HomeMy WebLinkAboutStaff Report 2603-6091CITY OF PALO ALTO
CITY COUNCIL
Special Meeting
Monday, March 16, 2026
Council Chambers & Hybrid
4:30 PM
Agenda Item
10.Approval of Professional Services Contract No. C26194015 with Geosyntec Consultants,
Inc. in an Amount Not to Exceed $795,965 for Design and Outreach Services for the City
Park-Green Stormwater Infrastructure Project for the period of March 16, 2026 through
March 31, 2028; CEQA Status – Exempt Pursuant to CEQA Guidelines Section 15306
City Council
Staff Report
From: City Manager
Report Type: CONSENT CALENDAR
Lead Department: Public Works
Meeting Date: March 16, 2026
Report #:2603-6091
TITLE
Approval of Professional Services Contract No. C26194015 with Geosyntec Consultants, Inc. in
an Amount Not to Exceed $795,965 for Design and Outreach Services for the City Park-Green
Stormwater Infrastructure Project for the period of March 16, 2026 through March 31, 2028;
CEQA Status – Exempt Pursuant to CEQA Guidelines Section 15306
RECOMMENDATION
Staff recommends that the City Council approve and authorize the City Manager or their
designee to execute Contract No. C26194015 with Geosyntec Consultants, Inc. for design and
outreach services for the City Park-Green Stormwater Infrastructure Project (SD-22001) in the
not-to-exceed amount of $795,965, including $659,968 for basic services and $135,997 for
optional services.
EXECUTIVE SUMMARY
The recommended contract with Geosyntec Consultants, Inc. will initiate the design and
community outreach phase for a Green Stormwater Infrastructure project at Juana Briones
Park. This project will advance the City’s Green Stormwater Infrastructure Plan and help the
City meet Municipal Regional Stormwater Permit requirements. This contract is partially funded
by a U.S. Environmental Protection Agency (EPA) grant.
BACKGROUND
Green Stormwater Infrastructure (GSI) is engineered infrastructure designed into parcels and
streets which mimics natural processes to filter and slow stormwater runoff from paved
surfaces. GSI provides a pathway for rain and stormwater to infiltrate into soil, reduces and/or
treats pollutants, and slows runoff flows discharged to the storm drain system. The City’s 2019
GSI Plan1 outlines the City’s vision to increase the amount of GSI on City parcels and in the
public right-of-way. This Plan is required by the San Francisco Bay Municipal Regional
1 City of Palo Alto Green Stormwater Infrastructure webpage; www.paloalto.gov/gsi
Stormwater Permit3 (MRP), which also requires development projects that exceed impervious
surface thresholds to use GSI to mitigate stormwater quality impacts.
In addition, the MRP requires that the City treat 3.92 acres of impervious surface by July 1,
2027. Thus far, the City has treated 14,730 square feet of impervious surface, or 8.6% of the
required target. The proposed project supports the City in meeting this MRP requirement by
treating approximately 6.6 acres of impervious surface, surpassing the requirement. The City
will receive credit toward the MRP requirement for this project if its construction is funded and
planned by the July 1, 2027 due date. The overage beyond the required 3.92 acres may be used
to meet a future regulatory target or to offset stormwater treatment requirements through an
alternate compliance approach for projects that have space constraints.
The City of Palo Alto was awarded a grant in January 2021 from the U.S. Environmental
Protection Agency’s (EPA) San Francisco Bay Water Quality Improvement Fund in the amount of
$1,216,351 for the “Greening Stormwater Facilities for a Sustainable Community” project
(Project) for the City4 and its Project partners. The grant provides water quality benefits
through the construction of GSI and documentation of lessons learned that will inform future
GSI design and maintenance practices. This Project also promotes GSI community engagement
and education.
The Geosyntec Consultants, Inc. contract will focus on Project Tasks 1 and 4 of the following
four grant tasks:
EPA Grant Task 1: designing and constructing GSI at one site in each of two cities – Palo
Alto and Santa Clara.
EPA Grant Task 2: developing a “Lessons Learned” document that provides guidance for
managing GSI projects with multiple goals such as improving green spaces. The Lessons
Learned document will also build on existing guidance and design specifications and
document water quality benefits.
EPA Grant Task 3: training grant partners on proper maintenance of GSI measures and
producing a memorandum describing a framework for a (regional) GSI workforce
development program.
EPA Grant Task 4: educating and engaging local communities regarding Project co-
benefits, stormwater quality, and stormwater and GSI maintenance.
3 Municipal Regional Stormwater NPDES Permit, 2022;
https://www.waterboards.ca.gov/rwqcb2/board_decisions/adopted_orders/2022/R2-2022-0018.pdf
4 City Council, October 17, 2022; Agenda Item #5; SR #14463,
https://recordsportal.paloalto.gov/WebLink/DocView.aspx?id=81947&dbid=0&repo=PaloAlto
The proposed Project location for Task 1 is Juana Briones Park (609 Maybell Avenue). The
Project concept focuses on constructing a vegetated GSI measure in the portion of the park that
has an existing “bowl-like” topography that receives water. The design will also improve the
aesthetics of the park by installing plants and other features for sitting and enjoying the park
(e.g., large boulders or other materials). The estimated drainage area is 14.8 acres, meaning
that the Project, if constructed at this location, would receive and treat stormwater runoff from
a 14.8 acre portion of the surrounding neighborhood. Of the 14.8 acres, 6.6 acres are
impervious surface, which supports meeting the MRP requirement.
ANALYSIS
Table 1: Summary of RFP Process
Proposal Description/Number Design and Outreach for a City Park-Green Stormwater
Infrastructure Project / RFP 194015
Date of Solicitation Issued June 3, 2025
Pre-Proposal Meeting Date June 11, 2025
Date Solicitation Closed July 3, 2025
Proposed Length of Project 25 months
Number of vendors notified through City’s
eProcurement system
3,721
Total Days to Respond to Proposal 30
Number of Pre-Proposal Meeting Attendees at
Mandatory Pre-Proposal Meeting
27 attendees from 17 firms
Number of Proposals Received 3
Range of Proposal Amounts for Base Work With
10% Contingency
$627,308-$764,422
Project Overview
Under the recommended contract (Attachment A), Geosyntec will develop the engineering
design and lead a community engagement process. The contract includes proposed conceptual
and final designs for a GSI measure at Juana Briones Park, and construction bid documents,
construction cost estimates, and community engagement during the design process.
The community engagement process will include two public meetings that will be held during
the design process, and three presentations to the PRC to review the conceptual design and
public feedback. Once the Project’s 35% design is completed, staff will prepare a Park
Improvement Ordinance for consideration by City Council before the design is further
developed. The planned completion date for the design is May 2027. The EPA grant deadline
for all tasks is September 30, 2028.
If the proposed park location cannot be used due to public feedback or a physical constraint,
the City may choose to investigate alternative locations through approval of Optional Services.
A similar public process to be conducted for the proposed Juana Briones location would need to
be conducted with the alternative proposed location.
FISCAL/RESOURCE IMPACT
The total cost of Contract No. C26194015 with Geosyntec Consultants, Inc. is $795,965, which
includes $659,968 for basic services ($599,971 plus a 10% contingency) and $135,997 for
optional services should an alternate park location require evaluation and design.
A total of $400,000 from the U.S. Environmental Protection Agency (EPA) Water Quality
Improvement Fund grant is available to support this contract. The remaining grant funds in the
available grant budget are already allocated to other components of the larger EPA-funded
project as described in Staff Report 14463.3 The balance of this contract cost, $395,965, will be
funded by the remaining budget already allocated to this Capital Project (CIP SD-22001). At this
time, no additional funding is required. If additional funding is required, it will be subject to the
Council’s approval through the standard budget appropriation process. These expenses fall
within the scope of the City’s ongoing stormwater and green infrastructure program and are
consistent with planned expenditures for the current grant cycle.
STAKEHOLDER ENGAGEMENT
ENVIRONMENTAL REVIEW
ATTACHMENTS
APPROVED BY:
Professional Services
Rev. Oct 16,2024
Page 1 of 40
CITY OF PALO ALTO CONTRACT NO. C26194015
AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN THE CITY OF PALO ALTO AND GEOSYNTEC CONSULTANTS, INC.
This Agreement for Professional Services (this “Agreement”) is entered into as of the 9th day of
(the “Effective Date”)
(“CITY”), and
“”
RECITALS
“Project”) and desires to engage a consultant to
“Services ”
entitled “SCOPE OF SERVICES”
SECTION 1. SCOPE OF SERVICES.
CITY, as needed, with a Task Order assigned and approved by CITY’s Project Manager,
1 entitled “PROFESSIONAL SERVICES TASK ORDER”.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 2 of 40
Compensation for on-call Services shall be specified by CITY in the Task Order, based on
whichever is lowest: the compensation structure set forth in Exhibit C, the hourly rates set
forth in Exhibit C-1, or a negotiated lump sum.
To accept a Task Order, CONSULTANT shall sign the Task Order and return it to CITY’s
Project Manager within the time specified by the Project Manager, and upon authorization
by CITY (defined as counter-signature by the CITY Project Manager), the fully executed
Task Order shall become part of this Agreement. The cumulative total compensation due
to CONSULTANT for all Task Orders issued under this Agreement shall not exceed the
amount of compensation set forth in Section 4. CONSULTANT shall only be compensated
for on-call Services performed under an authorized Task Order and only up to the
maximum compensation amount set forth in Section 4. Performance of and payment for
any on-call Services are subject to all requirements and restrictions in this Agreement.
SECTION 2. TERM. The term of this Agreement shall be from the effective date of this
agreement through March 31, 2028 unless terminated earlier pursuant to Section 19 (Termination)
of this Agreement.
SECTION 3. SCHEDULE OF PERFORMANCE. Time is of the essence in the performance
of Services under this Agreement. CONSULTANT shall complete the Services within the term of
this Agreement and in accordance with the schedule set forth in Exhibit B, entitled “SCHEDULE
OF PERFORMANCE.” Any Services for which times for performance are not specified in this
Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and
timely manner based upon the circumstances and direction communicated to the CONSULTANT.
CITY’s agreement to extend the term or the schedule for performance shall not preclude recovery
of damages for delay if the extension is required due to the fault of CONSULTANT.
SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to
CONSULTANT for performance of the Services shall be based on the compensation structure
detailed in Exhibit C, entitled “COMPENSATION,” including any reimbursable expenses
specified therein, and the maximum total compensation shall not exceed Six Hundred Fifty-Nine
Thousand Nine Hundred Sixty-Eight Dollars ($659,968). The hourly schedule of rates, if
applicable, is set out in Exhibit C-1, entitled “SCHEDULE OF RATES.” Any work performed or
expenses incurred for which payment would result in a total exceeding the maximum
compensation set forth in this Section 4 shall be at no cost to the CITY.
Optional Additional Services Provision (This provision applies only if checked and a
not-to-exceed compensation amount for Additional Services is allocated below under this
Section 4.)
In addition to the not-to-exceed compensation specified above, CITY has set aside the not-
to-exceed compensation amount of One Hundred Thirty-Five Thousand Nine Hundred
Ninety-Seven Dollars ($135,997) for the performance of Additional Services (as defined
below). The total compensation for performance of the Services, Additional Services and
any reimbursable expenses specified in Exhibit C, shall not exceed Seven Hundred
Ninety-Five Thousand Nine Hundred Sixty-Five Dollars ($795,965), as detailed in
Exhibit C.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 3 of 40
“Additional Services” means any work that is determined by CITY to be necessary for the
proper completion of the Project, but which is not included within the Scope of Services
described at Exhibit A. CITY may elect to, but is not required to, authorize Additional
Services up to the maximum amount of compensation set forth for Additional Services in
this Section 4. CONSULTANT shall provide Additional Services only by advanced,
written authorization from CITY as detailed in this Section. Additional Services, if any,
shall be authorized by CITY with a Task Order assigned and authorized by CITY’s Project
Manager, as identified in Section 13 (Project Management). Each Task Order shall be in
substantially the same form as Exhibit A-1, entitled “PROFESSIONAL SERVICES TASK
ORDER”. Each Task Order shall contain a specific scope of services, schedule of
performance and maximum compensation amount, in accordance with the provisions of
this Agreement. Compensation for Additional Services shall be specified by CITY in the
Task Order, based on whichever is lowest: the compensation structure set forth in Exhibit
C, the hourly rates set forth in Exhibit C-1, or a negotiated lump sum.
To accept a Task Order, CONSULTANT shall sign the Task Order and return it to CITY’s
Project Manager within the time specified by the Project Manager, and upon authorization
by CITY (defined as counter-signature by the CITY Project Manager), the fully executed
Task Order shall become part of this Agreement. The cumulative total compensation to
CONSULTANT for all Task Orders authorized under this Agreement shall not exceed the
amount of compensation set forth for Additional Services in this Section 4.
CONSULTANT shall only be compensated for Additional Services performed under an
authorized Task Order and only up to the maximum amount of compensation set forth for
Additional Services in this Section 4. Performance of and payment for any Additional
Services are subject to all requirements and restrictions in this Agreement.
SECTION 5. INVOICES. In order to request payment, CONSULTANT shall submit monthly
invoices to the CITY describing the Services performed and the applicable charges (including, if
applicable, an identification of personnel who performed the Services, hours worked, hourly rates,
and reimbursable expenses), based upon Exhibit C or, as applicable, CONSULTANT’s schedule
of rates set forth in Exhibit C-1. If applicable, the invoice shall also describe the percentage of
completion of each task. The information in CONSULTANT’s invoices shall be subject to
verification by CITY. CONSULTANT shall send all invoices to CITY’s Project Manager at the
address specified in Section 13 (Project Management) below. CITY will generally process and
pay invoices within thirty (30) days of receipt of an acceptable invoice.
SECTION 6. QUALIFICATIONS/STANDARD OF CARE. All Services shall be performed
by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it,
its employees and subcontractors, if any, possess the professional and technical personnel
necessary to perform the Services required by this Agreement and that the personnel have
sufficient skill and experience to perform the Services assigned to them. CONSULTANT
represents that it, its employees and subcontractors, if any, have and shall maintain during the term
of this Agreement all licenses, permits, qualifications, insurance and approvals of whatever nature
that are legally required to perform the Services. All Services to be furnished by CONSULTANT
under this Agreement shall meet the professional standard and quality that prevail among
professionals in the same discipline and of similar knowledge and skill engaged in related work
throughout California under the same or similar circumstances.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 4 of 40
SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of
and in compliance with all federal, state and local laws, ordinances, regulations, and orders that
may affect in any manner the Project or the performance of the Services or those engaged to
perform Services under this Agreement, as amended from time to time. CONSULTANT shall
procure all permits and licenses, pay all charges and fees, and give all notices required by law in
the performance of the Services.
SECTION 8. ERRORS/OMISSIONS. CONSULTANT is solely responsible for costs,
including, but not limited to, increases in the cost of Services, arising from or caused by
CONSULTANT’s errors and omissions, including, but not limited to, the costs of corrections such
errors and omissions, any change order markup costs, or costs arising from delay caused by the
errors and omissions or unreasonable delay in correcting the errors and omissions.
SECTION 9. COST ESTIMATES. If this Agreement pertains to the design of a public works
project, CONSULTANT shall submit estimates of probable construction costs at each phase of
design submittal. If the total estimated construction cost at any submittal exceeds the CITY’s
stated construction budget by ten percent (10%) or more, CONSULTANT shall make
recommendations to CITY for aligning the Project design with the budget, incorporate CITY
approved recommendations, and revise the design to meet the Project budget, at no additional cost
to CITY.
SECTION 10. INDEPENDENT CONTRACTOR. CONSULTANT acknowledges and agrees
that CONSULTANT and any agent or employee of CONSULTANT will act as and shall be
deemed at all times to be an independent contractor and shall be wholly responsible for the manner
in which CONSULTANT performs the Services requested by CITY under this Agreement.
CONSULTANT and any agent or employee of CONSULTANT will not have employee status
with CITY, nor be entitled to participate in any plans, arrangements, or distributions by CITY
pertaining to or in connection with any retirement, health or other benefits that CITY may offer its
employees. CONSULTANT will be responsible for all obligations and payments, whether
imposed by federal, state or local law, including, but not limited to, FICA, income tax
withholdings, workers’ compensation, unemployment compensation, insurance, and other similar
responsibilities related to CONSULTANT’s performance of the Services, or any agent or
employee of CONSULTANT providing same. Nothing in this Agreement shall be construed as
creating an employment or agency relationship between CITY and CONSULTANT or any agent
or employee of CONSULTANT. Any terms in this Agreement referring to direction from CITY
shall be construed as providing for direction as to policy and the result of CONSULTANT’s
provision of the Services only, and not as to the means by which such a result is obtained.
SECTION 11. ASSIGNMENT. The parties agree that the expertise and experience of
CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign
or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s
obligations hereunder without the prior written approval of the City Manager. Any purported
assignment made without the prior written approval of the City Manager will be void and without
effect. Subject to the foregoing, the covenants, terms, conditions and provisions of this Agreement
will apply to, and will bind, the heirs, successors, executors, administrators and assignees of the
parties.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 5 of 40
SECTION 12. SUBCONTRACTING.
Option A: No Subcontractor: CONSULTANT shall not subcontract any portion of the
Services to be performed under this Agreement without the prior written authorization of the City
Manager or designee. In the event CONSULTANT does subcontract any portion of the work to
be performed under this Agreement, CONSULTANT shall be fully responsible for all acts and
omissions of subcontractors.
Option B: Subcontracts Authorized: Notwithstanding Section 11 (Assignment) above, CITY
agrees that subcontractors may be used to complete the Services. The subcontractors authorized
by CITY to perform work on this Project are:
WRA Environmental Consultants, Inc. - Landscape Architecture and Public Outreach
Towill, Inc. - Land Survey
CONSULTANT shall be responsible for directing the work of any subcontractors and for any
compensation due to subcontractors. CITY assumes no responsibility whatsoever concerning
compensation of subcontractors. CONSULTANT shall be fully responsible to CITY for all acts
and omissions of subcontractors. CONSULTANT shall change or add subcontractors only with
the prior written approval of the City Manager or designee.
SECTION 13. PROJECT MANAGEMENT. CONSULTANT will assign Miguel Parames,
PE, QSD/P as the CONSULTANT’s Project Manager to have supervisory responsibility for the
performance, progress, and execution of the Services and represent CONSULTANT during the
day-to-day performance of the Services. If circumstances cause the substitution of the
CONSULTANT’s Project Manager or any other of CONSULTANT’s key personnel for any
reason, the appointment of a substitute Project Manager and the assignment of any key new or
replacement personnel will be subject to the prior written approval of the CITY’s Project Manager.
CONSULTANT, at CITY’s request, shall promptly remove CONSULTANT personnel who CITY
finds do not perform the Services in an acceptable manner, are uncooperative, or present a threat
to the adequate or timely completion of the Services or a threat to the safety of persons or property.
CITY’s Project Manager is Pam Boyle Rodriguez, Public Works Department, Environmental
Services Division, Palo Alto, CA, zipcode: 94303, Telephone: (650) 329-2421. CITY’s Project
Manager will be CONSULTANT’s point of contact with respect to performance, progress and
execution of the Services. CITY may designate an alternate Project Manager from time to time.
SECTION 14. OWNERSHIP OF MATERIALS. All work product, including without
limitation, all writings, drawings, studies, sketches, photographs, plans, reports, specifications,
computations, models, recordings, data, documents, and other materials and copyright interests
developed under this Agreement, in any form or media, shall be and remain the exclusive property
of CITY without restriction or limitation upon their use. CONSULTANT agrees that all copyrights
which arise from creation of the work product pursuant to this Agreement are vested in CITY, and
CONSULTANT hereby waives and relinquishes all claims to copyright or other intellectual
property rights in favor of CITY. Neither CONSULTANT nor its subcontractors, if any, shall
make any of such work product available to any individual or organization without the prior written
approval of the City Manager or designee. CONSULTANT makes no representation of the
suitability of the work product for use in or application to circumstances not contemplated by the
Scope of Services.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 6 of 40
SECTION 15. AUDITS. CONSULTANT agrees to permit CITY and its authorized
representatives to audit, at any reasonable time during the term of this Agreement and for four (4)
years from the date of final payment, CONSULTANT’s records pertaining to matters covered by
this Agreement, including without limitation records demonstrating compliance with the
requirements of Section 10 (Independent Contractor). CONSULTANT further agrees to maintain
and retain accurate books and records in accordance with generally accepted accounting principles
for at least four (4) years after the expiration or earlier termination of this Agreement or the
completion of any audit hereunder, whichever is later.
SECTION 16. INDEMNITY.
[Option A applies to the following design professionals pursuant to Civil Code Section
2782.8: architects; landscape architects; registered professional engineers and licensed
professional land surveyors.] 16.1. To the fullest extent permitted by law, CONSULTANT shall
indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents
(each an “Indemnified Party”) from and against any and all third party demands, claims, or liability
of any nature, including death or injury to any person, property damage or any other loss, including
all costs and expenses of whatever nature including attorney’s fees, experts fees, court costs and
disbursements (“Claims”) to the extent that such Claims arise out of, pertain to, or relate to the
negligence, recklessness, or willful misconduct of CONSULTANT, its officers, employees, agents
or contractors under this Agreement, regardless of whether or not it is caused in part by an
Indemnified Party. CITY will reimburse CONSULTANT for the proportionate percentage of
defense costs exceeding CONSULTANT’s proportionate percentage of fault as determined by the
final judgment of a court of competent jurisdiction.
[Option B applies to any consultant who does not qualify as a design professional as
defined in Civil Code Section 2782.8.] 16.1. To the fullest extent permitted by law,
CONSULTANT shall indemnify, defend and hold harmless CITY, its Council members, officers,
employees and agents (each an “Indemnified Party”) from and against any and all demands, claims,
or liability of any nature, including death or injury to any person, property damage or any other
loss, including all costs and expenses of whatever nature including attorney’s fees, experts fees,
court costs and disbursements (“Claims”) resulting from, arising out of or in any manner related
to performance or nonperformance by CONSULTANT, its officers, employees, agents or
contractors under this Agreement, regardless of whether or not it is caused in part by an
Indemnified Party.
16.2. Notwithstanding the above, nothing in this Section 16 shall be construed to
require CONSULTANT to indemnify an Indemnified Party from a Claim arising from the active
negligence or willful misconduct of an Indemnified Party that is not contributed to by any act of,
or by any omission to perform a duty imposed by law or agreement by, CONSULTANT, its
officers, employees, agents or contractors under this Agreement.
16.3. The acceptance of CONSULTANT’s Services and duties by CITY shall not
operate as a waiver of the right of indemnification. The provisions of this Section 16 shall survive
the expiration or early termination of this Agreement.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 7 of 40
SECTION 17. WAIVERS. No waiver of a condition or nonperformance of an obligation under
this Agreement is effective unless it is in writing in accordance with Section 29.4 of this
Agreement. No delay or failure to require performance of any provision of this Agreement shall
constitute a waiver of that provision as to that or any other instance. Any waiver granted shall
apply solely to the specific instance expressly stated. No single or partial exercise of any right or
remedy will preclude any other or further exercise of any right or remedy.
SECTION 18. INSURANCE.
18.1. CONSULTANT, at its sole cost and expense, shall obtain and maintain, in
full force and effect during the term of this Agreement, the insurance coverage described in Exhibit
D, entitled “INSURANCE REQUIREMENTS”. CONSULTANT and its contractors, if any, shall
obtain a policy endorsement naming CITY as an additional insured under any general liability or
automobile policy or policies.
18.2. All insurance coverage required hereunder shall be provided through
carriers with AM Best’s Key Rating Guide ratings of A-:VII or higher which are licensed or
authorized to transact insurance business in the State of California. Any and all contractors of
CONSULTANT retained to perform Services under this Agreement will obtain and maintain, in
full force and effect during the term of this Agreement, identical insurance coverage, naming CITY
as an additional insured under such policies as required above.
18.3. Certificates evidencing such insurance shall be filed with CITY
concurrently with the execution of this Agreement. The certificates will be subject to the approval
of CITY’s Risk Manager and will contain an endorsement stating that the insurance is primary
coverage and will not be canceled, or materially reduced in coverage or limits, by the insurer except
after filing with the Purchasing Manager thirty (30) days’ prior written notice of the cancellation
or modification. If the insurer cancels or modifies the insurance and provides less than thirty (30)
days’ notice to CONSULTANT, CONSULTANT shall provide the Purchasing Manager written
notice of the cancellation or modification within two (2) business days of the CONSULTANT’s
receipt of such notice. CONSULTANT shall be responsible for ensuring that current certificates
evidencing the insurance are provided to CITY’s Chief Procurement Officer during the entire term
of this Agreement.
18.4. The procuring of such required policy or policies of insurance will not be
construed to limit CONSULTANT’s liability hereunder nor to fulfill the indemnification
provisions of this Agreement. Notwithstanding the policy or policies of insurance,
CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss
caused by or directly arising as a result of the Services performed under this Agreement, including
such damage, injury, or loss arising after the Agreement is terminated or the term has expired.
SECTION 19. TERMINATION OR SUSPENSION OF AGREEMENT OR SERVICES.
19.1. The City Manager may suspend the performance of the Services, in whole
or in part, or terminate this Agreement, with or without cause, by giving ten (10) days prior written
notice thereof to CONSULTANT. If CONSULTANT fails to perform any of its material
obligations under this Agreement, in addition to all other remedies provided under this Agreement
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 8 of 40
or at law, the City Manager may terminate this Agreement sooner upon written notice of
termination. Upon receipt of any notice of suspension or termination, CONSULTANT will
discontinue its performance of the Services on the effective date in the notice of suspension or
termination.
19.2. In event of suspension or termination, CONSULTANT will deliver to the
City Manager on or before the effective date in the notice of suspension or termination, any and
all work product, as detailed in Section 14 (Ownership of Materials), whether or not completed,
prepared by CONSULTANT or its contractors, if any, in the performance of this Agreement. Such
work product is the property of CITY, as detailed in Section 14 (Ownership of Materials).
19.3. In event of suspension or termination, CONSULTANT will be paid for the
Services rendered and work products delivered to CITY in accordance with the Scope of Services
up to the effective date in the notice of suspension or termination; provided, however, if this
Agreement is suspended or terminated on account of a default by CONSULTANT, CITY will be
obligated to compensate CONSULTANT only for that portion of CONSULTANT’s Services
provided in material conformity with this Agreement as such determination is made by the City
Manager acting in the reasonable exercise of his/her discretion. The following Sections will
survive any expiration or termination of this Agreement: 14, 15, 16, 17, 19.2, 19.3, 19.4, 20, 25,
27, 28, 29 and 30.
19.4. No payment, partial payment, acceptance, or partial acceptance by CITY
will operate as a waiver on the part of CITY of any of its rights under this Agreement, unless made
in accordance with Section 17 (Waivers).
SECTION 20. NOTICES.
All notices hereunder will be given in writing and mailed, postage prepaid, by
certified mail, addressed as follows:
To CITY: Office of the City Clerk
City of Palo Alto
Post Office Box 10250
Palo Alto, CA 94303
With a copy to the Purchasing Manager
To CONSULTANT: Attention of the Project Manager at the address of
CONSULTANT recited on the first page of this Agreement.
CONSULTANT shall provide written notice to CITY of any change of address.
SECTION 21. CONFLICT OF INTEREST.
21.1. In executing this Agreement, CONSULTANT covenants that it presently
has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which
would conflict in any manner or degree with the performance of the Services.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 9 of 40
21.2. CONSULTANT further covenants that, in the performance of this
Agreement, it will not employ subcontractors or other persons or parties having such an interest.
CONSULTANT certifies that no person who has or will have any financial interest under this
Agreement is an officer or employee of CITY; this provision will be interpreted in accordance
with the applicable provisions of the Palo Alto Municipal Code and the Government Code of the
State of California, as amended from time to time. CONSULTANT agrees to notify CITY if any
conflict arises.
21.3. If the CONSULTANT meets the definition of a “Consultant” as defined by
the Regulations of the Fair Political Practices Commission, CONSULTANT will file the
appropriate financial disclosure documents required by the Palo Alto Municipal Code and the
Political Reform Act of 1974, as amended from time to time.
SECTION 22. NONDISCRIMINATION; COMPLIANCE WITH ADA.
22.1. As set forth in Palo Alto Municipal Code Section 2.30.510, as amended
from time to time, CONSULTANT certifies that in the performance of this Agreement, it shall not
discriminate in the employment of any person due to that person’s race, skin color, gender, gender
identity, age, religion, disability, national origin, ancestry, sexual orientation, pregnancy, genetic
information or condition, housing status, marital status, familial status, weight or height of such
person. CONSULTANT acknowledges that it has read and understands the provisions of Section
2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the
penalties for violation thereof, and agrees to meet all requirements of Section 2.30.510 pertaining
to nondiscrimination in employment.
22.2. CONSULTANT understands and agrees that pursuant to the Americans
Disabilities Act (“ADA”), programs, services and other activities provided by a public entity to
the public, whether directly or through a contractor or subcontractor, are required to be accessible
to the disabled public. CONSULTANT will provide the Services specified in this Agreement in a
manner that complies with the ADA and any other applicable federal, state and local disability
rights laws and regulations, as amended from time to time. CONSULTANT will not discriminate
against persons with disabilities in the provision of services, benefits or activities provided under
this Agreement.
SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO
WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY’s Environmentally
Preferred Purchasing policies which are available at CITY’s Purchasing Department, hereby
incorporated by reference and as amended from time to time. CONSULTANT shall comply with
waste reduction, reuse, recycling and disposal requirements of CITY’s Zero Waste Program. Zero
Waste best practices include, first, minimizing and reducing waste; second, reusing waste; and,
third, recycling or composting waste. In particular, CONSULTANT shall comply with the
following Zero Waste requirements:
(a) All printed materials provided by CONSULTANT to CITY generated from a
personal computer and printer including but not limited to, proposals, quotes, invoices, reports,
and public education materials, shall be double-sided and printed on a minimum of 30% or greater
post-consumer content paper, unless otherwise approved by CITY’s Project Manager. Any
submitted materials printed by a professional printing company shall be a minimum of 30% or
greater post-consumer material and printed with vegetable-based inks.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 10 of 40
(b) Goods purchased by CONSULTANT on behalf of CITY shall be purchased in
accordance with CITY’s Environmental Purchasing Policy including but not limited to Extended
Producer Responsibility requirements for products and packaging. A copy of this policy is on file
at the Purchasing Department’s office.
(c) Reusable/returnable pallets shall be taken back by CONSULTANT, at no
additional cost to CITY, for reuse or recycling. CONSULTANT shall provide documentation from
the facility accepting the pallets to verify that pallets are not being disposed.
SECTION 24. COMPLIANCE WITH PALO ALTO MINIMUM WAGE ORDINANCE.
CONSULTANT shall comply with all requirements of the Palo Alto Municipal Code Chapter 4.62
(Citywide Minimum Wage), as amended from time to time. In particular, for any employee
otherwise entitled to the State minimum wage, who performs at least two (2) hours of work in a
calendar week within the geographic boundaries of the City, CONSULTANT shall pay such
employees no less than the minimum wage set forth in Palo Alto Municipal Code Section 4.62.030
for each hour worked within the geographic boundaries of the City of Palo Alto. In addition,
CONSULTANT shall post notices regarding the Palo Alto Minimum Wage Ordinance in
accordance with Palo Alto Municipal Code Section 4.62.060.
SECTION 25. NON-APPROPRIATION. This Agreement is subject to the fiscal provisions of
the Charter of the City of Palo Alto and the Palo Alto Municipal Code, as amended from time to
time. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the
event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal
year in the event that funds are only appropriated for a portion of the fiscal year and funds for this
Agreement are no longer available. This Section shall take precedence in the event of a conflict
with any other covenant, term, condition, or provision of this Agreement.
SECTION 26. PREVAILING WAGES AND DIR REGISTRATION FOR PUBLIC
WORKS CONTRACTS.
26.1. This Project is not subject to prevailing wages and related
requirements. CONSULTANT is not required to pay prevailing wages and meet related
requirements under the California Labor Code and California Code of Regulations in the
performance and implementation of the Project if the contract:
(1) is not a public works contract;
(2) is for a public works construction project of $25,000 or less, per California
Labor Code Sections 1782(d)(1), 1725.5(f) and 1773.3(j); or
(3) is for a public works alteration, demolition, repair, or maintenance project of
$15,000 or less, per California Labor Code Sections 1782(d)(1), 1725.5(f) and
1773.3(j).
OR
26.1. This Project is subject to prevailing wages and related requirements as
a “public works” under California Labor Code Sections 1720 et seq. and related regulations.
CONSULTANT is required to pay general prevailing wages as defined in California Labor
Code Section 1773.1 and Subchapter 3, Title 8 of the California Code of Regulations Section
16000 et seq., as amended from time to time. Pursuant to Labor Code Section 1773, the CITY has
obtained the general prevailing rate of per diem wages and the general rate for holiday and
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 11 of 40
overtime work in this locality for each craft, classification, or type of worker needed to execute
the contract for this Project from the State of California Department of Industrial Relations
(“DIR”). Copies of these rates may be obtained at the CITY’s Purchasing Department office. The
general prevailing wage rates are also available at the DIR, Division of Labor Statistics and
Research, web site (see e.g. http://www.dir.ca.gov/DLSR/PWD/index.htm) as amended from time
to time. CONSULTANT shall post a copy of the general prevailing wage rates at all Project job
sites and shall pay the adopted prevailing wage rates as a minimum. CONSULTANT shall
comply with all applicable provisions of Division 2, Part 7, Chapter 1 of the California Labor Code
(Labor Code Section 1720 et seq.), including but not limited to Sections 1725.5, 1771, 1771.1,
1771.4, 1773.2, 1774, 1775, 1776, 1777.5, 1782, 1810, 1813 and 1815, and all applicable
implementing regulations, including but not limited to Subchapter 3, Title 8 of the California Code
of Regulations Section 16000 et seq. (8 CCR Section 16000 et seq.), as amended from time to
time. CONSULTANT shall comply with the requirements of Exhibit E, entitled “DIR
REGISTRATION FOR PUBLIC WORKS CONTRACTS”, for any contract for public works
construction, alteration, demolition, repair or maintenance, including but not limited to the
obligations to register with, and furnish certified payroll records directly to, DIR.
SECTION 27. CLAIMS PROCEDURE FOR “9204 PUBLIC WORKS PROJECTS”. For
purposes of this Section 27, a “9204 Public Works Project” means the erection, construction,
alteration, repair, or improvement of any public structure, building, road, or other public
improvement of any kind. (Cal. Pub. Cont. Code § 9204.) Per California Public Contract Code
Section 9204, for Public Works Projects, certain claims procedures shall apply, as set forth in
Exhibit F, entitled “Claims for Public Contract Code Section 9204 Public Works Projects”.
This Project is a 9204 Public Works Project and is required to comply with the
claims procedures set forth in Exhibit F, entitled “Claims for Public Contract Code Section 9204
Public Works Projects”.
OR
This Project is not a 9204 Public Works Project.
SECTION 28. CONFIDENTIAL INFORMATION.
28.1. In the performance of this Agreement, CONSULTANT may have access to
CITY’s Confidential Information (defined below). CONSULTANT will hold Confidential
Information in strict confidence, not disclose it to any third party, and will use it only for the
performance of its obligations to CITY under this Agreement and for no other purpose.
CONSULTANT will maintain reasonable and appropriate administrative, technical and physical
safeguards to ensure the security, confidentiality and integrity of the Confidential Information.
Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to its
employees, agents and subcontractors, if any, to the extent they have a need to know in order to
perform CONSULTANT’s obligations to CITY under this Agreement and for no other purpose,
provided that the CONSULTANT informs them of, and requires them to follow, the confidentiality
and security obligations of this Agreement.
28.2. “Confidential Information” means all data, information (including without
limitation “Personal Information” about a California resident as defined in Civil Code Section
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 12 of 40
1798 et seq., as amended from time to time) and materials, in any form or media, tangible or
intangible, provided or otherwise made available to CONSULTANT by CITY, directly or
indirectly, pursuant to this Agreement. Confidential Information excludes information that
CONSULTANT can show by appropriate documentation: (i) was publicly known at the time it
was provided or has subsequently become publicly known other than by a breach of this
Agreement; (ii) was rightfully in CONSULTANT’s possession free of any obligation of
confidence prior to receipt of Confidential Information; (iii) is rightfully obtained by
CONSULTANT from a third party without breach of any confidentiality obligation; (iv) is
independently developed by employees of CONSULTANT without any use of or access to the
Confidential Information; or (v) CONSULTANT has written consent to disclose signed by an
authorized representative of CITY.
28.3. Notwithstanding the foregoing, CONSULTANT may disclose Confidential
Information to the extent required by order of a court of competent jurisdiction or governmental
body, provided that CONSULTANT will notify CITY in writing of such order immediately upon
receipt and prior to any such disclosure (unless CONSULTANT is prohibited by law from doing
so), to give CITY an opportunity to oppose or otherwise respond to such order.
28.4. CONSULTANT will notify City promptly upon learning of any breach in
the security of its systems or unauthorized disclosure of, or access to, Confidential Information in
its possession or control, and if such Confidential Information consists of Personal Information,
CONSULTANT will provide information to CITY sufficient to meet the notice requirements of
Civil Code Section 1798 et seq., as applicable, as amended from time to time.
28.5. Prior to or upon termination or expiration of this Agreement,
CONSULTANT will honor any request from the CITY to return or securely destroy all copies of
Confidential Information. All Confidential Information is and will remain the property of the CITY
and nothing contained in this Agreement grants or confers any rights to such Confidential
Information on CONSULTANT.
28.6. If selected in Section 30 (Exhibits), this Agreement is also subject to the
terms and conditions of the Information Privacy Policy and Cybersecurity Terms and Conditions.
SECTION 29. MISCELLANEOUS PROVISIONS.
29.1. This Agreement will be governed by California law, without regard to its
conflict of law provisions.
29.2. In the event that an action is brought, the parties agree that trial of such
action will be vested exclusively in the state courts of California in the County of Santa Clara,
State of California.
29.3. The prevailing party in any action brought to enforce the provisions of this
Agreement may recover its reasonable costs and attorneys’ fees expended in connection with that
action. The prevailing party shall be entitled to recover an amount equal to the fair market value
of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third
parties.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 13 of 40
29.4. This Agreement, including all exhibits, constitutes the entire and integrated
agreement between the parties with respect to the subject matter of this Agreement, and supersedes
all prior agreements, negotiations, representations, statements and undertakings, either oral or
written. This Agreement may be amended only by a written instrument, which is signed by the
authorized representatives of the parties and approved as required under Palo Alto Municipal
Code, as amended from time to time.
29.5. If a court of competent jurisdiction finds or rules that any provision of this
Agreement is void or unenforceable, the unaffected provisions of this Agreement will remain in
full force and effect.
29.6. In the event of a conflict between the terms of this Agreement and the
exhibits hereto (per Section 30) or CONSULTANT’s proposal (if any), the Agreement shall
control. In the event of a conflict between the exhibits hereto and CONSULTANT’s proposal (if
any), the exhibits shall control.
29.7. The provisions of all checked boxes in this Agreement shall apply to this
Agreement; the provisions of any unchecked boxes shall not apply to this Agreement.
29.8. All section headings contained in this Agreement are for convenience and
reference only and are not intended to define or limit the scope of any provision of this Agreement.
29.9. This Agreement may be signed in multiple counterparts, which, when
executed by the authorized representatives of the parties, shall together constitute a single binding
agreement.
29.10 This Agreement will be funded, at least in part, with grant funds from the
United States Environmental Protection Agency (EPA). CONSULTANT must comply with all
applicable requirements of the grant, including applicable requirements for non-federal entity
contracts under federal awards as specified in 2 CFR Appendix II to Part 200. These include:
a) Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control
Act (33 U.S.C. 1251-1387), as amended— CONSULTANT must comply with
all applicable standards, orders or regulations issued pursuant to the Clean Air
Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as
amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal
awarding agency and the Regional Office of the Environmental Protection
Agency (EPA).
b) Byrd Anti-Lobbying Amendment (31 U.S.C. 1352)—Contractors that apply or
bid for an award exceeding $100,000 must file the required certification. Each
tier certifies to the tier above that it will not and has not used Federal
appropriated funds to pay any person or organization for influencing or
attempting to influence an officer or employee of any agency, a member of
Congress, officer or employee of Congress, or an employee of a member of
Congress in connection with obtaining any Federal contract, grant or any other
award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying
with non-Federal funds that takes place in connection with obtaining any
Federal award. Such disclosures are forwarded from tier to tier up to the non-
Federal award.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 14 of 40
c) In the performance of this contract, the CONSULTANT shall make maximum
use of products containing recovered materials that are EPA-designated items
unless the product cannot be acquired competitively within a timeframe
providing for compliance with the contract performance schedule; meeting
contract performance requirements; or at a reasonable price. Information about
this requirement, along with the list of EPA-designated items, is available at
EPA’s Comprehensive Procurement Guidelines webpage:
https://www.epa.gov/smm/comprehensive-procurement-guideline-
cpgprogram. The Contractor also agrees to comply with all other applicable
requirements of Section 6002 of the Solid Waste Disposal Act.
d) Domestic Preference for Procurements: As appropriate, and to the extent
consistent with law, the CONSULTANT should, to the greatest extent
practicable, provide a preference for the purchase, acquisition, or use of goods,
products, or materials produced in the United States. This includes, but is not
limited to iron, aluminum, steel, cement, and other manufactured products. For
purposes of this clause, “Produced in the United States” means, for iron and
steel products, that all manufacturing processes, from the initial melting stage
through the application of coatings, occurred in the United States.
“Manufactured products” means items and construction materials composed in
whole or in part of non-ferrous metals such as aluminum; plastics and polymer-
based products such as polyvinyl chloride pipe; aggregates such as concrete;
glass, including optical fiber; and lumber.
e) The contractor shall not discriminate on the basis of race, color, national origin
or sex in the performance of this contract. The contractor shall carry out
applicable requirements of 40 CFR part 33 in the award and administration of
contracts awarded under EPA financial assistance agreements. Failure by the
contractor to carry out these requirements is a material breach of this contract
which may result in the termination of this contract or other legally available
remedies.
SECTION 30. EXHIBITS. Each of the following exhibits, if the check box for such exhibit is
selected below, is hereby attached and incorporated into this Agreement by reference as though
fully set forth herein:
EXHIBIT A: SCOPE OF SERVICES
EXHIBIT A-1 PROFESSIONAL SERVICES TASK ORDER
EXHIBIT B: SCHEDULE OF PERFORMANCE
EXHIBIT C: COMPENSATION
EXHIBIT C-1: SCHEDULE OF RATES
EXHIBIT D: INSURANCE REQUIREMENTS
EXHIBIT E: DIR REGISTRATION FOR PUBLIC WORKS CONTRACTS
EXHIBIT F: GRANT AGREEMENT BETWEEN CITY OF PALO ALTO AND
U.S. EPA
EXHIBIT G: U.S. EPA GENERAL TERMS AND CONDITIONS
THIS AGREEMENT IS NOT COMPLETE UNLESS ALL SELECTED EXHIBITS
ARE ATTACHED.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 15 of 40
CONTRACT No. C26194015
SIGNATURE PAGE
IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives
executed this Agreement as of the date first above written.
CITY OF PALO ALTO
____________________________
City Manager
APPROVED AS TO FORM:
__________________________
City Attorney or designee
GEOSYNTEC CONSULTANTS, INC.
Officer 1
By: ________________________________
Name: ______________________________
Title: _______________________________
Officer 2
By: ________________________________
Name: ______________________________
Title: _______________________________
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Christopher Wessel
Senior Service Director
Operations Vice President
Lisa Van Tassell
Professional Services
Rev. Oct 16,2024
Page 16 of 40
EXHIBIT A
SCOPE OF SERVICES
BACKGROUND
The City of Palo Alto was awarded a grant in January 2021 from the U.S. Environmental Protection
Agency’s (EPA) San Francisco Bay Water Quality Improvement Fund in the amount of
$1,216,351. The grant provides water quality benefits through construction of green stormwater
infrastructure (GSI), supports continuous improvement in GSI construction and maintenance, and
promotes community engagement and learning about GSI through four tasks:
• EPA Grant Task 1: constructing GSI at one site in each of two cities – Palo Alto (Project)
and Santa Clara.
• EPA Grant Task 2: developing a “lessons learned” document that provides guidance for
managing GSI projects with multiple goals such as improving green spaces and pedestrian
safety in areas surrounding GSI. The Lessons Learned document will also build on existing
guidance and design specifications and document water quality benefits.
• EPA Grant Task 3: training grant partners on proper maintenance of GSI features and
producing a memorandum describing a framework for a GSI work force development
program.
• EPA Grant Task 4: educating and engaging local communities, including students,
regarding Project co-benefits, stormwater quality, and stormwater and GSI maintenance.
This scope focuses on Tasks 1 and Task 4 to provide engineering design of GSI in a City park and
associated public outreach and support for a Park Improvement Ordinance process.
The tentative Project location is Juana Briones Park (609 Maybell Avenue) with parcel size and
estimated tributary area of 4.6 ac and 14.8 ac, respectively. The preliminary plan is to divert flows
from the storm drainpipe along Maybell Ave. to the tentative location. Overflows would be
directed to the storm drain line on Arastradero Rd. The City anticipates a “stormwater park ” with
minimal to no infrastructure at which park visitors could spend time during non-rainy periods.
However, the design should be community-driven and meet the needs and interests of the park
users.
The ultimate location of the Project is dependent upon public feedback and passage of a City Park
Improvement Ordinance. The City may choose through approval of Additional Services to
investigate alternative locations through that have been previously evaluated. A similar public
process that was conducted for the proposed Briones location would need to be conducted with
the alternative proposed location.
SCOPE SUMMARY
The CONSULTANT shall support the City in designing a GSI Project in a City park. City staff
from Watershed Protection will work closely with the CONSULTANT to provide in-house task
assistance. Public Works Engineering staff will serve in an advisory role as needed. In addition to
the preparation of the Project design and bid documents, the CONSULTANT will support City
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 17 of 40
staff through a thorough public process. The process will include two public meetings and three
Parks and Recreation Commission (PRC) meetings. The PRC must recommend this Project 35%
design) to City Council through a Parks Improvement Ordinance (PIO), and City Council must
adopt the Ordinance before the Project can move forward to a more detailed design. Watershed
Protection staff will assist obtaining internal feedback from key City staff, including Fire, Urban
Forestry, Public Works Engineering, Public Works Public Services, and Community Services.
CONSULTANT to provide one meeting seeking feedback during Task 2 from a list of staff
provided by the City.
Task 1: Kick-Off Meeting and Work Plan
CONSULTANT shall:
1.1 Assist with agenda for Project Kick-off Meeting.
1.2 Support and attend a 2-hr Project Kick-Off Meeting with City staff and provide meeting
notes for the City to review and approve.
1.3 Prepare a workplan for all contract tasks and obtain City’s approval of the work plan before
performing the subsequent tasks. CONSULTANT will provide one round of review and
consolidated comments of draft and final versions of Work Plan.
Deliverables:
1. Kick-off agenda
2. Meeting notes
3. Draft workplan, including a task schedule
4. Final workplan, including a task schedule
Task 2: Conceptual Engineering Design
The CONSULTANT shall produce a conceptual engineering design for the Project, assuming it
will be constructed at Juana Briones Park (see Additional Services of this Exhibit). The
CONSULTANT shall include design of a pumping system if needed.
The CONSULTANT shall plan a total of four site visits/meetings, three of which will be virtual.
The fourth will be a site visit with City staff that may include a limited field survey. One meeting
shall include preparation for the public meeting and for the PRC meeting and another should focus
on seeking feedback from a variety of City staff across relevant groups.
All data collected from the field shall be provided to the City for their records.
CONSULTANT shall perform all necessary assessments and investigations to determine the
existing conditions and propose recommendations to the City for the Project. The CONSULTANT
shall conduct the following subtasks under Task 2.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 18 of 40
2.1 Contact and coordinate with all regulatory agencies that will affect the proposed work to
determine applicable codes and ordinances.
2.2 Meet with City staff to obtain as-builts and additional information and input as needed.
One (virtual) meeting will serve to obtain feedback from an array of staff across the City.
2.3 Obtain necessary field measurements to determine storm drain line elevations and other
information needed to determine flow quantities and pumping needs.
2.4 Request necessary records from City Utilities Department. The purpose of the collection
of utility information is to identify ownership of surface features that will be impacted by
the work, and also to identify if there are any high-risk utilities within the Project limits
that may be impacted by the work.
2.5 Prepare concept plans. The concept plans shall include preliminary site plan, design criteria
and constraints, preliminary layouts and typical cross sections as necessary for presentation
to the public meetings to obtain feedback and review by the City staff. Provide concept
plans to the City in electronic format.
2.6 Prepare a Basis of Design Memo that will accompany the concept plan and summarize:
• Design criteria and assumptions, including MRP Provision C.3.d sizing methodology
• LID feasibility assessment per MRP Provision C.3.c
• Regulatory considerations and permitting implications identified
• Topographic and hydraulic constraints based on field data
• Summary of input received from City staff and interdepartmental coordination
• Construction and phasing considerations
• Identification of potential construction constraints and phasing considerations,
including:
o Conflicts with existing utilities or surface features
o Access limitations
2.7 Develop a preliminary cost estimate based on the conceptual design.
Assumptions:
1. City will provide as-builts and other available data, including City-owned utility
information
2. The concept plan will include a single layout plan based on direction from City staff
3. Up to four (4) 1-hour meetings with City staff, which will include three 1-hr virtual
meetings and one 2-hr, in-person meeting.
Deliverables:
1. Meeting notes for meetings and site visits with City staff identifying main points of
agreement and action items
2. Draft conceptual engineering plans and sections, design criteria, calculations, and basis of
design summary (PDF and AutoCAD)
3. Final conceptual engineering plans and sections, design criteria, calculations, and basis of
design summary (PDF and AutoCAD)
4. Basis of Design memo (PDF)
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 19 of 40
5. Preliminary cost estimate (Excel and PDF)
Task 3: 35% Engineering Design
CONSULTANT shall provide a 35% engineering design of the Project. The CONSULTANT shall
conduct one site visit and three virtual meetings with City staff. Once meeting shall include
preparation for the public meeting, and one shall include preparation for the PRC meeting. When
a conceptional engineering design has received feedback from the public and the PRC (see Tasks
4-5) that will allow the Project to Proceed, the CONSULTANT shall incorporate feedback into a
35% engineering design.
CONSULTANT shall:
3.1 Conduct one site visit with City staff.
3.2 Perform a detailed topographic survey to support completion of the detailed design.
3.2 Develop site plan and cross sections showing existing and new grades, topography,
location of trees, utilities, lights and other park structures, as applicable. Plans shall be in
AutoCAD format. CONSULTANT shall provide two (2) hard copy sets and 22”x34”
(ANSI D) size electronic copy of the topographic survey and 35% design plans.
3.3 Attend three, 2-hour virtual meetings with City staff and produce meeting notes.
3.4 Conduct necessary geotechnical investigation, including multiple CPTs and analysis.
3.5 Produce a 35% engineering design that has incorporated feedback from the public review
of the conceptual (10%) design and includes a preliminary selection of materials and
systems.
3.6 Develop Project schedule. Schedule shall include all needed times to complete all tasks,
including City’s review times, permitting process, and construction period.
3.7 Update cost estimate based on 35% design.
Deliverables:
1. Meeting notes for meetings and site visit with City staff identifying main points of
agreement and action items
2. Geotechnical Report
3. Two (2) hard copy sets and 24”x36” electronic copies of the topographic survey and 35%
design plans
4. Updated Basis of Design Memo and supporting calculations to include (Word or PDF):
• Summary of design approach, and identification of design issues
• Preliminary selections of materials and systems
• Definition of the facility sufficient to identify all major elements required, and the
verification of feasibility of the design; and a list of permit requirements
5. Specification outline (Word)
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 20 of 40
6. 35% engineering plans and calculations and geotechnical investigation results
7. Updated cost estimate (Excel)
8. Project schedule (PDF and MS Project)
Task 4: Public Outreach
The City intends to hold two public meetings: the first at conceptual design and the second at 35%
design. Public meetings will be held in a hybrid format in which the CONSULTANT and City will
host the meeting in person and the public may participate in person or virtually.
The City’s public outreach process will include two press releases, one fact sheet, Project
announcement post cards to surrounding residents and businesses for each of the two public
meetings, email announcements (three) to existing City distribution lists , social media postings
(four), and a Project webpage. CONSULTANT assistance will be needed to provide content for
the press releases, fact sheet, post cards, email announcements, and the webpage (initial posting
and updates). CONSULTANT design assistance will be needed for the fact sheet, postcards, and
email announcements. The webpage will be part of the City web site and will be uploaded by City
staff. City staff will also prepare content for and upload social media postings.
Depending on the impact of the Project (e.g., if the public requests physical infrastructure as part
of the Project), City staff may need to present the Project design to the Architectural Review Board
(ARB). If needed, the ARB process would occur in parallel with requesting PIO recommendation
from the Parks and Recreation Commission and CONSULTANT assistance may be requested in
preparing materials.
CONSULTANT shall:
4.1 Review applicable federal requirements for public outreach accessibility and
nondiscrimination and ensure they are addressed throughout the outreach process.
4.2 Develop a draft and final outreach plan and schedule that complies with applicable codes,
ordinances, and federal rules and regulations and per City input. The Public Outreach Plan
will be developed in close coordination with City staff and will:
• Establish goals and objectives
• Provide a community profile identifying key stakeholders and summarizing Juana
Briones Park’s surrounding community
• Summarize how the plan meets applicable codes, ordinances, and federal rules and
regulations for public outreach accessibility and nondiscrimination
• Detail public outreach activities with roles and responsibilities
• Provide a schedule of public outreach activities with key milestones
4.3 Attend two, 1-hr virtual meetings and produce meeting notes with City staff to obtain City
input on the outreach plan and edit the outreach plan accordingly. One meeting will occur
during the development of the Draft Public Outreach Plan, and one after the Draft Public
Outreach Plan is delivered. Agendas and notes will be provided to the City. Following City
review of the Draft Public Outreach Plan, the CONSULTANT will make one round of edits
and deliver a Final Public Outreach Plan with a schedule.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 21 of 40
4.4 In parallel to working on the conceptual design, provide the following for Public Meeting
#1:
• Content for one press release
• Content for one fact sheet
• Content for one postcard announcement
• Content for one email announcement
• Content for Project webpage.
Provide design assistance as needed for the postcard and fact sheet.
4.5 CONSULTANT will prepare for and participate in Public Meeting #1, which will occur
after the completion of the conceptual design and before work commences on the 35%
design. In the meeting, CONSULTANT will provide a brief summary of the project
components, their locations, footprints, and reasoning for inclusion. If there are alternatives
for certain components which would need to be selected prior to completing the 35%
Design and require public feedback, these will be presented as well.
The interdisciplinary design team will answer community questions relating to the major
project design components, document and summarize all community input provided at the
meeting, and propose design changes to the City before proceeding with developing the
PRC Meeting #1 presentation or 35% Design.
4.6 In parallel to working on the 35% design, provide the following for Public Meeting #2:
• Content for one press release
• Content for one postcard announcement
• Content for one email announcement
• Updated content for Project webpage.
The design templates used for Public Meeting #1 will be used.
4.5 CONSULTANT will prepare for and participate in Public Meeting #2, which will occur
after the completion of the 35% design. In the meeting, CONSULTANT will present the
35% Design set to the community. CONSULTANT will pose a set of limited questions to
the community to allow for community involvement and co-creation in the decision-
making for the 65% design. This will include questions relating to the location and type of
educational materials, aesthetic components such as fencing and landscaping, and
community access (as appropriate). CONSULTANT will answer community questions
relating to the major project design components, document and summarize all community
input provided at the meeting, and propose design changes to the City before proceeding
with developing the Parks and Recreation Commission (PRC) Meeting #2 presentation (see
Task 5) or 65% Design.
If public feedback indicates that the Project cannot proceed at Juana Briones Park,
CONSULTANT shall produce a conceptual engineering design (Task 2) for the Project at one of
four alternate locations previously identified by City and CONSULTANTS. Public outreach shall
be conducted regarding this new location per the subtasks listed above. See Additional Services.
Assumptions:
• Two, 1-hour virtual meetings with the City for Public Outreach Plan development
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 22 of 40
• Up to two, 1-hour virtual meetings with the City for Public Meeting preparation
• Two hybrid Public Meetings (CONSULTANT will attend in person)
City staff will provide embedded comments on the Draft Public Outreach Plan (Word) one
week after the draft is delivered
• City will be responsible for distributing public outreach materials and setting up the project
website
Deliverables:
1. Draft outreach plan and schedule with summary of how the plan meets applicable codes,
ordinances, and federal rules and regulations (Word)
2. Final outreach plan and schedule with summary of how the plan meets applicable codes,
ordinances, and federal rules and regulations (Word and PDF)
3. Attendance, notes, outcome summaries, and photographs from two public meetings
4. Development of content of outreach materials associated with both Public Meetings (see
Tasks 4.4 and 4.6). Design of postcard and fact sheet.
Written summary of outreach outcomes from two public meetings, including public comments
received in person and virtually
Task 5: Park Improvement Ordinance Process and Updates to Parks and Recreation
Commission
City staff will attend up to three PRC meetings: the first at conceptual design, the second at 35%
design for PIO recommendation, and the third at 65% design. After obtaining a PIO
recommendation, City staff will request PIO adoption from the City Council before proceeding
with the 65% design. City staff will seek assistance from the CONSULTANT in preparing
presentations for the PRC meetings, and the CONSULTANT shall attend the PRC meetings
virtually to respond to questions.
CONSULTANT shall:
5.1 Provide PowerPoint presentations for each of the three PRC meetings. Presentations will
provide an overview of the Project designs and a summary of the public feedback.
5.2 Attend three PRC meetings virtually to respond to technical questions, if needed.
5.3 In the event that the City presents the Project design to the Architectural Review Board
(ARB), CONSULTANT will assist with preparing ARB meeting materials by making
minor revisions to materials produced for Public Meetings (Task 4) and PRC Meetings.
Assumptions:
• Up to three, 30-minute virtual meetings with the City for PRC Meeting preparation
• Up to three hybrid PRC Meetings (CONSULTANT will attend virtually)
Deliverables:
1. Meeting agendas and notes from virtual meetings with City staff
2. Three presentations for three PRC meetings
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 23 of 40
Virtual attendance at three PRC meetings
Task 6: 65% Design and Construction Documents
Once the Park Improvement Ordinance is adopted by City Council, CONSULTANT shall prepare
and provide the 65% design and construction documentation package. Plans shall conform to
City’s Design Criteria.
CONSULTANT shall:
6.1 Develop the 65% engineering design and construction documentation package for the
City’s review. CONSULTANTS shall follow City’s design details and requirements from
the Public Works and Utilities’ Departments and Parks and Recreation guidelines among
other City required formats and regulations. CONSULTANT shall include a: Site Plan,
Existing Conditions, Proposed Improvements, including but not limited to utilities design
and landscaping, Traffic Control Plan, Details, and other pertinent information for the City
to review and provide comments. The existing conditions site plan shall show fences, gates,
pedestrian pathways, structures, property lines, trees, topographic survey, and existing
utilities within the site and surrounding areas.
Improvement plans will include major design components, including proposed storm drain
improvements, proposed grading, proposed utilities or utility relocation, landscaping, and
irrigation. If pumping is required to divert storm water from Maybell Avenue, a pump
station improvement plan will be provided which includes mechanical, electrical, and
instrumentation components.
6.3 Prepare draft technical specifications organized according to the Construction
Specifications Institute (CSI) format (Divisions 00–33) to accompany the 65% design.
Specifications are anticipated to include:
• Division 00 and 01 General Requirements (provided by the City)
• Draft sections for relevant Divisions (e.g., 02–33), including: Storm drain piping and
structures
• Earthwork and concrete
• Landscape, signage, and irrigation systems
• Utilities
• GSI media, liners, and overflow elements
• Pump system components (if applicable)
6.4 Prepare a detailed Engineer’s Opinion on Probable Construction Cost (OPCC) using
updated quantities and information from the 65% Design Plans. The Project estimate shall
be organized as an itemized list of bid items and be based upon current construction pricing
and escalated to mid-point (or other as determined by City during design process) of
construction. CONSULTANT shall review recent City and regional cost estimates and its
own cost estimating resources and will provide assumptions and supporting documentation
used to prepare the estimate. CONSULTANT will contact vendors, suppliers, and
contractors as necessary to develop a cost estimate based on references and information
from within the last three calendar years. Risks such as long lead time items, economic
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 24 of 40
trends (to the extent foreseeable), and bid and construction schedules among others will be
noted in the cost estimate.
6.5 Conduct a quality control (QC) review of design documents (Plans, Specifications, and
Engineer’s Cost Estimates). The review will include a technical review of design
calculations and drawings to verify conformance with City standards, consistency with
MRP Provisions C.3.c and C.3.d, and constructability. Draft specifications will be cross -
checked with design plans and cost estimates. A QC review log will be prepared to
document reviewer, comments, and resolution.
6.6 Submit 65% design package to City staff for review. City will circulate the submittal
package to internal City departments for review and comments. City to provide comments
to CONSULTANT to be organized in a matrix. CONSULTANT to begin addressing
comments from each reviewer prior to hosting the 65% design review meeting (2-hr length)
with City staff. CONSULTANT to provide a response to comments matrix to City staff
after each review cycle.
Resolve comments and address unresolved comments regarding the 65% design.
CONSULTANT shall be responsible for resolving comments from each commenter and
shall identify to City any comments that cannot be resolved. CONSULTANT shall conduct
a 65% comments review meeting with City to discuss comments on the submittal package,
to identify any significant design issues, and gain concurrence as to how the submittal shall
be revised as appropriate to incorporate City’s comments.
6.7 Provide 65% design package to a list of external stakeholders provided by City staff.
CONSULTANT to obtain stakeholder comments and prepare written responses to all
comments received. All redlined drawings shall be returned with CONSULTANT’S
responses on the redlined drawings.
6.8 Attend five, one-hr bi-weekly meetings with City staff to facilitate coordination across City
departments, provide design progress updates, discuss technical issue or design decisions,
and track and resolve outstanding action items. CONSULTANT shall produce meeting
notes with action items for all meetings.
6.9 Coordinate identification and marking of all utilities. Contact Underground Service Alert
to mark all utilities locations. All potential utility conflicts shall be discussed with the City
and coordinated with each respective utility agency to clear all conflicts. The Project plan
shall clearly identify all existing utilities that will be and potentially be impacted during
construction.
Assumptions:
• City will provide AutoCAD title block
• City will provide standard construction details and technical specifications
• City will coordinate other department invitees to the bi-weekly meetings
• City will facilitate consolidation of comments from City departments to provide to
CONSULTANT
Deliverables:
1. 65% plans, specifications, and cost estimate
2. 65% design review meeting notes, response to comments matrix
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 25 of 40
3. Meeting notes from five meetings
Task 7: 95% Construction Documents
Following the submission of the 65% design documents and the subsequent design review meeting
with City staff, the project will enter a formal design freeze. At this point, the design direction,
layout, and major infrastructure elements will be considered fixed for the purposes of advancing
to 95% and 100% construction documents. Any substantial changes requested by the City or other
stakeholders after this milestone, including but not limited to changes in GSI footprint, diversion
routing, utility alignments, or major grading modifications, will be considered a change in
condition. Such changes may require additional scope, schedule adjustments, and/or budget
modifications, and will be addressed through a formal change order process in coordination with
the City.
CONSULTANT will advance the 65% design into a 95% construction document package that will
incorporate all feedback received from City staff during the 65% design review and will prepare
the project for final design and bidding.
CONSULTANT shall:
7.1 Prepare 95% construction documents and supporting information for the City’s review and
approval that incorporates comments received during the 65% plan review period.
Documents shall include:
• Title sheets
• General sheets
• Construction details
• Construction notes
• Updated technical specifications to reflect 95% design
• Modified sections to City standard specifications and supplementary conditions
specifications to suit Project. Modified sections include, but not be limited to, general
information, summary of work, measurement and payment for bid items, permitting
and agency regulatory requirements, etc.
• Assumptions and exclusions.
7.2 Prepare an updated engineering cost estimate and include any updated materials, quantities,
and unit costs.
7.3 Prepare an updated Project schedule.
7.4 Provide final version of written response matrix to City’s comments on 65% PS&E (Plans,
Specifications, and Engineer’s Cost Estimates).
7.5 Conduct a quality control (QC) review of design documents (i.e., Plans, Specifications, and
Engineer’s Cost Estimates). Prepare a QC review log to document reviewer, comments,
and respective resolutions.
7.6 Submit 95% design package to City staff for review. City will circulate the submittal
package to internal City departments for review and comments. City to provide comments
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 26 of 40
to CONSULTANT to be organized in a matrix. CONSULTANT to address comments from
each reviewer prior to hosting the 95% design review meeting with City staff.
7.7 Attend three, one-hr bi-weekly meetings with City staff to facilitate coordination across
City departments, provide design progress updates, discuss technical issue or design
decisions, and track and resolve outstanding action items. CONSULTANT shall produce
meeting notes.
7.8 CONSULTANT shall facilitate a formal 2-hr, design review meeting following receipt of
consolidated City comments on the 95% design package. CONSULTANT shall prepare a
comprehensive response to comments table.
Assumptions:
• City will not provide additional comments after the 65% design review until the review of
the 95% design plans.
• City will coordinate City department invites to bi-weekly meetings.
• City will provide consolidated comments from City departments prior to 95% design
review meeting.
• Geosyntec will plan, coordinate, schedule, attend meetings, and produce meeting notes
with action items for all meetings with the City as deemed necessary to efficiently complete
this phase in a timely manner.
• Geosyntec will provide a written response matrix to City’s comments on 65% PS&E
(Plans, Specifications, and Engineer’s Cost Estimates).
• Geosyntec will conduct a quality control (QC) review of design documents (i.e., Plans,
Specifications, and Engineer’s Cost Estimates).
• A design freeze (i.e., City staff will not provide comments) will take place following the
65% PSE submittal.
Deliverables:
1. 95% plans, specifications, and cost estimate
2. Updated project schedule
3. Quality control log for 95% design submittal
4. Written response matrix on 65% PS&E
5. Meeting notes from three bi-weekly meetings and 95% design review meeting
6. Required information for the City’s Project Specific Specification Book
Task 8: 100% Construction/Bid Documents
Based on City’s comments and direction on the 95% PS&E, CONSULTANT shall revise the 95%
PS&E to produce the 100% PS&E, which will be included in the City’s bid solicitation package.
CONSULTANT shall:
8.1 Prepare 100% construction documents, including plan specifications and supporting
information, based on feedback regarding the 95% design provided by the City.
Construction/bid documents to be stamped and signed by CONSULTANT’S Project
Engineer.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 27 of 40
8.3 Prepare a final cost estimate with backups and justifications for unit pricing.
8.4 Prepare a final project schedule.
8.5 Provide written response matrix to City’s comments on 95% PS&E.
8.6 Provide list of potential bidders including company name, email address, contact number,
and address of business.
8.7 Provide the 100% Design Submittal Package (plans, specifications, engineer’s cost
estimate, and project bid and construction schedule) to City to ensure that all comments
and issues have been rectified. After the 100% Design Submittal Package has been deemed
acceptable, City staff will then submit the 100% Design Submittal Package to the Building
Division and Fire Department for review and approval. Rectify any issues regarding the
100% Design Submittal Package identified by staff. CONSULTANT to resolve comments
from other City departments. A meeting will be held with City staff to review the submittal.
Assumptions:
• City will coordinate review by City departments
Deliverables:
1. 100% design plans, specifications, and cost estimate
2. Meeting notes from a meeting to resolve remaining comments (if meeting is held)
3. List of potential bidders
4. Written response matrix
Task 9: Bid and Award Phase Assistance
CONSULTANT shall assist the City during the bidding and award phase, answer questions from
bidders, and help and prepare exhibits for addenda when needed.
The City will provide the following assistance during the Bid and Construction phases:
• Bid solicitation process: advertisement, bidders list, assistance in obtaining bid document
review comments, and reproduction of copies of the bid and construction documents to
contractors.
• General and supplementary conditions and City’s boilerplate specifications (work hours,
duration, truck routes, etc.). CONSULTANT is responsible for reviewing and verifying all
supplied information.
• Review of bids, identification of the responsible bidders, and preparation of the award
construction contract.
CONSULTANT shall:
9.1 Attend one Pre-bid Conference/Site Visit.
9.2 Spend up to 14 hours assisting the City with responses to bidders’ inquiries through the
City’s Project Manager.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 28 of 40
9.3 Spend up to 14 hours assisting the City with addenda to the construction documents as
needed to respond to bidder’s inquiries and clarify the intent of bid documents.
9.4 Spend up to 10 hours preparing Conformed Set of design (in PDF or other format if
requested)
Assumptions:
• City will assemble and solicit all bid materials
• City will coordinate, provide materials to bidders, and lead the Pre-bid Conference
• CONSULTANT will provide all deliverables in PDF format via email
• CONSULTANT to spend up to 14 hours assisting the City with responses to bidders’
inquiries
• CONSULTANT to spend up to 14 hours assisting the City with addenda to the construction
documents
• CONSULTANT to spend up to 10 hours preparing Conformed Set of design
Deliverables:
1. Written responses to bidder’s inquiries
2. Support information for addenda
3. Conformed Set
Task 10: Compliance and Reporting
CONSULTANT shall comply with the U.S. EPA Grant Agreement (Exhibit F), EPA General
Terms and Conditions (Exhibit G), and federal contract requirements (Exhibit E).
CONSULTANT shall provide quarterly progress reports for work conducted by the Geosyntec
Team within 30 calendar days after the end of each Federal fiscal quarter. Quarterly progress
reports will contain information required by the EPA Grant Agreement, including a discussion of
activities conducted, progress towards milestones, problems encountered and their resolution,
activities planned, financial accounting of costs incurred during the quarter, and cumulative project
costs.
Deliverables:
Up to seven quarterly reports as required by the EPA Grant Agreement and General Terms and
Conditions and the federal regulations cited therein (MS Word format)
Task 11: Additional Services / Alternate Design at City of Palo Alto Request
As detailed in Task 2, Juana Briones Park has been determined as the most feasible and beneficial
location for the Project and the CONSULTANT will provide the conceptual engineering services
for the Green Stormwater Infrastructure at Juana Briones Park. However, if public feedback at the
conceptual engineering phase indicates that the Project cannot proceed at Juana Briones Park, the
CONSULTANT shall produce a conceptual engineering design at one of four alternate locations
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 29 of 40
previously identified by CONSULTANT and City. City shall select the alternate site from this
previously identified list within two weeks of Public Meeting #1. The location shall be pre-
approved by the City. A similar public process would need to be conducted with the alternative
proposed location. This optional service will also include development of a new project schedule.
This optional conceptual engineering task can only be performed at City’s request and upon City’s
approval.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 30 of 40
EXHIBIT A-1
PROFESSIONAL SERVICES TASK ORDER
CONSULTANT shall perform the Services detailed below in accordance with all the terms and
conditions of the Agreement referenced in Item 1A below. All exhibits referenced in Item 8 are
incorporated into this Task Order by this reference. CONSULTANT shall furnish the necessary facilities,
professional, technical and supporting personnel required by this Task Order as described below.
CONTRACT NO.
OR PURCHASE ORDER REQUISITION NO. (AS APPLICABLE)
1A. MASTER AGREEMENT NO. (MAY BE SAME AS CONTRACT / P.O. NO. ABOVE):
1B. TASK ORDER NO.:
2. CONSULTANT NAME:
3. PERIOD OF PERFORMANCE: START: COMPLETION:
4 TOTAL TASK ORDER PRICE: $__________________
BALANCE REMAINING IN MASTER AGREEMENT/CONTRACT $_______________
5. BUDGET CODE_______________
COST CENTER________________
COST ELEMENT______________
WBS/CIP__________
PHASE__________
6. CITY PROJECT MANAGER’S NAME & DEPARTMENT:_____________________________________
7. DESCRIPTION OF SCOPE OF SERVICES (Attachment A)
MUST INCLUDE:
SERVICES AND DELIVERABLES TO BE PROVIDED
SCHEDULE OF PERFORMANCE
MAXIMUM COMPENSATION AMOUNT AND RATE SCHEDULE (as applicable)
REIMBURSABLE EXPENSES, if any (with “not to exceed” amount)
8. ATTACHMENTS: A: Task Order Scope of Services B (if any): _____________________________
I hereby authorize the performance of the
work described in this Task Order.
APPROVED:
CITY OF PALO ALTO
BY:____________________________________
Name __________________________________
Title___________________________________
Date ___________________________________
I hereby acknowledge receipt and acceptance of this
Task Order and warrant that I have authority to
sign on behalf of Consultant.
APPROVED:
COMPANY NAME: ______________________
BY:____________________________________
Name __________________________________
Title___________________________________
Date ___________________________________
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 31 of 40
EXHIBIT B
SCHEDULE OF PERFORMANCE
CONSULTANT shall perform the Services so as to complete each milestone within the number
of days/weeks specified below. The time to complete each milestone may be increased or
decreased by mutual written agreement of the Project Managers for CONSULTANT and CITY so
long as all work is completed within the term of the Agreement. CONSULTANT shall provide a
detailed schedule of work consistent with the schedule below within 2 weeks of receipt of the
notice to proceed (“NTP”) from the CITY.
Tasks Timeline
1. Kick-off Meeting and Work Plan March 2 - March 13, 2026
2. Conceptual (10%) Engineering Design March 9 - May 15 , 2026
3. 35% Engineering Design June 24 - September 22, 2026
4. Public Outreach
4.5 Public Meeting #1
4.7 Public Meeting #2
March 16 – October 27, 2026
May 27, 2026
October 7, 2026
5. Park Improvement Ordinance Process and
Updates to Parks and Recreation
Commission
5.2 PRC Meeting #1
PRC Meeting #2
PRC Meeting #3
June 23, 2026 - March 23, 2027
June 23, 2026
October 27, 2026
March 23, 2027
6. 65% Engineering Design and Construction
Documents
November 17, 2026 - March 23, 2027
7. 95% Construction Documents March 24 - June 7, 2027
8. 100% Construction Documents June 8 - July 19, 2027
9. Bid and Award Phase Assistance July 20 - October 11, 2027
10. Compliance and Reporting April 29, 2026 – October 11, 2027
Optional Schedule of Performance Provision for On-Call or Additional Services Agreements.
(This provision only applies if checked and only applies to on-call agreements per Section 1 or
agreements with Additional Services per Section 4.)
The schedule of performance shall be as provided in the approved Task Order, as detailed in
Section 1 (Scope of Services) in the case of on-call Services, or as detailed in Section 4 in the case
of Additional Services, provided in all cases that the schedule of performance shall fall within the
term as provided in Section 2 (Term) of this Agreement.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 32 of 40
EXHIBIT C
COMPENSATION
CITY agrees to compensate CONSULTANT for Services performed in accordance with the terms
and conditions of this Agreement, and as set forth in the budget schedule below. Compensation
shall be calculated based on the rate schedule attached as Exhibit C-1 up to the not to exceed
budget amount for each task set forth below.
CITY’s Project Manager may approve in writing the transfer of budget amounts between any of
the tasks or categories listed below, provided that the total compensation for the Services,
including any specified reimbursable expenses, and the total compensation for Additional Services
(if any, per Section 4 of the Agreement) do not exceed the amounts set forth in Section 4 of this
Agreement.
CONSULTANT agrees to complete all Services, any specified reimbursable expenses, and
Additional Services (if any, per Section 4), within this/these amount(s). Any work performed or
expenses incurred for which payment would result in a total exceeding the maximum amount
of compensation set forth in this Agreement shall be at no cost to the CITY.
BUDGET SCHEDULE
TASK NOT TO EXCEED
AMOUNT
Task 1 (Kick-off Meeting and Work Plan) $12,805
Task 2 (Conceptual (10%) Engineering Design) $62,572
Task 3 (35% Engineering Design) $145,774
Task 4 (Public Outreach) $42,140
Task 5 (Park Improvement Ordinance Process and Updates to Parks
and Recreation Commission)
$18,480
Task 6 (65% Engineering Design and Construction Documents) $148,803
Task 7 (95% Construction Documents) $97,243
Task 8 (100% Construction Documents) $37,103
Task 9 (Bid and Award Phase Assistance) $21,672
Task 10 (Compliance and Reporting) $13,379
Sub-total for Services $599,971
Reimbursable Expenses (if any) $0
Total for Services and Reimbursable Expenses $599,971
10% Contingency $59,997
Total including Contingency $659,968
Task 11: Additional Services / Alternate Design at City of Palo Alto
Request (if any, per Section 4)
$135,997
Maximum Total Compensation $795,965
REIMBURSABLE EXPENSES
CONSULTANT’S ordinary business expenses, such as administrative, overhead, administrative
support time/overtime, information systems, software and hardware, photocopying,
telecommunications (telephone, internet), in-house printing, insurance and other ordinary business
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 33 of 40
expenses, are included within the scope of payment for Services and are not reimbursable expenses
hereunder.
Reimbursable expenses, if any are specified as reimbursable under this section, will be reimbursed
at actual cost. The expenses (by type, e.g. travel) for which CONSULTANT will be reimbursed
are: NONE up to the not-to-exceed amount of: $0.00.
A. Travel outside the San Francisco Bay Area, including transportation and meals, if specified as
reimbursable, will be reimbursed at actual cost subject to the City of Palo Alto’s policy for
reimbursement of travel and meal expenses.
B. Long distance telephone service charges, cellular phone service charges, facsimile transmission
and postage charges, if specified as reimbursable, will be reimbursed at actual cost.
All requests for reimbursement of expenses, if any are specified as reimbursable under this section,
shall be accompanied by appropriate backup documentation and information.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 34 of 40
EXHIBIT C-1
SCHEDULE OF RATES
CONSULTANT’s schedule of rates is as follows:
Geosyntec Consultants
Position/Job Title Hourly Rates
Staff Professional …………………………$181
Senior Staff Professional ………………….$206
Professional ……………………………….$234
Project Professional ……………………….$262
Senior Professional ………………………..$294
Principal …………………………………...$320
Senior Principal ……………………………$340
Technician I ………………………………..$99
Technician II ………………………………$109
Senior Technician I ………………………..$119
Senior Technician II ……………………….$129
Site Manager I ……………………………..$140
Site Manager II ……………………………$160
Construction Manager I ……………………$170
Construction Manager II ……………………$186
Senior Designer ……………………………$222
Designer ……………………………………$186
Senior Drafter/Senior CADD Operator ……$170
Drafter/CADD Operator/Artist …………….$155
Project Administrator ………………………$101
Clerical ……………………………………..$83
WRA Environmental Consultants
Position/Job Title Hourly Rates
Director/Principal ......................................... $313
Senior Associate .......................................... $272
Associate ...................................................... $229
Senior Scientist............................................. $209
Scientist ........................................................ $192
Senior Technician ......................................... $165
Technician .................................................... $136
Landscape Design
Sr Associate Landscape Architect ............... $272
Associate Landscape Architect ................... $229
Landscape Architect .................................... $209
Landscape Designer III ................................ $192
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 35 of 40
Landscape Designer II ................................. $165
Landscape Designer I .................................. $144
Environmental Planning
Environmental Planning Director .................$313
Senior Environmental Planner ......................$289
Sr Associate Environmental Planner ............$272
Associate Environmental Planner .................$229
Environmental Planner II ..............................$209
Environmental Planner I ...............................$192
Assistant Environmental Planner II ..............$165
Assistant Environmental Planner .................$144
Conservation Strategies
Conservation Strategies Sr Project Mgr. ......$289
Conservation Strategies Sr Associate ..........$272
Conservation Strategies Associate ...............$246
Conservation Strategies Sr Scientist ............$219
Conservation Strategies Scientist ................$197
Conservation Strategies Sr Technician ........$177
Conservation Strategies Technician .............$154
Engineering
Senior Engineer ...........................................$289
Sr Associate Engineer ..................................$281
Associate Engineer .......................................$246
Engineer II / Geomorphologist II .................$219
Engineer I / Geomorphologist I ....................$197
Assistant Engineer II ....................................$177
Assistant Engineer .......................................$154
GIS Mapping & Analysis
GIS Manager ...............................................$272
GIS Professional III ....................................$219
GIS Professional II .....................................$209
GIS Professional ........................................$192
GIS Sr Technician ......................................$165
GIS Technician...........................................$144
Field Specialists
Senior Field Technician .............................$192
Field Technician ........................................$144
Compliance Monitoring (OT = Rate x 1.5)
Senior Project Biologist .............................$134
Project Biologist ........................................$112
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 36 of 40
Grant Cultivation & Administration
Community Resilience Team ....................$90-202
Clerical Support .........................................$100
Expert Witness ...........................................Rate x 1.5
Towill Surveying
Position/Job Title Hourly Rates
Principal Land Surveyor …………………..$267.00
Geomatics Principal Manager……………..$267.00
Senior Land Surveyor ……………………..$257.00
Senior Project Manager ……………………$257.00
Survey Project Manager…………………....$225.00
Project Surveyor …………………………...$190.00
Associate Surveyor ………………………...$175.00
Survey Technician (Office) ………….…….$149.00
CADD Technician …………………………$115.00
Project Safety Specialist / Coordinator ……$150.00
Project Coordinator ………………………..$99.00
Project Assistant …………………………...$80.00
Prevailing Wage Invoicing Rates by Field Survey Crew Classifications
One-Person …………………………………$190.00
Two-Person ………………………………....$340.00
Three-Person ……………………………….$470.00
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 37 of 40
EXHIBIT D
INSURANCE REQUIREMENTS
CONSULTANTS TO THE CITY OF PALO ALTO (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE
CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW,
AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A-:VII, OR HIGHER, LICENSED OR
AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA.
AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS AS SPECIFIED HEREIN.
REQUIRED TYPE OF COVERAGE REQUIREMENT
MINIMUM LIMITS
EACH
OCCURRENCE AGGREGATE
YES
YES
WORKER’S COMPENSATION
EMPLOYER’S LIABILITY
STATUTORY
STATUTORY STATUTORY STATUTORY
YES
GENERAL LIABILITY, INCLUDING
PERSONAL INJURY, BROAD FORM
PROPERTY DAMAGE BLANKET
CONTRACTUAL, AND FIRE LEGAL
LIABILITY
BODILY INJURY
PROPERTY DAMAGE
BODILY INJURY & PROPERTY
DAMAGE COMBINED.
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
YES
AUTOMOBILE LIABILITY,
INCLUDING ALL OWNED, HIRED,
NON-OWNED
BODILY INJURY
- EACH PERSON
- EACH OCCURRENCE
PROPERTY DAMAGE
BODILY INJURY AND PROPERTY
DAMAGE, COMBINED
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
YES
PROFESSIONAL LIABILITY,
INCLUDING, ERRORS AND
OMISSIONS, MALPRACTICE (WHEN
APPLICABLE), AND NEGLIGENT
PERFORMANCE
ALL DAMAGES $1,000,000
YES
THE CITY OF PALO ALTO IS TO BE NAMED AS AN ADDITIONAL INSURED: CONSULTANT, AT ITS SOLE COST
AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM
OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY
CONSULTANT AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’
COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL
INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES.
I. INSURANCE COVERAGE MUST INCLUDE:
A. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR
CONSULTANT’S AGREEMENT TO INDEMNIFY CITY.
II. THE CONSULTANT MUST SUBMIT CERTIFICATES(S) OF INSURANCE EVIDENCING REQUIRED COVERAGE
AT THE FOLLOWING EMAIL: PURCHASINGSUPPORT@PALOALTO.GOV
III. ENDORSEMENT PROVISIONS WITH RESPECT TO THE INSURANCE AFFORDED TO ADDITIONAL
INSUREDS:
A. PRIMARY COVERAGE
WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED,
INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR
CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEFIT OF THE
ADDITIONAL INSUREDS.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 38 of 40
B. CROSS LIABILITY
THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER
THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE
INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAMING OF MULTIPLE
INSUREDS, SHALL NOT INCREASE THE TOTAL LIABILITY OF THE COMPANY UNDER THIS
POLICY.
C. NOTICE OF CANCELLATION
1. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR ANY REASON
OTHER THAN THE NON-PAYMENT OF PREMIUM, THE CONSULTANT SHALL PROVIDE
CITY AT LEAST A THIRTY (30) DAY WRITTEN NOTICE BEFORE THE EFFECTIVE DATE
OF CANCELLATION.
2. IF THE POLICY IS CANCELED BEFORE ITS EXPIRATION DATE FOR THE NON-PAYMENT
OF PREMIUM, THE CONSULTANT SHALL PROVIDE CITY AT LEAST A TEN (10) DAY
WRITTEN NOTICE BEFORE THE EFFECTIVE DATE OF CANCELLATION.
EVIDENCE OF INSURANCE AND OTHER RELATED NOTICES ARE REQUIRED TO BE FILED
WITH THE CITY OF PALO ALTO SENT TO THE FOLLOWING EMAIL:
PURCHASINGSUPPORT@PALOALTO.GOV
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 39 of 40
EXHIBIT E
DIR REGISTRATION FOR PUBLIC WORKS CONTRACTS
This Exhibit shall apply only to a contract for public works construction, alteration, demolition,
repair or maintenance work, CITY will not accept a bid proposal from or enter into this
Agreement with CONSULTANT without proof that CONSULTANT and its listed
subcontractors are registered with the California Department of Industrial Relations (“DIR”) to
perform public work, subject to limited exceptions. City requires CONSULTANT and its listed
subcontractors, if any, to comply with all applicable requirements of the California Labor Code
including but not limited to Labor Code Sections 1720 through 1861, and all applicable related
regulations, including but not limited to Subchapter 3, Title 8 of the California Code of
Regulations Section 16000 et seq., as amended from time to time. This Exhibit E applies in
addition to the provisions of Section 26 (Prevailing Wages and DIR Registration for Public
Works Contracts) of the Agreement.
CITY provides notice to CONSULTANT of the requirements of California Labor Code Section
1771.1(a), which reads:
“A contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, subject
to the requirements of Section 4104 of the Public Contract Code, or engage in the performance
of any contract for public work, as defined in this chapter, unless currently registered and
qualified to perform public work pursuant to Section 1725.5. It is not a violation of this section
for an unregistered contractor to submit a bid that is authorized by Section 7029.1 of the
Business and Professions Code or Section 10164 or 20103.5 of the Public Contract Code,
provided the contractor is registered to perform public work pursuant to Section 1725.5 at the
time the contract is awarded.”
This Project is subject to compliance monitoring and enforcement by DIR. All contractors must
be registered with DIR per Labor Code Section 1725.5 in order to submit a bid. All
subcontractors must also be registered with DIR. No contractor or subcontractor may be awarded
a contract for public work on a public works project unless registered with DIR. Additional
information regarding public works and prevailing wage requirements is available on the DIR
web site (see e.g. http://www.dir.ca.gov) as amended from time to time.
CITY gives notice to CONSULTANT and its listed subcontractors that CONSULTANT is
required to post all job site notices prescribed by law or regulation.
CONSULTANT shall furnish certified payroll records directly to the Labor Commissioner (DIR)
in accordance with Subchapter 3, Title 8 of the California Code of Regulations Section 16461 (8
CCR Section 16461).
CITY requires CONSULTANT and its listed subcontractors to comply with the requirements of
Labor Code Section 1776, including but not limited to:
Keep accurate payroll records, showing the name, address, social security number, work
classification, straight time and overtime hours worked each day and week, and the actual per
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Professional Services
Rev. Oct 16,2024
Page 40 of 40
diem wages paid to each journeyman, apprentice, worker, or other employee employed by,
respectively, CONSULTANT and its listed subcontractors, in connection with the Project.
The payroll records shall be verified as true and correct and shall be certified and made available
for inspection at all reasonable hours at the principal office of CONSULTANT and its listed
subcontractors, respectively.
At the request of CITY, acting by its Project Manager, CONSULTANT and its listed
subcontractors shall make the certified payroll records available for inspection or furnished upon
request to the CITY Project Manager within ten (10) days of receipt of CITY’s request.
CITY requests CONSULTANT and its listed subcontractors to submit the certified
payroll records to CITY’s Project Manager at the end of each week during the Project.
If the certified payroll records are not provided as required within the 10-day period, then
CONSULTANT and its listed subcontractors shall be subject to a penalty of one hundred dollars
($100.00) per calendar day, or portion thereof, for each worker, and CITY shall withhold the
sum total of penalties from the progress payment(s) then due and payable to CONSULTANT.
Inform CITY’s Project Manager of the location of CONSULTANT’s and its listed
subcontractors’ payroll records (street address, city and county) at the commencement of the
Project, and also provide notice to CITY’s Project Manager within five (5) business days of any
change of location of those payroll records.
Eight (8) hours labor constitutes a legal day’s work. CONSULTANT shall forfeit as a penalty to
CITY, $25.00 for each worker employed in the execution of the Agreement by CONSULTANT
or any subcontractor for each calendar day during which such worker is required or permitted to
work more than eight (8) hours in any one calendar day or forty (40) hours in any one calendar
week in violation of the provisions of the Labor Code, and in particular, Sections 1810 through
1815 thereof, except that work performed by employees of CONSULTANT or any subcontractor
in excess of eight (8) hours per day, or forty (40) hours during any one week, shall be permitted
upon compensation for all hours worked in excess of eight (8) hours per day, or forty (40) hours
per week, at not less than one and one-half (1&1/2) times the basic rate of pay, as provided in
Section 1815.
CONSULTANT shall secure the payment of workers’ compensation to its employees as
provided in Labor Code Sections 1860 and 3700 (Labor Code 1861). CONSULTANT shall sign
and file with the CITY a statutorily prescribed statement acknowledging its obligation to secure
the payment of workers’ compensation to its employees before beginning work (Labor Code
1861). CONSULTANT shall post job site notices per regulation (Labor Code 1771.4(a)(2)).
CONSULTANT shall comply with the statutory requirements regarding employment of
apprentices including without limitation Labor Code Section 1777.5. The statutory provisions
will be enforced for penalties for failure to pay prevailing wages and for failure to comply with
wage and hour laws.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
W9 - 98T20101 - 0
Page 1
RECIPIENT TYPE:Send Payment Request to:
Municipal Contact EPA RTPFC at: rtpfc-grants@epa.gov
RECIPIENT:PAYEE:
98T20101GRANT NUMBER (FAIN):
W9
PAYMENT METHOD:
ASAP
DATE OF AWARD
MAILING DATE
ACH#
10/04/2021
PEND
U.S. ENVIRONMENTAL
PROTECTION AGENCY
Grant Agreement
MODIFICATION NUMBER:
PROGRAM CODE:09/27/2021
TYPE OF ACTION
New
0
EIN:
City of Palo Alto
250 Hamilton Avenue
Palo Alto, CA 94301
94-6000389
250 Hamilton Avenue
City of Palo Alto
Palo Alto, CA 94301
PROJECT MANAGER EPA PROJECT OFFICER EPA GRANT SPECIALIST
Pamela Boyle Rodriguez Erica Yelensky Danielle Carr
2501 Embarcadero Way 75 Hawthorne Street, WTR-2-2 Grants Branch, MSD-6
Palo Alto, CA 94303 San Francisco, CA 94105 75 Hawthorne Street
pamela.boylerodriguez@cityofpaloalto.orgE-Mail:San Francisco, CA 94105E-Mail:yelensky.erica@epa.gov
650-329-2421Phone:Phone:E-Mail:415-972-3021 carr.danielle@epa.gov
Phone:415-972-3871
The project will provide water quality benefits by constructing green stormwater infrastructure (GSI) retrofits at two existing parking lots in Palo Alto and Santa
Clara, CA. Additionally, the Project will develop a Guidebook for Greener Parking Facility Design and a certified workforce training framework for GSI
maintenance, and provide community outreach and maintenance by trained partners and city staff. Anticipated deliverables include training materials, a quality
assurance Project plan, quarterly reports, and as built drawings. Expected outcomes include providing an average of 282,000 gallons per year of stormwater
retention and treating 13.4-20 mg/year of PCBs, 18-25 mg/year of Hg, and 1.9-2.8 million particles per year of microplastics. The intended beneficiaries
include the cities of Palo Alto and Santa Clara California and improved water quality in San Francisco Bay.
This assistance agreement provides full federal funding in the amount of $1,216,351.00.
SAN FRANCISCO BAY AREA WATER QUALITY IMPROVEMENT FUND
PROJECT TITLE AND DESCRIPTION
$2,432,703.00
TOTAL PROJECT PERIOD COSTBUDGET PERIOD
10/01/2021 - 12/31/2025 $2,432,703.0010/01/2021 - 12/31/2025
TOTAL BUDGET PERIOD COSTPROJECT PERIOD
NOTICE OF AWARD
Based on your Application dated 05/13/2020 including all modifications and amendments, the United States acting by and through the US Environmental
Protection Agency (EPA) hereby awards $1,216,351.00. EPA agrees to cost-share 50.00% of all approved budget period costs incurred, up to and not
exceeding total federal funding of $1,216,351.00. Recipient's signature is not required on this agreement. The recipient demonstrates its commitment to carry
out this award by either: 1) drawing down funds within 21 days after the EPA award or amendment mailing date; or 2) not filing a notice of disagreement with
the award terms and conditions within 21 days after the EPA award or amendment mailing date. If the recipient disagrees with the terms and conditions
specified in this award, the authorized representative of the recipient must furnish a notice of disagreement to the EPA Award Official within 21 days after the
EPA award or amendment mailing date. In case of disagreement, and until the disagreement is resolved, the recipient should not draw down on the funds
provided by this award/amendment, and any costs incurred by the recipient are at its own risk. This agreement is subject to applicable EPA regulatory and
statutory provisions, all terms and conditions of this agreement and any attachments.
U.S. EPA, Region 9 Grants Branch, MSD-6
San Francisco, CA 94105
75 Hawthorne Street
San Francisco, CA 94105
THE UNITED STATES OF AMERICA BY THE U.S. ENVIRONMENTAL PROTECTION AGENCY
ISSUING OFFICE (GRANTS MANAGEMENT OFFICE)
ORGANIZATION / ADDRESS
75 Hawthorne Street
AWARD APPROVAL OFFICE
ORGANIZATION / ADDRESS
09/27/2021
DATECarolyn Truong - Grants Management Officer
U.S. EPA, Region 9, Water Division, WTR-1
R9 - Region 9
Digital signature applied by EPA Award Official
EXHIBIT F
U.S. EPA GRANT AGREEMENT WITH CITY OF PALO ALTO
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
W9 - 98T20101 - 0 Page 2
EPA Funding Information
FUNDS FORMER AWARD THIS ACTION AMENDED TOTAL
$0 $1,216,351EPA Amount This Action $1,216,351
$0 $0EPA In-Kind Amount $0
$0 $0Unexpended Prior Year Balance $0
$0 $0Other Federal Funds $0
$0 $1,216,352Recipient Contribution $1,216,352
$0 $0State Contribution $0
$0 $0Local Contribution $0
$0 $0Other Contribution $0
$0 $2,432,703Allowable Project Cost $2,432,703
Clean Water Act: Sec. 32066.126 - San Francisco Bay Water Quality
Improvement Fund
Statutory Authority Regulatory AuthorityAssistance Program (CFDA)
2 CFR 200, 2 CFR 1500 and 40 CFR 33
Fiscal
Site Name Req No FY Approp.
Code
Budget
Oganization
PRC Object
Class
Site/Project Cost
Organization
Obligation /
Deobligation
- $1,216,351-4158000BK409L2B21222109W32011-
$1,216,351
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
W9 - 98T20101 - 0 Page 3
Total Approved Allowable
Budget Period Cost
Budget Summary Page
$939,814
$1,216,351
$2,432,703
$1,216,351
$0
$0
$0
$10,686
$1,028,666
Table A - Object Class Category
(Non-Construction)
$0
$446,366
$7,171
$1,216,351
$2,432,703
$0
1. Personnel
2. Fringe Benefits
3. Travel
4. Equipment
5. Supplies
6. Contractual
7. Construction
11. Total (Share: Recipient ______ % Federal ______ %)
8. Other
9. Total Direct Charges
12. Total Approved Assistance Amount
13. Program Income
14. Total EPA Amount Awarded This Action
15. Total EPA Amount Awarded To Date
10. Indirect Costs: 0.00 % Base
50.0050.00
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
W9 - 98T20101 - 0 Page 4
Administrative Conditions
General Terms and Conditions
The recipient agrees to comply with the current EPA general terms and conditions available at:
https://www.epa.gov/grants/epa-general-terms-and-conditions-effective-november-12-2020-or-later.
These terms and conditions are in addition to the assurances and certifications made as a part of the award and the terms,
conditions, or restrictions cited throughout the award.
The EPA repository for the general terms and conditions by year can be found at: https://www.epa.gov/grants/grant-terms-
and-conditions#general.
A. Federal Financial Reporting (FFR)
For awards with cumulative project and budget periods greater than 12 months, the recipient will submit an annual FFR (SF
425) covering the period from "project/budget period start date" to September 30 of each calendar year to the EPA Finance
Center in Research Triangle Park, NC. The annual FFR will be submitted electronically to rtpfc-grants@epa.gov no later
than December 30 of the same calendar year. (NOTE: The grantee must submit the Final FFR to rtpfc-grants@epa.gov
within 120 days after the end of the project period.)
B. Procurement
The recipient will ensure all procurement transactions will be conducted in a manner providing full and open competition
consistent with 2 CFR Part 200.319. In accordance 2 CFR Part 200.324 the grantee and subgrantee(s) must perform a
cost or price analysis in connection with applicable procurement actions, including contract modifications.
State recipients must follow procurement procedures as outlined in 2 CFR Part 200.317.
C. MBE/WBE Reporting, 40 CFR, Part 33, Subpart E (EPA Form 5700-52A)
The recipient agrees to submit a “MBE/WBE Utilization Under Federal Grants and Cooperative Agreements” report (EPA
Form 5700-52A) annually for the duration of the project period. The current EPA Form 5700-52A with instructions can be
found at https://www.epa.gov/grants/epa-form-5700-52a-united-states-environmental-protection-agency-minority-business
This provision represents an approved exception from the MBE/WBE reporting requirements as described in 40 CFR
Section 33.502.
Reporting is required for assistance agreements where funds are budgeted for procuring construction, equipment, services
and supplies (including funds budgeted for direct procurement by the recipient or procurement under subawards or loans in
the “Other” category) with a cumulative total that exceed the Simplified Acquisition Threshold (SAT) currently, set at
$250,000 (the dollar threshold will be automatically revised whenever the SAT is adjusted; See 2 CFR Section 200.1),
including amendments and/or modifications. When reporting is required, all procurement actions are reportable, not just the
portion which exceeds the SAT.
Recipients with expended and/or budgeted funds for procurement are required to report annually whether the planned
procurements take place during the reporting period or not. If no budgeted procurements take place during the reporting
period, the recipient should check the box in section 5B when completing the form.
When completing the annual report, recipients are instructed to check the box titled “annual” in section 1B of the form. For
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
W9 - 98T20101 - 0 Page 5
the final report, recipients are instructed to check the box indicated for the “last report” of the project in section 1B of the
form. For section 2B, the Region 9 EPA DBA Coordinator is Fareed Ali, email: GrantsRegion9@epa.gov, phone: 415-972-
3665.
The annual reports are due by October 30th of each calendar year and the final report is due within 120 days after the end
of the project period, whichever comes first. The recipient will submit the MBE/WBE report(s) and/or questions to
GrantsRegion9@epa.gov and the EPA Grants Specialist identified on page 1 of the award document.
D. Indirect Costs
The Cost Principles under 2 CFR Part 200, Subpart E apply to this award. Since there are no indirect costs included in the
assistance budget, they are not allowable under this Assistance Agreement.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
W9 - 98T20101 - 0 Page 6
Programmatic Conditions
a.] Performance Reporting and Final Performance Report
The recipient shall submit submit quarterly progress reports to the EPA Project Officer within 30 calendar days after the end
of each Federal fiscal quarter (January 31, April 30, July 31, and October 31).The progress reports should include:
- a discussion of the activities conducted during the two quarters (including a comparison of actual accomplishments
with the anticipated outputs and outcomes specified in the workplan),
- progress towards milestones,
- problems encountered with achieving outputs and outcomes, and their resolution,
- activities planned for the next two quarters,
- a financial accounting of costs incurred during the reporting period,
- cumulative project costs (EPA and match amounts) since the beginning of the project, by task, and
- identification of any special EPA assistance needed, and an explanation of any cost overruns.
The recipient will notify the EPA Project Officer if something materially impairs their ability to complete the tasks and deliver
the products, outputs and outcomes identified in the workplan. Within 120 days of the end of the project period, the
recipient must submit 1 hardcopy of the final report, documenting project activities over the entire project period and the
recipient's achievements with respect to the project's purposes and objectives. The final report must also be submitted
electronically (by Email) to the EPA Project Officer.
Subaward Reporting
The recipient must report on its subaward monitoring activities under 2 CFR 200.331(d). Examples of items that must be
reported if the pass-through entity has the information available are:
1. Summaries of results of reviews of financial and programmatic reports.
2. Summaries of findings from site visits and/or desk reviews to ensure effective subrecipient performance.
3. Environmental results the subrecipient achieved.
4. Summaries of audit findings and related pass-through entity management decisions.
5. Actions the pass-through entity has taken to correct deficiencies such as those specified at 2 CFR 200.331(e), 2 CFR
200.207 and the 2 CFR Part 200.338 Remedies for Noncompliance.
b.] Grant Source Recognition
The recipient should publicly acknowledge the US EPA San Francisco Bay Water Quality Improvement Fund as the funding
vehicle for the projects when the grantee is asked by public entities, federal agencies or state and local agencies about the
projects and on-going results.
c.] Competency of Organizations Generating Environmental Measurement Data
In accordance with Agency Policy Directive Number FEM-2012-02, Policy to Assure the Competency of Organizations
Generating Environmental Measurement Data under Agency-Funded Assistance Agreements, recipient agrees, by entering
into this agreement, that it has demonstrated competency prior to award, or alternatively, where a pre-award demonstration
of competency is not practicable, the recipient agrees to demonstrate competency prior to carrying out any activities under
the award involving the generation or use of environmental data. The recipient shall maintain competency for the duration
of the agreement’s period of performance, and this will be documented during the annual reporting process. A copy of the
Policy is available online at http://www.epa.gov/fem/lab_comp.htm, or a copy may also be requested by contacting the EPA
project officer for this award.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
W9 - 98T20101 - 0 Page 7
d.] Quality Assurance Project Plan
In accordance with 2 CFR 1500.11, the recipient must develop and implement quality assurance and quality control
procedures, specifications and documentation that are sufficient to produce data of adequate quality to meet project
objectives. Recipients implementing environmental programs within the scope of the assistance agreement must submit to
the EPA Project Officer an approvable Quality Assurance Project Plan (QAPP) at least 60 days prior to the initiating of data
collection or data compilation. The Quality Assurance Project Plan (QAPP) is the document that provides
comprehensive details about the quality assurance, quality control, and technical activities that must be implemented
to ensure that project objectives are met. Environmental programs include direct measurements or data generation,
environmental modeling, compilation of date from literature or electronic media, and data supporting the design,
construction, and operation of environmental technology. The QAPP should be prepared in accordance with EPA QA/R-5:
EPA Requirements for Quality Assurance Project Plans. No environmental data collection or data compilation may occur
until the QAPP is approved by the EPA Project Officer and Quality Assurance Regional Manager. When the recipient is
delegating the responsibility for an environmental data collection or data compilation activity to another organization, the
EPA Regional Quality Assurance Manager may allow the recipient to review and approve that organization's QAPP.
Additional information on these requirements can be found at the EPA Office of Grants and Debarment Web Site:
https://www.epa.gov/grants/implementation-quality-assurance-requirements-organizations-receivingepafinancial
e.] Cybersecurity
(a) The recipient agrees that when collecting and managing environmental data under this assistance agreement, it will
protect the data by following all State or Tribal law cybersecurity requirements as applicable.
(b)(1) EPA must ensure that any connections between the recipient’s network or information system and EPA networks
used by the recipient to transfer data under this agreement, are secure. For purposes of this Section, a connection is
defined as a dedicated persistent interface between an Agency IT system and an external IT system for the purpose of
transferring information. Transitory, user-controlled connections such as website browsing are excluded from this definition.
If the recipient’s connections as defined above do not go through the Environmental Information Exchange Network or
EPA’s Central Data Exchange, the recipient agrees to contact the EPA Project Officer (PO) no later than 90 days after the
date of this award and work with the designated Regional/Headquarters Information Security Officer to ensure that the
connections meet EPA security requirements, including entering into Interconnection Service Agreements as appropriate.
This condition does not apply to manual entry of data by the recipient into systems operated and used by EPA’s regulatory
programs for the submission of reporting and/or compliance data.
(b)(2) The recipient agrees that any subawards it makes under this agreement will require the subrecipient to comply with
the requirements in (b)(1) if the subrecipient’s network or information system is connected to EPA networks to transfer data
to the Agency using systems other than the Environmental Information Exchange Network or EPA’s Central Data
Exchange. The recipient will be in compliance with this condition: by including this requirement in subaward agreements;
and during subrecipient monitoring deemed necessary by the recipient under 2 CFR 200.332(d), by inquiring whether the
subrecipient has contacted the EPA Project Officer. Nothing in this condition requires the recipient to contact the EPA
Project Officer on behalf of a subrecipient or to be involved in the negotiation of an Interconnection Service Agreement
between the subrecipient and EPA.
***** END OF DOCUMENT *****
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 1 of 29
EXHIBIT G
U.S. EPA GENERAL TERMS AND CONDITIONS
EFFECTIVE NOVEMBER 12, 2020
1.Introduction
(a)The recipient and any sub-recipient must comply with the applicable EPA general terms and conditions
outlined below. These terms and conditions are in addition to the assurances and certifications made as part
of the award and terms, conditions, and restrictions reflected on the official assistance award document.
Recipients must review their official award document for additional administrative and programmatic
requirements. Failure to comply with the general terms and conditions outlined below and those directly
reflected on the official assistance award document may result in enforcement actions as outlined in 2 CFR
200.339 and 200.340.
(b)If the EPA General Terms and Conditions have been revised, EPA will update the terms and conditions
when it provides additional funding (incremental or supplemental) prior to the end of the period of
performance of this agreement. The recipient must comply with the revised terms and conditions after
the effective date of the EPA action that leads to the revision. Revised terms and conditions do not
apply to the recipient’s expenditures of EPA funds or activities the recipient carries out prior to the
effective date of the EPA action. EPA will inform the recipient of revised terms and conditions in the
action adding additional funds.
2.Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards
This award is subject to the requirements of the Uniform Administrative Requirements, Cost Principles and
Audit Requirements for Federal Awards; Title 2 CFR, Parts 200 and 1500. 2 CFR 1500.1, Adoption of 2 CFR
Part 200, states Environmental Protection Agency adopts the Office of Management and Budget (OMB) guidance
Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards to Non-
Federal Entities (subparts A through F of 2 CFR Part 200), as supplemented by 2 CFR Part 1500, as the
Environmental Protection Agency (EPA) policies and procedures for financial assistance administration. 2 CFR
Part 1500 satisfies the requirements of 2 CFR 200.110(a) and gives regulatory effect to the OMB guidance as
supplemented by 2 CFR Part 1500. This award is also subject to applicable requirements contained in EPA
programmatic regulations located in 40 CFR Chapter 1 Subchapter B.
2.1. Effective Date and Incremental or Supplemental Funding. Consistent with the OMB Frequently
Asked Questions at https://cfo.gov/cofar on Effective Date and Incremental Funding, any new funding
through an amendment (supplemental or incremental) on or after December 26, 2014, and any
unobligated balances (defined at 2 CFR 200.1) remaining on the award at the time of the amendment,
will be subject to the requirements of the Uniform Administrative Requirements, Cost Principles and
Audit Requirements (2 CFR Parts 200 and 1500).
3.Termination
Consistent with 2 CFR 200.340, EPA may unilaterally terminate this award in whole or in part:
a. if a recipient fails to comply with the terms and conditions of the award including statutory or regulatory
requirements; or
b. if the award no longer effectuates the program goals or agency priorities. Situations in which EPA may
terminate an award under this provision include when:
(i) EPA obtains evidence that was not considered in making the award that reveals that specific award
objective(s) are ineffective at achieving program goals and EPA determines that it is in the government’s interest
to terminate the award;
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 2 of 29
(ii) EPA obtains evidence that was not considered in making the award that causes EPA to significantly question
the feasibility of the intended objective(s) of the award and EPA determines that it is in the government’s
interest to terminate the award;
(iii) EPA determines that the objectives of the award are no longer consistent with funding priorities for
achieving program goals.
Financial Information
4. Reimbursement Limitation
EPA's financial obligations to the recipient are limited by the amount of federal funding awarded to date as
reflected on the award document. If the recipient incurs costs in anticipation of receiving additional funds from
EPA, it does so at its own risk. See 2 CFR 1500.9.
5. Automated Standard Application Payments (ASAP) and Proper Payment Draw Down
Electronic Payments. Recipients must be enrolled or enroll in the Automated Standard Application for
Payments (ASAP) system to receive payments under EPA financial assistance agreements unless:
• EPA grants a recipient-specific exception or the assistance program has received a waiver from this
requirement;
• The recipient is exempt from this requirement under 31 CFR 208.4; or,
• The recipient is a fellowship recipient pursuant to 40 CFR Part 46.
EPA will not make payments to recipients until the ASAP enrollment requirement is met unless the recipients fall
under one of the above categories. Recipients may request exceptions using the procedures below but only EPA
programs may obtain waivers.
To enroll in ASAP, complete the ASAP Initiate Enrollment form located at:
https://www.epa.gov/financial/forms and email it to rtpfc-grants@epa.gov or mail it to:
US Environmental Protection Agency
RTP-Finance Center (Mail Code AA216-01)
4930 Page Rd.
Durham, NC 27711
Under this payment mechanism, the recipient initiates an electronic payment request online via ASAP, which is
approved or rejected based on the amount of available funds authorized by EPA in the recipient’s ASAP account.
Approved payments are credited to the account at the financial institution of the recipient organization set up by
the recipient during the ASAP enrollment process. Additional information concerning ASAP and enrollment can
be obtained by contacting the EPA Research Triangle Park Finance Center (RTPFC), at rtpfc-grants@epa.gov or
919-541-5347, or by visiting: https://www.fiscal.treasury.gov/asap/.
EPA will grant exceptions to the ASAP enrollment requirement only in situations in which the recipient
demonstrates to EPA that receiving payment via ASAP places an undue administrative or financial management
burden on the recipient or EPA determines that granting the waiver is in the public interest. Recipients may
request an exception to the requirement by following the procedures specified in RAIN-2018-G06-R.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 3 of 29
Proper Payment Drawdown (for recipients other than states)
a. As required by 2 CFR 200.305(b), the recipient must draw funds from ASAP only for the minimum amounts
needed for actual and immediate cash requirements to pay employees, contractors, subrecipients or to satisfy other
obligations for allowable costs under this assistance agreement. The timing and amounts of the drawdowns must
be as close as administratively feasible to actual disbursements of EPA funds. Disbursement within 5 business
days of drawdown will comply with this requirement and the recipient agrees to meet this standard when
performing this award.
b. Recipients may not retain more than 5% of the amount drawn down, or $1,000 whichever is less, 5 business
days after drawdown to materially comply with the standard. Any EPA funds subject to this paragraph that remain
undisbursed after 5 business days must be fully disbursed within 15 business days of draw down or be returned to
EPA.
c. If the recipient draws down EPA funds in excess of that allowed by paragraph b., the recipient must contact
rtpfc-grants@epa.gov for instructions on whether to return the funds to EPA. Recipients must comply with the
requirements at 2 CFR 200.305(b)(8) and (9) regarding depositing advances of Federal funds in interest bearing
accounts.
d. Information on how to repay EPA via check is available at https://www.epa.gov/financial/makepayment.
Instructions on how to return funds to EPA electronically via ASAP are available at
https://www.fiscal.treasury.gov/asap/
e. Failure on the part of the recipient to materially comply with this condition may, in addition to EPA recovery
of the un-disbursed portions of the drawn down funds, lead to changing the payment method from advance
payment to a reimbursable basis. EPA may also take other remedies for noncompliance under 2 CFR 200.208
and/or 2 CFR 200.339.
f. If the recipient believes that there are extraordinary circumstances that prevent it from complying with the 5-
business day disbursement requirement throughout the performance period of this agreement, recipients may
request an exception to the requirement by following the procedures specified in RAIN-2018-G06-R. EPA will
grant exceptions to the 5-business day disbursement requirement only if the recipient demonstrates that
compliance places an undue administrative or financial management burden or EPA determines that granting the
exception is in the public interest.
Selected Items of Cost
6. Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment
This term and condition implements 2 CFR 200.216 and is effective for obligations and expenditures of EPA
financial assistance funding on or after 8/13/2020.
As required by 2 CFR 200.216, EPA recipients and subrecipients, including borrowers under EPA funded
revolving loan fund programs, are prohibited from obligating or expending loan or grant funds to procure or
obtain; extend or renew a contract to procure or obtain; or enter into a contract (or extend or renew a contract) to
procure or obtain equipment, services, or systems that use covered telecommunications equipment or services as
a substantial or essential component of any system, or as critical technology as part of any system. As described
in Public Law 115-232, section 889, covered telecommunications equipment is telecommunications equipment
produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities).
Recipients, subrecipients, and borrowers also may not use EPA funds to purchase:
a. For the purpose of public safety, security of government facilities, physical security surveillance of critical
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 4 of 29
infrastructure, and other national security purposes, video surveillance and telecommunications equipment
produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or
Dahua Technology Company (or any subsidiary or affiliate of such entities).
b. Telecommunications or video surveillance services provided by such entities or using such equipment.
c. Telecommunications or video surveillance equipment or services produced or provided by an entity that the
Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal
Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to,
the government of a covered foreign country.
Consistent with 2 CFR 200.471, costs incurred for telecommunications and video surveillance services or
equipment such as phones, internet, video surveillance, and cloud servers are allowable except for the following
circumstances:
a. Obligating or expending EPA funds for covered telecommunications and video surveillance services or
equipment or services as described in 2 CFR 200.216 to:
(1) Procure or obtain, extend or renew a contract to procure or obtain;
(2) Enter into a contract (or extend or renew a contract) to procure; or
(3) Obtain the equipment, services, or systems.
Certain prohibited equipment, systems, or services, including equipment, systems, or services produced or
provided by entities identified in section 889, are recorded in the System for Award Management exclusion list.
7. Consultant Cap
EPA participation in the salary rate (excluding overhead) paid to individual consultants retained by recipients
or by a recipient's contractors or subcontractors shall be limited to the maximum daily rate for a Level IV of
the Executive Schedule, available at: https://www.opm.gov/policy-data-oversight/pay-leave/salaries-wages/,
to be adjusted annually. This limit applies to consultation services of designated individuals with specialized
skills who are paid at a daily or hourly rate. This rate does not include transportation and subsistence costs for
travel performed (the recipient will pay these in accordance with their normal travel reimbursement practices).
Subagreements with firms for services which are awarded using the procurement requirements in Subpart D of
2 CFR Part 200 are not affected by this limitation unless the terms of the contract provide the recipient with
responsibility for the selection, direction and control of the individuals who will be providing services under
the contract at an hourly or daily rate of compensation. See 2 CFR 1500.10.
8. Establishing and Managing Subawards
If the recipient chooses to pass funds from this assistance agreement to other entities, the recipient must
comply with applicable provisions of 2 CFR Part 200 and the EPA Subaward Policy, which may be found at:
https://wcms.epa.gov/grants/grants-policy-issuance-gpi-16-01-epa-subaward-policy-epa-assistance-
agreement-recipients.
As a pass-through entity, the recipient agrees to:
1. Be responsible for selecting subrecipients and as appropriate conducting subaward competitions using a
system for properly differentiating between subrecipients and procurement contractors under the standards
at 2 CFR 200.331 and EPA’s supplemental guidance in Appendix A of the EPA Subaward Policy.
(a) For-profit organizations and individual consultants, in almost all cases, are not eligible
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 5 of 29
subrecipients under EPA financial assistance programs and the pass-through entity must obtain prior
written approval from EPA’s Award Official for subawards to these entities unless the EPA-
approved budget and work plan for this agreement contain a precise description of such subawards.
(b) Stipends and travel assistance for trainees (including interns) and similar individuals who are
not are not employees of the pass-through entity must be classified as participant support costs rather
than subawards as provided in 2 CFR 200.1 Participant support costs, 2 CFR 200.1 Subaward, and
EPA’s Guidance on Participant Support Costs.
(c) Subsidies, rebates and similar payments to participants in EPA funded programs to encourage
environmental stewardship are also classified as Participant support costs as provided in 2 CFR
1500.1 and EPA’s Guidance on Participant Support Costs.
2. Establish and follow a system that ensures all subaward agreements are in writing and contain all of the
elements required by 2 CFR 200.332(a). EPA has developed a template for subaward agreements that is
available in Appendix D of the EPA Subaward Policy.
3. Prior to making subawards, ensure that each subrecipient has a “unique entity identifier.” This identifier is
required for registering in the System for Award Management (SAM) and by 2 CFR Part 25 and 2 CFR
200.332(a)(1). The unique entity identifier currently is the subrecipient’s Data Universal Numbering System
(DUNS) number. Information regarding obtaining a DUNS number and registering in SAM is available in the
General Condition of the pass-through entity’s agreement with EPA entitled “Central Contractor
Registration/System for Award Management and Universal Identifier Requirements” T&C of the pass-
through entity’s agreement with the EPA.
4. Ensure that subrecipients are aware that they are subject to the same requirements as those that apply
to the pass-through entity’s EPA award as required by 2 CFR 200.332(a)(2). These requirements
include, among others:
(a) Title VI of the Civil Rights Act and other Federal statutes and regulations prohibiting
discrimination in Federal financial assistance programs, as applicable.
(b) Reporting Subawards and Executive Compensation under Federal Funding
Accountability and Transparency Act (FFATA) set forth in the General Condition pass-
through entity’s agreement with EPA entitled “Reporting Subawards and Executive
Compensation.”
(c) Limitations on individual consultant fees as set forth in 2 CFR 1500.10 and the
General Condition of the pass-through entity’s agreement with EPA entitled
“Consultant Fee Cap.”
(d) EPA’s prohibition on paying management fees as set forth in General Condition of the
pass-through entity’s agreement with EPA entitled “Management Fees.”
(e) The Procurement Standards in 2 CFR Part 200 including those requiring competition when the
subrecipient acquires goods and services from contractors (including consultants).
EPA provides general information on other statutes, regulations and Executive Orders on the Grants internet site at www.epa.gov/grants. Many Federal requirements are agreement or program specific and
EPA encourages pass-through entities to review the terms of their assistance agreement carefully and
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 6 of 29
consult with their EPA Project Officer for advice if necessary.
5. Ensure, for states and other public recipients, that subawards are not conditioned in a manner that
would disadvantage applicants for subawards based on their religious character.
6. Establish and follow a system for evaluating subrecipient risks of noncompliance with Federal statutes,
regulations and the terms and conditions of the subaward as required by 2 CFR 200.332(b) and document the
evaluation. Risk factors may include:
Prior experience with same or similar subawards;
(a) Results of previous audits;
(b) Whether new or substantially changed personnel or systems, and;
(c) Extent and results of Federal awarding agency or the pass-through entity’s
monitoring.
7. Establish and follow a process for deciding whether to impose additional requirements on
subrecipients based on risk factors as required by 2 CFR 200.332(c). Examples of additional
requirements authorized by 2 CFR 200.208 include:
(a) Requiring payments as reimbursements rather than advance payments;
(b) Withholding authority to proceed to the next phase until receipt of evidence of
acceptable performance within a given period of performance;
(c) Requiring additional, more detailed financial reports;
(d) Requiring additional project monitoring;
(e) Requiring the non-Federal entity to obtain technical or management assistance, and
(f) Establishing additional prior approvals.
8. Establish and follow a system for monitoring subrecipient performance that includes the elements
required by 2 CFR 200.331(d) and report the results of the monitoring in performance reports as provided
in the reporting terms and conditions of this agreement.
9. Establish and maintain an accounting system which ensures compliance with the $25,000
limitation at 2 CFR 200.1, Modified Total Direct Costs, if applicable, on including subaward costs
in Modified Total Direct Costs for the purposes of distributing indirect costs. Recipients with
Federally approved indirect cost rates that use a different basis for distributing indirect costs to
subawards must comply with their Indirect Cost Rate Agreement.
10. Work with EPA’s Project Officer to obtain the written consent of EPA’s Office of
International and Tribal Affairs (OITA), prior to awarding a subaward to a foreign or
international organization, or a subaward to be performed in a foreign country even if that
subaward is described in a proposed scope of work.
11. Obtain written approval from EPA’s Award Official for any subawards that are not
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 7 of 29
described in the approved work plan in accordance with 2 CFR 200.308.
12. Obtain the written approval of EPA’s Award Official prior to awarding a subaward to an
individual if the EPA-approved scope of work does not include a description of subawards to
individuals.
13. Establish and follow written procedures under 2 CFR 200.302(b)(7) for determining that subaward costs
are allowable in accordance with 2 CFR Part 200, Subpart E and the terms and conditions of this award.
These procedures may provide for allowability determinations on a pre-award basis, through ongoing
monitoring of costs that subrecipients incur, or a combination of both approaches provided the pass-through
entity documents its determinations.
14. Establish and maintain a system under 2 CFR 200.332(d)(3) and 2 CFR 200.521 for issuing
management decisions for audits of subrecipients that relate to Federal awards. However, the recipient
remains accountable to EPA for ensuring that unallowable subaward costs initially paid by EPA are
reimbursed or mitigated through offset with allowable costs whether the recipient recovers those costs
from the subrecipient or not.
15. As provided in 2 CFR 200.333, pass-through entities must obtain EPA approval to make fixed amount
subawards. EPA is restricting the use of fixed amount subawards to a limited number of situations that are
authorized in official EPA pilot projects. Recipients should consult with their EPA Project Officer
regarding the status of these pilot projects.
By accepting this award, the recipient is certifying that it either has systems in place to comply with the
requirements described in Items 1 through 14 above or will refrain from making subawards until the systems
are designed and implemented.
9. Management Fees
Management fees or similar charges in excess of the direct costs and approved indirect rates are not allowable.
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
which are not allowable under this assistance agreement. 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.
10. Federal Employee Costs
The recipient understands that none of the funds for this project (including funds contributed by the recipient as
cost sharing) may be used to pay for the travel of Federal employees or for other costs associated with Federal
participation in this project unless a Federal agency will be providing services to the recipient as authorized by a
Federal statute.
11. Foreign Travel
EPA policy requires that all foreign travel must be approved by its Office of International and Tribal
Affairs. The recipient agrees to obtain prior EPA approval before using funds available under this agreement for
international travel unless the trip(s) are already described in the EPA approved budget for this
agreement. Foreign travel includes trips to Mexico and Canada but does not include trips to Puerto Rico, the
U.S. Territories or possessions. Recipients that request post-award approval to travel frequently to Mexico and
Canada by motor vehicle (e.g. for sampling or meetings) may describe their proposed travel in general terms in
their request for EPA approval. Requests for prior approval must be submitted to the Project Officer for this
agreement.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 8 of 29
12. The Fly America Act and Foreign Travel
The recipient understands that all foreign travel funded under this assistance agreement must comply with the
Fly America Act. All travel must be on U.S. air carriers certified under 49 U.S.C. Section 40118, to the extent
that service by such carriers is available even if foreign air carrier costs are less than the American air carrier.
13. Combating Race and Sex Stereotyping (Added December 9, 2020)
By accepting this award, the recipient certifies that no federal funds awarded, or funds used to satisfy a cost
share requirement, for this assistance agreement will be used to promote the concepts (including by conducting
research premised upon these concepts) identified in Section 5 of the Executive Order on Combating Race and
Sex Stereotyping issued on September 22, 2020.
Reporting and Additional Post-Award Requirements
14. System for Award Management and Universal Identifier Requirements
14.1. Requirement for System for Award Management (SAM) Unless exempted from this
requirement under 2 CFR 25.110, the recipient must maintain current information in the SAM. This
includes information on the recipient’s immediate and highest level owner and subsidiaries, as well as
on all the recipient’s predecessors that have been awarded a Federal contract or Federal financial
assistance within the last three years, if applicable, until the submittal of the final financial report
required under this award or receipt of the final payment, whichever is later. This requires that the
recipient reviews and updates the information at least annually after the initial registration, and more
frequently if required by changes in the information or another award term.
14.2. Requirement for Unique Entity Identifier. If the recipient is authorized to make subawards
under this award, the recipient:
a. Must notify potential subrecipients that no entity (see definition in paragraph 14.3 of this award
term) may receive a subaward unless the entity has provided its Unique Entity Identifier.
b. May not make a subaward to an entity unless the entity has provided its Unique Entity Identifier.
Subrecipients are not required to obtain an active SAM registration, but must obtain a Unique Entity
Identifier.
14.3. Definitions. For the purposes of this award term:
a. System for Award Management (SAM) means the Federal repository into which an entity
must provide information required for the conduct of business as a recipient. Additional
information about registration procedures may be found at the SAM Internet site:
https://www.sam.gov/SAM/.
b. Unique Entity Identifier means the identifier assigned by SAM to uniquely identify business
entities.
c. Entity includes non-Federal entities as defined at 2 CFR 200.1 and also includes all of
the following:
14.3.c.1. A foreign organization;
14.3.c.2. A foreign public entity;
14.3.c.3. A domestic for-profit organization; and
14.3.c.4. A domestic or foreign for-profit organization; and
14.3.c.5. A Federal agency.
d. Subaward is defined at 2 CFR 200.1.
e. Subrecipient is defined at 2 CFR 200.1.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 9 of 29
15. Reporting Subawards and Executive Compensation
15.1. Reporting of first-tier subawards.
a. Applicability. Unless the recipient is exempt as provided in paragraph 15.4. of this award term,
the recipient must report each action that obligates $30,000 or more in Federal funds for a
subaward to a non-Federal entity or Federal agency (see definitions in paragraph 15.5 of this
award term).
b. Where and when to report. (1) The recipient must report each obligating action described in
paragraph 15.1.a of this award term to www.fsrs.gov. (2) For subaward information, report no
later than the end of the month following the month in which the obligation was made. (For
example, if the obligation was made on any date during the month of November of a given year,
the obligation must be reported by no later than December 31 of that year.)
c. What to report. The recipient must report the information about each obligating action as
described in the submission instructions available at: http://www.fsrs.gov.
15.2. Reporting Total Compensation of Recipient Executives.
a. Applicability and what to report. The recipient must report total compensation for each of their
five most highly compensated executives for the preceding completed fiscal year, if:
15.2.a.1. the total Federal funding authorized to date under this award is $30,000 or more;
15.2.a.2. in the preceding fiscal year, the recipient received: (i.) 80 percent or more of their
annual gross revenues from Federal procurement contracts (and subcontracts) and Federal
financial assistance subject to the Transparency Act, as defined at 2 CFR 170.320 (and
subawards); (ii.) and $25,000,000 or more in annual gross revenues from Federal
procurement contracts (and subcontracts) and Federal financial assistance subject to the
Transparency Act, as defined at 2 CFR 170.320 (and subawards); and
15.2.a.3. The public does not have access to information about the compensation of the
executives through periodic reports filed under section 13(a) or 15(d) of the Securities
Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue
Code of 1986. (To determine if the public has access to the compensation information, see
the U.S. Security and Exchange Commission total compensation filings at: http://
www.sec.gov/answers/execomp.htm. )
b. Where and when to report. The recipient must report executive total compensation described in
paragraph 15.2.a of this award term: (i.) As part of the registration Central System for Award
Management profile available at https://www.sam.gov/SAM/ (ii.) By the end of the month
following the month in which this award is made, and annually thereafter.
15.3. Reporting of Total Compensation of Subrecipient Executives.
a. Applicability and what to report. Unless exempt as provided in paragraph 15.4. of this award
term, for each first-tier non-Federal entity subrecipient under this award, the recipient shall
report the names and total compensation of each of the subrecipient’s five most highly
compensated executives for the subrecipient’s preceding completed fiscal year, if:
15.3.a.1. in the subrecipient's preceding fiscal year, the subrecipient received: (i.) 80 percent or
more of its annual gross revenues from Federal procurement contracts (and subcontracts) and
Federal financial assistance subject to the Transparency Act, as defined at 2 CFR 170.320 (and
subawards); and (ii.) $25,000,000 or more in annual gross revenues from Federal procurement
contracts (and subcontracts), and Federal financial assistance subject to the Transparency Act
(and subawards); and
15.3.a.2. The public does not have access to information about the compensation of the executives
through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of
1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986. (To
determine if the public has access to the compensation information, see the U.S. Security and
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 10 of 29
Exchange Commission total compensation filings at:
http://www.sec.gov/answers/execomp.htm.)
b. Where and when to report. The recipient must report subrecipient executive total compensation
described in paragraph 15.3.a. of this award term:
15.3.b.1. To the recipient.
15.3.b.2. By the end of the month following the month during which the recipient makes the
subaward. For example, if a subaward is obligated on any date during the month of October
of a given year (i.e., between October 1 and 31), the recipient must report any required
compensation information of the subrecipient by November 30 of that year.
15.4. Exemptions
a. If, in the previous tax year, the recipient had gross income, from all sources, under $300,000, the
recipient is exempt from the requirements to report:
15.4.a.1. (i) subawards, and (ii) the total compensation of the five most highly compensated
executives of any subrecipient.
15.5. Definitions. For purposes of this award term:
a. Federal agency means a Federal agency as defined at 5 U.S.C. 551(1) and further clarified by 5
U.S.C 552(f).
b. Non-Federal entity means all of the following, as defined in 2 CFR Part 25: (i.) A Governmental
organization, which is a State, local government, or Indian tribe; (ii.) A foreign public entity; (iii.) A
domestic or foreign nonprofit organization; and (iv.) A domestic or foreign for-profit organization.
c. Executive means officers, managing partners, or any other employees in management positions.
d. Subaward:
15.5.d.1. This term means a legal instrument to provide support for the performance of any portion
of the substantive project or program for which you received this award and that you as the
recipient award to an eligible subrecipient.
15.5.d.2. The term does not include procurement of property and services needed to carry out the
project or program (for further explanation, see 2 CFR 200.331).
15.5.d.3. A subaward may be provided through any legal agreement, including an agreement that
the recipient or a subrecipient considers a contract.
e. Subrecipient means a non-Federal entity or Federal agency that:
15.5.e.1. Receives a subaward from the recipient under this award; and
15.5.e.2. Is accountable to the recipient for the use of the Federal funds provided by the subaward.
f. Total compensation means the cash and noncash dollar value earned by the executive during the
recipient’s or subrecipient’s preceding fiscal year and includes the following (for more information
see 17 CFR 229.402(c)(2)):
15.5.f.1. Salary and bonus.
15.5.f.2. Awards of stock, stock options and stock appreciation rights. Use the dollar amount
recognized for financial statement reporting purposes with respect to the fiscal year in
accordance with the Statement of Financial Accounting Standards No. 123 (Revised 2004)
(FAS 123R), Shared Based Payments.
15.5.f.3. Earnings for services under non-equity incentive plans. This does not include group
life, health, hospitalization or medical reimbursement plans that do not discriminate in
favor of executives, and are available generally to all salaried employees.
15.5.f.4. Change in pension value. This is the change in present value of defined benefit
and actuarial pension plans.
15.5.f.5. Above-market earnings on deferred compensation which is not tax-qualified.
15.5.f.6. Other compensation, if the aggregate value of all such other compensation (e.g.
severance, termination payments, value of life insurance paid on behalf of the
employee, perquisites or property) for the executive exceeds $10,000.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 11 of 29
16. Recipient Integrity and Performance Matters - Reporting of Matters Related to Recipient Integrity and
Performance
16.1. General Reporting Requirement
If the total value of your currently active grants, cooperative agreements, and procurement contracts from
all Federal awarding agencies exceeds $10,000,000 for any period of time during the period of
performance of this Federal award, then you as the recipient during that period of time must maintain the
currency of information reported to the System for Award Management (SAM) that is made available in
the designated integrity and performance system (currently the Federal Awardee Performance and Integrity
Information System (FAPIIS)) about civil, criminal, or administrative proceedings described in paragraph 2
of this award term and condition. This is a statutory requirement under section 872 of Public Law 110-
417, as amended (41 U.S.C. 2313). As required by section 3010 of Public Law 111-212, all information
posted in the designated integrity and performance system on or after April 15, 2011, except past
performance reviews required for Federal procurement contracts, will be publicly available.
16.2. Proceedings About Which You Must Report
Submit the information required about each proceeding that:
a. Is in connection with the award or performance of a grant, cooperative agreement, or
procurement contract from the Federal Government;
b. Reached its final disposition during the most recent five-year period; and
c. Is one of the following:
16.2.c.1. A criminal proceeding that resulted in a conviction, as defined in paragraph 5 of
this award term and condition;
16.2.c.2. A civil proceeding that resulted in a finding of fault and liability and payment
of a monetary fine, penalty, reimbursement, restitution, or damages of $5,000 or more;
16.2.c.3. An administrative proceeding, as defined in paragraph 5. of this award term and
condition, that resulted in a finding of fault and liability and your payment of either a
monetary fine or penalty of $5,000 or more or reimbursement, restitution, or damages in
excess of $100,000; or
16.2.c.4. Any other criminal, civil, or administrative proceeding if:
16.2.c.4.1. It could have led to an outcome described in paragraph 16.2.c.1, 16.2.c.2,
or 16.2.c.3 of this award term and condition;
16.2.c.4.2. It had a different disposition arrived at by consent or compromise with
an acknowledgment of fault on your part; and
16.2.c.4.3. The requirement in this award term and condition to disclose
information about the proceeding does not conflict with applicable laws and
regulations.
16.3. Reporting Procedures
Enter in the SAM Entity Management area the information that SAM requires about each proceeding described
in paragraph 2 of this award term and condition. You do not need to submit the information a second time under
assistance awards that you received if you already provided the information through SAM because you were
required to do so under Federal procurement contracts that you were awarded.
16.4. Reporting Frequency
During any period of time when you are subject to the requirement in paragraph 16.1 of this award term and
condition, you must report proceedings information through SAM for the most recent five year period, either to
report new information about any proceeding(s) that you have not reported previously or affirm that there is no
new information to report. Recipients that have Federal contract, grant, and cooperative agreement awards with
a cumulative total value greater than $10,000,000 must disclose semiannually any information about the
criminal, civil, and administrative proceedings.
16.5. Definitions
For purposes of this award term and condition:
a. Administrative proceeding means a non-judicial process that is adjudicatory in nature in order
to make a determination of fault or liability (e.g., Securities and Exchange Commission
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 12 of 29
Administrative proceedings, Civilian Board of Contract Appeals proceedings, and Armed Services
Board of Contract Appeals proceedings). This includes proceedings at the Federal and State level but
only in connection with performance of a Federal contract or grant. It does not include audits, site
visits, corrective plans, or inspection of deliverables.
b. Conviction, for purposes of this award term and condition, means a judgment or conviction of
a criminal offense by any court of competent jurisdiction, whether entered upon a verdict or a plea,
and includes a conviction entered upon a plea of nolo contendere.
c. Total value of currently active grants, cooperative agreements, and procurement
contracts includes—
16.5.c.1. Only the Federal share of the funding under any Federal award with a recipient
cost share or match; and
16.5.c.2. The value of all expected funding increments under a Federal award and options,
even if not yet exercised.
17. Federal Financial Reporting (FFR)
Pursuant to 2 CFR 200.328 and 2 CFR 200.344, EPA recipients must submit the Federal Financial Report
(SF-425) at least annually and no more frequently than quarterly. EPA’s standard reporting frequency is
annual unless an EPA Region has included an additional term and condition specifying greater reporting
frequency within this award document. EPA recipients must submit the SF-425 no later than 30 calendar days
after the end of each specified reporting period for quarterly and semi-annual reports and 90 calendar days for
annual reports. Final reports are due no later than 120 calendar days after the end date of the period of
performance of the award Extension of reporting due dates may be approved by EPA when requested and
justified by the recipient. The FFR form is available on the internet at: https://www.epa.gov/financial/forms.
All FFRs must be submitted to the Research Triangle Park Finance Center (RTPFC) via email at rtpfc-
grants@epa.gov or mail it to:
US Environmental Protection Agency
RTP-Finance Center (Mail Code AA216-01)
4930 Page Rd.
Durham, NC 27703
The RTPFC will make adjustments, as necessary, to obligated funds after reviewing and accepting a final
Federal Financial Report. Recipients will be notified and instructed by EPA if they must complete any
additional forms for the closeout of the assistance agreement.
18. Indirect Cost Rate Agreements
This term and condition provides requirements for recipients using EPA funds for indirect costs and applies to all
EPA assistance agreements unless there are statutory or regulatory limits on IDCs. See also EPA’s Indirect Cost
Policy for Recipients of EPA Assistance Agreements (IDC Policy).
In order for the assistance agreement recipient to use EPA funding for indirect costs, the IDC category of the
recipient’s assistance agreement award budget must include an amount for IDCs and at least one of the following
must apply:
• With the exception of “exempt” agencies and Institutions of Higher Education as noted below, all
recipients must have one of the following current (not expired) IDC rates, including IDC rates that have
been extended by the cognizant agency:
• Provisional;
• Final;
• Fixed rate with carry-forward;
• Predetermined;
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 13 of 29
• 10% de minimis rate authorized by 2 CFR 200.414(f)
• EPA-approved use of an expired fixed rate with carry-forward on an exception basis, as detailed
in section 6.4.a. of the IDC Policy.
• “Exempt” state or local governmental departments or agencies are agencies that receive up to and
including $35,000,000 in Federal funding per the department or agency’s fiscal year, and must have an
IDC rate proposal developed in accordance with 2 CFR Part 200, Appendix VII, with documentation
maintained and available for audit.
• Institutions of Higher Education must use the IDC rate in place at the time of award for the life of the
assistance agreement (unless the rate was provisional at time of award, in which case the rate will change
once it becomes final). As provided by 2 CFR Part 200, Appendix III(C)(7), the term “life of the
assistance agreement”, means each competitive segment of the project. Additional information is
available in the regulation.
IDCs incurred during any period of the assistance agreement that are not covered by the provisions above are not
allowable costs and must not be drawn down by the recipient. Recipients may budget for IDCs if they have
submitted a proposed IDC rate to their cognizant Federal agency or requested an exception from EPA under
subsection 6.4 of the IDC Policy. However, recipients may not draw down IDCs until their rate is approved, if
applicable, or EPA grants an exception. IDC drawdowns must comply with the indirect rate corresponding to the
period during which the costs were incurred.
This term and condition does not govern indirect rates for subrecipients or recipient procurement contractors
under EPA assistance agreements. Pass-through entities are required to comply with 2 CFR 200.332(a)(4)(i) and
(ii) when establishing indirect cost rates for subawards.
19. Audit Requirements
In accordance with 2 CFR 200.501(a), the recipient hereby agrees to obtain a single audit from an independent
auditor, if their organization expends $750,000 or more in total Federal funds in their fiscal year beginning on
or after December 26, 2014.
The recipient must submit the form SF-SAC and a Single Audit Report Package within 9 months of the end of the
recipient’s fiscal year or 30 days after receiving the report from an independent auditor. The SF-SAC and a Single
Audit Report Package MUST be submitted using the Federal Audit Clearinghouse’s Internet Data Entry System
available at: https://facides.census.gov/
For complete information on how to accomplish the single audit submissions, you will need to visit the Federal
Audit Clearinghouse Web site: https://facweb.census.gov/
20. Closeout Requirements
Reports required for closeout of the assistance agreement must be submitted in accordance with this
agreement. Submission requirements and frequently asked questions can also be found at:
https://www.epa.gov/grants/frequent-questions-about-closeouts
21. Suspension and Debarment
Recipient shall fully comply with Subpart C of 2 C.F.R. Part 180 entitled, “Responsibilities of Participants
Regarding Transactions Doing Business With Other Persons,” as implemented and supplemented by 2 C.F.R.
Part 1532. Recipient is responsible for ensuring that any lower tier covered transaction, as described in Subpart
B of 2 C.F.R. Part 180, entitled “Covered Transactions,” and 2 C.F.R. § 1532.220, includes a term or condition
requiring compliance with 2 C.F.R. Part 180, Subpart C. Recipient is responsible for further requiring the
inclusion of a similar term and condition in any subsequent lower tier covered transactions. Recipient
acknowledges that failing to disclose the information required under 2 C.F.R. § 180.335 to the EPA office that is
entering into the transaction with the recipient may result in the delay or negation of this assistance agreement,
or pursuance of administrative remedies, including suspension and debarment. Recipients may access the
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 14 of 29
System for Award Management (SAM) exclusion list at https://sam.gov/SAM/ to determine whether an entity
or individual is presently excluded or disqualified.
22. Representation by Corporations Regarding Delinquent Tax Liability or a Felony Conviction under any
Federal Law.
This award is subject to the provisions contained in an appropriations act(s) which prohibits the Federal
Government from entering into a contract, memorandum of understanding, or cooperative agreement with, make
a grant to, or provide a loan or loan guarantee to any corporation having a delinquent Federal tax liability or a
felony conviction under any Federal law, unless the agency has considered suspension or debarment of the
corporation and has made a determination that this further action is not necessary to protect the interests of the
Government. A “corporation” is a legal entity that is separate and distinct from the entities that own, manage, or
control it. It is organized and incorporated under the jurisdictional authority of a governmental body, such as a
State or the District of Columbia. A corporation may be a for-profit or non-profit organization.
As required by the appropriations act(s) prohibitions, the Government will not enter into a contract,
memorandum of understanding, or cooperative agreement with, make a grant to, or provide a loan or loan
guarantee with any corporation that — (1) Has any unpaid Federal tax liability that has been assessed, for which
all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a
timely manner pursuant to an agreement with the authority responsible for collecting the tax liability, where the
awarding agency is aware of the unpaid tax liability, unless an agency has considered suspension or debarment
of the corporation and made a determination that suspension or debarment is not necessary to protect the
interests of the Government; or (2) Was convicted of a felony criminal violation under any Federal law within
the preceding 24 months, where the awarding agency is aware of the conviction, unless an agency has
considered suspension or debarment of the corporation and made a determination that this action is not necessary
to protect the interests of the Government.
By accepting this award, the recipient represents that it is not a corporation that has any unpaid Federal tax
liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have
lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for
collecting the tax liability; and it is not a corporation that was convicted of a felony criminal violation under a
Federal law within the preceding 24 months.
Alternatively, by accepting this award, the recipient represents that it disclosed unpaid Federal tax liability
information and/or Federal felony conviction information to the EPA. The Recipient may accept this award if
the EPA Suspension and Debarment Official has considered suspension or debarment of the corporation based
on a tax liabilities and/or Federal felony convictions and determined that suspension or debarment is not
necessary to protect the Government's interests.
If the recipient fails to comply with this term and condition, EPA will annul this agreement and may recover any
funds the recipient has expended in violation of the appropriations act(s) prohibition(s). The EPA may also
pursue other administrative remedies as outlined in 2 CFR 200.339 and 2 CFR 200.340, and may also pursue
suspension and debarment.
23. Disclosing Conflict of Interests
23.1. For awards to Non-federal entities and individuals (other than states and fellowship recipients under
40 CFR Part 46).
As required by 2 CFR 200.112, EPA has established a policy (COI Policy) for disclosure of
conflicts of interest (COI) that may affect EPA financial assistance awards. EPA’s COI Policy
is posted at https://www.epa.gov/grants/epas-financial-assistance-conflict-interest-policy.
The posted version of EPA’s COI Policy is applicable to new funding (initial awards,
supplemental and incremental funding) awarded on or after October 1, 2015. This COI term
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 15 of 29
and condition supersedes prior COI terms and conditions for this award based on either EPA’s
May 22, 2015 Revised Interim COI Policy or December 26, 2014 Interim COI Policy.
For competitive awards, recipients must disclose any competition related COI described in section
4.0(a) of the COI Policy that are discovered after award to the EPA Grants Specialist listed on the
Assistance Agreement/Amendment within 30 calendar days of discovery of the COI. The Grants
Specialist will respond to any such disclosure within 30 calendar days.
EPA’s COI Policy requires that recipients have systems in place to address, resolve and
disclose to EPA COIs described in sections 4.0(b), (c) and/or (d) of the COI Policy that affect
any contract or subaward regardless of amount funded under this award. The recipient’s COI
Point of Contact for the award must disclose any COI to the EPA Grants Specialist listed on
the Assistance Agreement/Amendment within 30 calendar days of the discovery of the
potential COI and their approach for resolving the COI.
EPA’s COI Policy requires that subrecipients have systems in place to address, resolve and
disclose COI’s described in section 4.0(b)(c) and (d) of the COI Policy regardless of the
amount of the transaction. Recipients who are pass-through entities as defined at 2 CFR 200.1
must require that subrecipients being considered for or receiving subawards disclose COI to
the pass-through entities in a manner that, at a minimum, is in accordance with sections 5.0(d)
and 7.0(c) of EPA’s COI Policy. Pass-through entities must disclose the subrecipient COI
along with the approach for resolving the COI to the EPA Grants Specialist listed on the
Assistance Agreement/Amendment within 30 calendar days of receiving notification of the
COI by the subrecipient.
EPA only requires that recipients and subrecipients disclose COI’s that are discovered under
their systems for addressing and resolving COI. If recipients or subrecipients do not discover a
COI, they do not need to advise EPA or the pass-through entity of the absence of a COI.
Upon notice from the recipient of a potential COI and the approach for resolving it, the Agency
will then make a determination regarding the effectiveness of these measures within 30 days of
receipt of the recipient’s notice unless a longer period is necessary due to the complexity of the
matter. Recipients may not request payment from EPA for costs for transactions subject to the
COI pending notification of EPA’s determination. Failure to disclose a COI may result in cost
disallowances.
Disclosure of a potential COI will not necessarily result in EPA disallowing costs, with the
exception of procurement contracts that the Agency determines violate 2 CFR 200.318(c)(1) or
(2), provided the recipient notifies EPA of measures the recipient or subrecipient has taken to
eliminate, neutralize or mitigate the conflict of interest when making the disclosure.
23.2. For awards to states including state universities that are state agencies or instrumentalities
As required by 2 CFR 200.112, EPA has established a policy (COI Policy) for disclosure of conflicts
of interest (COI) that may affect EPA financial assistance awards. EPA’s COI Policy is posted at:
https://www.epa.gov/grants/epas-financial-assistance-conflict-interest-policy. The posted version of
EPA’s COI Policy is applicable to new funding (initial awards, supplemental, incremental funding)
awarded on or after October 1, 2015. This COI term and condition supersedes prior COI terms and
conditions for this award based on either EPA’s May 22, 2015 Revised Interim COI Policy or
December 26, 2014 Interim COI Policy.
For competitive awards, recipients must disclose any competition related COI described in section 4.0(a)
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 16 of 29
of the COI Policy that are discovered after award to the EPA Grants Specialist listed on the Assistance
Agreement/Amendment within 30 calendar days of discovery of the COI. The Grants Specialist will
respond to any such disclosure within 30 calendar days.
States including state universities that are state agencies and instrumentalities receiving funding from EPA
are only required to disclose subrecipient COI as a pass-through entity as defined by 2 CFR 200.1. Any
other COI are subject to state laws, regulations and policies. EPA’s COI Policy requires that subrecipients
have systems in place to address, resolve and disclose COIs described in section 4.0(b)(c) and (d) of the
COI Policy that arise after EPA made the award regardless of the amount of the transaction. States who
are pass-through entities as defined at 2 CFR 200.1 must require that subrecipients being considered for or
receiving subawards disclose COI to the state in a manner that, as a minimum, in accordance with sections
5.0(d) and 7.0(c) of EPA’s COI Policy. States must disclose the subrecipient COI along with the approach
for resolving the COI to the EPA Grants Specialist listed on the Assistance Agreement/Amendment
within 30 calendar days of receiving notification of the COI by the subrecipient.
EPA only requires that subrecipients disclose COI’s to state pass-through entities that are discovered under
their systems for addressing, resolving, and disclosing COI. If subrecipients do not discover a COI, they
do not need to advise state pass-through entities of the absence of a COI.
Upon receiving notice of a potential COI and the approach for resolving it, the Agency will make a
determination regarding the effectiveness of these measures within 30 days of receipt of the state’s notice
of a subrecipient COI unless a longer period is necessary due to the complexity of the matter. States may
not request payment from EPA for costs for transactions subject to the COI pending notification of EPA’s
determination. A subrecipient’s failure to disclose a COI to the state and EPA may result in cost
disallowances.
Disclosure of a potential subrecipient COI will not necessarily result in EPA disallowing costs, with the
exception of procurement contracts that the Agency determines violate 2 CFR 200.318(c)(1) or (2),
provided the subrecipient has taken measures that EPA and the state agree eliminate, neutralize or mitigate
the conflict of interest.
24. Transfer of Funds
Applicable to all assistance agreements other than Continuing Environmental Program Grants subject to
40 CFR 35.114 and 40 CFR 35.514 when EPA’s share of the total project costs exceeds the Simplified
Acquisition Threshold. Simplified Acquisition Threshold is defined at 2 CFR 200.1 and is currently set at
$250,000 but the amount is subject to adjustment.
(1) As provided at 2 CFR 200.308(f), the recipient must obtain prior approval from EPA’s Grants Management
Officer if the cumulative amount of funding transfers among direct budget categories or programs, functions and
activities exceeds 10% of the total budget. Recipients must submit requests for prior approval to the Grant
Specialist and Grants Management Officer with a copy to the Project Officer for this agreement.
(2) Recipients must notify EPA’s Grant Specialist and Project Officer of cumulative funding transfers among
direct budget categories or programs, functions and activities that do not exceed 10% of the total budget for the
agreement. Recipients must also notify the EPA Grant Specialist and Project Officer when transferring funds
from direct budget categories to the indirect cost category or from the indirect cost category to the direct cost
category. Prior approval by EPA’s Grant Management Officer is required if the transfer involves any of the
items listed in 2 CFR 200.407 that EPA did not previously approve at time of award or in response to a previous
post-award request by the recipient.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 17 of 29
Applicable to Continuing Environmental Program Grants subject to 40 CFR 35.114 and 40 CFR 35.514.
when EPA’s share of the total project costs exceeds the Simplified Acquisition Threshold. Simplified
Acquisition Threshold is defined at 2 CFR 200.1 and is currently set at $250,000 but the amount is subject
to adjustment.
Recipients of continuing environmental program grants subject to 40 CFR 35.114 and 40 CFR 35.514 must
notify the EPA Grant Specialist and Project Officer of funding transfers among direct budget categories,
programs, functions and activities or transfers that change amounts budgeted for indirect costs, but prior EPA
approval is not required unless the transfer results in significant changes to work plan commitments. Recipients
must obtain prior written approval if the transfer involves any of the items listed in 2 CFR 200.407 that EPA did
not previously approve at time of award, in response to a previous post-award request by the recipient, or is
subject to an EPA waiver of prior approval under 40 CFR 35.114(d) or 40 CFR 35.514(d).
25. Electronic/Digital Signatures on Financial Assistance Agreement Form(s)/Document(s)
Throughout the life of this assistance agreement, the recipient agrees to ensure that any form(s)/document(s)
required to be signed by the recipient and submitted to EPA through any means including but not limited to hard
copy via U.S. mail or express mail, hand delivery or through electronic means such as e-mail are: (1) signed by
the individual identified on the form/document, and (2) the signer has the authority to sign the form/document
for the recipient. Submission of any signed form(s)/document(s) is subject to any provisions of law on making
false statements (e.g. 18 U.S.C. 1001).
26. Extension of Project/Budget Period Expiration Date
EPA has not exercised the waiver option to allow automatic one-time extensions for non-research
grants under 2 CFR 200.308(e)(2). Therefore, if a no-cost time extension is necessary to extend the
period of availability of funds, the recipient must submit a written request to the EPA prior to the
budget/project period expiration dates. The written request must include: a justification describing
the need for additional time, an estimated date of completion, and a revised schedule for project
completion including updated milestone target dates for the approved workplan activities. In
addition, if there are overdue reports required by the general, administrative, and/or programmatic
terms and conditions of this assistance agreement, the recipient must ensure that they are submitted
along with or prior to submitting the no-cost time extension request.
27. Utilization of Disadvantaged Business Enterprises
GENERAL COMPLIANCE, 40 CFR, Part 33
The recipient agrees to comply with the requirements of EPA's Disadvantaged Business Enterprise (DBE)
Program for procurement activities under assistance agreements, contained in 40 CFR, Part 33.
The following text either provides updates to 40 CFR, Part 33 based upon the associated class exception or
highlights a requirement.
1. EPA MBE/WBE CERTIFICATION, 40 CFR, Part 33, Subpart B
EPA no longer certifies entities as Minority-Owned Business Entities (MBEs) or Women-Owned
Business Entities (WBEs) pursuant to a class exception issued in October 2019. The class exception was
authorized pursuant to the authority in 2 CFR, Section 1500.3(b).
2. SIX GOOD FAITH EFFORTS, 40 CFR, Part 33, Subpart C
Pursuant to 40 CFR Section 33.301, the recipient agrees to make good faith efforts whenever procuring
construction, equipment, services and supplies under an EPA financial assistance agreement, and to
require that sub-recipients, loan recipients, and prime contractors also comply. Records documenting
compliance with the six good faith efforts shall be retained. The specific six good faith efforts can be
found at: 40 CFR Section 33.301 (a)-(f).
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 18 of 29
However, in EPA assistance agreements that are for the benefit of Native Americans, the recipient must
solicit and recruit Native American organizations and Native American-owned economic enterprises and
give them preference in the award process prior to undertaking the six good faith efforts (40 CFR Section
33.304). If recruiting efforts are unsuccessful, the recipient must follow the six good faith efforts.
3. CONTRACT ADMINISTRATION PROVISIONS, 40 CFR Section 33.302
The recipient agrees to comply with the contract administration provisions of 40 CFR Section 33.302 (a)-
(d) and (i).
4. BIDDERS LIST, 40 CFR Section 33.501(b) and (c)
Recipients of a Continuing Environmental Program Grant or other annual reporting grant, agree to create
and maintain a bidders list. Recipients of an EPA financial assistance agreement to capitalize a revolving
loan fund also agree to require entities receiving identified loans to create and maintain a bidders list if the
recipient of the loan is subject to, or chooses to follow, competitive bidding requirements. Please see 40
CFR Section 33.501 (b) and (c) for specific requirements and exemptions.
5. FAIR SHARE OBJECTIVES, 40 CFR, Part 33, Subpart D
In October 2019, a class exception to the entire Subpart D of 40 CFR, Part 33 has been authorized
pursuant to the authority in 2 CFR Section 1500.3(b). Notwithstanding Subpart D of 40 CFR, Part 33,
recipients are not required to negotiate or apply fair share objectives in procurements under assistance
agreements.
6. MBE/WBE REPORTING, 40 CFR, Part 33, Subpart E
When required, the recipient agrees to complete and submit a “MBE/WBE Utilization Under Federal
Grants and Cooperative Agreements” report (EPA Form 5700-52A) on an annual basis. The current EPA
Form 5700-52A can be found at the EPA Grantee Forms Page at
https://www.epa.gov/sites/production/files/2020-06/documents/epa_form_5700_52a_fill-sign.pdf.
Reporting is required for assistance agreements where funds are budgeted for procuring construction,
equipment, services and supplies (including funds budgeted for direct procurement by the recipient or
procurement under subawards or loans in the “Other” category) with a cumulative total that exceed the
Simplified Acquisition Threshold (SAT) (currently, $250,000 however the threshold will be
automatically revised whenever the SAT is adjusted; See 2 CFR Section 200.1), including amendments
and/or modifications. When reporting is required, all procurement actions are reportable, not just the
portion which exceeds the SAT.
Annual reports are due by October 30th of each year. Final reports are due 120 days after the end
of the project period.
This provision represents an approved exception from the MBE/WBE reporting requirements as described
in 40 CFR Section 33.502.
7. MBE/WBE RECORDKEEPING, 40 CFR, Part 33, Subpart E
The recipient agrees to comply with all recordkeeping requirements as stipulated in 40 CFR, Part 33,
Subpart E including creating and maintaining a bidders list, when required. Any document created as a
record to demonstrate compliance with any requirement of 40 CFR, Part 33 must be maintained pursuant
to the requirements stated in this Subpart.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 19 of 29
Programmatic General Terms and Conditions
28. Sufficient Progress
EPA will measure sufficient progress by examining the performance required under the workplan in
conjunction with the milestone schedule, the time remaining for performance within the project period and/or
the availability of funds necessary to complete the project. EPA may terminate the assistance agreement for
failure to ensure reasonable completion of the project within the project period.
29. Copyrighted Material and Data
In accordance with 2 CFR 200.315, EPA has the right to reproduce, publish, use and authorize others to
reproduce, publish and use copyrighted works or other data developed under this assistance agreement for
Federal purposes.
Examples of a Federal purpose include but are not limited to: (1) Use by EPA and other Federal employees for
official Government purposes; (2) Use by Federal contractors performing specific tasks for [i.e., authorized
by] the Government; (3) Publication in EPA documents provided the document does not disclose trade secrets
(e.g. software codes) and the work is properly attributed to the recipient through citation or otherwise; (4)
Reproduction of documents for inclusion in Federal depositories; (5) Use by State, tribal and local
governments that carry out delegated Federal environmental programs as “co-regulators” or act as official
partners with EPA to carry out a national environmental program within their jurisdiction and; (6) Limited use
by other grantees to carry out Federal grants provided the use is consistent with the terms of EPA’s
authorization to the other grantee to use the copyrighted works or other data.
Under Item 6, the grantee acknowledges that EPA may authorize another grantee(s) to use the copyrighted
works or other data developed under this grant as a result of:
• the selection of another grantee by EPA to perform a project that will involve the use of the
copyrighted works or other data or;
• termination or expiration of this agreement.
In addition, EPA may authorize another grantee to use copyrighted works or other data developed with Agency
funds provided under this grant to perform another grant when such use promotes efficient and effective use
of Federal grant funds.
30. Patents and Inventions
Rights to inventions made under this assistance agreement are subject to federal patent and licensing
regulations, which are codified at Title 37 CFR Part 401 and Title 35 USC Sections 200-212.
Pursuant to the Bayh-Dole Act (set forth in 35 USC 200-212), EPA retains the right to a worldwide,
nonexclusive, nontransferable, irrevocable, paid-up license to practice the invention owned by the assistance
agreement holder, as defined in the Act. To streamline the invention reporting process and to facilitate
compliance with the Bayh-Dole Act, the recipient must utilize the Interagency Edison extramural invention
reporting system at iEdison.gov . Annual utilization reports must be submitted through the system. The
recipient is required to notify the Project Officer identified on the award document when an invention report,
patent report, or utilization report is filed at iEdison.gov. EPA elects not to require the recipient to provide a
report prior to the close-out of a funding agreement listing all subject inventions or stating that there were none.
In accordance with Executive Order 12591, as amended, government owned and operated laboratories can
enter into cooperative research and development agreements with other federal laboratories, state and local
governments, universities, and the private sector, and license, assign, or waive rights to intellectual property
“developed by the laboratory either under such cooperative research or development agreements and from
within individual laboratories.”
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 20 of 29
31. Acknowledgement Requirements for Non-ORD Assistance Agreements
The recipient agrees that any reports, documents, publications or other materials developed for public
distribution supported by this assistance agreement shall contain the following statement:
"This project has been funded wholly or in part by the United States Environmental Protection Agency under
assistance agreement (number) to (recipient). The contents of this document do not necessarily reflect the views
and policies of the Environmental Protection Agency, nor does the EPA endorse trade names or recommend the
use of commercial products mentioned in this document.”
Recipients of EPA Office of Research Development (ORD) research awards must follow the acknowledgement
requirements outlined in the research T&Cs available at: https://www.nsf.gov/awards/managing/rtc.jsp. A
Federal-wide workgroup is currently updating the Federal-Wide Research Terms and Conditions Overlay to the
Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards and when
completed recipients of EPA ORD research must abide by the research T&Cs.
32. Electronic and Information Technology Accessibility
Recipients are subject to the program accessibility provisions of Section 504 of the Rehabilitation Act, codified
in 40 CFR Part 7, which includes an obligation to provide individuals with disabilities reasonable
accommodations and an equal and effective opportunity to benefit from or participate in a program, including
those offered through electronic and information technology (“EIT”). In compliance with Section 504, EIT
systems or products funded by this award must be designed to meet the diverse needs of users (e.g., U.S. public,
recipient personnel) without barriers or diminished function or quality. Systems shall include usability features
or functions that accommodate the needs of persons with disabilities, including those who use assistive
technology. At this time, the EPA will consider a recipient’s websites, interactive tools, and other EIT as being
in compliance with Section 504 if such technologies meet standards established under Section 508 of the
Rehabilitation Act, codified at 36 CFR Part 1194. While Section 508 does not apply directly to grant recipients,
we encourage recipients to follow either the 508 guidelines or other comparable guidelines that concern
accessibility to EIT for individuals with disabilities.
Recipients may wish to consult the latest Section 508 guidelines issued by the U.S. Access Board or W3C’s
Web Content Accessibility Guidelines (WCAG) 2.0 (see https://www.access-board.gov/guidelines-and-
standards/communications-and-it/about-the-section-508-standards/guide-to-the-section-508-standards).
33. Human Subjects
Human subjects research is any activity that meets the regulatory definitions of both research AND human
subject. Research is a systematic investigation, including research development, testing and evaluation,
designed to develop or contribute to generalizable knowledge. Human subject means a living individual about
whom an investigator (whether professional or student) conducting research obtains (1) data through
intervention or interaction with the individual, or (2) identifiable private information. [40 CFR 26.102 (d)(f)]
No research involving human subjects will be conducted under this agreement without prior written approval
of the EPA to proceed with that research. If engaged in human subjects research as part of this agreement,
the recipient agrees to comply with all applicable provisions of EPA Regulation 40 CFR 26 (Protection of
Human Subjects). This includes, at Subpart A, the Basic Federal Policy for the Protection of Human
Research Subjects, also known as the Common Rule. It also includes, at Subparts B, C, and D, prohibitions
and additional protections for children, nursing women, pregnant women, and fetuses in research conducted
or supported by EPA.
The recipient further agrees to comply with EPA’s procedures for oversight of the recipient’s compliance with
40 CFR 26, as given in EPA Order 1000.17 Change A1 (Policy and Procedures on Protection of Human
Research Subjects in EPA Conducted or Supported Research). As per this order, no human subject may be
involved in any research conducted under this assistance agreement, including recruitment, until the research
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 21 of 29
has been approved or determined to be exempt by the EPA Human Subjects Research Review Official
(HSRRO) after review of the approval or exemption determination of the Institutional Review Board(s)
(IRB(s)) with jurisdiction over the research under 40 CFR 26.
For HSRRO approval, the recipient must forward to the Project Officer: (1) copies of all documents upon which
the IRB(s) with jurisdiction based their approval(s) or exemption determination(s), (2) copies of the IRB
approval or exemption determination letter(s), (3) copy of the IRB-approved consent forms and subject
recruitment materials, if applicable, and (4) copies of all supplementary IRB correspondence.
Following the initial approvals indicated above, the recipient must, as part of the annual report(s), provide
evidence of continuing review and approval of the research by the IRB(s) with jurisdiction, as required by 40
CFR 26.109(e). Materials submitted to the IRB(s) for their continuing review and approval are to be provided
to the Project Officer upon IRB approval. During the course of the research, investigators must promptly report
any unanticipated problems involving risk to subjects or others according to requirements set forth by the IRB.
In addition, any event that is significant enough to result in the removal of the subject from the study should
also be reported to the Project Officer, even if the event is not reportable to the IRB of record.
34. Animal Subjects
The recipient agrees to comply with the Animal Welfare Act of 1966 (P.L. 89-544), as amended, 7 USC 2131-
2156. Recipient also agrees to abide by the “U.S. Government Principles for the Utilization and Care of
Vertebrate Animals used in Testing, Research, and Training.” (Federal Register 50(97): 20864-20865. May
20,1985). The nine principles can be viewed at https://olaw.nih.gov/policies-laws/phs-policy.htm. For
additional information about the Principles, the recipient should consult the Guide for Care and Use of
Laboratory Animals, prepared by the Institute of Laboratory Animal Resources, National Research Council and
can be accessed at: http://www.nap.edu/readingroom/books/labrats/.
35. Light Refreshments and/or Meals
APPLICABLE TO ALL AGREEMENTS EXCEPT STATE CONTINUING ENVIRONMENTAL
PROGRAMS (AS DESCRIBED BELOW):
Unless the event(s) and all of its components are described in the approved workplan, the recipient agrees to
obtain prior approval from EPA for the use of grant funds for light refreshments and/or meals served at
meetings, conferences, training workshops and outreach activities (events). The recipient must send requests for
approval to the EPA Project Officer and include:
(1) An estimated budget and description for the light refreshments, meals, and/or beverages to be served at the
event(s);
(2) A description of the purpose, agenda, location, length and timing for the event; and,
(3) An estimated number of participants in the event and a description of their roles.
Costs for light refreshments and meals for recipient staff meetings and similar day-to-day activities are not
allowable under EPA assistance agreements.
Recipients may address questions about whether costs for light refreshments, and meals for events may be
allowable to the recipient’s EPA Project Officer; however, the Agency Award Official or Grant Management
Officer will make final determinations on allowability. Agency policy prohibits the use of EPA funds for
receptions, banquets and similar activities that take place after normal business hours unless the recipient has
provided a justification that has been expressly approved by EPA's Award Official or Grants Management
Officer.
EPA funding for meals, light refreshments, and space rental may not be used for any portion of an event where
alcohol is served, purchased, or otherwise available as part of the event or meeting, even if EPA funds are not
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 22 of 29
used to purchase the alcohol.
Note: U.S. General Services Administration regulations define light refreshments for morning, afternoon or
evening breaks to include, but not be limited to, coffee, tea, milk, juice, soft drinks, donuts, bagels, fruit,
pretzels, cookies, chips, or muffins. (41 CFR 301-74.7)
FOR STATE CONTINUING ENVIRONMENTAL PROGRAM GRANT RECIPIENTS EXCLUDING
STATE UNIVERSITIES:
If the state maintains systems capable of complying with federal grant regulations at 2 CFR 200.432 and 200.438,
EPA has waived the prior approval requirements for the use of EPA funds for light refreshments and/or meals
served at meetings, conferences, and training, as described above. The state may follow its own procedures
without requesting prior approval from EPA. However, notwithstanding state policies, EPA funds may not be
used for (1) evening receptions, or (2) other evening events (with the exception of working meetings). Examples
of working meetings include those evening events in which small groups discuss technical subjects on the basis of
a structured agenda or there are presentations being conducted by experts. EPA funds for meals, light
refreshments, and space rental may not be used for any portion of an event (including evening working meetings)
where alcohol is served, purchased, or otherwise available as part of the event or meeting, even if EPA funds are
not used to purchase the alcohol.
By accepting this award, the state is certifying that it has systems in place (including internal controls) to comply
with the requirements described above.
36. Tangible Personal Property
36.1 Reporting Pursuant to 2 CFR 200.312 and 200.314, property reports, if applicable, are required for
Federally-owned property in the custody of a non-Federal entity upon completion of the Federal award or when
the property is no longer needed. Additionally, upon termination or completion of the project, residual unused
supplies with a total aggregate fair market value exceeding $5,000 not needed for any other Federally-sponsored
programs or projects must be reported. For Superfund awards under Subpart O, refer to 40 CFR 35.6340 and
35.6660 for property reporting requirements. Recipients should utilize the Tangible Personal Property Report form
series (SF-428) to report tangible personal property.
36.2 Disposition
36.2.1 Most Recipients. Consistent with 2 CFR 200.313, unless instructed otherwise on the official award
document, this award term, or at closeout, the recipient may keep the equipment and continue to use it on
the project originally funded through this assistance agreement or on other federally funded projects
whether or not the project or program continues to be supported by Federal funds.
36.2.2 State Agencies. Per 2 CFR 200.313(b), state agencies may manage and dispose of equipment acquired
under this assistance agreement in accordance with state laws and procedures.
36.2.3 Superfund Recipients. Equipment purchased under Superfund projects is subject to specific disposal
options in accordance with 40 CFR Part 35.6345.
37. Dual Use Research of Concern (DURC)
The recipient agrees to conduct all life science research* in compliance with EPA’s Order on the Policy and
Procedures for Managing Dual Use Research of Concern (EPA DURC Order) and United States Government
Policy for Institutional Oversight of Life Sciences Dual Use Research of Concern (iDURC Policy). If the
recipient is an institution within the United States that receives funding through this agreement, or from any
other source, the recipient agrees to comply with the iDURC Policy if they conduct or sponsor research
involving any of the agents or toxins identified in Section 6.2.1 of the iDURC Policy. If the institution is outside
the United States and receives funding through this agreement to conduct or sponsor research involving any of
those same agents or toxins, the recipient agrees to comply with the iDURC Policy. The recipient agrees to
provide any additional information that may be requested by EPA regarding DURC and iDURC. The recipient
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 23 of 29
agrees to immediately notify the EPA Project Officer should the project use or introduce use of any of the agents
or toxins identified in the iDURC Policy. The recipient’s Institution/Organization must also comply with USG
iDURC policy and EPA DURC Order and will inform the appropriate government agency if funded by such
agency of research with the agents or toxins identified in Section 6.2.1 of the iDURC Policy. If privately funded
the recipient agrees to notify the National Institutes of Health at DURC@od.nih.gov.
*“Life Sciences Research,” for purposes of the EPA DURC Order, and based on the definition of research in 40
CFR §26.102(d), is a systematic investigation designed to develop or contribute to generalizable knowledge
involving living organisms (e.g., microbes, human beings, animals, and plants) and their products. EPA does not
consider the following activities to be research: routine product testing, quality control, mapping, collection of
general-purpose statistics, routine monitoring and evaluation of an operational program, observational studies,
and the training of scientific and technical personnel. [Note: This is consistent with Office of Management and
Budget Circular A-11.]
38. Research Misconduct
In accordance with 2 CFR 200.329, the recipient agrees to notify the EPA Project Officer in writing about
research misconduct involving research activities that are supported in whole or in part with EPA funds under
this project. EPA defines research misconduct as fabrication, falsification, or plagiarism in proposing,
performing, or reviewing research, or in reporting research results [65 FR 76262. I], or ordering, advising or
suggesting that subordinates engage in research misconduct. The recipient agrees to:
(1) Immediately notify the EPA Project Officer who will then inform the EPA Office of Inspector General (OIG)
if, at any time, an allegation of research misconduct falls into one of the categories listed below:
A. Public health or safety is at risk.
B. Agency resources or interests are threatened.
C. Circumstances where research activities should be suspended.
D. There is a reasonable indication of possible violations of civil or criminal law.
E. Federal action is required to protect the interests of those involved in the investigation.
F. The research entity believes that the inquiry or investigation may be made public prematurely so that
appropriate steps can be taken to safeguard evidence and protect the rights of those involved.
G. Circumstances where the research community or public should be informed. [65 FR 76263.III]
(2) Report other allegations to the OIG when they have conducted an inquiry and determined that there is
sufficient evidence to proceed with an investigation. [65 FR 76263. III]
39. Scientific Integrity Terms and Conditions
The recipient agrees to comply with EPA’s Scientific Integrity Policy when conducting, supervising, and
communicating science and when using or applying the results of science. For purposes of this award condition
scientific activities include, but are not limited to, computer modelling, economic analysis, field sampling,
laboratory experimentation, demonstrating new technology, statistical analysis, and writing a review article on a
scientific issue. The recipient agrees to:
39.1 Scientific Products
39.1.1 Produce scientific products of the highest quality, rigor, and objectivity, by adhering to
applicable EPA information quality guidelines, quality policy, and peer review policy.
39.1.2 Prohibit all recipient employees, contractors, and program participants, including
scientists, managers, and other recipient leadership, from suppressing, altering, or
otherwise impeding the timely release of scientific findings or conclusions.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 24 of 29
39.1.3 Adhere to EPA’s Peer Review Handbook, 4th Edition, for the peer review of scientific
and technical work products generated through EPA grants or cooperative agreements
which, by definition, are not primarily for EPA’s direct use or benefit.
39.2 Scientific Findings
39.2.1 Require that reviews regarding the content of a scientific product that are conducted by
the project manager and other recipient managers and the broader management chain be
based only on scientific quality considerations, e.g., the methods used are clear and
appropriate, the presentation of results and conclusions is impartial.
39.2.2 Ensure scientific findings are generated and disseminated in a timely and transparent
manner, including scientific research performed by employees, contractors, and program
participants, who assist with developing or applying the results of scientific activities.
39.2.3 Include, when communicating scientific findings, an explication of underlying
assumptions, accurate contextualization of uncertainties, and a description of the
probabilities associated with both optimistic and pessimistic projections, if applicable.
39.2.4 Document the use of independent validation of scientific methods.
39.2.5 Document any independent review of the recipient’s scientific facilities and testing
activities, as occurs with accreditation by a nationally or internationally recognized
sanctioning body.
39.2.6 Make scientific information available online in open formats in a timely manner,
including access to data and non-proprietary models.
39.3 Scientific Misconduct
39.3.1 Prohibit intimidation or coercion of scientists to alter scientific data, findings, or
professional opinions or non-scientific influence of scientific advisory boards. In
addition, recipient employees, contractors, and program participants, including scientists,
managers, and other leadership, shall not knowingly misrepresent, exaggerate, or
downplay areas of scientific uncertainty.
39.3.2 Prohibit retaliation or other punitive actions toward recipient employees who uncover or
report allegations of scientific and research misconduct, or who express a differing
scientific opinion. Employees who have allegedly engaged in scientific or research
misconduct shall be afforded the due process protections provided by law, regulation, and
applicable collective bargaining agreements, prior to any action. Recipients shall ensure
that all employees and contractors of the recipient shall be familiar with these protections
and avoid the appearance of retaliatory actions.
39.3.3 Require all recipient employees, contractors, and program participants to act honestly and
refrain from acts of research misconduct, including publication or reporting, as described
in EPA’s Policy and Procedures for Addressing Research Misconduct, Section 9.C.
Research misconduct does not include honest error or differences of opinion. While EPA
retains the ultimate oversight authority for EPA-supported research, grant recipients
conducting research bear primary responsibility for prevention and detection of research
misconduct and for the inquiry, investigation, and adjudication of research misconduct
alleged to have occurred in association with their own institution.
39.3.4 Take the actions required on the part of the recipient described in EPA’s Policy and
Procedures for Addressing Research Misconduct, Sections 6 through 9, when research
misconduct is suspected or found.
39.4 Additional Resources
For more information about the Scientific Integrity Policy, an introductory video can be accessed at:
https://youtu.be/FQJCy8BXXq8. A training video is available at: https://youtu.be/Zc0T7fooot8.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 25 of 29
Public Policy Requirements
40. Civil Rights Obligations
This term and condition incorporates by reference the signed assurance provided by the recipient’s authorized
representative on: 1) EPA Form 4700-4, “Preaward Compliance Review Report for All Applicants and
Recipients Requesting EPA Financial Assistance”; and 2) Certifications and Representations in Sam.gov or
Standard Form 424D, as applicable.
These assurances and this term and condition obligate the recipient to comply fully with applicable civil rights
statutes and implementing federal and EPA regulations.
a. Statutory Requirements
i. In carrying out this agreement, the recipient must comply with:
1. Title VI of the Civil Rights Act of 1964, which prohibits discrimination based on race,
color, and national origin, including limited English proficiency (LEP), by entities
receiving Federal financial assistance.
2. Section 504 of the Rehabilitation Act of 1973, which prohibits discrimination against
persons with disabilities by entities receiving Federal financial assistance; and
3. The Age Discrimination Act of 1975, which prohibits age discrimination by entities
receiving Federal financial assistance.
ii. If the recipient is an education program or activity (e.g., school, college or university) or if the
recipient is conducting an education program or activity under this agreement, it must also
comply with:
1. Title IX of the Education Amendments of 1972, which prohibits discrimination on the
basis of sex in education programs and activities operated by entities receiving Federal
financial assistance. For further information about your compliance obligations regarding
Title IX, see 40 CFR Part 5 and https://www.justice.gov/crt/title-ix
iii. If this agreement is funded with financial assistance under the Clean Water Act (CWA),
the recipient must also comply with:
1. Section 13 of the Federal Water Pollution Control Act Amendments of 1972, which
prohibits discrimination on the basis of sex in CWA-funded programs or activities.
b. Regulatory Requirements
i. The recipient agrees to comply with all applicable EPA civil rights regulations, including:
1. For Title IX obligations, 40 C.F.R. Part 5; and
2. For Title VI, Section 504, Age Discrimination Act, and Section 13 obligations, 40 CFR
Part7.
3. For statutory and national policy requirements, including those prohibiting
discrimination and those described in Executive Order 13798 promoting free speech
and religious freedom, 2 CFR 200.300.
4. As noted on the EPA Form 4700-4 signed by the recipient’s authorized representative,
these regulations establish specific requirements including maintaining compliance
information, establishing grievance procedures, designating a Civil Rights Coordinator
and providing notices of non-discrimination.
c. TITLE VI – LEP, Public Participation and Affirmative Compliance Obligation
i. As a recipient of EPA financial assistance, you are required by Title VI of the Civil Rights
Act to provide meaningful access to LEP individuals. In implementing that requirement, the
recipient agrees to use as a guide the Office of Civil Rights (OCR) document entitled
"Guidance to Environmental Protection Agency Financial Assistance Recipients Regarding
Title VI Prohibition Against National Origin Discrimination Affecting Limited English
Proficient Persons." The guidance can be found at:
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 26 of 29
https://www.federalregister.gov/documents/2004/06/25/04-14464/guidance-to-
environmental-protection-agency-financial-assistance-recipients-regarding-title-vi
ii. If the recipient is administering permitting programs under this agreement, the recipient
agrees to use as a guide OCR’s Title VI Public Involvement Guidance for EPA Assistance
Recipients Administering Environmental Permitting Programs. The Guidance can be found
at: https://www.govinfo.gov/content/pkg/FR-2006-03-21/pdf/06-2691.pdf
iii. In accepting this assistance agreement, the recipient acknowledges it has an affirmative
obligation to implement effective Title VI compliance programs and ensure that its actions do
not involve discriminatory treatment and do not have discriminatory effects even when
facially neutral. The recipient must be prepared to demonstrate to EPA that such compliance
programs exist and are being implemented or to otherwise demonstrate how it is meeting its
Title VI obligations.
41. Drug-Free Workplace
The recipient organization of this EPA assistance agreement must make an ongoing, good faith effort to
maintain a drug-free workplace pursuant to the specific requirements set forth in Title 2 CFR Part 1536
Subpart B. Additionally, in accordance with these regulations, the recipient organization must identify all
known workplaces under its federal awards, and keep this information on file during the performance of the
award.
Those recipients who are individuals must comply with the drug-free provisions set forth in Title 2 CFR Part
1536 Subpart C.
The consequences for violating this condition are detailed under Title 2 CFR Part 1536 Subpart E. Recipients
can access the Code of Federal Regulations (CFR) Title 2 Part 1536 at www.ecfr.gov/.
42. Hotel-Motel Fire Safety
Pursuant to 15 USC 2225a, the recipient agrees to ensure that all space for conferences, meetings, conventions
or training seminars funded in whole or in part with federal funds complies with the protection and control
guidelines of the Hotel and Motel Fire Safety Act (PL 101-391, as amended). Recipients may search the
Hotel-Motel National Master List at https://apps.usfa.fema.gov/hotel/ to see if a property is in compliance, or
to find other information about the Act.
43. Lobbying Restrictions
a) This assistance agreement is subject to lobbying restrictions as described below. Applicable to all
assistance agreements:
i) The chief executive officer of this recipient agency shall ensure that no grant funds awarded
under this assistance agreement are used to engage in lobbying of the Federal Government or in
litigation against the U.S. unless authorized under existing law. The recipient shall abide by the
Cost Principles available at 2 CFR Part 200 which generally prohibits the use of federal grant
funds for litigation against the U.S. or for lobbying or other political activities.
ii) The recipient agrees to comply with Title 40 CFR Part 34, New Restrictions on Lobbying. The
recipient shall include the language of this provision in award documents for all subawards
exceeding $100,000 and require that subrecipients submit certification and disclosure forms
accordingly.
iii) In accordance with the Byrd Anti-Lobbying Amendment, any recipient who makes a prohibited
expenditure under Title 40 CFR Part 34 or fails to file the required certification or lobbying forms
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 27 of 29
shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such
expenditure.
iv) Contracts awarded by a recipient shall contain, when applicable, the anti-lobbying provision as
stipulated in the Appendix II to Part 200—Contract Provisions for Non-Federal Entity Contracts
Under Federal Awards.
v) By accepting this award, the recipient affirms that it is not a nonprofit organization described in
Section 501(c)(4) of the Internal Revenue Code of 1986 as required by Section 18 of the Lobbying
Disclosure Act; or that it is a nonprofit organization described in Section 501(c)(4) of the Code but
does not and will not engage in lobbying activities as defined in Section 3 of the Lobbying
Disclosure Act. Nonprofit organizations exempt from taxation under section 501(c)(4) of the
Internal Revenue Code that engage in lobbying activities are ineligible for EPA subawards.
b) Applicable to assistance agreements when the amount of the award is over $100,000:
i) By accepting this award, the recipient certifies, to the best of its knowledge and belief, that:
(1) No Federal appropriated funds have been or will be paid, by or on behalf of the recipient, 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, or any employee of a Member of Congress in connection with this Federal grant or
cooperative agreement, the recipient shall complete and submit the linked Standard Form -- LLL,
"Disclosure Form to Report Lobbying," in accordance with its instructions.
(3) The recipient shall require that the language of this certification be included in the award
documents for all subawards exceeding $100,000 at all tiers (including subcontracts, subgrants,
and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall
certify and disclose accordingly.
ii) This certification is a material representation of fact upon which reliance was placed when this
transaction was made or entered into. Submission of this certification is a prerequisite for making or
entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to
file the required certification shall be subject to a civil penalty of not less than $10,000 and not more
than $100,000 for each failure.
44. Recycled Paper
When directed to provide paper documents, the recipient agrees to use recycled paper and double-sided
printing for all reports which are prepared as a part of this agreement and delivered to EPA. This requirement
does not apply to reports prepared on forms supplied by EPA.
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 28 of 29
45. Resource Conservation and Recovery Act
Consistent with goals of section 6002 of RCRA (42 U.S.C. 6962), State and local institutions of higher education,
hospitals and non-profit organization recipients agree to give preference in procurement programs to the purchase
of specific products containing recycled materials, as identified in 40 CFR Part 247.
Consistent with section 6002 of RCRA (42 U.S.C. 6962) and 2 CFR 200.323, State agencies or agencies of a
political subdivision of a State and its contractors are required to purchase certain items made from recycled
materials, as identified in 40 CFR Part 247, when the purchase price exceeds $10,000 during the course of a
fiscal year or where the quantity of such items acquired in the course of the preceding fiscal year was $10,000 or
more. Pursuant to 40 CFR 247.2 (d), the recipient may decide not to procure such items if they are not
reasonably available in a reasonable period of time; fail to meet reasonable performance standards; or are only
available at an unreasonable price.
46. Trafficking in Persons
a. Provisions applicable to a recipient that is a private entity.
i. The recipient, the recipient’s employees, subrecipients under this award, and
subrecipients’ employees may not—
1. Engage in severe forms of trafficking in persons during the period of time that the
award is in effect;
2. Procure a commercial sex act during the period of time that the award is in effect; or
3. Use forced labor in the performance of the award or subawards under the award.
ii. We as the Federal awarding agency may unilaterally terminate this award, without
penalty, if the recipient or a subrecipient that is a private entity—
1. Is determined to have violated a prohibition in paragraph a of this award term; or
2. Has an employee who is determined by the agency official authorized to
terminate the award to have violated a prohibition in paragraph a of this award
term through conduct that is either—
a. Associated with performance under this award; or
b. Imputed to the recipient or subrecipient using the standards and due process for
imputing the conduct of an individual to an organization that are provided in 2
CFR Part 180, ‘‘OMB Guidelines to Agencies on Governmentwide Debarment
and Suspension (Nonprocurement),’’ as implemented by our Agency at 2 CFR
Part 1532.
b. Provision applicable to a recipient other than a private entity. EPA may unilaterally terminate this
award, without penalty, if a subrecipient that is a private entity—
i. Is determined to have violated an applicable prohibition in paragraph a. of this award term;
or
ii. Has an employee who is determined by the agency official authorized to terminate the
award to have violated an applicable prohibition in paragraph a of this award term through
conduct that is either—
1. Associated with performance under this award; or
2. Imputed to the subrecipient using the standards and due process for imputing the
conduct of an individual to an organization that are provided in 2 CFR Part 180,
‘‘OMB Guidelines to Agencies on Governmentwide Debarment and Suspension
(Nonprocurement),” as implemented by EPA at 2 CFR Part 1532.
c. Provisions applicable to any recipient.
i. The recipient must inform the EPA immediately of any information received from any
source alleging a violation of a prohibition in paragraph a of this award term.
ii. Our right to terminate unilaterally that is described in paragraph a and b:
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33
Page 29 of 29
1. Implements section 106(g) of the Trafficking Victims Protection Act of 2000
(TVPA), as amended (22 U.S.C. 7104(g)), and
2. Is in addition to all other remedies for noncompliance that are available to us under
this award.
iii. The recipient must include the requirements of paragraph a of this award term in any
subaward made to a private entity.
d. Definitions. For purposes of this award term:
i. ‘‘Employee’’ means either:
1. An individual employed by you or a subrecipient who is engaged in the
performance of the project or program under this award; or
2. Another person engaged in the performance of the project or program under this
award and not compensated by you including, but not limited to, a volunteer or
individual whose services are contributed by a third party as an in-kind contribution
toward cost sharing or matching requirements.
ii. ‘‘Forced labor’’ means labor obtained by any of the following methods: the recruitment,
harboring, transportation, provision, or obtaining of a person for labor or services, through the
use of force, fraud, or coercion for the purpose of subjection to involuntary servitude, peonage,
debt bondage, or slavery.
iii. ‘‘Private entity’’:
1. Means any entity other than a State, local government, Indian tribe, or foreign
public entity, as those terms are defined in 2 CFR 175.25.
2. Includes:
a. A nonprofit organization, including any nonprofit institution of higher
education, hospital, or tribal organization other than one included in the
definition of Indian tribe at 2 CFR 175.25(b).
b. A for-profit organization.
iv. ‘‘Severe forms of trafficking in persons,’’ ‘‘commercial sex act,’’ and ‘‘coercion’’ have the
meanings given at section 103 of the TVPA, as amended (22 U.S.C. 7102).
Docusign Envelope ID: A5DDBF3D-508F-4A93-B75C-D3C7442AFC33