEEN CONTRA COSTA CENTRE ASSOCIATION AND CONTRA COSTA COUNTY 1-680/24 TMP PROJECT Project Description: The Caltrans 1-680/24 Interchange Reconstruction Project requested from interested parties who had project which would provide commute mitigation through the interchange during the final phase of reconstruction. The Contra Costa Centre TDM Program submitted an application for funding of a proposed a transit subsidy for employees at the Contra Costa Centre and employees at the Shadelands Office Park who commute through the 1-680/24 Interchange, The proposed project will provide a part-time staff member to sell transit tickets at the Contra Costa Centre and at the Shadelands Office Park each week. Funding for the project is through Caltrans and the FHWA, which requires the eligible applicants to be a public agency or sponsored by a public agency. The Contra Costa Association TDM Program received approval from the County of Contra Costa to proceed with the project under the County sponsorship. The County of Contra Costa will be the agency which signs the project contract with Caltrans. Project Goals: The project goals are to reduce the amount of congestion in the Interchange during the final phase of construction. The project proposes to provide commute incentives to 600 participants per business park for a total of 1,200 participants. Each participant will a required to use public transit at least four days per week to be eligible for the incentive. Program Elements: The project activities include the following: • Design and issue marketing materials which explain the program and the benefits of alternatives. • Promote and market the incentive program to employees at the two business parks. ATTACHMENT B CONTRACT NO. 04AO487 PAGE 2 OF 4 • Hire and train staff to man a kiosk table at each business park to provide "on site" selling of the transit passes and control of the incentive vouches • Provide monthly contact with Regional Transit Connection staff for pick-up, delivery and payment for transit passes. • Prepare and administer participation survey. • Follow-up documentation and final report of project effectiveness. Project Budget: Budget (not to exceed) $260,500.00 Staff Time Overhead/Payoff Taxes $20,000.00 Executive Director $1,500.00 Program Coordinator 3,000.00 Clerical Support 2,000.00 Kiosk Staff 10,000.00 Payroll Taxes/Overhead costs 3,500.00 Ticket Incentive $216,000.00 1,200 participants @ $30.00 per month for six month incentive period Marketing Materials $10,000.00 Posters for program announcement (two business parts with over 35 locations) Desk-drop flyers and program notices to use at events to promote the program Registration forms and program information Update table sign ATTACHMENT B CONTRACT NO. 04A0487 PAGE 3 OF 4 Newsletter Articles $3,000.00 Two articles for CCCA Update Newsletter Two Articles for City of Walnut Creek Business/ Resident Newsletter Press Releases Mailing Bank Charges/Account Fees/Financial Reports $1,500.00 Checking Account fees Financial Reports - Quarterly to Contra Costa County and Reimbursement from Caltrans Financial services to prepare tax information County Oversight $10,000.00 As the public agency sponsoring the project, the County of Contra Costa will review all invoices and billing documentation to be forwarded to Caltrans Payment Provisions: The Contra Costa Centre Association will invoice the County quarterly for charges incurred in the /-680/24 TMP project thirty days following the end of each calendar quarter. A summary of activities accomplished in the quarter will accompany the invoice. The County, in turn will invoice Caltrans, including its costs for project oversight and administration. Upon receipt of payment from Caltrans, the County will reimburse the Contra Costa Centre Association. Project Timeline: With the signing of the agreement, the Contra Costa Centre Association will begin the project as outlined below: Month One Marketing of program to Business Park Employees. All documentation will be based on prior project materials. No significant time will be needed to design and produce marketing materials. Operation of pass selling locations. Months Two Through Twelve , Operations of pass selling locations.