january 2018 imperial county transportation commission ......ictc builds consensus, makes strategic...

Imperial County Transportation

Commission (ICTC) and

Imperial Valley Economic

Development Corporation (IVEDC)

JANUARY 2018

Phone: 760-592-4494 Fax: 760-592-4410 E-mail: [email protected]

Mark Baza, Executive Director 1503 N. Imperial Ave, Suite 104 El Centro Ca. 92243

Request for Proposals for

2018 Environmental Engineering Services—EPA Brownsfield

Assessments

Imperial County Transportation Commission (ICTC) Request for Proposals 2018 Environmental Engineering Services- Brownfield Assessments January 2018

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I. INTRODUCTION The Imperial County Transportation Commission (ICTC) is seeking the services of a qualified environmental consulting firm. ICTC is soliciting Request for Proposals (RFPs) based on the need for environmental services in conjunction with a Community-wide Brownfields Assessment Grant awarded by the United States Environmental Protection Agency (“EPA”). ICTC must acquire the services of a qualified environmental professional(s) to coordinate, direct, and oversee the brownfields assessment activities The grant award for combined assessment is to be evenly divided between suspected contaminated sites having petroleum-based substances and those with other hazardous substances. The contract will be regulated according to the provisions of the United States Environmental Protection Agency (“EPA”) and any applicable Federal, State and local laws or regulations. This project is federally funded therefore; the consultant will be required to adhere to Federal, State and local requirements. The Imperial County Transportation Commission shall hereinafter to be referred to as “ICTC”. ICTC has retained a subawardee to assist in implementation and management of this grant. For the purposes of this RFP, the term “Staff” refers to ICTC staff, and/or the subawardee which is the Imperial Valley Economic Development Corporation, hereinafter to be referred to as “IVEDC.” II. BACKGROUND ICTC is the regional transportation planning and programming agency (RTPA) and transit agency for the Imperial Valley region. ICTC builds consensus, makes strategic plans, obtains and allocates resources, contracts for transit services and provides information on a broad range of topics pertinent to the Imperial Valley region’s transportation services and infrastructure. ICTC is an independent agency governed by a Commission composed of City Council members and County Supervisors from each of the region’s eight (8) local governments and the Imperial Irrigation District (IID). Membership includes the cities of Brawley, Calipatria, Calexico, El Centro, Holtville, Imperial, Westmorland, the County of Imperial and the IID. The region of the Imperial Valley contains approximately 4,598 square miles. Agriculture through the use of irrigation is the second largest industry, behind employment in the government sector. Most of the area’s geography is flat, at or below sea level. The climate is described as arid desert with summer temperatures reaching 115° Fahrenheit. The activities covered under this EPA grant include conducting environmental site assessments which will help identify the presence or potential presence of hazardous substances and petroleum within the identified target area.


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The identification and future cleanup of brownfields sites plays a key role in maximizing redevelopment opportunities to encourage private investment and transform blighted, vacant, and/or underutilized areas into thriving communities. ICTC’s redevelopment strategy focuses on infill, mixed-use, and transit-oriented development designed to attract patrons to the City of Brawley’s downtown corridor, while providing access to more retail and service oriented establishments. The commercial corridors in the target area include approximately 100 suspected historical gas station sites with known or suspected underground tanks in the target area. Left unaddressed, hazardous waste from suspected industrial activities can contaminate the environment including the air, groundwater, and surface water. Not only can this affect citizens’ health, but it can also complicate rural and regional development from the liability concerns associated with the hazardous waste. Ultimately, the uncertainty liability from contamination already negatively impacts real estate and economic development for business owners and residents in the area. Another area of concern is the Union Pacific Railroad corridor that runs through the center of town where large-scale agricultural storage and packaging facilities, rail, and affiliated manufacturing industries have left many vacant and potentially contaminated properties throughout the target area. Potential environmental impacts include pesticides, solvents, and petroleum constituents. These contaminations on the site can increase short-term to long-term risk of the nervous system while solvents can irritate and damage the skin, eyes, and respiratory tract. Listed below are candidate sites where redevelopment would reduce environmental and health risks and create redevelopment opportunities. The grant was not a site specific proposal. The data from the environmental site assessments provided for ICTC through this EPA grant will be used to compile an inventory of sites and their brownfield status (level of contamination). This information will help determine the redevelopment potential of each site and identify any necessary remediation. By conducting assessments in the target areas, ICTC can evaluate the extent of hazardous substances and petroleum contamination on these properties which will help refine the redevelopment strategy and action plan for the brownfields’ reuse and revitalization. Agency staff are not subject matter experts in this field. Therefore, additional or reasonable recommendations for additions, alterations or changes in the scope of work made by a consultant in a response shall be considered. However, ICTC is not required to accept any suggestions or recommendations for any proposed alterations or changes. The Executive Director of the ICTC will make the final recommendation to the Commission for the award of any agreements and contracts. All submittals received deemed as responsive will be considered and evaluated, however, the ICTC does not guarantee to accept any consultant’s response, recommendations or pricing. The contract is contingent upon the receipt of these grant funds by ICTC. In the event that funding from these sources is eliminated or reduced, ICTC reserves the right to terminate any contract or modify it accordingly. ICTC will notify Consultant in writing thirty (30) days in advance of the date such actions are to be implemented.


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For all procurement activities and third-party contracts, consultants and any sub-contractors must comply with regulations and procedures including but not limited to: A. Comprehensive Environmental Response, Compensation, and Liability Act

(CERCLA) § 104(k). B. Best Practices Guide for Procuring Services, Supplies and Equipment under EPA Assistance Agreements.

III. ANTICIPATED PROJECT SCHEDULE ICTC anticipates the process for nominating and selecting a consultant and awarding the contract will be according to the following schedule: ANTICIPATED PROJECT SCHEDULE

A. Issue Request for Proposal January 12, 2018

B. Last Day to Submit Questions Regarding RFP January 22, 2018

C. Mandatory Pre-bid meeting January 26, 2018

D. Proposal Due Date February 9, 2018

E. Proposal Ranking and Staff Recommendation Week of February 19, 2018 (non-public opening)

F. Oral Interviews (if utilized) Week of February 26, 2018

G. Selection and Notification Award March 2018 H. Approval of Contract March 28, 2018 I. Notice of Award/Notice to Proceed March 30, 2018

J. Completed Draft Phase 1 ESA report for Staff review July 1, 2018 K. Completed DRAFT QAP SAP Report for Staff review August 2018 L. Completed Final Reports for Staff review September 2018 M. Completed Draft Phase 2 ESA report for Staff review October 2018 N. Completed Final reports for Commission presentation December 2018


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IV. PROJECT DESCRIPTION AND SUMMARY All activities conducted with these grant funds must comply with the EPA’s Assessment Terms and Conditions, which is included with this RFP as Attachment A.1. The Work plan is included as Attachment A.2. By submitting a proposal, the consultant represents that it has thoroughly examined and familiarized itself with the services required, and states that it is capable of performing said services.

TASK 1. Project Management & Planning 1.0 Project Kick-Off/Scoping Meetings: The purpose of the Kick-Off/Scoping Meeting(s) is to 1) meet the primary participants 2) review the project scope of work and various items 3) finalize a schedule for the project. The consultant will also provide and distribute agendas and meeting minutes to Staff.

Deliverables:

Summary of meeting notes and discussion paper of the kick-off/scoping meeting(s). The summary will also establish criteria to document all communications and address any issues raised at these meeting(s).

a. A finalized project schedule including a timeline of potential meeting dates and times, for each step in the project life.

b. Establish a principal contact list for each participant/stakeholder to disseminate information for the life of the project.

c. A list of documentation or data required by the consultant, if any, to complete the required services.

1.1 ICTC/IVEDC staff shall be responsible for quarterly and annual Project

Management Reports to EPA. The selected consultant will assist with the preparation of Tasks 1.1, 1.2 and 1.3 reports as described below.

1.2 Assist in the preparation of reports as required by ICTC, and to be submitted to the EPA on a quarterly or as-needed basis. Reports will include but are not limited to, Quarterly Progress and Budget Reports, MBE/WBE Reports, Annual Financial Status Reports, and all other forms and documents that ICTC must submit to the EPA for compliance with the conditions of the Grant.

1.3 Assist in the preparation of a Final Summary Report describing the initial goals and objectives of the brownfields grant, accomplishment of the goals and objectives, and any changes implemented from the original goals.


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Deliverables: As necessary, Quarterly Reports MBE/WBE Reports, Annual Financial State Reports (FSR), MBE/WBE Utilization Reports, Annual Financial Status Reports and Final Summary Report.

TASK 2. Community Engagement & Involvement NOTE: the consultant team is required to have bilingual capabilities i.e. through in house staff or a sub-consultant, in Spanish and English due to the high percentage of the population that is Hispanic and monolingual. This capability is required to be identified in the proposal, as well as, will be requested to be demonstrated in any oral interview process. The consultant team will carry out the following outreach as part of Phase I and II assessment activities described in Tasks 3 and 4: 2.1 Assist collaboratively with Staff, property owners, and community stakeholders to

develop criteria for the selection of sites for Phase I ESAs.

2.2 Using these criteria, work collaboratively with property owners, community stakeholders, and Staff to select petroleum sites and hazardous substances sites for Phase I ESAs.

Deliverables: A Community Involvement Plan (CIP) will be completed under this task. The Brownfield consultant team will conduct outreach as described above that will help to determine reuse options by providing technical support for stakeholder discussions.

TASK 3. Assessment and Regulatory Coordination

The consultant team will carry out the following Tasks toward completion of the Phase I and II assessment activities and reports.

3.1 Complete EPA Region 9 Brownfields Site Eligibility Checklist for approval to conduct assessment work for each hazardous waste site. For petroleum sites, follow process as required by State of California Water Board for their approval.

3.2 Assist and advise the Staff in its efforts to reach out to owners of

contaminated properties to engage them as cooperative partners in the early stages of the site assessment process. The Staff and consultant will be required to comply with EPA’s All Appropriate Inquiries (AAI) Final Rule.


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3.3 Assist in preparing a report summarizing inventory results and relating the data to risks to human health and the environment. This report will also explain the rationale behind the selection of sites for Phase I Environmental Site Assessments.

3.4 Prepare Property Profile Data for all selected sites for EPA review and approval

as eligible sites under the grant. This requires online data entry through the Assessment, Cleanup and Redevelopment Exchange System (ACRES), an online database for Brownfields Grantees/Consultants to electronically submit data directly to EPA.

3.5 Conduct Phase I ESAs on all approved sites in accordance with EPA’s AAI Final

Rule. Advise staff on the potential economic and practical efficiencies that may be secured from undertaking a Phase I in the aggregate for either the entire Project Area or discrete and defined sections of the Project Area. The potential for undertaking Phase I studies (that are compliant with the EPA AAI Rules, and ASTM E 1527-05 or ASTM E1527-13, as appropriate) on a broad basis to optimize costs and results should be considered and discussed.

3.6 Prior to the start of the Phase II ESAs, the consultant will prepare and submit a

Sampling and Analysis Plan (SAP) to ICTC. The Sampling and Analysis Plan (SAP), and a Health and Safety Plan (HSP) – comprising the Quality Assurance Plan (QAP) – may be modified by staff prior to submission to the EPA for approval. When applicable, Phase II activities must comply with Federal cross-cutting requirements including but not limited to the Endangered Species Act, National Historic Preservation Act, and Davis Beacon Act.

3.7 Upon the EPA’s approval of the Quality Assurance Plan, the Phase II

Environmental Site Assessments will be conducted on specific sites identified based upon the completed Phase I ESAs.

Deliverables:

A generic Quality Assurance Project Plan will be completed for review and approval by EPA. Based on Phase I ESA results, the consultant team will select potentially impacted sites for Phase II Assessment. Before the Phase II work may be initiated, the requisite project plans, as required by the grant and the applicable EPA requirements, will be completed and approved by EPA. The Draft QAPP or SAP must be approved prior field sampling. A Final QAPP or SAP will be completed. With consent, the Phase II Environmental Site Assessment project reports will be initiated and completed along with updated Property Profile Forms (OMB No. 2050-0192) for each property; Quarterly Progress Reports; Field Reports (if applicable); and all other reports technical required by EPA.


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Clean-up and remedial re-use plans will be required for all Phase II sites and project reports.

V. PROPOSAL SUBMITTAL FORMAT AND CONTENT

A. SUBMISSION The contents of the submittal must be concise and complete. A table of contents should also be included to serve as an easy reference to key information. Total single-sided page count for the submittal should not exceed 25 pages, not including covers and dividers. Printing double-sided and on recycled content paper is encouraged. B. DATE/TIME PROPOSAL DUE

Proposals are due on February 9, 2018 on or prior to 3:00PM. Proposals received after this date and time will be rejected unopened.

C. ICTC ADDRESS

Proposals are to be mailed/delivered to: Mark Baza, Executive Director Imperial County Transportation Commission 1503 N. Imperial Ave. Suite 104 El Centro, CA 92243

D. SUBMITTAL FORMAT

Proposals shall be submitted in two (2) sealed packages. Submittals received by fax will not be accepted. The proposal shall be held in confidence until the award of the contract. At that time it becomes a matter of public record. The individual price proposal sheet shall be retained as “proprietary” and “confidential”, if so marked.

1. Consultant shall submit package No. 1 with one (1) original and four (4) printed

copies, and one (1) copy in PDF on a flash drive, each marked “ICTC 2018 EPA Brownfield Assessment Technical Proposal.” The envelope shall bear the Consultant’s name and address.

2. Consultant shall submit package No. 2 with one (1) original and four (4) copies in

a sealed envelope marked “ICTC 2018 EPA Brownfield Assessment Price Proposal” The envelope shall bear the Consultant’s name and address.


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E. ACCEPTANCE OF PROPOSALS

The ICTC reserves the right to accept or reject any and all proposals or any item or part therein, or to waive any irregularities or informalities in any proposal. The ICTC reserves the right to withdraw this RFP at any time without prior notice. The ICTC makes no representation that any contract will be awarded to any Consultant responding to this RFP.

F. PRECONTRACTUAL EXPENSES

Pre-contractual expenses are defined as expenses incurred by the Consultant in preparing, submitting and/or negotiating or expenses incurred prior to the date of award. The ICTC shall not be liable or responsible for pre-contractual expenses. Consultants shall not include any such expenses in any part of the proposal.

G. JOINT PARTICIPANT PAYMENTS The ICTC as policy will review the options of contracting with a single or multiple consultants.

H. CONTRACTUAL AGREEMENT

The contract agreement will be with the ICTC, and will incorporate the Scope of Work and the technical and price proposals. The final contract agreement may be modified to reflect the result of final negotiations with a best and final offer.

The Consultant’s inability or unwillingness to meet any requirements set forth as a condition must be identified and stated as an exception in a section in the proposal with sufficient explanation and reference to the location or page number in the RFP.

I. FUTURE CONTRACTUAL SERVICE ADJUSTMENTS

The work effort has not been measured or defined by ICTC and work of this kind has not been completed before. After a contract has been signed, a change order may be necessary. The ICTC or the Consultant may initiate a discussion to adjust the scope of work. If necessary ICTC will then develop a modification to the contract agreement and adjust compensation using the identified cost per hour per the pricing originally agreed to for that corresponding fiscal year, as stated in the consultant’s proposal.


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VI. PROPOSAL CONTENT

A. PROPOSAL CONTENT AND REQUIRED INFORMATION

1. Presentation

Proposals should be typed and submitted on eight-and-a-half inch (8 ½”) by (x) eleven inch (11”) size paper unless absolutely necessary for tables or charts etc., using a binder and with appropriate signatures. Proposal shall not exceed 25 double sided pages in length. The 25 page maximum requirement does not include section dividers, required forms, Letter of Transmittal or the price proposal. The presentation style should be concise without lengthy narrative and elaborate promotional materials.

2. Letter of Transmittal/Executive Summary

The letter of transmittal shall be addressed to Mark Baza, Executive Director, and must at a minimum, contain the following:

a. Identification of the Consultant, including legal name, legal form of

company, address, email address, fax and telephone numbers; b. Identify that the proposal is for the “ICTC 2018 EPA Brownfields

Assessment Technical Proposal”;

c. Number of years the Consultant’s company has been in business; d. If applicable, proposed working relationship between the Consultant

and subcontractors who supply or provide services that are ten percent (10%) or greater of the total component costs and provide the subcontractors name, address and telephone numbers;

e. Acknowledgement of receipt of all RFP addenda, if any; f. Name, title, address, telephone number, and e-mail address of contact

person during period of proposal evaluation; g. A statement to the effect that the proposal shall remain valid for a

period of not less than 120 days from the date of submittal; and h. The signature of a person authorized to bid/negotiate the terms of the

proposal.

i. Describe how the delivery of environmental consulting services will be provided to ICTC, the location of the firm’s offices and the anticipated response time to ICTC’s requests. If the firm is proposing


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to co-respond with another firm, the cover letter must specify the type of services to be provided by each firm and the proposed percentage allocated to that phase or function of the service.

3. Technical Proposal a. Qualifications and Related Experience

This section of the proposal should establish the ability of the Consultant to satisfactorily perform the required work by demonstrating experience in performing work of a similar nature; competence in the services to be provided; strength and stability of the Consultant; staffing capability; work load; record of meeting schedules on similar projects; and supportive client references.

i. Provide a brief profile of the Consultant, including the types of services

offered; the year founded; form of the organization (corporation, partnership, sole proprietorship); number, size and location of offices; and number of employees.

ii. Provide a general description of the Consultant’s financial condition and

identify any conditions (e.g., bankruptcy, pending litigation, planned office closures, impending merger, and potential labor disputes) that may affect the Consultant’s ability to complete the project. An audited financial statement, a Dun & Bradstreet report or a one (1) page summary from a licensed Certified Public Accountant shall be submitted. The statement shall clearly identify the financial status and condition of the Consultant’s immediate business entity, as well as the overall company. The document(s) provided should be dated no more than twelve (12) months prior to the date of submission.

iii. Describe the Consultant’s experience in performing work of a similar

nature to that solicited in this RFP. Include descriptions of experience including, but not be limited to, experience in projects with oversight under the Environmental Protection Agency (EPA), Department of Toxic Substances Control, Regional Water Quality Control Board, and Imperial County Public Health Department. Phase I and II ESA activities will be conducted by qualified environmental professionals in accordance with current American Society for Testing and Materials (ASTM) standards and All appropriate Inquiry.

iv. Provide all applicable license numbers for licenses relevant to or required for this project, the names of the holders of those licenses, and the names of the agencies issuing those licenses.


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v. If applicable, identify subcontractors and suppliers who provide supplies or services that are ten percent (10%) or greater of the total services costs by company name, address, contact person, telephone number and project function. Describe the Consultant’s experience working with each subcontractor or supplier and information specific to the subcontractor’s qualifications to perform the identified services.

b. Project Staffing and Project Organization

This section of the proposal should establish the method which will be used by the Consultant to manage the project and subcontractors as well as identify key personnel assigned.

i. Submit a project organization chart which clearly shows all

communication/reporting relationships among the project staff, subcontractors and suppliers and assigned work tasks.

ii. Provide name(s) and resumes of the proposed Project Manager and all key personnel that will be assigned to the ICTC’s project. The Consultant should demonstrate how this will be ensured and should indicate the percent of time each individual is dedicated to this project, and other non-ICTC projects, if applicable.

iii. Include the statement that key personnel will be available to the

extent proposed for the duration of the project acknowledging that no person designated as “key” to the project shall be removed or replaced without the prior written concurrence of the ICTC.

iv. Indicate adequacy of labor resources utilizing a table projecting the

labor-hour allocation to the project for each position category. Indicate the number of full-time and part-time employees for all operations (include numbers for subcontracted work).

c. Work Plan

The Consultant shall develop a detailed narrative which addresses the Scope of Work requirements and shows the Consultant’s understanding of the Local environment and relevant laws and ICTC’s requirements. Throughout the narrative, the Consultant should include references for each section in the Scope of Work that refers to the requirements.

d. Data Collection and Reporting

The ICTC has specific data and reporting requirements. The Consultant should describe their process for collecting and reporting operational,


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performance and maintenance data, and demonstrate their understanding of various daily data collection activities and reporting requirements for a federally funded system. e. ICTC’s Disadvantaged Business Enterprise (DBE) Program

Proposers are urged to obtain disadvantaged business enterprise (DBE) participation on this project. There is no specific goal for DBE participation for the project. It is ICTC policy to provide disadvantaged, minority, and women-owned business enterprises, as defined in Part 26, Title 49 CFR, an equitable opportunity to participate in all contracting opportunities. ICTC’s DBE Program, which includes minority and women-owned business enterprises, is designed so that contract administration, consultant selection, and all related procurement activities are conducted without regard to race, color, religion, disability, political beliefs, age, national origin, gender, or cultural background. Accordingly, no firm or individual shall be denied the opportunity to compete for ICTC contracts by reasons so stated or implied.

ICTC requires all potential ICTC consultants/contractors/subcontractors to comply with Title VI and Title VII of the Civil Rights Act of 1964, the Americans with Disabilities Act, the Age Discrimination in Employment Act, and the California Fair Employment and Housing Act, as amended, and all other applicable discrimination laws. ICTC will not tolerate illegal discrimination or harassment by its consultants/contractors/subcontractors.

Describe the proposer’s overall plan to make contracting opportunities available to all interested and qualified firms. This includes a strategy to identify the available subcontracting resources and a willingness to make subcontracting opportunities available to such firms.

Submit a subconsultant/subcontractor list, if applicable, which lists any subconsultant/subcontractor for this project, DBE status (if applicable), scope of work, and approximate percentage of the work performed by subconsultant/subcontractor (as a percentage of the total award to the prime consultant). In accordance with current federal regulations, DBEs and joint ventures involving DBEs must be certified for eligibility by Caltrans, by other qualified Department of Transportation recipients or by other certifying public agencies. Documentation verifying DBE status must be submitted in the proposal for all firms (prime consultant or subconsultant/subcontractor) claiming such status.


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f. References

Provide a minimum of three (3) references for the projects cited as related experiences, and furnish the name, title, address and telephone number of the person(s) at the client organization who is most knowledgeable about the work performed. The Consultant may also supply references from other work not cited in this section as additional related experience. g. Exceptions/Deviations State any requested exceptions to or deviations from the requirements of this RFP, segregating “technical” exceptions from “contractual agreement” exceptions. Each technical exception must reference the particular section and page in the RFP or Scope of Work that refers to the ICTC’s requirements for easy reference. h. Confirmation of Addenda to this Request for Proposal The proposer shall confirm the receipt of all addenda issued for this RFP.

4. Pricing Proposal

The Consultant shall complete an itemized and detailed price list. Subcontractors are to be listed separately. All line items in the categories of expenditure shall be clearly explained. The budget available for the consultant shall not exceed $257,980.

The respondent shall briefly detail the services and costs associated with performing a Phase I Environmental Site Assessment (per ASTM guidelines). Example must identify:

• Typical preparation time. • Estimated cost of preparation. • Description of work involved.

Vague descriptions (e.g., “other staff expenses,” “other operating expenses,” “management support” and “support services”) without adequate, reasonable description in a footnote is not acceptable and may render a proposal non-responsive to this RFP or result in the rejection of the proposal.

5. Miscellaneous Appendices

Information considered by the Consultant to be pertinent to this project and which has not been specifically solicited in any of the aforementioned sections in the proposal may be placed into a separate appendix section. However, the Consultant is cautioned that this appendix is considered to be a part of the 25 page limit.


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6. Party and Participant Disclosure Forms In conformance with the statutory requirements of California Government Code Section 84308, part of the Political Reform Act and Title 2, California Code of Regulations, Sections 18438 through 18438.8, regarding campaign contributions to members of appointed Board of Directors, the Consultant is required to complete the Party and Participant Disclosure Forms provided in the Annex of this RFP and submit as part of the proposal, if applicable. Both the Consultant and its subcontractors must complete the form entitled “Party Disclosure Form.” Forms must be completed and submitted with the proposal. Failure to complete this certification shall render a proposal non-responsive to this RFP and will result in the rejection of the proposal. 7. Certification of Debarment Unless otherwise permitted by law, any person or firm that is debarred, suspended or voluntarily excluded, as defined under Executive Order 12549; may not receive any assistance award under a Federal program or a subagreement thereunder for $25,000 or more. Accordingly, each prospective recipient of an EPA grant, loan, or cooperative agreement and any contract or subagreement participant thereunder must complete the attached certification or provide an explanation why they cannot. For further details, see 40 CFR 32.510. Forms must be completed and submitted with the proposal. Failure to complete this certification shall render a proposal non-responsive to this RFP and will result in the rejection of the proposal. 8. Affidavit of Non-Collusion This form must be completed and submitted with the proposal. Failure to complete this certification shall render a proposal non-responsive to this RFP and will result in the rejection of the proposal. 9. Restriction on Lobbying As a recipient of federal funds, the ICTC is required to certify compliance with the influencing restrictions and efforts of the Consultant to influence federal officials regarding specific procurements in excess of one hundred thousand dollars ($100,000) that must be disclosed pursuant to Section 1352, Title 31, United States Code. This RFP contains the following: a certification form entitled “Certification of Restrictions on Lobbying,” the Office of Management and Budget (OMB) Standard


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Form LLL entitled “Disclosure of Lobbying Activities” and a document entitled “Limitation on Payments to Influence Certain Federal Transactions.” The Consultant is required to complete and submit the certification form entitled “Certification of Restrictions on Lobbying” whether or not any lobbying efforts took place. If the successful Consultant did engage in lobbying activities, then OMB Standard form LLL “Disclosure of Lobbying Activities” must also be completed and submitted to the ICTC. All forms must be completed and submitted with the proposal. Failure to complete this certification shall render a proposal non-responsive to this RFP and will result in the rejection of the proposal. 10. DBE Forms These forms must be completed and submitted with the proposal. Failure to complete these documents shall render a proposal non-responsive to this RFP and will result in the rejection of the proposal. 11. Public Records Policy All proposals submitted in response to this RFP become the property of ICTC and are public records and, as such, may be subject to public review. Proposals and the documents constituting any contract entered into thereafter become the exclusive property of the ICTC and shall be subject to the California Public Records Act (Government Code Sections 6250 et seq.; “the Act”). The ICTC’s use and disclosure of its records are governed by the Act. Those elements in each proposal which the Consultant considers to be trade secrets, as that term is defined in Civil Code Section 3426.1(d), or otherwise exempt by law from disclosure, should be prominently marked as “CONFIDENTIAL” or “PROPRIETARY” by the Consultant. The ICTC will use its best efforts to inform the Consultant of any request for disclosure of any such document. The ICTC shall not in any way be liable or responsible for the disclosure of any such records including, without limitation, those so marked if disclosure is deemed to be required by law or by an order of the Court. In the event of litigation concerning disclosure of information the Consultant considers exempt from disclosure, the ICTC will act as stakeholder only, holding the information until otherwise ordered by a court or other legal process. If the ICTC is required to defend an action arising out of a request pursuant to the Act for any of the contents of the Consultant’s proposal marked “Confidential” or “Proprietary,” the Consultant shall defend and indemnify the ICTC from all liability, damages,


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costs and expense, including attorneys’ fees, in any action or proceeding arising under the Act. To ensure confidentiality, the Consultant is instructed to enclose all “Confidential,” “Proprietary, data in so marked sealed envelopes, which should then be included with the proposal. Because the proposal is available for review by any person after award of a contract resulting from an RFP, the ICTC shall not in any way be held responsible for disclosure of any “Confidential” or “Proprietary” documents that are not contained in envelopes and prominently marked.

VII. PRE-SUBMITTAL ACTIVITIES

A. Mandatory Pre-Proposal Meeting and Questions Concerning Request for Proposals The mandatory pre-proposal conference will be held at 9:00AM on January 26th, 2018 at the ICTC conference room at 1503 N. Imperial Ave. Suite 104, El Centro CA, 92243.

All questions must be received in writing via mail, facsimile, E-mail or hand delivery no later than 5 P.M. local time, on January 22, 2018 addressed to:

Kathi Williams, Procurement Coordinator

Imperial County Transportation Commission 1503 N. Imperia Ave. Suite 104 El Centro, CA 92243

760-592-4494 e-mail: [email protected] B. Revisions/Addendums to the Request for Proposals

Clarification desired by the Consultant relating to definition or interpretation shall be requested in writing via mail, fax or email with sufficient time to allow for a response. Responses will beprovided in the form of an addendum. Oral explanation or instructions shall not be considered binding.

ICTC reserves the right to revise the RFP and issue addendums prior to the date that proposals are due. Revisions or addendums to the RFP shall be posted on the www.imperialctc.org web site at least one full business day prior to the deadline for proposals. It is the responsibility of the proposer to contact the project manager and/or check the web site for any revisions related to this RFP.

mailto:[email protected]

http://www.imperialctc.org/


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VIII. ADDITIONAL CONDITIONS

A. Reservations This RFP does not commit ICTC to award a contract, to defray any costs incurred

in the preparation of a proposal pursuant to this RFP, or to procure or contract for work. ICTC may reject bids without providing the reason(s) underlying the declination. A failure to award a contract to the lowest bidder will not result in a cause of action against ICTC.

B. Right to Cancel ICTC reserves the right to cancel for any reason, in part or in its entirety, this

RFP. If ICTC cancels the RFP prior to the deadline for proposals a notification will be placed on ICTC’s Web site. www.imperialctc.org

ii. Upon completion of this project, the accumulated documentation becomes

the property of the ICTC. The selected consultant will turn over all data, documents, reports, graphs, maps, etc. to ICTC staff.

iii. The firm(s) selected to perform the work described in this RFQ will be

required to provide evidence of public liability and property damage insurance with limits listed in the draft agreement attached appropriate for the type of work.

IX. RESPONSIBILITIES OF THE ICTC AND IVEDC

A. The ICTC will administer the contract, IVEDC will manage the work effort, provide management oversight, coordinate meetings and other communications.

B. The ICTC will pay an agreed upon amount within 30 days after submittal of an invoice(s).

X. EVALUATION AND AWARD

A. EVALUATION CRITERIA

RFPs will be evaluated based on the following criteria:

1. Project Technical and Related Experience (25%) Technical experience in performing work of a similar nature; experience working with public or governmental agencies; strength, stability, experience and technical competence of Consultant and subcontractors to perform and meet all management and operating requirements.

http://www.imperialctc.org/


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2. Methodology and Approach (20%) Depth of the Consultant’s understanding of the project’s requirements and overall quality, logic, clarity and specificity of work plan; appropriateness of labor distribution among the activities; ability to meet the project deadlines; reasonableness of proposed start-up plan; logic of project organization and adequacy of labor commitment and utility of suggested technical or procedural innovations. 3. Staff Qualifications and Disadvantaged Business Enterprise (DBE)

(30%)

Qualifications of project staff, particularly key personnel and the Project Manager; key personnel’s level of involvement in performing related work; effort to secure DBEs. 4. Price/Cost (15%) Reasonableness and competitiveness of the total price/cost with other offers received; adequacy of data provided in support of figures quoted and the basis on which prices/costs are quoted. 5. Completion of Response and References (10%) Completeness of response in accordance with RFP instructions; references for similar work

B. EVALUATION PROCEDURE

The ICTC will arrange for a Proposal Evaluation Committee to conduct proposal reviews/scoring. The Committee may be comprised of various staff from the ICTC, IVEDC, the Metropolitan Planning Organization - the Southern California Association of Governments (SCAG), and the City of Brawley. The Evaluation Committee may utilize a two (2) step selection process in that Consultants that submit proposals deemed responsive may be contacted for final oral interviews prior to final selection. If an oral interview is scheduled, the project manager or a suitable alternative within the proposed team is required to be present. The project manager must be able to demonstrate that his or her team is the best suited for the project. The Consultant may not utilize sales or corporate business development type staff exclusively for the oral interview process. The Proposal Evaluation Committee will review all proposals deemed “Responsive” and determine if the qualifications are met. A Best and Final Offer may be issued by ICTC staff after the proposals are submitted but before contract award.


19

Negotiations may or may not be conducted with Consultants; therefore, the proposal submitted should contain the Consultant’s most favorable terms and conditions, since the selection and recommendation for award may be made without discussion with any Consultant.

C. AWARD

The ICTC Executive Director will submit a final recommendation to the ICTC Commission for the final approval regarding a contract award. D. NOTIFICATION OF AWARD AND DEBRIEFING

Consultants who submit a proposal in response to this RFP shall be notified regarding the award of the contract. Such notification shall be made within ten (10) days of the date the contract is awarded. Consultants not recommended can schedule a debriefing by ICTC staff on their proposal, after the award of the contract.

XI. PROTESTS

ICTC will consider all protests regarding the contracting process or the award of a contract submitted by 3:00 P.M. on the deadlines discussed below. ICTC will only review protests submitted by an actual or prospective proposer. A protest must be made in writing, contain an original signature and must be mailed or hand delivered to ICTC. Protests which do not strictly comply with ICTC’s protest procedures will be rejected. Protests relating to the content of the RFP package must be filed on or before the date the response is due. Protests relating to the intent to make an award, must be filed within three days before the award. Untimely protests will be rejected. If deemed necessary, ICTC shall notify all proposers of record that a protest has been filed and that the award has been postponed until further notice. If necessary, proposers will be asked to extend the time for acceptance of their proposal in order to avoid the need for re-advertisement of the solicitation. A. Protest Contents A letter of protest must set forth detailed grounds for the protest and be fully

supported with technical data, documentary evidence, names of witnesses and other pertinent information related to the subject being protested. The protest must also state the law, rule, regulation or practice on which the protest is based. The protestor must demonstrate or establish a clear violation of a specific law or regulation.

If the protestor considers that the protest contains proprietary material which

should be withheld, a statement advising of this fact must be affixed to the front


20

page of the protest document, and alleged proprietary information shall be so identified wherever it appears.

Protests shall be addressed to:

Kathi Williams, Procurement Coordinator Imperial County Transportation Commission 1503 N. Imperial Ave. Suite 104 El Centro, CA 92243 B. Reply to Protest An ICTC Protest Committee appointed by the Executive Director will review all

protests in a timely manner and reply to the protest in writing, within ten (10) business days. All relevant material submitted by the protestor will be considered. Such material will not be withheld from any interested party outside of ICTC or any agency which may be involved with the contract except to the extent that the withholding of information is permitted or required by law or regulation.

C. Request for Protest Reconsideration Upon receipt of an adverse decision by the Executive Director of the ICTC, the

protestor may file a request for protest reconsideration. A request for protest reconsideration must be directed to the Executive Director in writing and received within ten (10) full business days from the postmark date of the reply from ICTC. The Executive Director will respond to the request for protest reconsideration within ten (10) full business days and schedule a review with the Commission. The decision of the Commission will be final. No further protests will be heard by ICTC.

ATTACHMENTS:

A. Scope of Work 1. Assessment Terms and Conditions 2. WORK PLAN - Cooperative Agreement #: 99T62101 BRAWLEY TRANSIT

CORRIDOR BROWNFIELDS ASSESSMENT B. Sample Proposal Evaluation Form C. Required Forms D. Draft Consultant Agreement/Required Insurances E. Map of Service Area

1 T:\projects \IVEDC\Brownsfields RFP\attachment A.1

ATTACHMENT A.1

Assessment Terms and Conditions Please note that these Terms and Conditions (T&Cs) apply to Brownfields Assessment Grants awarded under

CERCLA § 104(k).

Imperial County Transportation Commission Grant

NOTE TO PO’s: All T&C’s in this document must be used as presented here unless they are marked “OPTIONAL” or “CAN CHANGE.”

I. GENERAL FEDERAL REQUIREMENTS

NOTE: For the purposes of these Terms and Conditions the term “assessment” includes, eligible activities under the Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA) § 104(k)(2)(A)(i) such as activities involving the inventory, characterization, assessment, and planning relating to brownfield sites as described in the EPA approved work plan. A. Federal Policy and Guidance

1. Cooperative Agreement Recipients: By awarding this cooperative agreement, EPA has approved the proposal for the Cooperative Agreement Recipient (CAR) submitted in the Fiscal Year 2012 competition for Brownfields Assessment Cooperative Agreements. However, the CAR may not expend ("draw down") funds to carry out this agreement until EPA’s award official approves the final work plan.

2. In implementing this agreement, the CAR shall ensure that work done with

cooperative agreement funds complies with the requirements of the Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA) § 104(k). The CAR shall also ensure that assessment activities supported with cooperative agreement funding comply with all applicable Federal and State laws and regulations.

3. The recipient must comply with Federal cross-cutting requirements. These

requirements include but are not limited to, MBE/WBE requirements found at 40 CFR Part 33; OSHA Worker Health & Safety Standard 29 CFR 1910.120; the Uniform Relocation Act; National Historic Preservation Act; Endangered Species Act; and Permits required by Section 404 of the Clean Water Act; Executive Order 11246, Equal Employment Opportunity, and implementing regulations at 41 CFR 60-4; Contract Work Hours and Safety Standards Act, as amended (40 USC § 327-333) the Anti-Kickback Act (40 USC § 276c) and Section 504 of the Rehabilitation Act of 1973 as implemented by Executive Orders 11914 and 11250.


4. The CAR must comply with Davis-Bacon Act prevailing wage requirements and

associated U.S. Department of Labor (DOL) regulations for all construction, alteration and repair contracts and subcontracts awarded with funds provided under this agreement.

Activities conducted under assessment grants generally do not involve construction, alteration and repair within the meaning of the Davis-Bacon Act. The recipient must contact EPA's Project Officer if there are unique circumstances (e.g. removal of an underground storage tank or another structure and restoration of the site) which indicate that the Davis-Bacon Act applies to an activity the CAR intends to carry out with funds provided under this agreement. The Agency will provide guidance on Davis-Bacon Act compliance if necessary.

B. Eligible Brownfields Site Determinations 1. a. The CAR must provide information to EPA about site-specific work prior to

incurring any costs under this cooperative agreement for sites that have not already been preapproved in the CAR’s work plan by the EPA. The information that must be provided includes whether or not the site meets the definition of a brownfield site as defined in §101(39) of CERCLA, the identity of the owner, and the date of acquisition.

b. If the site is excluded from the general definition of a brownfield, but is eligible for a property-specific funding determination, then the CAR must provide information sufficient for EPA to make a property-specific funding determination. The CAR must provide sufficient information on how financial assistance will protect human health and the environment, and either promote economic development or enable the creation of, preservation of, or addition to parks, greenways, undeveloped property, other recreational property, or other property used for nonprofit purposes. The CAR must not incur costs for assessing sites requiring a property-specific funding determination by EPA until the EPA Project Officer has advised the CAR that the Agency has determined that the property is eligible.

2. a. For any petroleum contaminated brownfield site that is not included in the CAR’s

EPA approved work plan, the CAR shall provide sufficient documentation to the EPA prior to incurring costs under this cooperative agreement which includes (see the latest version of EPA’s Proposal Guidelines for Brownfields Assessment Grants dated September 2011 for discussion of this element) documenting that:

(1) a State has determined that the petroleum site is of relatively low risk, as compared to other petroleum-only sites in the State, (2) the State determines there is “no viable responsible party” for the site; (3) the State determines that the person assessing or investigating the site is a person who is not potentially liable for cleaning up the site; and


(4) the site is not subject to any order issued under section 9003(h) of the Solid Waste Disposal Act.

This documentation must be prepared by the CAR or the State following contact and discussion with the appropriate petroleum program official.

b. Documentation must include (1) the identity of the State program official

contacted, (2) the State official’s telephone number, (3) the date of the contact, and (4) a summary of the discussion relating to the state’s determination that the site is of relatively low risk, that there is no viable responsible party and that the person assessing or investigating the site is not potentially liable for cleaning up the site. Other documentation provided by a State to the recipient relevant to any of the determinations by the State must also be provided to the EPA Project Officer.

c. If the State chooses not to make the determinations described in 2.a.

above, the CAR must contact the EPA Project Officer and provide the information necessary for EPA to make the requisite determinations.

d. EPA will make all determinations on the eligibility of petroleum-contaminated

brownfields sites located on tribal lands (i.e., reservation lands or lands otherwise in Indian country, as defined at 18 U.S.C. 1151). Before incurring costs for these sites, the CAR must contact the EPA Project Officer and provide the information necessary for EPA to make the determinations described in 2.a. above.

II. GENERAL COOPERATIVE AGREEMENT ADMINISTRATIVE

REQUIREMENTS

A. Term of the Agreement

1. The term of this agreement is three years from the date of award, unless otherwise extended by EPA at the CAR’s request.

2. If after 18 months from the date of award, EPA determines that the CAR has not

made sufficient progress in implementing its cooperative agreement, the recipient must implement a corrective action plan approved by the EPA PO or EPA may terminate this agreement for material non-compliance with its terms. For purposes of assessment grants, the recipient demonstrates “sufficient progress” when 35% of funds have been drawn down and obligated to eligible activities; for assessment coalition grants “sufficient progress” is demonstrated when a solicitation for services has been released, sites are prioritized or an inventory has been initiated if necessary, community involvement activities have been initiated and a Memorandum of Agreement is in place.


B. Substantial Involvement

1. The EPA may be substantially involved in overseeing and monitoring this cooperative agreement.

a. Substantial involvement by EPA generally includes administrative

activities such as monitoring, reviewing project phases, and approving substantive terms included in professional services contracts.

b. Substantial EPA involvement also includes brownfields property-

specific funding determinations described in I.B. under Eligible Brownfields Site Determinations above. If the CAR awards a subgrant for site assessment, the CAR must obtain technical assistance from EPA on which sites qualify as a brownfield site and determine whether the statutory prohibition found in section 104(k)(4)(B)(i)(IV) of CERCLA applies. This prohibition precludes the subgrantee from using EPA funds to assess a site for which the subgrantee is potentially liable under § 107 of CERCLA. (See Section II.C.3 for more information on subgrants.)

c. Substantial EPA involvement may include reviewing financial and

environmental status reports; and monitoring all reporting, record-keeping, and other program requirements.

d. EPA may waive any of the provisions in term and condition II.B.1.,

with the exception of property-specific funding determinations. EPA will provide waivers in writing.

2. Effect of EPA’s substantial involvement includes:

a. EPA’s review of any project phase, document, or cost incurred

under this cooperative agreement, will not have any effect upon CERCLA § 128 Eligible Response Site determinations or rights, authorities, and actions under CERCLA or any Federal statute.

b. The CAR remains responsible for ensuring that all assessments are

protective of human health and the environment and comply with all applicable Federal and State laws.

c. The CAR and its subgrantees remain responsible for incurring costs

that are allowable under the applicable OMB Circulars.


C. Cooperative Agreement Recipient Roles and Responsibilities

1. The CAR must acquire the services of a qualified environmental professional(s) to coordinate, direct, and oversee the brownfields assessment activities at a particular site, if they do not have such a professional on staff.

2. The CAR is responsible for ensuring that contractors and subgrant recipients

comply with the terms of their agreements with the CAR, and that agreements between the CAR and subgrant recipients and contractors comply with the terms and conditions of this agreement.

3. Subgrants are defined at 40 CFR 31.3. The CAR may not subgrant to for-profit

organizations. The CAR must obtain commercial services and products necessary to carry out this agreement under competitive procurement procedures as described in 40 CFR 31.36. In addition, EPA policy encourages awarding subgrants competitively and the CAR must consider awarding subgrants through competition.

4. The CAR is responsible for assuring that EPA’s Brownfields Assessment Grant

funding received under this grant, or in combination with any other previously awarded Brownfields Assessment grant does not exceed the $200,000 assessment grant funding limitation for an individual brownfield site. Waiver of this funding limit for a brownfields site must be approved by EPA prior to the expenditure of funding exceeding $200,000. In no case may EPA funding exceed $350,000 on a site receiving a waiver.

5. CARs expending funding from a community-wide assessment grant on a

particular site must include such funding amount in any total funding expended on the site.

D. Quarterly Progress Reports

1. The CAR must submit progress reports on a quarterly basis to the EPA Project Officer. Quarterly progress reports must include: a. Summary of approved activities performed during the reporting quarter,

summary of the performance outputs/outcomes achieved during the reporting quarter, a description of problems encountered during the reporting quarter that may affect the project schedule and a discussion of meeting the performance outputs/outcomes.

b. An update on project schedules and milestones. c. A list of the properties where assessment activities were performed and/or

completed during the reporting quarter. d. A budget recap summary table with the following information: current

approved project budget; costs incurred during the reporting quarter; costs incurred to date (cumulative expenditures); and total remaining funds.


2. The CAR must maintain records that will enable it to report to EPA on the amount of funds expended on specific properties under this cooperative agreement.

3. In accordance with 40 CFR 31.40(d), the CAR agrees to inform EPA as soon as

problems, delays, or adverse conditions become known which will materially impair the ability to meet the outputs/outcomes specified in the approved work plan.

E. Property Profile Submission

1. The CAR must report on interim progress (i.e., assessment started) and any final accomplishments (i.e., assessment completed, cleanup required, contaminants, Institution Controls, Engineering Controls) by completing and submitting relevant portions of the Property Profile Form using the Brownfields Program on-line reporting system, known as Assessment, Cleanup and Redevelopment Exchange System (ACRES). The CAR must enter the data in ACRES as soon as the interim action or final accomplishment has occurred, or within 30 days after the end of each reporting quarter. EPA will provide the CAR with training prior to obtaining access to ACRES. The training is required to obtain access to ACRES. The CAR must utilize the ACRES system unless approval is obtained from the regional Project Officer to utilize the Property Profile Form.

F. Final Report

1. The CAR must submit a final report at the end of the period of performance in order to finalize the closeout of the grant. This final report must capture the site names, what work was done at each site and how much was spent at each site. It should also provide information that documents the outreach efforts done by the CAR and other activities that help explain where the funding was utilized.

III. FINANCIAL ADMINISTRATION REQUIREMENTS

A. Eligible Uses of the Funds for the Cooperative Agreement Recipient

1. To the extent allowable under the work plan, cooperative agreement funds may be used for eligible programmatic expenses to inventory, characterize, assess, and conduct planning and outreach. Eligible programmatic expenses include activities described in Section IV of these Terms and Conditions. In addition, such eligible programmatic expenses may include:

a. Determining whether assessment activities at a particular site are

authorized by CERCLA § 104(k);

b. Ensuring that an assessment complies with applicable requirements under Federal and State laws, as required by CERCLA § 104(k);


c. Using a portion of the grant to purchase environmental insurance for the

characterization or assessment of the site. Funds may not be used to purchase insurance intended to provide coverage for any of the Ineligible Uses under Section III.B.

d. Any other eligible programmatic costs including direct costs incurred by

the recipient in reporting to EPA; procuring and managing contracts; awarding and managing subgrants to the extent allowable under III. B. 2.; and carrying out community involvement pertaining to the assessment activities.

B. Ineligible Uses of the Funds for the Cooperative Agreement Recipient

1. Cooperative agreement funds shall not be used by the CAR for any of the following activities:

a. Cleanup activities;

b. Development activities that are not brownfields assessment activities (e.g.,

construction of a new facility);

c. Job training unrelated to performing a specific assessment at a site covered by the grant;

d. To pay for a penalty or fine;

e. To pay a federal cost share requirement (for example, a cost-share required

by another Federal grant) unless there is specific statutory authority;

f. To pay for a response cost at a brownfields site for which the recipient of the grant or subgrant is potentially liable under CERCLA § 107;

g. To pay a cost of compliance with any federal law, excluding the cost of

compliance with laws applicable to the assessment; and

h. Unallowable costs (e.g., lobbying and fund raising) under applicable OMB Circulars.

2. Under CERCLA § 104(k)(4)(B), administrative costs are prohibited costs under

this agreement. Prohibited administrative costs include all indirect costs under applicable OMB Circulars.

a. Ineligible administrative costs include costs incurred in the form of salaries,

benefits, contractual costs, supplies, and data processing charges, incurred to comply with most provisions of the Uniform Administrative Requirements


for Grants contained in 40 CFR Part 31. Direct costs for grant administration, with the exception of costs specifically identified as eligible programmatic costs, are ineligible even if the grant recipient is required to carry out the activity under the grant agreement.

b. Ineligible grant administration costs include direct costs for:

(1) Preparation of applications for brownfields grants;

(2) Record retention required under 40 CFR 31.42;

(3) Record-keeping associated with supplies and equipment purchases

required under 40 CFR 31.32 and 31.33;

(4) Preparing revisions and changes in the budgets, scopes of work, program plans and other activities required under 40 CFR 31.30;

(5) Maintaining and operating financial management systems required

under 40 CFR 31;

(6) Preparing payment requests and handling payments under 40 CFR 31.21;

(7) Non-federal audits required under 40 CFR 31.26 and OMB Circular A-

133; and

(8) Close out under 40 CFR 31.50.

3. Cooperative agreement funds may not be used for any of the following properties:

a. Facilities listed, or proposed for listing, on the National Priorities List (NPL);

b. Facilities subject to unilateral administrative orders, court orders,

administrative orders on consent or judicial consent decree issued to or entered by parties under CERCLA;

c. Facilities that are subject to the jurisdiction, custody or control of the United

States government except for land held in trust by the United States government for an Indian tribe; or

d. A site excluded from the definition of a brownfields site for which EPA has

not made a property-specific funding determination.

4. The CAR must not include management fees or similar charges in excess of the direct costs or at the rate provided for by the terms of the agreement negotiated


with EPA. The term “management fees or similar charges” refers to expenses added to the direct costs in order to accumulate and reserve funds for ongoing business expenses, unforeseen liabilities, or for other similar costs that are not allowable under EPA assistance agreements. Management fees or similar charges may not be used to improve or expand the project funded under this agreement, except to the extent authorized as a direct cost of carrying out the scope of work.

C. Interest -Bearing Accounts and Program Income

1. In accordance with 40 CFR 31.25(g)(2), the CAR is authorized to add program income to the funds awarded by the EPA and use the program income under the same terms and conditions of this agreement. Program income for the assessment CAR shall be defined as the gross income received by the recipient, directly generated by the cooperative agreement award or earned during the period of the award. Program income includes, but is not limited to, fees charged for conducting assessment, site characterizations, clean up planning or other activities when the costs for the activity is charged to this agreement.

2. The CAR must deposit advances of grant funds and program income (i.e. fees) in

an interest-bearing account.

a. For interest earned on advances, CARs are subject to the provisions of 40 CFR §31.21(i) to remitting interest on advances to EPA on a quarterly basis.

b. Interest earned on program income is considered additional program income.

c. The CAR must disburse program income (including interest earned on program income) before requesting additional payments from EPA as required by 40 CFR 31.21(f).

IV. ASSESSMENT ENVIRONMENTAL REQUIREMENTS

A. Authorized Assessment Activities

1. Prior to conducting or engaging in any on-site activity with the potential to impact historic properties (such as invasive sampling), the CAR shall consult with EPA regarding potential applicability of the National Historic Preservation Act and, if applicable, shall assist EPA in complying with any requirements of the Act and implementing regulations.

B. Quality Assurance (QA) Requirements

1. When environmental samples are collected as part of the brownfields assessment,

the CAR shall comply with 40 CFR Part 31.45 requirements to develop and implement quality assurance practices sufficient to produce data adequate to meet


project objectives and to minimize data loss. State law may impose additional QA requirements.

2. The CAR should comply with the following QA requirements:

a. This grant includes the performance of environmental measurements,

therefore, a QA Plan, a Sampling and Analysis Plan, or other comparable document covering QA activities, must be prepared before any sampling or cleanup activities at the site may begin. An example of a comparable document is a Sampling Plan approved by the state oversight authority. If the document submitted does not meet EPA’s basic information requirements, an addendum or supplemental Sampling and Analysis Plan may be required before sampling work may begin. The recipient should consult with the Region 9 Quality Assurance Office at 415972-3411 to determine if a QA document is required. The Quality Assurance Manager will determine what type of QA documentation would be most appropriate and what QA guidance should be followed if a document is required.

The QA Plan must be approved by the EPA Project Officer, the Region 9 Quality Assurance Manager, and the recipient's Quality Assurance Officer before measurement activities are undertaken. Typically, measurement activities must be described by the type of media (soil, water, air), by the phase of the project (i.e.: sampling backfill material, air monitoring during removal work, confirmation sampling), and by location.

b. Emergency measurements may be taken without a QA Plan being prepared if the Region 9 Quality Assurance Manager agrees that the nature of the data collection activity required due to the emergency warrants an exemption and the recipient contacts the Quality Assurance Manager to obtain approval prior to beginning the sampling work. Contact the QA Office at 415-972-3411. In the event an unforeseen site condition arises during the cleanup work, changes or deviations to the type of contaminant sampled, methodology, or sample spacing, the recipient must contact the Quality Assurance Manager to determine if the Sampling and Analysis Plan must be amended before new work is initiated. If the change is such that a site hazard is created by a delay in the work, the recipient shall contact the Quality Assurance Manager to obtain approval prior to formally revising the document. Minor field deviations (i.e: slight location changes) should be noted in the final cleanup report, but do not require EPA approval.

c. Under the Assessment program, area-wide projects or multi-site projects will

require the preparation of a Quality Assurance Project Plan (QAPP) in addition to site specific Sampling and Analysis Plans.


d. Under the Assessment, Cleanup, and Revolving Loan Fund programs, a one-site project may use the one-site Region 9 Sampling and Analysis Plan which incorporates the QAPP.

e. If the review and approval of the QAPP was completed five years ago, it must

be resubmitted to EPA for review and approval to ensure it remains a useful and valid document for the site.

f. In general, a QAPP or Sampling and Analysis Plan will require approximately

two to four weeks for the EPA Quality Assurance Manager to review and return comments. Documents generally require one revision and re-submittal. The resubmittal review time is typically two weeks.

C. Completion of Assessment Activities

1. The CAR shall properly document the completion of all activities described in the EPA approved work plan. This must be done through a final report or letter from a qualified environmental professional, or other documentation provided by a State or Tribe that shows assessments are complete.

D. All Appropriate Inquiry

1. As required by CERCLA § 104(k)(2)(B)(ii) and CERCLA § 101(35)(B), the CAR shall ensure that a Phase I site characterization and assessment carried out under this agreement will be performed in accordance with EPA's standard for all appropriate inquiries. The CAR shall utilize the practices in ASTM standard E1527-05 “Standard Practices for Environmental Site Assessment: Phase I Environmental Site Assessment Process,” or EPA's All Appropriate Inquiries Final Rule “All Appropriate Inquiries Rule: Reporting Requirements and Suggestions on Report Content”, (Publication Number: EPA 560-F-06-244). This does not preclude the use of grant funds for additional site characterization and assessment activities that may be necessary to characterize the environmental impacts at the site or to comply with applicable State standards.

2. All Appropriate Inquiries (AAI) final reports produced with funding from this

agreement must comply with 40 C.F.R. Part 312 and must, at a minimum, include the information below. All AAI reports submitted to EPA Project Officers as deliverables under this agreement must be accompanied by a completed “Reporting Requirements Checklist” that EPA’s Project Officer will provide to the recipient. The checklist also is available to grantees on the EPA website at www.epa.gov/brownfields.

a. An opinion as to whether the inquiry has identified conditions indicative of

releases or threatened releases of hazardous substances, and as applicable, pollutants and contaminants, petroleum or petroleum products, or controlled substances, on, at, in, or to the subject property.


b. An identification of “significant” data gaps (as defined in 40 C.F.R. 312.10),

if any, in the information collected for the inquiry. Significant data gaps include missing or unattainable information that affects the ability of the environmental professional to identify conditions indicative of releases or threatened releases of hazardous substances, and as applicable, pollutants and contaminants, petroleum or petroleum products, or controlled substances, on, at, in, or to the subject property. The documentation of significant data gaps must include information regarding the significance of these data gaps.

c. Qualifications and signature of the environmental professional(s). The

environmental professional must place the following statements in the document and sign the document:

• ‘‘[I, We] declare that, to the best of [my, our] professional knowledge and

belief, [I, we] meet the definition of Environmental Professional as defined in §312.10 of this part.’’

• ‘‘[I, We] have the specific qualifications based on education, training, and

experience to assess a property of the nature, history, and setting of the subject property. [I, We] have developed and performed the all appropriate inquiries in conformance with the standards and practices set forth in 40 CFR Part 312.’’

Note: Please use either “I” or “We.”

d. In compliance with §312.31(b), the environmental professional must include

in the final report an opinion regarding additional appropriate investigation, if the environmental professional has such an opinion.

3. EPA may review checklists and AAI final reports for compliance with the AAI

regulation documentation requirements at 40 CFR part 312 (or comparable requirements for those using ASTM Standard 1527-05). Any deficiencies identified during an EPA review of these documents must be corrected by the recipient within 30 days of notification. Failure to correct any identified deficiencies may result in EPA disallowing the costs for the entire AAI report as authorized by 40 CFR 31.43(a)(2). If a recipient willfully fails to correct the deficiencies the Agency may consider other available remedies under 40 CFR 31.43 and 2 CFR Part 180.

V. CONFLICT OF INTEREST: APPEARANCE OF LACK OF IMPARTIALITY

A. Conflict of Interest

1. The CAR shall establish and enforce conflict of interest provisions that prevent the award of subgrants that create real or apparent personal conflicts of interest, or the CAR’s appearance of lack of impartiality. Such situations include, but are not limited to, situations in which an employee, official, consultant, contractor, or


other individual associated with the CAR (affected party) approves or administers a grant or subgrant to a subgrant recipient in which the affected party has a financial or other interest. Such a conflict of interest or appearance of lack of impartiality may arise when:

(i) The affected party, (ii) Any member of his immediate family, (iii) His or her partner, or

(iv) An organization which employs, or is about to employ, any of the above,

has a financial or other interest in the subgrant recipient.

Affected employees will neither solicit nor accept gratuities, favors, or anything of monetary value from subgrant recipients. Recipients may set minimum rules where the financial interest is not substantial or the gift is an unsolicited item of nominal intrinsic value. To the extent permitted by State or local law or regulations, such standards of conduct will provide for penalties, sanctions, or other disciplinary actions for violations of such standards by affected parties.

VI. PAYMENT AND CLOSEOUT

A. Payment Schedule

1. The CAR may request payment from EPA pursuant to 40 CFR §31.21(c). B. Schedule for Closeout

1. Closeout will be conducted in accordance with 40 CFR 31.50. EPA will close out the award when it determines that all applicable administrative actions and all required work of the grant have been completed.

2. The CAR, within 90 days after the expiration or termination of the grant, must

submit all financial, performance, and other reports required as a condition of the grant.

a. The CAR must submit the following documentation:

(1) The Final Report as described in II.F. (2) A Final Federal Financial Report (FFR - SF425). Submitted to:

U.S. EPA Las Vegas Finance Center 4220 S. Maryland Pkwy, Bld. C, Rm 503 Las Vegas, NV 89119


Fax: (702) 798-2423 http://www.epa.gov/ocfo/finservices/payinfo.html

3. A Final DBE/MBE/WBE Report (EPA Form 5700-52A). Submitted to the

regional office

a. The CAR must ensure that all appropriate data has been entered into ACRES or all Property Profile Forms are submitted to the Region.

b. The grantee must immediately refund to the Federal agency any balance of unobligated (unencumbered) cash advanced that is not authorized to be retained for use on other grants.

1 T: projects\IVEDC\Brownsfields RFP\attachment 4.2

ATTACHMENT A.2

U.S. ENVIRONMENTAL PROTECTION AGENCY BROWNFIELDS ASSESSMENT PROGRAM

WORK PLAN

Cooperative Agreement #: 99T62101

FOR

THE BRAWLEY TRANSIT CORRIDOR BROWNFIELDS ASSESSMENT

June 19, 2017

For Imperial County Transportation Commission (ICTC)

Mark Baza, Executive Director

Submitted by Mark Baza, Imperial County Transportation Commission (ICTC)

Sean Wilcock, Imperial Valley Economic Development Corporation (IVEDC) 1405 N. Imperial Avenue, Suite 1, El Centro, CA 92243

Mark Baza, ICTC, [email protected], 760-592-4494 Sean Wilcock, IVEDC, [email protected], 760-353-8332




Brownfields Assessment Grant Work Plan Outline

“The Brawley Transit Corridor Brownfield Assessment” Note: This document is provided as general guidance by EPA Region 9. Please consult with your EPA Project Officer for project specific guidance. Project Officers may establish specific work plan recommendations and/or requirements. Use the grant proposal that was submitted to EPA as a basis for preparing this work plan. A. Recipient Title Mark Baza, Executive Director, Imperial County Transportation Commission (ICTC) B. Background The target area for this assessment grant application will be focused along the transit circulator route within the 13 mile Imperial Valley Transit’s (IVTs) Brawley Gold Line Transit Route and the Brawley Transit Center that serves as the IVTs North Imperial County transfer terminal. The commercial corridors in the target assessment area include over 100 known commercial properties and suspected historical gas station sites with known or suspected underground tanks in the target area. The proposed project title for this award is proposed as “The Brawley Transit Corridor Brownfield Assessment.” C. Goals and Objectives NOTE: Include “Subsection a.” as written below. Do not modify the wording. a. EPA Strategic Plan This project supports EPA’s Strategic Plan and GPRA Goal 3: Cleaning Up Communities and Advancing Sustainable Development, Objective 3.1 Promote Sustainable and Livable Communities.

Outputs: In Phase I, the project will conduct community outreach; prepare a prioritized brownfields inventory; perform Phase I and Phase II Environmental Site Assessments (ESAs); and develop cleanup plans for priority sites that are consistent with state regulatory programs. Outcomes: Based upon a total grant award of $300,000 (for both hazardous materials and petroleum), the ICTC anticipates it will be able to complete 14 Phase I Environmental Site Assessments (ESAs - 7 petroleum and 7 hazardous material sites) in the corridor, and Community Involvement Plan.


b. Project Goals The goal of the project will be to prioritize sites for further investigation based on the results of Phase I ESAs and the redevelopment potential. ICTC anticipates that it will be able to complete up to 8 Phase II ESAs. Implementation through each phase will include extensive community outreach.

Tasks The following is a summary of each Task. a. Task Descriptions Task 1 – Project Management and Planning: This task includes funding for the management and execution of the grant, including grant deliverables of EPA quarterly reports, MBE/WBE forms, updates to the EPA ACRES database, and other programmatic support necessary to maintain compliance with EPA cooperative agreement terms and conditions. The selected consultant will coordinate these deliverables under the supervision of the Project Director. Therefore, the majority of funding is listed under contractual. Task 2 –Site Assessment: This task includes activities related to carrying out site assessments. A generic Quality Assurance Project Plan (QAPP) will be completed for review and approval by EPA at a one-time cost of $5,000. Phase I ESA activities of brownfields sites will vary in size and complexity. ICTC expects to complete 14 hazardous material and petroleum assessments in Phase I ESAs at approximately $4,000 each, for a total cost range of $56,000. Based on Phase I ESA results, the Brownfields Team will select potentially impacted sites for Phase II Assessment. Before the Phase II work may be initiated, the requisite project plans, as required by the grant and the applicable EPA requirements, will be completed and approved by EPA. A Quality Assurance Project Plan (QAPP) and/or Sampling and Analysis Plan (SAP) and Health and Safety Plan (HSP) must be submitted to EPA. The QAPP or SAP must be approved by EPA prior to the start of field sampling. With consent, the Phase II work will be initiated and project reports will be developed. Phase II ESA activities are estimated to cost $20,000 each, allowing for approximately 8 Phase II ESAs. Phase I and II ESA activities will be conducted by qualified environmental professionals in accordance with current ASTM standards and All Appropriate Inquiry. Task 3 –Cleanup & Reuse Planning : Funding is included to support remedial and reuse plans developed by qualified environmental, reuse, and land use professionals. The ICTC estimates that cleanup and reuse planning will be required for all sites. Staff time for this task will be leveraged by the ICTC. Task 4 – Community Engagement & Involvement: The community engagement and involvement budget supports stakeholder involvement during Phases 1 and 2. A Community Involvement Plan (CIP) will be completed under this task (discussed in Section 3.a.i). The Brownfields Team will help to decide where to deploy EPA funds and determine reuse options. The devoted grant funds will be used to expand on the ICTC and our stakeholders’ already successful community initiatives and provide for consultant support on technical stakeholder discussions. All listed costs will be split between petroleum and hazardous waste activities.


Task 5 – Quarterly Reports and ACRES Reporting: Throughout the project, ICTC will provide quarterly reports and ACRES reporting (site assessment data) to EPA as described in the sections below.

b. Task Budget Hazardous Materials Assessments Budget

Programmatic Support

Site Assessments

Community Engagement

Clean-Up Planning

Total

Personnel (ICTC) $7,350 $1,500 $8,850 Fringe Benefits $0 Equipment $0 Supplies $150 $1,000 $1,150 Contractual $110,000 $15,000 $15,000 $140,000 Total $7,500 $110,000 $17,500 $15,000 $150,000 Petroleum Assessments Budget Programmatic

Support Site

Assessments Community Engagement

Clean-Up Planning

Total

Personnel (ICTC) $7,350 $1,500 $8,850 Fringe Benefits Equipment Supplies $150 $1,000 $1,150 Contractual $110,000 $15,000 $15,000 $140,000 Total $7,500 $110,000 $17,500 $15,000 $150,000

Total $300,000 Total Costs: Brownfields Grant $300,000

c. Schedule Task Start Date: January 1, 2018 Task Completion Date: Setptember1, 2020 d. Deliverables The deliverables will include the following:

• RFP/ RFQ or other contractor selection documents • Quarterly Reports and ACRES Report Submittals to EPA • Hazard Materials Assessment Report • Petroleum Assessment Report • Community Involvement Plan Report • Executive Summary of all tasks completed and recommended priority actions

Regular Reporting: The grantee will need to comply with reporting requirements in the grant conditions and should also consult with their individual Project Officers on project specific reporting needs. The grantee will provide regular reports to EPA including Quarterly Progress


Reports, Minority Business Enterprise/Women-Owned Business Enterprise (MBE/WBE) Reports, and annual Federal Financial Reports. Quarterly Reports will include the following elements, which are included in the Quarterly Report template provided by your Project Officer:

1. Summary of Successes/Challenges over the past quarter. 2. Assistance Needed from EPA. 3. Narrative Update by Task that follows the format of the approved work plan. 4. Progress made by organizations receiving subawards under this grant. 5. Cumulative Expenditures to Date. Include a cumulative budget table of expenditures to

date by project task and budget category. The quarterly budget summaries should include information on recipient’s cost share.

6. Spreadsheet of Assessed Sites (for Community-Wide Assessment Grants). Your Project Officer will provide you with a spreadsheet template to track the status of assessed sites.

ACRES Reporting. The grantee will be responsible for inputting site assessment data into the USEPA Assessment, Cleanup & Redevelopment Exchange System (ACRES) database. This database should be updated quarterly. To establish an ACRES account, please contact the ACRES Help Desk at [email protected] or (703)-284-8212. Final Report: The grantee will provide a final summary report describing the initial goals and objectives of the brownfields grant, accomplishment of the goals and objectives, and any changes implemented. The report should highlight lessons learned and clearly describe future tasks which will be necessary to complete the cleanup and development of the site(s). The report should describe resources leveraged during the project (other than the EPA grant), how they were used, and any resources leveraged to continue the project after the expiration of the brownfields grant. The report should include any supporting assessment documents or summaries not previously provided. Use the Final report outline below. Final Report Outline

1. Overall Project Goals: Provide a summary of the project’s overall assessment and redevelopment goals.

2. Successes: In one to two paragraphs, provide a narrative summary description of the project successes. Provide information on sites that are ready for reuse or have moved to redevelopment, and planning or policy documents completed under the grant. For site specific successes, provide information on the former use of the site, number of acres, future reuse of the site, and why the site is a priority or catalyst site. Include site photos or schematic images of future reuse plans.

3. Lessons Learned/Best Practices: Identify lessons learned and best practices/materials transferable to other communities; opportunities for sharing information, including how the grantee, EPA, and others can share that information across multiple media types (meetings, conferences, changes to local policy, social media, etc.)

4. Partnering/Leveraging: Identify significant partnering with other organizations and/or leveraging of resources, as well as any resources leveraged to continue the project after the expiration of the brownfields grant.

5. Work Plan Accomplishments: Provide a summary of accomplishments for each of the grant Work Plan tasks and/or any tasks that were not completed and why.

https://cfext.epa.gov/acres/index.cfm



6. EPA Acknowledgement: Include information on how EPA has been acknowledged as a funding partner in the project.

7. ACRES/Community Wide Assessment Spreadsheet: For Community Wide Assessment grants, include a final site assessment spreadsheet following the template provided. Ensure all the site entries are up to date in ACRES.

8. Budget: Provide a budget table that compares total budgeted amounts and total amounts spent; identify whether any funds will be returned to EPA.

Photos – Email high-resolution photos of sites assessed and redevelopment, as appropriate. ACRES – Complete ACRES data entry for the project. Project Closeout: The grantee will need to comply with annual administrative reporting and closeout requirements in the Terms and Conditions of the Cooperative Agreement, including the forms as outlined on EPA’s Managing Your Grants website.

• Interim Federal Financial Reports (FFR, SF-425) – Due December 31st, annually • Final FFR • MBE/WBE Utilization Reports – Due October 31st, annually

e. Schedule of Milestones & Deliverables

The following summarizes the milestones and deliverables starting on January 1, 2018in the 1st Quarter of 2018, and completion of the Assessment project in the 3nd Quarter of 2020.

Yr 1 1st qtr

Yr 1 2nd qtr

Yr 1 3rd qtr

Yr 1 4th qtr

Yr 2 1st qtr

Yr 2 2nd qtr

Yr 2 3rd qtr

Yr 2 4th qtr

Yr 3 1st qtr

Yr 3 2nd qtr

Yr 3 3rd qtr

Assembly of Committee X X Environmental Consultant

Selection

X

Quarterly Meetings and Reporting

X

X

X

X

X

X

X

X

X

X

X

Community Engagement X X X X X X

Compilation of Site Inventory X X 14 Phase I Assessments X X X X 10 Phase II Assessments X X X X X Cleanup Planning X X X X

https://cfext.epa.gov/acres/index.cfm

http://www.epa.gov/region09/funding/managing.html

http://www.epa.gov/region09/funding/managing.html#interimfsr

http://www.epa.gov/region09/funding/managing.html#finalfsr

http://www.epa.gov/region09/funding/managing.html#mbe

PROPOSAL EVALUATION FORM SAMPLE DATE: EVALUATOR: RESPONDENT: PROJECT: _____________________ CRITERIA MAXIMUM POINTS SCORE A. Project Technical Experience 25 Points B. Proposed Methodology

and Approach to Work 20 Points C. Staff Qualifications/DBE 30 Points D. Price/Cost 15 Points D. Completeness of the Response

and References 10 Points

TOTAL SCORE: Comments:

PARTY DISCLOSURE FORM Information Sheet

Imperial County Transportation Commission

and Affiliated Agencies

The attached Party Disclosure Form must be completed by applicants for, or persons who are the subject of, any proceeding involving a license, permit, or other entitlement for use pending before the Imperial County Transportation Commission (ICTC) or any of its affiliated agencies. (Please see below for definitions of these terms.) IMPORTANT NOTICE Basic Provisions of Government Code Section 84308 A. If you are an applicant for, or the subject of, any proceeding involving a license, permit,

or other entitlement for use, you are prohibited from making a campaign contribution of more than two hundred fifty dollars ($250) to any council member or his or her alternate. This prohibition begins on the date your application is filed or the proceeding is otherwise initiated, and the prohibition end three months after a final decision is rendered by the ICTC. In addition, no council member or alternate may solicit or accept a campaign contribution of more than two hundred fifty dollars ($250) from you during this period.

B. These prohibitions also apply to your agent(s), and, if you are a closely held corporation,

to your majority shareholder(s) as well. These prohibitions also apply to your subcontractor(s), joint venture(s) and partner(s) in this proceeding. Also included are parent companies and subsidiary companies directed and controlled by you, and political action committees directed and controlled by you.

C. You must file the attached disclosure form and disclose whether you or your agent(s)

have in the aggregate contributed more than two hundred fifty dollars ($250) to any council member or his or her alternate during the 12-month period preceding the filing of the application or the initiation of the proceeding.

D. If you or your agent(s) have in the aggregate contributed more than two hundred fifty

dollars ($250) to any individual council member or his/or her alternate during the 12-month period preceding the decision on the application or proceeding, that council member or alternate must disqualify himself or herself from the decision. However, disqualification is not required if the council member or alternate returns the campaign contribution within thirty (30) days from the time the director knows, or should have known, about both the contribution and the fact that you are a party in the proceeding. The Party Disclosure Form should be completed and filed with your proposal, or with the first written document you file or submit after the proceeding commences.

1. A proceeding involving “a license, permit, or other entitlement for use” includes all

business, professional, trade and land use licenses and permits, and all other entitlements for use, including all entitlements for land use, all contracts (other than competitively bid, labor or personal employment contracts) and all franchises.

2. Your “agent” is someone who represents you in connection with a proceeding involving a license, permit or other entitlement for use. If an individual acting as an agent is also acting in his or her capacity as an employee or member of a law, architectural, engineering or consulting firm or similar business entity, both the business entity and the individual are “agents”.

3. To determine whether a campaign contribution of more than two hundred fifty

dollars ($250) has been made by you, campaign contributions made by you within the preceding twelve (12) months must be aggregated with those made by your agent(s) within the preceding twelve (12) months or the period of the agency, whichever is shorter. Contributions made by your majority shareholder(s) (if a closely held corporation), your subcontractor(s), your joint venture(s), and your partner(s) in this proceeding must also be included as part of the aggregation. Campaign contributions made to different directors or their alternates are not aggregated.

4. A list of the members and alternates of the ICTC is attached.

This notice summarizes the major requirements of Government Code Section 84308 of the Political Reform Act and 2 Cal. Adm. Code Sections 18438-18438.8.

ICTC AND ITS AFFILIATED AGENCIES

To be completed only if campaign contributions have been made in the preceding twelve (12) months. Party’s Name: Party’s Address: Street City State Zip Phone Application or Proceeding Title and Number: Council Member(s) or Alternate(s) to whom you and/or your agent made campaign contributions and dates of contributions(s) in the preceding 12 months: Name of Member: Name of Contributor (if other than Party): Date(s): Amount(s): Name of Member: Name of Contributor (if other than Party): Date(s): Amount(s): Name of Member: Name of Contributor (if other than Party): Date(s): Amount(s): Name of Member: Name of Contributor (if other than Party): Date(s): Amount(s): Date: Signature of Party and/or Agent

ICTC AND AFFILIATED AGENCIES

Commissioners

1. George Nava, Councilperson City of Brawley 420 W. Main Street Brawley, CA 92227 2. Bill Hodge, Councilperson City of Calexico 608 Heber Avenue Calexico, CA 92231 3. Larry Ritchie, Councilperson City of Westmorland P.O. Box 699 Westmorland, CA 92281 4. Maria Nava-Froelich, Councilperson City of Calipatria P.O. Box 1200 Calipatria, CA 92233 5. Cheryl Viegas Walker, Councilperson City of El Centro 1275 Main Street El Centro, CA 92243 6. Robert Amparano, Councilperson City of Imperial 420 S. Imperial Avenue Imperial, CA 92251 7. James Predmore, Councilperson City of Holtville 121 Fifth Street Holtville, CA 92250 8. Supervisor Ryan Kelley County of Imperial 940 Main Street El Centro, CA 92243 9. Supervisor Louis Plancarte County of Imperial 940 Main Street El Centro, CA 92243

PARTICIPANT DISCLOSURE FORM Information Sheet

Imperial County Transportation Commission

and affiliated agencies

The attached Participant Disclosure Form must be completed by participants in a proceeding involving a license, permit, or other entitlement for use. (Please see below for definitions of these terms.) IMPORTANT NOTICE Basic provisions of Government Code Section 84308 A. If you are a participant in a proceeding involving a license, permit, or other entitlement

for use, you are prohibited from making a campaign contribution of more than two hundred fifty dollars ($250) to any council member or his or her alternate. This prohibition begins on the date you begin to actively support or oppose an application for license, permit, or other entitlement for use pending before the Imperial County Transportation Commission or any of its affiliated agencies, and continues until three (3) months after a final decision is rendered on the application or proceeding by the ICTC.

No council member or alternate may solicit or accept a campaign contribution of more than two hundred fifty dollars ($250) from you and/or your agency during this period if the council member or alternate knows or has reason to know that you are a participant.

B. The attached disclosure form must be filed if you or your agents have contributed more

that two hundred fifty dollars ($250) to any council member or alternate for the ICTC or any of its affiliated agencies during the 12-month period preceding the beginning of your active support or opposition. (The disclosure form will assist the council members in complying with the law.)

C. If you or your agent have made a contribution of more than two hundred fifty dollars

($250) to a council member or alternate during the 12-month period preceding the decision in the proceeding, that council member or alternate must disqualify himself or herself from the decision. However, disqualification is not required if the member or alternate returns the campaign contribution within thirty (30) days from the time the director knows, or should have known, about both the contribution and the fact that you are a participant in the proceeding.

The Participant Disclosure Form should be completed and filed with the proposal submitted by a party, or should be completed and filed the first time that you lobby in person, testify in person before, or otherwise directly act to influence the vote of the council members of the ICTC or any of its affiliated agencies. 1. An individual or entity is a “participant” in a proceeding involving an application for

a license, permit, or other entitlement for use if:

a. The individual or entity is not an actual party to the proceeding, but does have a significant financial interest in the ICTC or one of its decisions in the proceeding.

AND

b. The individual or entity, directly or through an agent, does any of the

following:

(1) Communicates directly, either in person or in writing, with a council member or alternate of the ICTC or any of its affiliated agencies for the purpose of influencing the member’s vote on the proposal;

(2) Communicates with an employee of the ICTC or any of its affiliated

agencies for the purpose of influencing a member’s vote on the proposal; or

(3) Testifies or makes an oral statement before the ICTC or any of its

affiliated agencies.

2. A proceeding involving “a license, permit, or other entitlement for use” includes all business, professional, trade and land use licenses and permits, and all other entitlements for use, including all entitlements for land use, all contracts (other than competitively bid, labor, or personal employment contracts) and all franchises.

3. Your “agent” is someone who represents you in connection with a proceeding

involving a license, permit, or other entitlement for use. If an agent acting as an employee or member of a law, architectural, engineering or consulting firm or a similar business entity or corporation, both the business entity or corporation and the individual are agents.

4. To determine whether a campaign contribution of more than two hundred fifty

dollars ($250) has been made by a participant or his or her agent, contributions made by the participant within the preceding 12-month period shall be aggregated with those made by the agent within the preceding 12-month period or the period of the agency, whichever is shorter. Campaign contributions made to different members or alternates are not aggregated.

5. A list of the members and alternates of the Commission is attached.

This notice summarizes the major requirements of Government Code Section 84308 and 2 Cal. Adm. Code Sections 18438-1, 8438.8.

ICTC AND ITS AFFILIATED AGENCIES

To be completed only if campaign contributions have been made in the preceding twelve (12) months. Party’s Name: Party’s Address: Street City State Zip Phone Application or Proceeding Title and Number: Council Member(s) or Alternate(s) to whom you and/or your agent made campaign contributions and dates of contributions(s) in the preceding 12 months: Name of Member: Name of Contributor (if other than Party): Date(s): Amount(s): Name of Member: Name of Contributor (if other than Party): Date(s): Amount(s): Name of Member: Name of Contributor (if other than Party): Date(s): Amount(s): Name of Member: Name of Contributor (if other than Party): Date(s): Amount(s): Date: Signature of Party and/or Agent

ICTC REGIONAL COUNCIL AND AFFILIATED AGENCIES

Commissioners

1. George Nava, Councilperson City of Brawley 420 W. Main Street Brawley, CA 92227 2. Bill Hodge, Councilperson City of Calexico 608 Heber Avenue Calexico, CA 92231 3. Larry Ritchie, Councilperson City of Westmorland P.O. Box 699 Westmorland, CA 92281 4. Maria Nava-Froelich, Councilperson City of Calipatria P.O. Box 1200 Calipatria, CA 92233 5. Sedalia Sanders, Councilperson City of El Centro 1275 Main Street El Centro, CA 92243 6. Mark Gran, Councilperson City of Imperial 420 S. Imperial Avenue Imperial, CA 92251 7. David Bradshaw, Councilperson City of Holtville 704 Fig Holtville, CA 92250 8. Supervisor Ryan Kelley County of Imperial 940 Main Street El Centro, CA 92243 9. Supervisor Jack Terrazas County of Imperial 940 Main Street El Centro, CA 92243

CERTIFICATION OF PRIMARY PARTICIPANT Regarding Debarment, Suspension and Other Responsibility Matters

The ____________________________________ certifies to the best of its knowledge and (provider/principal) belief, that it and its principals:

1. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency;

2. Have not within a three year period preceding this proposal been convicted of or had

a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property;

3. Are not presently indicted for or otherwise criminally or civilly charged by a

governmental entity (Federal, State or local) with commission of any of the offenses enumerated in paragraph (2) of this certification; and

4. Have not within a three-year period preceding this application/proposal had one or

more public transactions (Federal, State or local) terminated for cause or default.\ If unable to certify to any of the statements in this certification, the provider shall attach an explanation to this certification. The primary participant, _________________________________________ certifies or (provider/principal) affirms the truthfulness and accuracy of the contents of the statements submitted on or with this certification and understands that the provisions of 31 U.S.C. sections 3801 et seq. are applicable thereto. _____________________________________ Signature and Title of Authorized Official

CERTIFICATION OF LOWER-TIER PARTICIPANTS

Regarding Debarment, Suspension and Other Ineligibility and Voluntary Exclusion

The __________________________________________________________________________ (provider/principal) certifies by submission of this proposal, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participant in this transaction by any Federal department or agency. If unable to certify to any of the statements in this certification, such provider shall attach an explanation to this proposal. The __________________________________________________________________________ (provider/principal) certifies or affirms the truthfulness and accuracy of the statements submitted on or with this certification and understands that the provisions of 31 U.S.C. sections 3801 et seq. are applicable thereto. _______________________________________ Signature and Title of Authorized Official

AFFIDAVIT OF NON-COLLUSION STATE OF CALIFORNIA ) COUNTY OF IMPERIAL ) CITY OF EL CENTRO ) , being duly sworn deposes and says that he/she is (Insert “Sole Owner”, “Partner”, “President”, “Secretary”, or other title) of the party making the foregoing bid; that such bid is not made in the interest of or on behalf of any undisclosed person, partnership, company, association, organization, or corporation; that such bid is genuine and not collusive or sham; that said Bidder has not directly or indirectly induced or solicited any other Bidder to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any Bidder or anyone else to put in a sham bid, nor that anyone shall refrain from bidding; that said Bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of said Bidder or of any other Bidder, nor to fix any overhead profit, or cost element of such bid price, nor of that of any other Bidder, nor to secure any advantage against the public body awarding the contract or anyone interested in the proposed contract; that all statements contained in such bid are true. And further, that said Bidder has not directly or indirectly submitted his bid price or any breakdown thereof, nor paid and will not pay fees in connection therewith to any corporation, partnership, company, association, organization, bid depository, nor to any member or agent thereof, nor to any other individual except to such person or persons as have a partnership or other financial interest with said Bidder in his general business. SIGNED: PROVIDER By: Title: SUBSCRIBED AND SWORN TO BEFORE ME This day of , . Notary Seal and Date

CERTIFICATION

OF

RESTRICTIONS ON LOBBYING

I, _________________________________, hereby certify on behalf (name of proposer) of __________________________________ that: (Providere) (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds, other than Federal appropriated funds, have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any 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 undersigned shall complete and submit Standard Form – LLL, “Disclosure of Lobbying Activities,” in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in all subcontracts and that all subcontractors shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance is 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 civil penalty of not less than $10,000 and not more than $100,000 for each such failure. Executed this _________ day of ______________, 20___ By ________________________________________ (signature of authorized official) ________________________________________ (title of authorized official)

DISCLOSURE OF LOBBYING ACTIVITIES Approved by OMB

Complete this form to disclose lobbying activities pursuant to 31 U.S.C. 1352 0348-0046

(See reverse for public burden disclosure.) 1. Type of Federal Action: 2. Status of Federal Action: 3. Report Type:

a. contract a. bid/offer/application a. initial filing b. grant b. initial award b. material change c. cooperative agreement c. post-award For Material Change Only: d. loan year _________ quarter _________ e. loan guarantee date of last report ______________ f. loan insurance

4. Name and Address of Reporting Entity: 5. If Reporting Entity in No. 4 is a Subawardee, Enter Name and Address of Prime:

Tier ______, if known :

Congressional District, if known : Congressional District, if known : 6. Federal Department/Agency: 7. Federal Program Name/Description:

CFDA Number, if applicable: _____________

8. Federal Action Number, if known : 9. Award Amount, if known :

$

10. a. Name and Address of Lobbying Registrant b. Individuals Performing Services (including address if ( if individual, last name, first name, MI): different from No. 10a )

(last name, first name, MI ):

11. Signature:

Print Name:

Title:

Telephone No.: _______________________

Authorized for Local Reproduction

Standard Form LLL (Rev. 7-97)

Information requested through this form is authorized by title 31 U.S.C. section 1352. This disclosure of lobbying activities is a material representation of fact upon which reliance was placed by the tier above when this transaction was made or entered into. This disclosure is required pursuant to 31 U.S.C. 1352. This information will be available for public inspection. required disclosure shall be subject to a not more than $100,000 for each such failure.

Prime Subawardee

Federal Use Only:

Date:

who fails to file the Any person $10,000 and than civil penalty of not less

INSTRUCTIONS FOR COMPLETION OF SF-LLL, DISCLOSURE OF LOBBYING ACTIVITIES

This disclosure form shall be completed by the reporting entity, whether subawardee or prime Federal recipient, at the initiation or receipt of a covered Federal action, or a material change to a previous filing, pursuant to title 31 U.S.C. section 1352. The filing of a form is required for each payment or agreement to make payment to any lobbying entity for influencing or attempting to influence an officer or employeeof any agency, a Member of Congress, an officer or employeeof Congress, or an employeeof a Member of Congress in connectionwith a coveredFederalaction. Completeall items that apply for both the initial filing and material change report. Refer to the implementing guidance published by the Office of Management and Budget for additional information.

1. Identify the type of covered Federal action for which lobbying activity is and/or has been secured to influence the outcome of a covered Federal action.

2. Identify the status of the covered Federal action.

3. Identify the appropriateclassification of this report. If this is a followup report caused by a material change to the information previously reported, enter the year and quarter in which the change occurred. Enter the date of the last previously submitted report by this reporting entity for this covered Federal action.

4. Enter the full name, address, city, State and zip code of the reporting entity. Include CongressionalDistrict, if known. Check the appropriateclassification of the reporting entity that designates if it is, or expects to be, a prime or subaward recipient. Identify the tier of the subawardee,e.g., the first subawardee of the prime is the 1st tier. Subawards include but are not limited to subcontracts, subgrants and contract awards under grants.

5. If the organization filing the report in item 4 checks "Subawardee," then enter the full name, address, city, State and zip code of the prime Federal

recipient. Include Congressional District, if known.

6. Enter the name of the Federal agency making the award or loan commitment. Include at least one organizationallevel below agency name, if known. For

example, Department of Transportation, United States Coast Guard.

7. Enter the Federal program name or description for the covered Federal action (item 1). If known, enter the full Catalog of Federal Domestic Assistance

(CFDA) number for grants, cooperative agreements, loans, and loan commitments.

8. Enter the most appropriate Federal identifying number available for the Federal action identified in item 1 (e.g., Request for Proposal (RFP) number; Invitation for Bid (IFB) number; grant announcement number; the contract, grant, or loan award number; the application/proposal control number assigned by the Federal agency). Include prefixes, e.g., "RFP-DE-90-001."

9. For a covered Federal action where there has been an award or loan commitment by the Federal agency, enter the Federal amount of the award/loan

commitment for the prime entity identified in item 4 or 5.

10. (a) Enter the full name, address, city, State and zip code of the lobbying registrant under the Lobbying Disclosure Act of 1995 engaged by the reporting entity identified in item 4 to influence the covered Federal action.

(b) Enter the full names of the individual(s) performing services, and include full address if different from 10 (a). Enter Last Name, First Name, and Middle Initial (MI).

11. The certifying official shall sign and date the form, print his/her name, title, and telephone number.

According to the Paperwork Reduction Act, as amended, no persons are required to respond to a collection of information unless it displays a valid OMB Control Number. The valid OMB control number for this information collection is OMB No. 0348-0046. Public reporting burden for this collection of information is estimated to average 10 minutes per response, including time for reviewing instructions, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. Send comments regarding the burden estimate or any other aspect of this collection of information, including suggestions for reducing this burden, to the Office of Management and Budget, Paperwork Reduction Project (0348-0046), Washington, DC 20503.

T;\projects\ivedc\bownfields\ RFP\atatchments\dbe

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DISADVANTAGED BUSINESS ENTERPRISE (DBE)

The ICTC annually sets an overall goal for services and work to be reached by Disadvantaged Business Enterprise (DBE) participation. The expected project specific goal percentage will vary from contract to contract due to the availability of DBE’s for service and work.

The ICTC shall not discriminate on the basis of race, color, national origin, or sex in the award and

performance of any U.S. Department of Transportation (DOT) assisted contract, or in the administration of its DBE Program, or the federal requirements.

The ICTC will take all necessary and reasonable steps to ensure non-discrimination in the award and

administration of federally assisted contracts. It is the policy of the ICTC to ensure non-discrimination in the award and administration of DOT-assisted

contracts and to create a level playing field on which DBEs can compete fairly for contracts and subcontracts relating to the ICTC’s construction, procurement and professional services activities.

Implementation of this DBE Program is a legal obligation and failure to carry out its terms shall be treated as a violation of the contract. Upon notification of failure to carry out its approved program, the federal government may impose sanctions as provided for and may, in appropriate cases, refer the matter for enforcement under and/or the Program Fraud Civil Remedies Act of 1986 (31 U.S.C. 3801 et seq.).

There is no goal assigned for this project for all Providers contracting and sub-contracting opportunities for the term of this Agreement. However forms must be completed and submitted with the Proposal. Failure to complete this section shall render a Proposal non-responsive to this solicitation and will result in the rejection of the Proposal. Providers will complete the following forms as applicable and include them in their response to the RFP:

1. List of Participating firms 2. Provider DBE/Non DBE Participation 3. Unavailability Certification of Disadvantaged Business Enterprises 4. Summary of Subcontract and Monthly Payments forms

T:\projects\ivedc\brownfield\rfp\attachment\forms\DBE forms

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PROVIDERS LIST OF PARTICIPATING FIRMS DBE PROJECT NAME ________________________________________ DATE __________________________________ PRIME PROVIDER NAME/ADDRESS

DBE?

FIRM AGE/YEARS IN BUSINESS

ANNUAL GROSS $$ REVENUE

WORK TYPE*

SUBCONTRACTORS

*P = PROFESSIONAL CONSULTING SERVICES, C = CONSTRUCTION, S = SUPPLIES, E = EQUIPMENT, O = OTHER (describe) Report prepared by: ______________________________________Signature: ____________________________________________ Title: __________________________________________________Date: _________________________________________________


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DBE/ NON-DBE PARTICIPATION

PROJECT NAME ________________________________________ DATE __________________________________ SUBCONTRACTOR NAME/ADDRESS

WORK TO BE PERFORMED

ESTIMATED $$ PARTICIPATION

PERCENT OF TOTAL CONTRACT VALUE

Report prepared by: _____________________________________ Signature: ____________________________________________ Title: _________________________________________________ Date: _________________________________________________


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UNAVAILABILITY CERTIFICATION DISADVANTAGED BUSINESS ENTERPRISES

Project Provider’s Name In order to demonstrate a good faith effort to utilize Disadvantaged Business Enterprises, Provider’s who cannot meet their DBE participation goals must respond to either Item A or Item B below: ITEM A Name and Address Dates Method of Firms Contacted DBE Contacted of Contact Results ITEM B There exists no opportunity for subcontracting as part of this project. It is the general practice of (Name of Bidder) to perform all work of this nature solely with its own work force and to do otherwise would I, , of (Name) (Title) , do hereby certify that the above information is true and correct, and that (Name of Firm) I have made a good faith effort as documented in Item A or Item B above to obtain Disadvantaged Business participation in the performance of this contract. (Signature) (Date)


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SUMMARY OF SUBCONTRACT AWARD AND MONTHLY PAYMENTS REPORT

PROJECT NAME: ________________________________________ PROVIDER NAME: __________________________ REPORTING PERIOD: From ______________ To: _______________ SUBCONTRACTOR NAME/ADDRESS

SUBCONTRACT $$ AMOUNT

DBE?

WORK ASSIGNMENT

DBE DOLLARS COMMITTED

Report prepared by: _____________________________________ Signature: ____________________________________________ Title: _________________________________________________ Date: _________________________________________________

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AGREEMENT FOR SERVICES

THIS AGREEMENT FOR SERVICES (“Agreement”), made and entered into this ________ day

of __________________, 2017, is by and between the IMPERIAL COUNTY TRANSPORTATION

COMMISSION (“ICTC”) and ___________________________________________________, a _____

qualified to do business in California (“CONSULTANT”) (individually, “Party;” collectively, “Parties”).

W I T N E S S E T H

WHEREAS, ICTC desires to retain a qualified individual, firm or business entity to provide

professional services for the ______________________ (“the Project”); and

WHEREAS, ICTC desires to engage CONSULTANT to provide services by reason of its

qualifications and experience for performing such services, and CONSULTANT has offered to provide the

required services for the Project on the terms and in the manner set forth herein.

NOW, THEREFORE, ICTC and CONSULTANT have and hereby agree to the following:

1. DEFINITIONS.

1.1. “RFP” shall mean ICTC’s Request for Proposals entitled

“___________________________” dated January 12, 2018. The RFP is attached as Exhibit “A” and

incorporated herein by this reference.

1.2. “Proposal” shall mean CONSULTANT’s proposal entitled

“_________________________________________.” The Proposal is attached as Exhibit “B” and

incorporated herein by this reference.

2. CONTRACT COORDINATION.

2.1. CONSULTANT shall assign a single Contract Manager to have overall responsibility for

the progress and execution of this Agreement. ___________________, title, is hereby designated as the

Contract Manager for CONSULTANT. Should circumstances or conditions subsequent to the execution of

this Agreement require a substitute Contract Manager for any reason, the Contract Manager’s designee shall

be subject to the prior written acceptance and approval of ICTC.

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3. DESCRIPTION OF WORK.

3.1. CONSULTANT shall provide all materials and labor to perform this Agreement. In the

event of a conflict among this Agreement, the RFP and the Proposal, the RFP shall take precedence over the

Proposal and this Agreement shall take precedence over both.

3.2. CONSULTANT shall perform additional or extra work if required, utilizing the per hour

rate set forth in Exhibit “B”.

4. WORK TO BE PERFORMED BY CONSULTANT.

4.1. CONSULTANT shall comply with all terms, conditions and requirements of the RFP,

Proposal and this Agreement.

4.2. CONSULTANT shall perform such other tasks as necessary and proper for the full

performance of the obligations assumed by CONSULTANT hereunder.

4.3. CONSULTANT shall:

4.3.1. Procure all permits and licenses, pay all charges and fees, and give all notices that

may be necessary and incidental to the due and lawful prosecution of the services to be performed

by CONSULTANT pursuant to this Agreement;

4.3.2. Use the standard of care usual to CONSULTANT’s profession to keep itself fully

informed of all applicable existing and proposed federal, state and local laws, ordinances,

regulations, orders and decrees which may affect those engaged or employed under this Agreement,

any materials used in CONSULTANT’s performance under this Agreement or the conduct of the

services under this Agreement;

4.3.3. At all times observe and comply with, and cause all of its employees to observe and

comply with all of said laws, ordinances, regulations, orders and decrees mentioned above; and

4.3.4. Immediately report to ICTC in writing any discrepancy or inconsistency it discovers

in said laws, ordinances, regulations, orders and decrees mentioned above in relation to any plans,

drawings, specifications or provisions of this Agreement.

4.4. Any videotape, reports, information, data or other material given to, or prepared or

assembled by, CONSULTANT pursuant to this Agreement shall be the property of ICTC and shall not be

made available to any individual or organization by CONSULTANT without the prior written approval of

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ICTC. The preceding restriction shall not apply to information which is in the public domain, was

previously known to CONSULTANT, was acquired by CONSULTANT from others who have no

confidential relationship to ICTC with respect to same, or which through no fault of CONSULTANT

comes into the public domain. CONSULTANT shall not be restricted from releasing information,

including confidential information, in response to a subpoena, court order, or other legal process.

CONSULTANT shall not be required to resist such subpoena, court order, or legal process, but shall

promptly notify ICTC in writing of the demand for information before responding to such demand.

5. REPRESENTATIONS BY CONSULTANT.

5.1. CONSULTANT understands and agrees that ICTC has limited knowledge in the multiple

areas specified in the Proposal. CONSULTANT has represented itself to be expert in these fields and

understands that ICTC is relying upon such representation.

5.2. Subject to 5.2.1, CONSULTANT represents and warrants that it is a lawful entity

possessing all required licenses and authorities to do business in the State of California and perform all

aspects of this Agreement.

5.2.1. CONSULTANT shall not commence any work pursuant to this Agreement or

provide any other services, or materials, in connection therewith until CONSULTANT has received

written authorization from ICTC to do so.

5.3. CONSULTANT represents and warrants that the people executing this Agreement on behalf

of CONSULTANT have the authority of CONSULTANT to sign this Agreement and bind

CONSULTANT to the performance of all duties and obligations assumed by CONSULTANT herein.

5.4. CONSULTANT represents and warrants that any employee, contractor and/or agent who

will be performing any of the duties and obligations of CONSULTANT herein possess all required licenses

and authorities, as well as the experience and training, to perform such tasks.

5.5. CONSULTANT represents and warrants that the allegations contained in the Proposal are

true and correct.

5.6. CONSULTANT understands that ICTC considers the representations made herein to be

material and would not enter into this Agreement with CONSULTANT if such representations were not

made.

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6. COMPENSATION.

The total compensation payable under this Agreement shall not exceed

____________________________ ($X) unless otherwise previously agreed to by ICTC.

7. PAYMENT.

CONSULTANT will bill ICTC on a time and material basis upon completion of the project or as set

forth in the cost schedule attached hereto in Exhibit “B”. ICTC shall pay CONSULTANT for completed

and approved services upon presentation of its itemized billing. Notwithstanding the foregoing, ICTC shall

retain 10% of the total compensation until the work to be performed has been completed in accordance with

this Agreement, as determined by ICTC, and payment in full of all subcontractors of CONSULTANT.

8. METHOD OF PAYMENT.

8.1. CONSULTANT shall at any time prior to the 15th day of any month, submit to ICTC a

written claim for compensation for services performed. The claim shall be in a format approved by ICTC.

CONSULTANT may expect to receive payment within a reasonable time thereafter and in any event in the

normal course of business within thirty (30) days after the claim is submitted.

9. TERM AND TIME FOR COMPLETION OF THE WORK.

9.1. This Agreement shall commence on the date first written above unless otherwise terminated

as provided herein.

9.2. Program scheduling shall be as described in Exhibit "A" unless revisions to Exhibit "A" are

approved by both ICTC and CONSULTANT's Contract Manager. Time extensions may be allowed for

delays caused by ICTC, other governmental agencies, or factors not directly brought about by the

negligence or lack of due care on the part of CONSULTANT.

10. SUSPENSION OF AGREEMENT.

ICTC shall have the authority to suspend this Agreement, wholly or in part, for such period as

deemed necessary due to unfavorable conditions or to the failure on the part of CONSULTANT to perform

any provision of this Agreement. CONSULTANT will be paid the compensation due and payable to the

date of suspension.

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11. SUSPENSION AND/OR TERMINATION.

11.1. ICTC retains the right to terminate this Agreement for any reason by notifying

CONSULTANT in writing seven (7) days prior to termination and by paying the compensation due and

payable to the date of termination; provided, however, if this Agreement is terminated for fault of

CONSULTANT, ICTC shall be obligated to compensate CONSULTANT only for that portion of

CONSULTANT’s services which have been performed in accordance with the terms and conditions of this

Agreement. Said compensation is to be arrived at by mutual agreement between ICTC and

CONSULTANT; should the Parties fail to agree on said compensation, an independent arbitrator shall be

appointed and the decision of the arbitrator shall be binding upon the Parties.

11.2. Upon such termination, CONSULTANT shall immediately turn over to ICTC any and all

copies of videotapes, studies, sketches, drawings, computations and other data, whether or not completed,

prepared by CONSULTANT in connection with this Agreement. Such materials shall become the

permanent property of ICTC.

12. INSPECTION.

CONSULTANT shall furnish ICTC with every reasonable opportunity for ICTC to ascertain that

the services of CONSULTANT are being performed in accordance with the requirements and intentions of

this Agreement. All work done and materials furnished, if any, shall be subject to ICTC’s inspection and

approval. The inspection of such work shall not relieve CONSULTANT of any of its obligations to fulfill

its Agreement as prescribed.

13. OWNERSHIP OF MATERIALS.

All original drawings, videotapes and other materials prepared by or in possession of

CONSULTANT pursuant to this Agreement shall become the permanent property of ICTC and shall be

delivered to ICTC upon demand.

14. INTEREST OF CONSULTANT.

14.1. CONSULTANT covenants that it presently has no interest, and shall not acquire any

interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the

performance of the services hereunder.

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14.2. CONSULTANT covenants that, in the performance of this Agreement, no sub-contractor or

person having such an interest shall be employed.

14.3. CONSULTANT certifies that no one who has or will have any financial interest pursuant to

this Agreement is an officer or employee of ICTC.

15. INDEMNIFICATION.

To the furthest extent allowed by law, CONSULTANT shall indemnify, hold harmless and

defend ICTC and its members, board members, officers, officials, employees, agents and volunteers

from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in contract, tort

or strict liability, including but not limited to personal injury, death at any time and property damage),

and from any and all claims, demands and actions in law or equity (including reasonable attorney's fees

and litigation expenses) that arise out of, pertain to, or relate to the negligence, recklessness or willful

misconduct of CONSULTANT, its principals, officers, employees, agents or volunteers in the

performance of this Agreement.

If CONSULTANT should subcontract all or any portion of the services to be performed under

this Agreement, CONSULTANT shall require each subcontractor to indemnify, hold harmless and

defend ICTC and its members, board members, officers, officials, employees, agents and volunteers in

accordance with the terms of the preceding paragraph.

This section shall survive termination or expiration of this Agreement.

16. INDEPENDENT CONTRACTOR.

In all situations and circumstances arising out of the terms and conditions of this Agreement,

CONSULTANT is an independent contractor, and as an independent contractor, the following shall

apply:

16.1. CONSULTANT is not an employee or agent of ICTC and is only responsible for the

requirements and results specified by this Agreement or any other agreement.

16.2. CONSULTANT shall be responsible to ICTC only for the requirements and results

specified by this Agreement and except as specifically provided in this Agreement, shall not be subject

to ICTC’s control with respect to the physical actions or activities of CONSULTANT in fulfillment of

the requirements of this Agreement.

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16.3. CONSULTANT is not, and shall not be, entitled to receive from, or through, ICTC, and

ICTC shall not provide, or be obligated to provide, CONSULTANT with Worker’s Compensation

coverage or any other type of employment or worker insurance or benefit coverage required or provided

by any Federal, State or local law or regulation for, or normally afforded to, an employee of ICTC.

16.4. CONSULTANT shall not be entitled to have ICTC withhold or pay, and ICTC shall not

withhold or pay, on behalf of CONSULTANT, any tax or money relating to the Social Security Old Age

Pension Program, Social Security Disability Program, or any other type of pension, annuity, or disability

program required or provided by any Federal, State or local law or regulation.

16.5. CONSULTANT shall not be entitled to participate in, or receive any benefit from, or

make any claim against any ICTC fringe program, including, but not limited to, ICTC’s pension plan,

medical and health care plan, dental plan, life insurance plan, or any other type of benefit program, plan,

or coverage designated for, provided to, or offered to ICTC’s employee.

16.6. ICTC shall not withhold or pay, on behalf of CONSULTANT, any Federal, State, or local

tax, including, but not limited to, any personal income tax, owed by CONSULTANT.

16.7. CONSULTANT is, and at all times during the term of this Agreement, shall represent

and conduct itself as an independent contractor, not as an employee of ICTC.

16.8. CONSULTANT shall not have the authority, express or implied, to act on behalf of, bind

or obligate ICTC in any way without the written consent of ICTC.

17. INSURANCE.

Throughout the life of this Agreement, CONSULTANT shall pay for and maintain in full force

and effect all policies of insurance required hereunder with an insurance company(ies) either (i)

admitted by the California Insurance Commissioner to do business in the State of California and rated

not less than "A- VII" in Best's Insurance Rating Guide, or (ii) authorized by ICTC’s Executive Director

or his/her designee at any time and in his/her sole discretion. The following policies of insurance are

required:

(i) COMMERCIAL GENERAL LIABILITY insurance which shall be at least as

broad as the most current version of Insurance Services Office (ISO) Commercial General

Liability Coverage Form CG 00 01 and include insurance for “bodily injury,” “property damage”

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and “personal and advertising injury” with coverage for premises and operations (including the

use of owned and non-owned equipment), products and completed operations, and contractual

liability (including, without limitation, indemnity obligations under the Contract) with limits of

liability of not less than the following:

$1,000,000 per occurrence for bodily injury and property damage

$1,000,000 per occurrence for personal and advertising injury

$2,000,000 aggregate for products and completed operations

$2,000,000 general aggregate

(ii) COMMERCIAL AUTOMOBILE LIABILITY insurance which shall be at least

as broad as the most current version of Insurance Service Office (ISO) Business Auto Coverage

Form CA 00 01, and include coverage for all owned, hired, and non-owned automobiles or other

licensed vehicles (Code 1 - Any Auto) with limits of liability of not less than $1,000,000 per

accident for bodily injury and property damage.

(iii) WORKERS' COMPENSATION insurance as required under the California Labor

Code.

(iv) EMPLOYERS’ LIABILITY insurance with limits of liability of not less than

$1,000,000 each accident, $1,000,000 disease policy limit and $1,000,000 disease each

employee.

(v) PROFESSIONAL LIABILITY (ERRORS AND OMISSIONS) insurance appropriate

to CONSULTANT'S profession, with limits of liability of not less than $1,000,000 per

claim/occurrence and $2,000,000 policy aggregate.

In the event CONSULTANT maintains insurance or self-insurance with broader coverage and/or

limits of liability greater than those shown above, ICTC requires and shall be entitled to the broader

coverage and/or the higher limits of liability maintained by CONSULTANT. Any available insurance

proceeds in excess of the specified minimum limits of insurance and coverage shall be available to

ICTC.

CONSULTANT shall be responsible for payment of any deductibles contained in any insurance

policies required hereunder and CONSULTANT shall also be responsible for payment of any self-

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insured retentions. Any deductibles or self-insured retentions must be declared to, and approved by, the

ICTC’s Executive Director or his/her designee. At the option of the ICTC’s Executive Director or

his/her designee, either: (i) the insurer shall reduce or eliminate such deductibles or self-insured

retentions as respects to ICTC, its board members, officers, employees, agents and volunteers: or (ii)

CONSULTANT shall provide a financial guarantee, satisfactory to ICTC’s Executive Director or his/her

designee, guaranteeing payment of losses and related investigations, claim administration and defense

expenses. At no time shall ICTC be responsible for the payment of any deductibles or self-insured

retentions.

All policies of insurance required hereunder shall be endorsed to provide that the coverage shall

not be cancelled, non-renewed, reduced in coverage or in limits except after 30 calendar day written

notice has been given to ICTC. Upon issuance by the insurer, broker, or agent of a notice of

cancellation, nonrenewal, or reduction in coverage or in limits, CONSULTANT shall furnish ICTC with

a new certificate and applicable endorsements for such policy(ies). In the event any policy is due to

expire during the work to be performed for ICTC, CONSULTANT shall provide a new certificate, and

applicable endorsements, evidencing renewal of such policy not less than 15 calendar days prior to the

expiration date of the expiring policy.

The General Liability and Automobile Liability insurance policies shall be written on an

occurrence form and shall name ICTC, its members, board members, officers, employees, agents and

volunteers as an additional insured. Such policy(ies) of insurance shall be endorsed so

CONSULTANT’S insurance shall be primary and no contribution shall be required of ICTC. The

coverage shall contain no special limitations on the scope of protection afforded to ICTC, its members,

board members, officers, employees, agents and volunteers. The Workers’ Compensation insurance

policy shall contain a waiver of subrogation as to ICTC, its members, board members, officers,

employees, agents and volunteers.

If the Professional Liability (Errors and Omissions) insurance policy is written on a claims-made

form:

1. The retroactive date must be shown, and must be before the effective date of the Agreement or the commencement of work by CONSULTANT.

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2. Insurance must be maintained and evidence of insurance must be provided for at least 3 years after any expiration or termination of the Agreement or, in the alternative, the policy shall be endorsed to provide not less than a 3-year discovery period.

3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the effective date of the Agreement or the commencement of work by CONSULTANT, CONSULTANT must purchase extended reporting coverage for a minimum of 3 years following the expiration or termination of the Agreement.

4. A copy of the claims reporting requirements must be submitted to ICTC for review. 5. These requirements shall survive expiration or termination of the Agreement.

CONSULTANT shall furnish ICTC with all certificate(s) and applicable endorsements effecting

coverage required hereunder. All certificates and applicable endorsements are to be received by ICTC

and approved by ICTC’s Executive Director or his/her designee prior to ICTC’s execution of the

Agreement and before work commences. Upon request of ICTC, CONSULTANT shall immediately

furnish ICTC with a complete copy of any insurance policy required under this Agreement, including all

endorsements, with said copy certified by the underwriter to be a true and correct copy of the original

policy. This requirement shall survive expiration or termination of this Agreement.

If at any time during the life of this Agreement or any extension, CONSULTANT or any of its

subcontractors fail to maintain any required insurance in full force and effect, all work under this

Agreement shall be discontinued immediately, and all payments due or that become due to

CONSULTANT shall be withheld until notice is received by ICTC that the required insurance has been

restored to full force and effect and that the premiums therefore have been paid for a period satisfactory

to ICTC. Any failure to maintain the required insurance shall be sufficient cause for ICTC to terminate

this Agreement. No action taken by ICTC hereunder shall in any way relieve CONSULTANT of its

responsibilities under this Agreement.

The fact that insurance is obtained by CONSULTANT shall not be deemed to release or

diminish the liability of CONSULTANT, including, without limitation, liability under the indemnity

provisions of this Agreement. The duty to indemnify ICTC shall apply to all claims and liability

regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation

upon the amount of indemnification to be provided by CONSULTANT. Approval or purchase of any

insurance contracts or policies shall in no way relieve from liability nor limit the liability of

CONSULTANT, its principals, officers, employees, agents, persons under the supervision of

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CONSULTANT, vendors, suppliers, invitees, consultants, sub-consultants, subcontractors, or anyone

employed directly or indirectly by any of them.

If CONSULTANT should subcontract all or any portion of the services to be performed under

this Agreement, CONSULTANT shall require each subcontractor to provide insurance protection in

favor of ICTC, its board members, officers, employees, agents and volunteers in accordance with the

terms of each of the preceding paragraphs, except that the subcontractors' certificates and endorsements

shall be on file with CONSULTANT and ICTC prior to the commencement of any work by the

subcontractor.

18. ASSIGNMENT.

Neither this Agreement nor any duties or obligations hereunder shall be assignable by

CONSULTANT without the prior written consent of ICTC. CONSULTANT may employ other

specialists to perform services as required with prior approval by ICTC.

19. NON-DISCRIMINATION.

During the performance of this Agreement, CONSULTANT shall not unlawfully discriminate

against any employee or applicant for employment or employee of ICTC or member of the public

because of race, religion, color, national status, age, or sex. CONSULTANT shall ensure that the

evaluation and treatment of its employees and applicants for employment and employees and members

of the public are free of such discrimination. CONSULTANT shall comply with all provisions of the

Fair Employment and Housing Act (Government Code §12900, et seq.). The applicable regulations of

the Fair Employment Housing Commission implementing Government Code §12900 set forth in

Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this

Agreement by reference and made a part hereof as if set forth in full. CONSULTANT shall abide by the

Federal Civil Rights Act of 1964 and all amendments thereto, and all administrative rules and

regulations issued pursuant to said Act. CONSULTANT shall also abide by the American Disabilities

Act and all amendments thereto, and all administrative rules and regulations issued pursuant to said Act.

CONSULTANT shall give written notice of its obligations under this clause to labor organizations with

which it has a collective bargain or other agreement. CONSULTANT shall include the non-

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discrimination and compliance provision of this paragraph in all subcontracts to perform work pursuant

to this Agreement.

20. NOTICES AND REPORTS.

20.1. All notices and reports pursuant to this Agreement shall be in writing and may be given

by personal delivery or by mailing by certified mail, addressed as follows:

ICTC CONSULTANT

Attn: Executive Director Attn: Project Manager Imperial County Transportation Commission 1503 N. Imperial Ave., Ste 104 El Centro, CA 92243

20.2. All notices and reports pursuant to this Agreement may be given by personal delivery or

by mailing by certified mail at such other address as either Party may designate in a notice to the other

Party given in such manner.

20.3. Any notice given by mail shall be considered given when deposited in the United States

Mail, postage prepaid, addressed as provided herein.

21. ENTIRE AGREEMENT.

This Agreement contains the entire agreement between ICTC and CONSULTANT relating to the

transactions contemplated hereby and supersedes all prior or contemporaneous agreements,

understandings, provisions, negotiations, representations, or statements, either written or oral.

22. MODIFICATION.

No modification, waiver, amendment, discharge, or change of this Agreement shall be valid

unless the same is in writing and signed by both parties.

23. PARTIAL INVALIDITY.

If any provision in this Agreement is held by a court of competent jurisdiction to be invalid,

void, or unenforceable, the remaining provisions will nevertheless continue in full force without being

impaired or invalidated in any way.

24. GENDER AND INTERPRETATION OF TERMS AND PROVISIONS.

As used in this Agreement and whenever required by the context thereof, each number, both

singular and plural, shall include all numbers, and each gender shall include a gender. CONSULTANT

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as used in this Agreement or in any other document referred to in or made a part of this Agreement shall

likewise include both singular and the plural, a corporation, a partnership, individual, firm or person

acting in any fiduciary capacity as executor, administrator, trustee or in any other representative capacity

or any other entity. All covenants herein contained on the part of CONSULTANT shall be joint and

several if more than one person, firm or entity executes the Agreement.

25. WAIVER.

No waiver of any breach or of any of the covenants or conditions of this Agreement shall be

construed to be a waiver of any other breach or to be a consent to any further or succeeding breach of

the same or any other covenant or condition.

26. CHOICE OF LAW.

This Agreement shall be governed by the laws of the State of California. This Agreement is

made and entered into in Imperial County, California. Any action brought by either Party with respect

to this Agreement shall be brought in a court of competent jurisdiction within said County.

27. ATTORNEY’S FEES.

If either Party herein brings an action to enforce the terms thereof or declare rights hereunder,

each Party in any such action, on trial or appeal, shall bear its own attorney’s fees and costs.

28. AUTHORITY.

Each individual executing this Agreement on behalf of CONSULTANT represents and warrants

that:

28.1. He/She is duly authorized to execute and deliver this Agreement on behalf of

CONSULTANT;

28.2. Such execution and delivery is in accordance with the terms of the Articles of

Incorporation or Partnership, any by-laws or Resolutions of CONSULTANT and;

28.3. This Agreement is binding upon CONSULTANT accordance with its terms.

29. COUNTERPARTS.

This Agreement may be executed in counterparts.

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30. REVIEW OF AGREEMENT TERMS.

This Agreement has been reviewed and revised by legal counsel for both ICTC and

CONSULTANT, and no presumption or rule that ambiguities shall be construed against the drafting

Party shall apply to the interpretation or enforcement of the same or any subsequent amendments

thereto.

IN WITNESS WHEREOF, the Parties have executed this Agreement on the day and year first

above written.

IMPERIAL COUNTY TRANSPORTATION COMMISSION:

_________________________________________ Chair ATTEST: _________________________________________ CRISTI LERMA Secretary to the Commission CONSULTANT: By: APPROVED AS TO FORM: KATHERINE TURNER COUNTY COUNSEL By: Eric Havens Deputy County Counsel

Attachment E Map of the Area of Interest in the City of Brawley (source: ICTC Brownfields Assessment Grant )