Loading...
HomeMy WebLinkAbout16193Docusign Envelope ID: EB6E40B5-C757-44BC-8FB1-19A5B95FB9B6 RESOLUTION NO. 16193 A RESOLUTION AWARDING AN AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES IN THE AMOUNT OF $3,396,234.31 TO BOLTON & MENK, INC. A COLORADO CORPORATION, FOR PROJECT NO. 25-002 PLANNING CONSULTANT FOR 24TH STREET BRIDGE AND DOWNTOWN CORRIDOR AND AUTHORIZING THE PURCHASING AGENT TO EXECUTE SAME WHEREAS, the Proposal of Bolton & Menk, Inc., for Project No. 25-002 Planning Consultant for 24th Street Bridge and Downtown Corridor, has been received and examined; AND, WHEREAS, the Proposal of Bolton & Menk, Inc., was determined to be the most advantageous to the City of Pueblo, and in the best interest of the City of Pueblo, based on the evaluation factors set forth in the Request for Proposals; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that SECTION 1. The City Council authorizes Project No. 25-002 Planning Consultant for 24th Street Bridge and Downtown Corridor to be performed, and the contract for said services is hereby awarded to Bolton & Menk, Inc., in the amount of $3,396,234.31. SECTION 2. Funds for said Agreement shall be paid from Project Account DT2401 - West Side Connector (Raise) SECTION 3. The Purchasing Agent is hereby authorized to execute said contract on behalf of the City of Pueblo, a Colorado Municipal Corporation, and the City Clerk shall affix the seal of the City thereto and attest the same. SECTION 4. The officers of the City are authorized to perform any and all acts consistent with this Resolution to implement the policies and procedures described herein. Docusign Envelope ID: EB6E40B5-C757-44BC-8FB1-19A5B95FB9B6 SECTION 5. This Resolution shall become effective immediately upon passage and approval. Qocusignea by: ATTESTED BY: W Cl INTRODUCED: December 8, 2025 BY: Brett Boston MEMBER OF QTYCPUNCIL ocuSigne ti/y: APPROVED: au(( PRESIDEN I COUNCIL Docusign Envelope ID: EB6E40B5-C757-44BC-8FB1-19A5B95FB9B6 City Clerk's Office Item # Q1 dtg of 1111-PUEBLO coorado Background Paper for Proposed Resolution COUNCIL MEETING DATE: December 8, 2025 TO: President Mark Aliff and Members of City Council CC: Mayor Heather Graham VIA: Marisa Stoller, City Clerk FROM: Andrew Hayes, Public Works Director SUBJECT: A RESOLUTION AWARDING AN AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES IN THE AMOUNT OF $3,396,234.31 TO BOLTON & MENK, INC. A COLORADO CORPORATION, FOR PROJECT NO. 25-002 PLANNING CONSULTANT FOR 24TH STREET BRIDGE AND DOWNTOWN CORRIDOR AND AUTHORIZING THE PURCHASING AGENT TO EXECUTE SAME SUMMARY: This Resolution awards an Agreement for Professional Engineering Services to Bolton & Menk, Inc., to render design services for Planning Consultant for 24th Street Bridge and Downtown Corridor. Bolton & Menk, Inc., was determined to be the most responsible bidder and will be awarded a contract in the amount of $3,396,234.31. PREVIOUS COUNCIL ACTION: Ordinance 10787, approved on September 9, 2024, established Project Account DT2401, for West Side Connector (FHWA), approved an intergovernmental agreement (IGA) between the City of Pueblo and the Federal Highway Administration, budgeted and appropriated $16,834,725.00 into said project account, and authorized the Mayor to execute the agreement on behalf of the City of Pueblo. BACKGROUND: The City was awarded a RAISE Grant which funds several project components that will improve transportation connectivity between the west side of the City and downtown. In the first component, Sun Mountain Boulevard (formerly Spaulding Ave) will be extended from 24th Street to 31 st Street. The second component will rehabilitate seventy (70) west side bus stops to comply with ADA standards. The third component consists of planning and design for a 24th Street bridge and traffic corridor to connect the west side area to downtown. A total of four contracts will be awarded for planning, design, and construction work associated with the proposed improvements. Docusign Envelope ID: EB6E40B5-C757-44BC-8FB1-19A5B95FB9B6 This project includes planning for the 24th Street bridge and the downtown corridor in Pueblo. The project work entails public engagement, a feasibility study, design, right-of-way needs assessment, and other pre -construction activities. FINANCIAL IMPLICATIONS: Funding in the amount of $3,396,234.31 will be paid from Project Account DT2401 — West Side Connector (Raise). BOARD/COMMISSION RECOMMENDATION: Not Applicable to this Resolution. STAKEHOLDER PROCESS: Not Applicable to this Resolution. ALTERNATIVES: Denial of this Resolution will preclude the City from awarding the contract and proceeding with the design of the project. RECOMMENDATION: Approval of the Resolution. ATTACHMENTS: 1. 25-002 Bolton Menk Agmt 24th St Bridge and Downtown Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 cjhj o� Jill. -PUEBLO colcrado 1:111,OIFI�"I.SS11014AII.,.Sl�"1.11,VIICI�"I.S AG111"J"AME"N'T BY AND BIE"MI"J"A C11"IFY OF 1:10"A311-0 AND 13011-IFON & IME-ENKy INC. P IAN MING CONS(J I [AN I FOR 24PI � S I REEI BRT)GEAN D DOWN I OWN CORM DOR Page 1 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Agreement #25-002 Title: Planning Consultant for 24th Street Bridge and Downtown Corridor BY AND BIE"TW!"J"114 C[TY OF 1:10"J311-0 AND THIS AGREEMENT ("Agreement") made and entered this 17th day of December , 202r, by and between the City of Pueblo, a Colorado Municipal Corporation (hereinafter referred to as "City") and Bolton & Menk, Inc., a Minnesota Corporation registered to do business in Colorado (hereinafter referred to as "Consultant"), a professional engineering firm for Consultant to render certain professional planning, design, engineering, and related services for City in connection with Bid 25-002 Planning Consultant for 24th Street Bridge and Downtown Corridor, hereinafter referred to as the "Project." In consideration of the mutual covenants hereinafter set forth, the parties agree as follows: A. Consultant shall satisfactorily perform professional planning, design, engineering, and related services for the Project described in more detail in Schedule 1 attached hereto and incorporated herein by reference (the "Services"). Such Services shall include all usual and customary professional services incidental to the work on the Project. This Agreement follows the selection of Consultant by City pursuant to a Request for Proposals (RFP). All of the requirements of the RFP are incorporated herein by reference, unless any requirement is expressly excluded in Schedule 1. No requirement in Section 3.3 of the RFP may be excluded in case of conflict between any provision in Section 3.3 of the RFP and this Agreement, the more stringent obligation or responsibility of Consultant shall apply. B. To the extent Consultant performs any of the Project work through subcontractors or subconsultants, Consultant shall be and remain as fully responsible for the full performance and quality of services performed by such subcontractors or subconsultants as it is for services performed directly by Consultant or Consultant's employees. C. To the extent Consultant requires access to private property to perform its services hereunder, Consultant shall be required to make arrangements to obtain such access. However, in the event City has already secured access for Consultant to any such property through a right of entry agreement, access agreement, letter of consent or other instrument, Consultant shall fully comply with and be subject to the terms and conditions set forth therein. A copy of any such instrument will be provided to Consultant upon request. . CONSIH;I N I'S IIESPONS11311,IIIII III A. Consultant shall be responsible for the professional quality, technical accuracy, and timely completion of Consultant's work, including that performed by Consultant's subconsultants and Page 2 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Agreement #25-002 Title: Planning Consultant for 24th Street Bridge and Downtown Corridor subcontractors, and designs, drawings, specifications, reports, and other services, irrespective of City's approval of or acquiescence in same. Consultant shall be responsible, in accordance with applicable law, to City for all loss or damage to City caused by Consultant's negligent act or omission; except that Consultant hereby irrevocably waives and excuses City and City's attorneys from compliance with any requirement to obtain a certificate of review as a condition precedent to commencement of an action, including any such requirements set forth in Section 13-20-602, C.R.S. or similar statute, whether now existing or hereafter enacted. B. Consultant shall be completely responsible for the safety of Consultant's employees in the execution of work under this Agreement and shall provide all necessary safety and protective equipment for said employees. C. Consultant acknowledges that time is of the essence with respect to the completion of its services under this Agreement. Consultant represents that Schedule 3 attached hereto is the schedule by which Consultant proposes to accomplish its work, with time periods for which it will commence and complete each major work item. Except to the extent the parties agree to time extensions for delays beyond the control of Consultant, Consultant shall adhere to this schedule and perform its work in a timely manner so as not to delay City's timetable for achievement of interim tasks and final completion of Project work. Consultant further acknowledges that its schedule has accounted for all reasonably anticipated delays, including those inherent in the availability of tools, supplies, labor and utilities required for the work, the availability of information which must be obtained from any third parties, and all conditions to access to public and private facilities. D. Before undertaking any work or incurring any expense which Consultant considers beyond or in addition to the Services described in Schedule 1 or otherwise contemplated by the terms of this Agreement, Consultant shall advise City in writing that (1) Consultant considers the work beyond the scope of this Agreement, (2) the reasons that Consultant believes the out of scope or additional work should be performed, and (3) a reasonable estimate of the cost of such work. Consultant shall not proceed with any out of scope or additional work until authorized in writing by City. The compensation for such authorized work shall be negotiated, but in the event the parties fail to negotiate or are unable to agree as to compensation, then Consultant shall be compensated for its direct costs and professional time at the rates set forth in Schedule 2 attached hereto. E. Consultant acknowledges that, due to the nature of the services for this project, related professional services, and the impact of same on the Project, the City has a substantial interest in the personnel and consultants to whom Consultant assigns principal responsibility for services performed under this Agreement. Consequently, Consultant represents that Consultant has selected and intends to employ or assign the key personnel and subconsultants identified in Schedule 4 ("Identification of Personnel, Subcontractors, and Task Responsibility") attached Page 3 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Agreement #25-002 Title: Planning Consultant for 24th Street Bridge and Downtown Corridor hereto for the Project assignments and areas of responsibility stated therein. Within 10 days of execution of this Agreement, City shall have the right to object in writing to employment on the Project of any such key person, subconsultant, or assignment of principal responsibility, in which case Consultant will employ alternate personnel for such function or reassign such responsibility to another to whom City has no reasonable objection. Thereafter, Consultant shall not assign or reassign Project work to any person to whom City has reasonable objection. I CI I' S II SPON IES A. City agrees to advise Consultant regarding City's Project requirements and to provide all relevant information, data and previous reports accessible to City which Consultant may reasonably require. B. City shall designate a Project Representative to whom all communications from Consultant shall be directed and who shall have limited administrative authority on behalf of City to receive and transmit information and make decisions with respect to the Project. Said representative shall not, however, have authority to bind City as to matters of governmental policy or fiscal policy, nor to contract for additions or obligations exceeding a value which is the lesser of $5000 or 5% of the maximum agreement price. C. City shall examine all documents presented by Consultant and render decisions pertaining thereto within a reasonable time. The City's approval of any drawings, design, specifications, reports, and incidental engineering work or materials furnished hereunder shall not in any way relieve Consultant of responsibility for the professional adequacy of its work. D. City shall perform its obligations and render decisions within a reasonable time under the circumstances presented. Based upon the nature of City and its requirements, a period of 14 days shall be presumed reasonable for any decision not involving policy decision or significant financial impact, when all information reasonably necessary for City to responsibly render a decision has been furnished. A period of 46 days shall be presumed reasonable for City to act with respect to any matter involving policy or significant financial impact. The above periods of presumed reasonableness shall be extended where information reasonably required is not within the custody or control of City but must be procured from others. E. Notify Consultant whenever City becomes aware of any substantial development or occurrence which materially affects the scope or timing of Consultant's services. Consultant's obligation to render services shall continue for such period of time as may reasonably be required for completion of the work contemplated in Schedule 1— "Services" and Section 2 of this Agreement. The proposed work schedule attached as Schedule 3 may be adjusted by mutual agreement of all parties. Page 4 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Agreement #25-002 Title: Planning Consultant for 24th Street Bridge and Downtown Corridor mPAYMEN I A. City will pay to Consultant as full compensation for all services required to be performed by Consultant under this Agreement, except for services for additional work or work beyond the scope of this Agreement, an amount not to exceed $3,396,234.31 (for the Study and Report Phase, NEPA Analysis, Preliminary Design Phase, and Final Design Phase) in the aggregate as set forth in Schedule 2 "Fee Schedule" and computed in accordance with this Section. In the event compensation for services is set forth in Schedule 2 as to each phase of work indicated in this Agreement, the maximum amount of compensation for any phase shall not exceed the amount specified in Schedule 2 for such phase. B. Consultant shall submit periodic, but not more frequently than monthly, applications for payment, aggregating to not more than the maximum amount set forth above, for actual professional services rendered and reimbursable expenses incurred. Such applications shall be submitted based upon the hourly rates and expense reimbursement provisions set forth in Schedule 2 attached hereto and shall contain appropriate documentation that such services have been performed and expenses incurred. Thereafter, City shall pay Consultant for the amount of the application within 45 days of the date of such application is received, provided that sufficient documentation has been furnished, and further provided that City will not be required to pay more than 90% of the maximum amount unless the Consultant's services on the Project phases for which this Agreement is applicable have been completed to City's reasonable satisfaction and all required Consultant submittals have been provided. C. No separate or additional payment shall be made for profit, overhead, local telephone expenses, lodging, routine photocopying, computer time, secretarial or clerical time or similar expenses unless otherwise provided and listed in Schedule 2 - "Fee Schedule." D. No compensation shall be paid to Consultant for services required and expenditures incurred in correcting Consultant's mistakes or negligence. E. Compensation for authorized work beyond the scope of this Agreement shall be governed by Section 2. A. City reserves the right to terminate this Agreement and Consultant's performance hereunder, at any time upon written notice, either for cause or for convenience. Upon such termination, Consultant and its subcontractors shall cease all work, stop incurring expenses, and shall promptly deliver to City all calculations, data, documents, drawings, plans, reports, specifications, summaries, work product and materials, and all other information as Consultant Page 5 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Agreement #25-002 Title: Planning Consultant for 24th Street Bridge and Downtown Corridor may have accumulated in performing this Agreement, together with all finished work and work in progress. Consultant shall at all times act in good faith with respect to the orderly transfer of work to the City or any entity designated by City. B. Upon termination of this Agreement for events or reasons not the fault of Consultant, Consultant shall be paid at the rates specified in Schedule 2 for all services rendered and reasonable costs incurred to the date of termination; together with any reasonable costs incurred within 10 days of termination provided such latter costs could not be avoided or were incurred in mitigating loss or expenses to Consultant or City. Consultant shall provide a detailed final invoice to the City within fourteen (14) calendar days from the effective date of termination, itemizing the work completed, costs incurred, and any outstanding payments due. In no event shall payment to Consultant upon termination exceed the maximum compensation provided for complete performance in Section 5, and the Consultant expressly waives any right to claim damages, including but not limited to lost profits, anticipated revenue, or indirect or consequential damages arising out of or relating to the termination for convenience. C. In the event termination of this Agreement or Consultant's services is for breach of this Agreement by Consultant, or for other fault of Consultant including but not limited to any failure to timely proceed with work, or to pay its employees and Consultants, or to perform work according to the highest professional standards, or to perform work in a manner deemed satisfactory by City's Project Representative, then in that event, Consultant's entire right to compensation shall be limited to the lesser of: (1) the reasonable value of completed work to City, or (2) payment at the rates specified in Schedule 2 for services satisfactorily performed and reimbursable expenses reasonably incurred, prior to date of termination. D. Consultant's responsibility for its completed work and services shall survive any termination. Calculations, data, documents, drawings, plans, reports, specifications, summaries, work product and materials, and all other documents or instruments procured or produced by the Consultant in the performance of this Agreement shall be the sole property of the City and the City is vested with all rights therein of whatever kind and however created, whether created by common law, statutory law, or by equity. The Consultant agrees that the City shall have access at all reasonable times to inspect and make copies of all communication, notes, calculations, data, documents, drawings, plans, reports, specifications, summaries, work product and materials, and all other documents pertaining to the work to be performed under this Agreement. In the event City uses the information provided hereunder for another project independent from Project, without adaptation by Consultant, City shall hold harmless Consultant from all loss, claims, injury, and judgments arising from the use of such information for such other project. Page 6 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Agreement #25-002 Title: Planning Consultant for 24th Street Bridge and Downtown Corridor Ir"t inW . W .�......� �..........:.Ill..d".IIL......... III. Unless specifically approved in advance in writing by City, Consultant shall not include representations of the Project in any advertising or promotional materials, except for accurate statements contained in resumes or curriculum vitae of Consultant's employees. If Consultant wishes to include representations in advertising or promotional materials, it shall submit a draft of same and printer's proof of the proposed advertising or promotional materials to the City for prior review and shall not publish or distribute same unless written approval of the materials is first obtained. 7.3. E11 9 2III 2IIr22 lr.t:!� II2lire: In connection with the performance of this Agreement, Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, national origin, disability, or age. Consultant shall endeavor to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, national origin, disability, or age. 7.4. Notices Any and all notices or other communications required or permitted by this Agreement or by law to be served on or given to either the City or the Consultant by the other party shall be in writing and shall be deemed duly served and given when personally delivered to the party to whom it is directed, or in lieu of such personal service when deposited in the United States mail, first-class postage prepaid, addressed to the City of Pueblo, Department of Public Works, Attn: Andrew Hayes, Director, 211 E. D Street, Pueblo, CO, 81003; or to the Consultant, Bolton & Menk, Inc., Attn: Ross Tillman, Principal, 5670 Greenwood Plaza Blvd., Suite W505, Greenwood Village, CO, 80111. Either party may change their address for the purpose of this paragraph by giving written notice of such change to the other party in the manner provided in this paragraph. This instrument contains the entire agreement between the City and the Consultant respecting the Project, and any other written or oral agreement or representation respecting the Project or the duties of either the City or the Consultant in relation thereto not expressly set forth in this instrument are null and void. Notwithstanding the foregoing, the terms of Bid 25-002 Planning Consultant for 24th Street Bridge and Downtown Corridor are hereby incorporated herein, and Consultant agrees to abide by and comply with the same. In the event of any conflict between any provision of this Agreement and a provision of any Schedule or attachment to this Agreement, the provision in this Agreement shall control and supersede the conflicting provision in the Schedule or attachment. Any inconsistent resolution provision in any attachment to this Agreement shall be void. 7.6. SuIb;antracts A. City acknowledges that Consultant is the prime contractor and the only party with whom City has a contractual relationship under this Agreement. To the extent Consultant performs any Project activities through subconsultants or subcontractors, Consultant shall contractually bind Page 7 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Agreement #25-002 Title: Planning Consultant for 24th Street Bridge and Downtown Corridor each of its subconsultants and subcontractors by subcontract agreement to all of the terms of this Agreement which are for the benefit of City, and City shall be a third -party beneficiary of those subcontract provisions. B. Consultant shall indemnify and defend City from all claims and demands for payment for services provided by subcontractors of Consultant. C. Consultant acknowledges that, due to the nature of the services to be provided under this Agreement, the City has a substantial interest in the personnel and consultants to whom Consultant assigns principal responsibility for services performed under this Agreement. Consequently, Consultant represents that it has selected and intends to employ or assign the key personnel and consultants identified in its proposal submitted to City prior to execution of this Agreement to induce City to enter this Agreement. Consultant shall not change such consultants or key personnel except after giving notice of a proposed change to City and receiving City's consent thereto. Consultant shall not assign or reassign Project work to any person to whom City has reasonable objection. . .�,�. r. r.e...�,�.II .....��.IIn..d... ...IIL 'i;r.11� . . This Agreement shall be binding on the parties hereto and on their partners, heirs, executors, administrators, successors, and assigns; provided, however, that neither this Agreement, nor any part thereof, nor any moneys due or to become due hereunder to the Consultant may be assigned by it without the written consent of the City. It is expressly understood and agreed that enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the parties hereto, and nothing contained in this Agreement shall give or allow any such claim or right of action by any other or third person or entity on such Agreement. It is the express intention of the parties hereto that any person or entity, other than the parties to this Agreement, receiving services or benefits under this Agreement shall be deemed to be an incidental beneficiary only. No amendment to this Agreement shall be made nor be enforceable unless made by written Amendment signed by an authorized representatives of both Consultant and City. 7.9. Choice of' I aw, J g Ilril s,d lilUJ giro Venue Colorado law, the Pueblo City Charter, the Pueblo Municipal Code, and rules and regulations issued pursuant thereto shall be applied in the interpretation, execution, and enforcement of this Agreement. Any provision included or incorporated herein by reference that conflicts with said laws, rules, and regulations shall be null and void. All suits or actions related to this Agreement shall be filed and proceedings held in the State of Colorado and exclusive venue shall be in the County of Pueblo. If any provision of this Agreement, except for Section 2, is determined to be directly contrary to and prohibited by law or the requirements of any federal grant or other Project funding source, then such Page 8 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Agreement #25-002 Title: Planning Consultant for 24th Street Bridge and Downtown Corridor provision shall be deemed void and the remainder of the Agreement enforced. However, it is the intent of the parties that Section 2 of this Agreement not be severable, and that if any provision of said section be determined to be contrary to law or the terms of any federal grant, then this entire Agreement shall be void. W........W 811ppEf, fll�'Illa�'�.III�" II�� A. Subject to execution of this Agreement by the Director of Finance certifying that a balance of appropriation exists and funds are available, the amount of money appropriated for this Agreement is equal to or in excess of the maximum compensation payable hereunder; provided, however, that if work is phased and subject to annual appropriation, funds only in the amount of initial appropriation are available and Consultant shall confirm availability of funds before proceeding with work exceeding initial and subsequent annual appropriations. B. Financial obligations of the City payable after the current City Fiscal Year are contingent upon funds for that purpose being appropriated, budgeted, and otherwise made available. 8. DISI J I III Except as herein specifically provided otherwise, disputes concerning the performance of this Agreement which the designated Agreement representatives cannot resolve shall be referred in writing to the Mayor's Office for the City for a final determination of the issue. The Parties agree that participation in this administrative procedure shall be a condition precedent to the initiation of litigation, except in the case of an emergency or other conditions that entitle either Party to seek injunctive or emergency relief from a court of competent jurisdiction, in which no participation in the preceding alternative dispute resolution process shall be required. . RE JV J 111 E D !, 'III D E 11A L., S I I E , N D/01'1 G RAN I PROVISIONS A. Consultant understands that City maybe funding the Project in whole or part with funds provided by a RAISE Grant from the US Department of Transportation and Federal Highway Administration. Consultant agrees it is subject to and shall comply with all applicable provisions of said the RAISE Grant and Federal Highway Administration (FHWA) Requirements for which the contract award has been made and applicable regulations. B. Consultant shall comply with the attached Federal Highway Administration (FHWA) Requirements and any/all other Federal, State, and local laws applicable to its activities. C. All records with respect to any matters covered by this Agreement shall be available for inspection by City and or the US Department of Transportation and Federal Highway Administration, any any other agencies involved with the RAISE Grant at anytime during normal business hours and as often as agencies deem necessary, to audit, examine and make excerpts or transcripts of relevant information, and otherwise to perform its official functions or duties. Page 9 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Agreement #25-002 Title: Planning Consultant for 24th Street Bridge and Downtown Corridor D. If any of the work to be performed by Consultant under this Agreement is funded in whole or in part with federal or state funds, then this Agreement shall be construed to include all applicable terms required by the federal or state assistance agreement and integrated federal or state regulations. By executing this Agreement, Consultant agrees to be bound by all such mandatory federal or state requirements, irrespective of Consultant's actual knowledge or lack of knowledge of such requirements prior to execution of this Agreement. . IIIN S I)RIIIII NCE A. Consultant agrees that it has procured and will maintain during the term of this Agreement, such insurance as will protect it from claims under workers' compensation acts, claims for damages because of bodily injury including personal injury, sickness or disease or death of any of its employees or of any person other than its employees, and from claims or damages because of injury to or destruction of property including loss of use resulting therefrom; and such insurance will provide for coverage in such amounts as set forth below. B. Consultant agrees to hold harmless, defend and indemnify City from and against any liability to third parties, arising out of negligent acts, errors or omissions of Consultant, their employees, subcontractors, and consultants. A. Commercial General Liability Insurance. The Consultant shall secure and maintain during the period of this agreement and for such additional time as work on the project is being performed, Commercial General Liability Insurance issued to and covering the liability of the Consultant with respect to all work performed by it and all its subcontractors under the agreement, to be written on a comprehensive policy form. This insurance shall be written in amounts not less than $1,000,000 for each occurrence and aggregate for personal injury including death and bodily injury and $1,000,000 for each occurrence and aggregate for property damage. This policy of insurance shall name the City of Pueblo, its agents, officers and employees as additional insureds. The policy shall also provide coverage for contractual liability assumed by Consultant under the provisions of the agreement. 1. This policy shall have all necessary endorsements to provide coverage without exclusion for explosion and collapse hazards, underground property damage hazard, blanket contractual coverage, as well as Owner's and Contractor's Protective Liability (OCP) coverage. The policy shall also provide coverage for contractual liability assumed by Consultant under the provisions of the agreement, and "Completed Operations and Projects Liability" coverage. B. Comprehensive Automobile Liability Insurance. The Consultant shall procure and maintain during the period of the agreement and for such additional time as work on the project is being Page 10 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Agreement #25-002 Title: Planning Consultant for 24th Street Bridge and Downtown Corridor performed, Comprehensive Automobile Liability Insurance. This insurance shall be written with limits of liability for and injury to one person in any single occurrence of not less than $350,000 and for any injury to two or more persons in any single occurrence of not less than $1,000,000. Alternate coverage of combined single limit, each accident, in an amount of not less than $1,000,000 may be accepted at the discretion of the Purchasing Director. This insurance shall include uninsured/underinsured motorist coverage and shall protect the Consultant from any and all claims arising from the use both on and off the site of the project of automobiles whether owned, leased, hired or used by Consultant. C. Workers' Compensation Insurance complying with statutory requirements in Colorado and in any other state or states where the work is performed. The Workers' Compensation Insurance policy shall contain an endorsement waiving subrogation against the City. D. Professional Liability Insurance with coverage of not less than $1,000,000 in a form and with a deductible acceptable to City. 10.3. �,��.ov "'.!Inrv..iirn.ein.:ta lll.....IIL!ia virn..�:�'.!in ii.:t Liability for claims for injuries to persons or property arising from the negligence of the City, its departments, boards, commissions committees, bureaus, offices, employees and officials shall be controlled and limited by the provisions of the Colorado Governmental Immunity Act, §24-10-101, et seq., C.R.S.; the Federal Tort Claims Act, 28 U.S.C. Pt. VI, Ch. 171 and 28 U.S.C. 1346(b). No term or condition of this Agreement shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections, or other provisions, contained in these statutes. The Americans with Disabilities Act (ADA) provides that it is a violation of the ADA to design and construct a facility for first occupancy later than January 26, 1993, that does not meet the accessibility and usability requirements of the ADA except where an entity can demonstrate that it is structurally impractical to meet such requirements. The Consultant therefore, will use its best reasonable professional efforts to implement applicable ADA requirements and other federal, state, and local laws, rules codes, ordinances and regulations as they apply to the Project. - IMMIGII ION II F,OIIM AND CON 1 1101, ° I" 1 Consultant certifies that it has complied with the United States Immigration Reform and Control Act of 1986. Consultant represents and warrants that to the extent required by said Act, all persons employed by Consultant for performance of this Agreement have completed and signed Form 1-9 verifying their identities and authorization for employment. The Consultant shall reimburse the City for the full amount of any employer contribution required to be paid by the City of Pueblo to the Public Employees' Retirement Association ("PERA") for salary or other Page 11 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Agreement #25-002 Title: Planning Consultant for 24th Street Bridge and Downtown Corridor compensation paid to a PERA retiree performing contracted services for the City under this Agreement. The Consultant shall complete the Colorado PERA Questionnaire and the completed form shall be included as an Additional Information of the signed Agreement. The following Schedules are attached to and made a part of this Agreement: • Schedule 1 - "Scope of Services" consisting of 31 pages. • Schedule 2 - "Fee Schedule" consisting of 4 pages. • Schedule 3 - "Work Schedule" consisting of 3 pages. • Schedule 4 - "Identification of Personnel, Subcontractors, and Task Responsibility" consisting of 10 pages. • Schedule 5 - "Federal Highway Administration (FHWA) Requirements" consisting of 98 pages. I(i N A I IJ11 A. This Agreement and all other documents contemplated hereunder may be executed using electronic signatures with delivery via facsimile transmission, by scanning and transmission of electronic files in Portable Document Format (PDF) or other readily available file format, or by copy transmitted via email, or by other electronic means and in one or more counterparts, each of which shall be: (1) an original, and all of which taken together shall constitute one and the same agreement, (2) a valid and binding agreement and fully admissible under state and federal law, and (3) enforceable in accordance with its terms. B. This Agreement, together with all Project Documents incorporated by reference , constitutes the entire Agreement between City and Consultant with respect to their subject matter, and may not be amended a modified except by written document signed by both parties. (Continue to next page) Page 12 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Agreement #25-002 Title: Planning Consultant for 24th Street Bridge and Downtown Corridor IN WITNESS WHEREOF the parties hereto have made and executed this Agreement as of the day and year first above written. CITY OF PUEBLO, A MUNICIPAL CORPORATION BOLTON & MENK, INC. QocuSigned by:----QocuSigned by: By By sffaomi'We°dden, Director of Purchasing 6991F195A4'A`SFon Warford, Vice President Transportation Services QocuSignedby: R � Attest y° o��s�a�Fger, City Clerk [SEAL] f.rj ` rt BALANCE OF APPROPRIATION EXISTS FOR THIS AGREEMENT AND FUNDS ARE AVAILABLE. Signed by: °'F'NYVW inn, Director of Finance APPROVED AS TO FORM DEPARTMENT OF LAW ^-QocuSignod by: 2ri �aFS; Deputy City Attorney Attachments: Schedules 1— 5 and Additional Information for Agreement Page 13 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Schedule $c0„e...of..Services, Excerpt from Request for Proposal dated June 10, 2025, Section 3 and Consultant's Response to Request for Proposal dated August 7, 2025, Project Approach pages 26 — 43 and 45 Page 14 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 1. misL rMi r s° i 'II OF� SERVICE & 1 ,)I'll I'll II " I'll DU M A. The planning and design of the 24th Street bridge and downtown corridor will provide direct access to the community from downtown and other areas of the city. This will also improve response times for emergency services to this neighborhood. Adequate space and facilities such as bike lanes, wide sidewalks, ADA Curb ramps, and street lighting will be implemented into the design to safely accommodate all multimodal transportation. The corridor improvements will extend from Pueblo Boulevard on the west sided to City Center Drive downtown. B. The scope of services may include study and report phase, preliminary design (schematic) phase, and final design phase as outlined in the scope of services below. C. The City may elect to award any/all phases of the project as City deems necessary, as budget allows, and/or as funding is available. v . v KA..!..In..G..Ir:..uM ..Ir:1.......uMA..� ..I�..f.:�.f.. ;:.� :�.!!. �.Jr:: s A. Consultants responding to this request must demonstrate prime personnel, subconsultants, subcontractors, and team members qualified to perform the services detailed in this RFP. B. All professionals, if required by the State of Colorado to perform their services, must show proof of licensing. C. Additionally, Consultants shall be knowledgeable in the regulations and requirements of the Department of Public Works with respect to the services and work contemplated by this agreement. Consultant(s) shall perform such services and work in compliance with each project. 1 ..O..[I....u��..ILi..a...In..i......li e s..gC::...!1..Ib..I!..I�..G..:�]e s, A. Upon completion of any phase, Consultant shall not proceed with work on the next phase, if any, until authorized in writing by City to proceed to next phase or alternate. B. The Project services shall include all usual and customary professional engineering services and the furnishing (directly or through its professional subconsultants and subcontractors) of customary and usual engineering (including civil, structural, mechanical, and electrical engineering) and other services including design, environmental, and planning. 1. As needed, Consultant shall also provide any landscape design, planning, environmental, surveying, engineering, and geotechnical services incidental to its work on the Project. C. Professional engineering services (whether furnished directly or through a professional subconsultant or subcontractor) shall be performed under the direction and supervision of a registered engineer in good standing and duly licensed to practice in the State of Colorado. Reproductions of final drawings for construction produced under this Project shall be the same Page 15 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 as at least one record set which shall be furnished to City and which shall be signed by and bear the seal of such registered engineer. D. Surveying work included within or reasonably contemplated in the Project shall be performed under the direction and supervision of a registered Professional Land Surveyor in good standing and duly licensed to practice in the State of Colorado. All plats and surveys produced under this Project shall be signed by and bear the seal of said Professional Land Surveyor. E. To the extent Consultant requires access to private property to perform its services hereunder, Consultant shall be required to make arrangements to obtain such access. However, in the event City has already secured access for Consultant to any such property through a right of entry agreement, access agreement, letter of consent or other instrument, Consultant shall fully comply with and be subject to the terms and conditions set forth therein. A copy of any such instrument will be provided to Consultant upon request. F. Consultant shall be responsible for the professional quality, technical accuracy, timely completion, and coordination of all of Consultant's work, including that performed by Consultant's subconsultants and subcontractors, and including designs, Drawings, Specifications, reports, and other services, irrespective of City's approval or acquiescence to same. Consultant shall, without additional compensation, correct or revise any errors, omissions, or other deficiencies in its work. G. Consultant shall be responsible, in accordance with applicable law, to City for all loss or damage to City caused by Consultant's negligent act or omission; except that Consultant hereby irrevocably waives and excuses City and its attorneys from compliance with any requirement to obtain a certificate of review as a condition precedent to commencement of an action, including any such requirements set forth in Section 13-20-602, C.R.S. or similar statute. H. Consultant's professional responsibility shall comply with the standard of care applicable to the type of engineering and architectural services provided, commensurate with the size, scope, and nature of the Project. I. Consultant shall be completely responsible for the safety of Consultant's employees in the execution of work under the Agreement, shall provide all necessary safety equipment for said employees, and shall hold harmless and indemnify and defend City from any and all claims, suits, loss, or injury to Consultant's employees. J. Consultant shall advise City of any approvals and permits necessary for the Project and shall provide all supportive documents and exhibits necessary for obtaining said approvals and permits. (City shall obtain the required approvals and permits.) K. Consultant shall submit all documentation necessary for City review, approval, or acceptance of, or payment for, any of the services. City's acceptance of the documentation shall not be Page 16 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 construed to operate as a waiver of any rights under the Agreement or of any cause of action arising out of the performance of the Agreement. L. Within five (5) days of execution of the Agreement, Consultant shall designate in writing a Project representative who shall have complete authority to bind Consultant, and to whom City should address communications. All drawings, designs, plans, specifications, etc. shall follow CDOT/FHWA format. Designs shall comply with the most current versions of the Public Right -of -Way Accessibility Guidelines (PROWAG), CDOT Specifications, Manual on Uniform Traffic Control Devices (MUTCD), 2025 City of Pueblo Standard Construction Specifications and Standard Details, 2023 City of Pueblo Drainage Criteria Manual, and all city of Pueblo standards and codes. A. Study and Report Phase 1. Hold a kick-off meeting with appropriate City staff to discuss project approach and design criteria. 2. The deliverable for this phase is a feasibility study. The final document shall include the following: a. Total Project Schedule. Prepare estimated project schedules broken down by project phase (Design, Environmental, ROW, Construction). b. Stormwater. MS4 Permit requirements will apply to this project. Determine the requirements of the City of Pueblo Municipal Separate Storm Sewer System (MS4), Colorado Discharge Permit System (CDPS). c. Utility coordination and design requirements. d. Develop 3 conceptual corridor design alternatives. e. Right -of -Way Acquisition. Identify areas that will require Right -of -Way acquisition. f. Total Project Cost Estimates. Prepare total Project cost estimates broken down by project phase (design, right-of-way acquisition, environmental documentation and potential mitigation cost, construction management, construction, etc.). g. Total project cost breakdown. h. Green House Gas Emission 3. Evaluation and Project Objectives - Collect traffic data and identify existing constraints, including: a. Collection of circulation, side street and potential business access requirements b. Constraints including ROW, SUE, and major utilities Page 17 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 c. Pedestrian and bicycle facility needs d. Large truck and freight movement requirements e. Understand/establish expected operation objectives B. NEPA Analysis 1. General -For All NEPA Tasks Listed Below a. The Consultant will develop an Environmental Assessment document, in compliance with the National Environmental Policy Act. See ATTACHMENT D for a general level of analysis and documentation required. b. Preparation of this document should include the below tasks and responsibilities: i. Project Management ii. Purpose and Need Statement iii. Data Collection iv. Environmental Assessment/Environmental Impacts v. Public Involvement and Interagency Coordination vi. Simple Categorical Exclusion (CatEx) documentation vii. Section 4(f) Evaluation and Section 106 Evaluation c. All NEPA, CDOT, Federal, and State of Colorado rules and regulations will be followed in all tasks of the project. 2. Task 1— Project Management (For All Tasks) a. Monthly Progress Reports: The Consultant will prepare and submit monthly progress reports which will include the task accomplishments, minutes from meetings held, hard copies of all materials developed that month, status of deliverables, expected activities for the next period, issues for resolution and the responsible party, and problems and their disposition from the previous period. b. Meetings: The consultant shall meet with staff biweekly and provide project progress reports throughout the life of the project. 3. Task 2 - Develop Purpose and Need a. The consultant will develop a draft Purpose and Need Statement in close coordination with the staff and other key stakeholders. b. Task deliverables: Final purpose and need statement 4. Task 3 - Data Collection Page 18 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Request For Proposal #25-002 Title: Planning Consultant for 24th Street Bridge and Downtown Corridor a. The Consultant shall perform the following: i. Collect all data necessary for the environmental study, using existing databases and studies, additional field surveys, sampling and exploration. ii. Confer with the City of Pueblo and FHWA, to determine needs. iii. Prepare a detailed inventory of all the environmental elements in the study area. iv. Perform a detailed environmental data collection. b. All data collection will be carried out according to NEPA, Federal, and Colorado regulations and requirements. c. The environmental data collection, at a minimum, shall include: i. Air Quality ii. Archaeology iii. Bicycle and Pedestrian Facilities iv. Environmental Justice/Equity v. Farmlands vi. Floodplains vii. Freight viii. Greenhouse Gases ix. Hazardous/Solid Wastes x. Historic Resources xi. Land Use xii. Native American Consultation xiii. Noise xiv. Noxious Weeds xv. Paleontology xvi. Public Involvement xvi i. Recreation xviii. Right of Way xix. Section 4(f) xx. Section 6(f) Page 19 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 xxi. Socioeconomics xxii.Stormwater/Water Quality xxiii. Threatened and Endangered Species xxiv. Transportation xxv. Utilities xxvi. Vegetation xxvii. Visual/Aesthetics xxviii. Wetlands and other Waters of the US xxix. Wildlife/Fisheries d. Task Deliverables: Existing Data and Inventory, electronic files of the report (1 in Adobe PDF and 1 in Microsoft Word). 5. Task 4 -Environmental Assessment / Environmental Impacts a. The consultant will analyze the existing environment for all environmental data listed in Task 3 and the impacts of the project to prepare the Affected Environment and Environmental Consequences Chapters. 6. Task 5 - Public Involvement and Interagency Coordination a. The Consultant will develop a Public Involvement Plan (PIP) according to CDOT requirements. i. The PIP shall include community meetings, public meetings, meeting announcement modes, and a public outreach plan. Agency coordination will include coordination with CDOT and SHPO, and other related federal and Colorado agencies. b. A total of 4-6 agency meetings will be held. c. The Consultant will hold and arrange at least one public meetings during the project. d. Task Deliverables: Public Involvement Plan, Project Meeting presentations and handouts, Maps, Graphic Display boards, other related material, meeting venue and logistics. 7. Task 6 - Environmental Review Document a. The document shall be produced consistent with CDOT/FHWA regulations and requirements. b. The CatEx document will include: i. Executive Summary Page 20 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 ii. Table of Contents iii. Purpose and Need iv. Alternatives v. Affected Environment vi. Environmental consequences vii. Section 4(f) viii. Public & Agency Coordination ix. References x. List of Preparers xi. Sec 106 Report xii. Other Appendices c. The Final document will include all formal comments (public/agency) and must show how these comments were addressed or responded. d. Task Deliverables: Draft environmental review document for internal assessment: an electronic copy (forwarded to all Subcommittee members via email in both Adobe PDF and Microsoft Word formats); Final Environmental Review document: electronic copy. One electronic copy will be an Adobe PDF file, and the other will be an MS Word file. 8. Task 7 - Section 4(f) and Section 106 Evaluation a. The Consultant will conduct 4(f) and Section 106 studies, included in the analysis of alternatives, and document any impacts and mitigation required. b. Consultant will provide coordination with CDOT, FHWA, State Historic Preservation Officer, and other State and federal agencies as appropriate. c. Task deliverables: Section 4(f) & Section 106 Evaluation document: electronic copy. One electronic copy will be in Adobe PDF format, and the other will be an MS Word file. C. Preliminary Design (Schematic) Phase 1. Hold a phase kick off meeting with appropriate City staff to discuss project approach and design criteria. 2. Perform fieldwork (geotechnical testing, surveying, etc.) as required to provide the complete design. 3. Provide geotechnical investigation and reporting for the project area to support the design. Page 21 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 4. Survey shall generally include topographic surveys, plat and title research, mapping and CAD services, and survey control. Survey control may be required to be transformed to additional coordinate systems for the use and information of additional agencies such as CDOT or City of Pueblo. Survey services shall follow the guidance of the CDOT Survey Manual. 5. Structure: a. Coordinate with City staff to review the site data to determine the requirements that will control the structure size, layout, type. b. Determine the structure layout alternatives: the structure length, width, and span configurations to satisfy all horizontal and vertical clearance criteria. c. Determine the structure type alternatives. d. Determine the foundation alternatives. e. A Structure Selection Report following CDOT standards is required. 6. Prepare preliminary design plans (considered as 30% complete relative to final design). 7. Prepare preliminary drainage report. 8. Prepare and submit to City preliminary design documents consisting of final design criteria, preliminary drawings, an outline of specifications, and written descriptions of all significant features of Project. 9. Prepare and submit to City a requirements checklist of any subsurface investigation, right- of-way acquisition, additional data, permits, or other information and requirements which is anticipated will be necessary for the design or construction of Project. 10. Provide a design standards document that includes the above required checklists, significant design assumptions and design risks, and advantages/disadvantages inherent in or presented by design alternatives and make recommendations to City based thereon. 11. Prepare and submit to City a preliminary cost estimate for the Project including construction cost, contingencies, professional compensation, consultant fees, costs of land and rights of way, compensation for damages and finance costs, if any. 12. Provide coordination with all applicable agencies as required (City Departments, adjacent property owners, utility companies, FHWA, etc.). 13. Allow a minimum two (2) full weeks for City and FHWA staff review. 14. Consultant shall furnish one (1) electronic copy of each above referenced submittal document to City for City's use. Page 22 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 15. Coordinate a Field Inspection Review (FIR) meeting with the City and FHWA staff to review the design plan comments. 16. Incorporate review and FIR comments into documents after the FIR Meeting. 17. Prepare for and host one (1) public information meeting. The City will coordinate the location and advertising. The consultant shall provide materials, slideshow and exhibits for presentation. 18. Additional public information efforts (i.e., postcards, flyers, website content, email distributions to stakeholders, media drafts, etc.) will be necessary to keep all interested parties updated on the progress of the project and to obtain input from property owners located within a 500-foot radius of the intersection. 19. The deliverables for this phase are a benefit -cost analysis and preliminary design. a. The benefit -cost analysis assists in the selection of the most appropriate routes for the planned corridor and a cost-effective design solution for the proposed 24th Street bridge and other required roadway improvements. D. Final Design Phase 1. Perform final engineering and site design. Consultant shall include plans and profile, sections, storm water plans, and related work (including all incidentals). 2. Final drainage report. 3. Provide all necessary documents to obtain clearances that are required by FHWA. 4. Make reasonable revisions to the Drawings and Specifications requested by City, informing the City of any change in probable construction costs as a result of such revisions. 5. Provide technical criteria, written descriptions, and design data for City's use, and disclose any significant risks and advantages/disadvantages inherent in or presented by design choices. 6. Based upon Consultant's customary and usual professional judgment, prepare and submit to City a current detailed cost estimate for the Project including construction cost, contingencies, professional compensation, consultant fees, land and right of way costs, damages, and finance costs, if any. 7. Consultant shall furnish an electronic copy of each above referenced submittal document to City for City's use and shall review same in person with City. 8. Allow a minimum two (2) full weeks for City and FHWA staff review. 9. Coordinate a 90% Final Office Review (FOR) meeting and a ROWPR meeting with the City and FHWA staff to review the design plan comments. Page 23 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 10. Incorporate review and FOR comments into documents after the FOR Meeting. 11. The deliverables for this phase are the final design, public meeting and right-of-way needs assessment. a. The right-of-way needs assessment shall identify all necessary ROW acquisition required to fully implement the project. This shall include identification of any property acquisition, permanent easement acquisition, and temporary construction easement acquisition. i. For the purposes of bidding, estimate 50 parcels in the Not To Exceed Amount; however, City will pay Consultant by actual number completed. Refer to Pricing Table for ROW Unit Cost which will be utilized for invoice/payment review. b. Assessment shall also include an opinion of probable cost for all acquisitions. E. Project Implementation 1. At no time will Consultant be allowed to begin a project phase prior to approval and expect to be reimbursed by City. All project phases shall be assigned and coordinated with the City's Project Manager. 2. Cost overages during the project must be pre -authorized and obtain written approval of the City's Project Manager. v : v f Ill ir°in ca v SuL)surfcace U 6 Ikt neerl A. A separate line item will be requested to provide potholing unit costs to expand the SUE to a level A. B. This amount shall be the cost to provide a level A SUE in addition to the cost already provided for the level B SUE. Page 24 of 187 L N (6 � O i R V p p y1 QJ VJ L +� L O Q� J i� i'A R 3 C: 1° ° `�^ °c m •� cya ai N Q. 3 a) s N+ a) O C C a) 7 4s i > N O N s 'a U a:+ � m to N QJ f6 > O U 'a C> N O0 p p v�i O R t6 .L C a) E O O i N ++ W O 3 to U N t6 C 'a +, 2 0 c� QJ to �j QJ QJ t6 cn p C > t6 a) = -a }, to vpi L a) O Q) O C C 3 W 0 67 i L c m w N Q- = c u' CL + C o m C a) o 3� m (L) a z a` r m >.3 O L m t cn r a) cj -0 N C-7 to LL z O o LL t U m.� ,+��+ �c�-I " U s m m CS 000 N 67 +O+ •`-' •F O V N C 4� L w p z 'i O O u z R } s 3 O41 N a) — N m Q. 3 QJ op O 00 N ai+ i 4-+ L u �'-_ M N� -mom " tom> O .N 3 � N t6 .C Z V t t 3 o C +� C r " M a) > w U C U N cn L +� Q- +1 — Y •� Op m 'a o m ,WE O r C � OO j O Jj O +3' O> 'Noa •� 3 a -w C C dOO Q O --a -0 p m u E -0 u Z., U 'D a s ) ) E o O U L r v O � C z 0 O N > o O a) m -a tw a) > a) o 4- os a) 0 w w L a) is > a in c O co ,4 a) uO C > L +' 7 L «s 0 co C tw >' •C +�'' C9 d L a) 4- X +' _r_ •a i O Q O O O a) Q O C C L a) a) •u t6 " III( a) +� c -a c 3° o HCL cif, ° •� >, V) L N o w C a) s -0 a) -a -a v� +- n c Q + ai >< '� 3 H U O O C L> U> s Co � U N C +' (A 'O N a) a) �/ L N i6 � L a) C 'a (A N 7 f6 C s 0 a) s t 0 ® s C" 0 0 s O C 0 0 0 0 0 GM% H -0 Q ar M C� F-- O +- U 4 H U m L N CD L U CD C CA a) W l i o�i��, O C C 0 O i/% ���� O -� 1 U O 3 -a a) 'a Q f} E"I� 4� N +� 4- C L 'n Ns mN 6 Os s> 3 mO 0 '0 n v' a U%Q!w ao o s s N E� �Oo 1 O C N (D = a i-o N U-r-M`n°4-0s +� ii C: O +' C:oL MINN. 3 m o o s .� a) > C a) U N L C a) C L C L f6 > C: 3 a N to ' 0 4� a O s o m -O c +, a)s L +' c o L AI L s •� O o N a a c c •- ':r � N L w o °A '� aoi Alt m �i m � a) m tw W �I wu H a 3 O Wa) CM aci�c �s 3 � ��a.c C: ON W a o rj � x° o� Q C: a m 3 E a o o o a) 3 a"i 1 Q o *' •Ln aco a) L a�ci N a) a) CM s O N C > N a) a) O U U 0 s L C Q- w v 0 L 'a U 0 s O N 0 'C L O 3 3 O +� - O a) O s > LO � a H a U =° m� Q m 3 3 .� F E U U 3 a 0 U v U- O. 00 0 Ln N a) GD a r, 00 0 0 W N U) GO m d n C u +, N E O N" C s Q c E' °' °> 3 N N a) o L a u E o Q a c > 3 0 -a °' m ago vi ° to � -°° u cn X cn L 7 > �-+ 'a_ i Q s j 'O u"„� -a U s s L VI i-� p L p a) O U O •VI 76 0a) L C O � t6 — s +' 4� 7 u t6 N O �, t6 s a) O L U 4. C " +' f6 '� >, ,n m p W c f6 a) 3 - O O L a) a) .� C.0 L a) a) U ,C M W 1 � � o � � a 3 � � E c w '3 a) � o E s � � o = •L E � U o r N s + a) a o `o > 3 + 3 a) L °~ ° � 3 0°-a Q O 4- O a) O `� a 3 +•' a) C O m L 0 C � t)D U U a U _a Q > •N +' t6 -0 ' V) - > 7 O - +, C p c— Q a +r a) c< c m c O v V> s V c s +1 � -a a) -0 -a ° s U W m 4— S 'a O p S u � +1 � � Q; � °�° L � � N +� U I.J o ,� a o �, +� Q � c � s > a) E c a) D a) 0- a) N 3 3° o E `� u aco a= � E a u N o o a Ln •N o 3°° ao o o a°° c o aaia) ra C: a ) UL C 0) W Qut)° N E • >W Q 'u,L ) ' a i 'c aai O a 4' L 7 +, E Q co>� 6CLLn pvaN +, N f6 N~ 0 7 +' O Q C a) to C a) .� W C O C U +J a) +� cn s °° 7 t6 a) Ln a) 7 C a0 a) a) -a s tlA E a) Q E s > C +' a) +� •a) c° E p U `� ° ° ° L a) � C: VI C a) 0 L +, Q E N U a) m s E O E p t6 �n O41 ` ° C O O OL LL N r- N CL C u O Q O o u U Q C CC0 N) �! N a) a) Q «s a) O �n c �n a) �n C a) > Q }; a) t6 t6 E L O C +� Q > L > L Q > C 4 � s L a p N -a C a s a) -a a) O Q p C S S S 7 p X C p C t6 X N O O s N +� Q 0 U a) H � M m (n W H �n +� cn O U O a) w� a) Q a) 0 U C l0 C: (6 C its E E O a) a) «s C a) _a m41 S m c: E'a C a) 7 r O f6 1 N U O tlA E E C a) Zn N •m C '� ~ 'a � a p L ; 7 N C N •L L s L a) a N c a) — V s �, C 0 . -- C0 .N «s 0 �) +� cn t� N +� N E U U VI a) w p a) 4- -0 Q O a) U W L u m °' E m c C-.) ° to 4'-2-a Q o a) Ln 4 Q O o a) a; E W a) In «s 4 E O U +, r' E L +J a N° c c 3 c N a) N a) a) a) _ Ln Ln p -a +� s ° O a) O C a) LU z u +•� a) E a) s ° t6 U ° °° «s -a s +, 'L —_ W _Q •2 t6 C a) 'a U ° a) •C +, � a) +•� L a) L1J a) «s '> C +' a) Cl7 L ° a) +� L a) + a) a) E Q aO+ N 7 s U H a) i W C -a 7 �� le � +� a) C '�, -a Q- C t6 > a) t6 N L) t6 Li- c� U +� p N L p C a) 0 -a U O Q 4- tW cn ® (.0 `^ s p p a) o L vi c u L N N a) U G 3 s S-a s p `: C a) 3 Q Q = C a) ° O C > +� ai Q 'a +� — W L QJ $ a) O +� E E = +' r 02$ Q 0 3 c N o a) to o cn Q +� °) o> N o m " �, E N 0 ac) > ' s -_ 3 u `� O -0 0sa_o o "' '� ° •ao c� �a L °) a) ° a) tm a`) 3 aa) -a aEi ° Q" �° 3 _ C Li- N u L L (/) p 'L N c o o i .3 = -a C s s +' > ° VI >� 4S N '� C10 m ® aa) a) O m Q-0 a) c o o c to a) �' U f6 +, C O C •C 7 a) 1�-+ �-+ f6 O a) U a) p C a) L ao a) a) O s E CO s Ckfa) t o— a) a 3 c .� o> ° E o 3 o E Q- —' - U E> +' E o a) +1 s o c s E o - o a° 0 tw o c � u > aa)) o a"i s tlA Q C UL a) o utw C cn Q u O hC0 0 a) t C 'X O U >, N O-0 O +' C: o s _ z s -t s a) Q a) o _ m e C) `2 c 4— E m S 2 c E a�i E s O s C-n Q CO to +, -a N -0 cn m -a M -0 4- 'a a) 0 G G 0 ._ 4, H of M ._ ._ ._ a) +, +, r, 00 0 r, r4 ,J) t3LO m a - CL 4 W o s} a) C O m N} i O c6 E s -a Q E '� s i C an 4- f6 � CA 4..1 � +� t C 3 to 4 a) O CL L S CL N O C .� L w w o C 0 L •L .� = � N C O 'W O Ln L O r O x +' 'a O a)L 4� L W a) p W w C O p p c � '� } CL U L c G/ O N i s C o s s E a) a) 3 t 4� 4� ai O 3 N U N W C N U o C L O O C s to O Q O a) E a) 4-+ p ,N 4- 0 U L S 4-+ C U U C a) C CL L CL s CA C () h0 N an L a) a) C p C to CLan CL (6 U +� 4�0 CL -a O N a) — CL O m CL > U 3 " U > W'a c o s .� -a O x W C W 0> W o C s c _ L ma�i s CL U = CL >_ ° U L " >' W•o C In n s o CL E 4 cm >, p a) a)Q a) 4 C C O a) W U > 4' +.1 C U '� C 'N d ui C N C: s .� 2 a) OL ri O I L N O C 4-CL — m C7 to 3 +� . O +; C a) � W 0 N U � L s � tw a) C W 'Q a) N a-+ s C O -0 -a a) a) C E E an U 4-+ > te a) a E > O E E f6 an a) � +' O C � > CO 4S C +, C O a) O E m a) a) a s E H . 4� 4- s C 4� = -a O C � a) X C a) Ln p N +' L � 0 Q CL W Z N � 3 C 'a m C C M bD C O s tin = O L S 4 tw C p_ N an O W Ln O 7m CL > s c L � U p a) 42' x a) C O O � O O� C (6 � N a) U 0 f6 CL tw C 4s 0 O -p C -0 U a) C O 4� EO E N U OU N C 2 O O N � s � E +' � C -0 C CL +p+ U a) C C L 3 O O -a E "M a) 4� O C s > L M s U L o ;s D/ an U to Ln f6 C U C C a) U o 1 �+ a) aO+ U U�> s s +�+ 0 a) C � L O an (6 a > s p � +(D c o 0 3 � a) c 3 aa) co ° aa)) u a�i .0 C: � a o a N m c`a a) 2 s E U p Q C Q 0 s U O Co O O 4s N�+1 C }1 pU O U a) -p a) Cd ' M 4� � U L CL C i M U s +� +� c +' CL U a) .� s C 3 c s +3 c o to C o C� > a) a) .? x O a) a) +' -a O C 3 L s } c O U c U O O s 3 > m , O m c a) o -a o a) m CO CL N +� C O m N Q 4-+ a) °' 'N CL > CL S 4, CL - 3� S C a) O U gyp) > OL U N p E N 'a C O O U x O a) s> 41 U> an —C an L 4O >� C a) O O C N N C a) a) 7 �>� -a o c N a s � ` �' 3 3 a s E -a U M U CA f6 p CW s° m C S W a) f6 = O N 0 3 N p c N E L 3 s a�i s s —_ o L L U °) >— a) 3 o a) °) E � C 3 p O 7 Q a) 'o s a) 'a 41 U C� N ) Q �' Q) :� C C0 L U O VI L •— s U O an L CL O 0� U L U m +, U a) L w � 7 p CL L W 0 C a) -0 O i C 'L a) s a) Q Q � m '� m a) (6 a) �'' o O a) f � I a) L m s m 'O • Q" o — '3 bD L 0 7 UU CL CL m �' � CL+1 a° � .� o O m m r, 00 O 00 N a) bD d m as C ° f6 O 3 N C o C: M M a) as .N o U a) Q E —_ � 0 3 a) U L ' � r-•1 +� 1 Ln VI U a a) M pa O _ 3 3 u a (1) = s U i a) O N 0 L (6 — E O n LJ C (1) C P i C: - -0 C: a) O O E sao o a a�i E CL a�i ° LL; O 3 0 - L (n (6 a) C 4- o2S o U C f6 +� s �, L a) ° m OU E s > a) N -O `o a) i a"1 f6 `0 4— -O 0 s m " c� 'O ° a aXi z 3° s a m c > 4.1 m O= U 0 N � o E 0 O E N Q a) O Q a. U C a-•1 O u c +, a) E Q E s 3� - W C .1 o a E E _ Q" Q ao E •X a) E " - •>_ C 7 O a) 0- OU •E a) ) O p N +' S O _ L +� U a) 'a ° +� 4.1 C a-•1 C +� C a) 3 V C -- s C s4.1 m +, o> L_ O a a) O L O a) S n5 o U U m u f6 i_•1 L L •VI I VI Cm s C O O Ln •` -O OL �(A O 6 LU U� p N E' C a) O >_ '� ® •� O as U >� D O C `~ F— W— 1 c� a — U L In .E0 o 3 1 C W -� G L (A (n N V '�j m U N —� L E O W L +' a) — 4� cL6 0 O C H C •L >� � a) an >_ L'- a) U 'E O —1 L 7 >_ o a O o C Q- •F ao 'a a) 3° E �, a) U W '} O O as ° ao O N v a) o c- c O a) 3 + o c_ 1 4 U ¢° — 3w C: — 3 aoo H+2 o o U4� s c c E. c r, 00 0 0 rn N U) GO M d r, 00 0 0 0 m v tin �o a 3 += O E - 0 s o tin N *'� u s'�_ o N aa) o Ln � a) H o m : '� a) s a) c L N a) N f6 C N -leLn •�- a) U a tw o w o 3 3 0 > QC- o Z� 3 +� s o U (6 C 3 -a L N N t6 L s +, a) r p Q t6 C a) L O > -a a) O 0 C —1 " 4� a) U C 0 a) m N a) 0 O a) 6 a) Q O N C: N a) s vOi U > O � a) C:mLns a) a) 4' C C0 Q 4' a) U +� C s aO LQ L 4' pocctina)C C N LO3 41 pL X o UC � 4' O u n UO a) N 63 0 a' c6 La) O �_ p t6 x Q a) p w 4- LL VI L Q a) c I Q .— C L a) W ai c 4 M L U U !n (6 � U f6 Q m C O > L C O > E Q a) O -0 0 ,� Q V O C O N C N42 `� C:-O u (6 p O a)76 L M U fL6 E s a _a a) a) _ E -a E a to O s O Q- >� t6 t6 to > C C 4� C C 3 C O O O to O E L 'a a 6 O 4 u �, U a) 40 'L _ 7 a) a) s C CA 0"+1 4- s c`) N U U a U LL D 4- ±� 3 Ln o > c N o !6 L O a) U N L '� }, > S f6 L m m f6 C f6 •L s •3 4 O U 41 3 '� N U 0 s + a s 4 -0 L N 4' Ln O L O U a) c3 0 °' N a) 3 tin c 4� f6 N N 0 N 0 N L Q > O f6 > > N CE 4� C 0— U O 3 o 0 0 3 C bio a) a) CL p C O +� -a f6 p +O � 3 0 +, ° � tw s a) 0 O -p > Q +, a) J-+ O 4, a) L = N 7 s •L f6 > (6 C C �, U f6 O 0 N tw r N 0 +� OL +� o C �n Q O L 4, N s Co rl C C 'a Q a) a) O 4� 0 p a) +� _� a) O O a) ."� 3 O C CL c6 S U f6 L +� +� O W a) V to W +- � s O s tw N v 0 stw a)C O C 0 0 LO O C U S •L •L C s O a) C N 3 N 4' ' N *O'' 0 -O E 0 3 c a) vOi W 4. -0 a) o C tw O 4� a) W L > o)0 c o a C o �^ s N 3 o> mo aa) s o 3 to U a U 3 -°a � o o a N Q a) a3i '� N O N O N .E cn H Q a, O � �, C i C � a) N p +, 3 a) a) i a) nz a) O a a) O U m +� u c U 0 U LU �n p L O L E' a) m c6 O m m 0 m O m +, C c6 a) 3 a) c u � r1 a a) Q> L L N O ua x �V,�a�a�,�a�a a 0 p +, O O o (6 a NHudson Ave �A }$« & ISWIN IN �/� } _ } }\ \ \� Y 7§ ! . . . ! . . . Fill IF ` , qm / \ ZZ#9 • IS IN / @UdA OOFIT d e e e 2 S G 7 j % ( V � a) > 3 +: do nz vi a) s C +' v, •— a) E U vi a) to s 7-0 a) 4L 0 ~ N a) +� N O Q � N 0 L a) O y L S •O a) S L Q y '� a) -a (6 +' C OL (6 (6 (6 d a) (p C +, -O — C 7 L >, 7 U VI a) O a) > C f6 L ' a) s 4� > E +� L c L a) O O +' -a a) '� to N U � M Q j, > to 3 c 4, °U 4O c% s +� +, CA O U N +� L C a) 7 C s cn Q m U U > N L C 4- a) i O U O '} a) C •3 •O L oA N N a) ,` ° 'a u a) O N > O N +� Q f6 +' L +� _ +S N L a) 4, +� +� cV 7 L �n '> 4, f6 +, C a) O 7 M O 0 U 4, C N Cn O 'n > Q f6 0 'L C s a) (6 C O L> +, > O L > `a)C NNcn O Q" => o `N E � �Ea ao� >' � c caa :c a ai o o o E41 -0 ao UU N ��s 7 s O c O U N 4, C ,N N +nz 'L 4- M a) 'Fn L -O C 3 a) to to � m = a) 3 c s > o a) o ago Q) .0 E s ago E Q-0 a) H •3 a) N L °' i Q a c �2 O a) ° c0) — c a) > O '� s a � �, o X 0 s a) °o = O o a) ) =_ 3 a; o +j +� >, 3 nz a m nz 3 nz +� U a) U H E 4 Q U s O H 3 nz nz nz a � N a) o tin E o 0 � o Q a) s cs � "~ -c 0-00 0=s a) s x o cn + °) 3 0 a o '> a�i a�i ° E a) c N E o > +, a) " ° >' -O c6 C o O f6 O L C L C a E C 3 a) Q CA — a) s U o +� .VI CA -c > aa)) o -°a — E > -0 a3i 0 c a) o .- M ° c O a a) 3 a�i `� +� nz o L a) a) - L ° W M +J s Q— a) O Q +� O 2 +' C a) E o a) to C N E U s o T°� a-0 o f 0 ° a) > -0 a) " nz s 1- a Ln� do N O 4 •N s> °- > r E= u °' +� u a) cam) +, H O E '- 3 3 C cy L U C -O_ .N U O_ +� L f6 3 a) cn a) i O N Q CA U -O •2 O C/ N a) •L >` C Q a) N s 4 0 O }�,i N O r N O O C •� L a) a) v v s N> 3 0 a) o 0 o- a) tin N-a o o o U a a) _ CD o2S U 5 Y -°a > E o +� s; `� Q> °) aa) e o °� � o W .00 ° O ® o - - _ C L N L . e 15 ....... .......°iiu°....... ............... .... ® ®....... ............... N ?' CC E; CC d L cn f0 N Q i to p T p N N N f0 m O ++ 7 0 CC U I--m O T E43 E ..N Z f0 L CL)m > f0 w ci C_7 d 7 i G7 w CC L1J " a a r, 00 0 0 N m a) tin d $ / f » e o/ k g 7 � e e2 u ')- $ 4 .E.� P.= ' e 0 _ ° ƒ / 2 .E & _./ / 2 \ \ d 2 ¢ y/"ƒ O O M ° §•; 2 )a R E m / / / t b ® / \ ƒ o � / / / \ § \.t / k 0 k 2 - G = e E m-0 } \ j / / 0 ) (/ $ / / f 32 Uj E/ .3 @ \§/o o \ ƒk // , / \ e / f 4-/�s /E/ s\_ ka)/a)// /6 � / e / \ \ \ k/ / \a/\ u s 2 / \ § ) i LU LU /q \ � I j % ( O C s O O p w N 0 v a) �n s s s �n N O 0 0 O Z C p E w 6) O ,� s s 41 c6 ° 41 em s Q o c 3 a N aco N s a E nz L c C �, O +1 > Q CL f6 L VI +� +' {�/) + ° V f6 Q U,� C 0 h.0 w CL Ln a°�i ° a s °' > `� = E CL o a) C O L u ao O N a 'Fn a) 3 C +, nz C>WOU !On a) L c6 4' a) O +� +� VI N cc6 in s �' cV6 �' O VI C a) ._ E C +� ° C a) 'L � O M f6 L rZ N (� a) U U a +1 C VI m a) CA L Q 'a U +, C a) .O C a E G 'O 'n a) a) -a M c C Co W U N a) Cp a+ C m O CCo vi C U s i m m C a C O O s CL Z � U vi 'a N' 6 a) o rZ LO `� Q 'c o +: a) ai °_ �u W 3 +- Q 0 Q N O Q a) to �_ C CL a) CL N a a) c c>} a) > Z cn +' > N N d M 3 w Cn a) Ln .- n5 > M O-a a) O+° a) C �, o s C:-aO �i a) ° s vi z° a) Z o E c +� s +� w L +� E a) CLorlj S �n > a) L Q i C Z O Q- -a Q a) (6 s O Q C CA 0 d +1 C nz Q� }; o> : ,c ° s N tw a W O C: us a 4' 3 o +: a E CL o E M c 3 a) o s 'c O r E � a) o E cv a) L �o w 0 c c CL w s w s E� `� a aco c W CL O 0+ s a) °" E n5 as Z c a) 41 Qma'� +' 4- Ln C:aE LL) o °6o to a ° O � a)oaanaUmc L a o nU Q ° au CL )+ -a � "0 U 0 � Z W � 0 � � 3 � �O .� 4- w Z cN6 O u t6 � � � °U Z M 4� a) N C X \ a) a) O Ln �n +u C:� �n Q C: O Q 0 Ln an ao 1 c c Ln° E cL6 E a) � .c u N ° Q p -a a) s (6 s s (6 a) 'O O L O s J (6 L a) (6 Ln CL WOWC— (1) N 4� .. t6 C0 C U U X C s a t6 w� C oA O 0 4- -a 0 O > Vn L +, fLn 6 a) C � a) (6 C N aO+ i s Z O -a •N U i aa+ C C °U C— L O u VI W E f6 _ O L o +, — — a) _a O N VI a) a) s ° O u L a) c �; a) n5 c U 4� C o" o vQi Q E> N E ao > U ) 3 a) Q 0 L o in °) E u O a)) 'L 3-0 3 ° c w ° a; o CA 0 0 7 N C � a0 Ln 0 -p � � L C N � C� Ln s f6 L p c Z � L 4, a) L � f6 f6 N tw O L 0 L C a) N C a) L O E C U aa+ CA a) 3 s ° c a) a nz E ° o c a) N O s a Xu a) C N O - aco a_ O '� +� L f6 N Ln s Ln u a) '� a) O L 0 .N a) a) 3 w a+ J s Ln M O Q .O +1 C f6 L ' =J +� L°1 C Q s �+ �, ' f6 O Q f6 >` S i M C O C Ln C (6 s O O Q vai U a) E~ C N s s V t6 +� -a — C s L ° o+ aEi sa_o 0 aci � `� ° c L E MCA °+' M L 0 3 a) }� E +� a) N V +1 U N L L U CA s N N a) 0 Q C N N ` 'L O '� s f6 .� C L O - a) Q O c.) N >` Q C N 'L u Q +, a) +� � O O O N a) U tw E M O i6 O a 'a C: C: a) a a) O stw n5 Zn a) a) (6 Ln C s Z (6 +' E L w> Q Q L -a N ° a) a) a) E +' o s u 3 c s •E L z a) °-0 aEi E �; c s o Q L L U N s� c CL o M N c c s a -a s +� +' c �, '�, f6 E C: a) U OL a) O : O (L6 Ln L tw s +' a) tw Q a) -a c6 L a) Ln O 75 -0 " U 0 w a) = i 0 +� D a0 '0 '� ap a) 0 .� vai ° s > � 0 vOi a) > 0 Z 3 3 a a) . +1 3 a -a 3 +� E +� > m E CL-0U .E = s a) L O u O U C a U O Ln CA mQ .L O a) >, U ° C:o w U d s a) U Q +' > ,n d w _ 4� 3 E c E c 4 f6 N N f6 -4 + U L Q L N N s a) O CL '� �_ °L CL O L �} Q > O CL m ° � s a) +- a) � C c a) nz +' X a) +: E ° a) u C 0> L 7 E U— C m a) +' 4�+� a) a) f6 c• o Q a) m C E a) s a) CL " -0 -0 m ° E 3 aa) autos Q) `o L ,� �+ 4+ 7 N 0 a) o"= M C (L6 a) 0 a) +� C w u > C L L O .� a6 CL 4� �-.� �-.� O a) a) 'a •L C .9 a C +' +� c Ln M a) a) a) ° o s (6 CL C O O C •C CA C�0 Q '� O CL �� > vi E�= s> to .� ° Ca o a aoi N ° a a E E o c p s u U f6 +� a) c 7 �n O a) a) L ua) a U o 3 aUi ,a) s a a C: 3 a) > � 3 +1 aci -°a aci z f6 N CL +� w 7 E s 'a U ` i f6 to s fN6 O O M a) a) a�i E a) s nz 0 3 N ° o `L) °A 0 �' +' a) Ul o a) L s 41 a+ .L a) C +� 7 C a .� C C C 3 E ° +; U E c s nz o a) N �o a"i ° > E aco oco ° 0 o- ° c Cn u 0 0 -°a Q) a � N s c o U E .E U 'Q 'CL y C N S .0 a) L s • a) w N 41 L f6 _ L L VI 7 z }i �- C OL ° ° S— O a OL C p O s a) `� O +' Q a U, Ln a= nz 3 0 U a a) +� U 4� L o U .E nz a Ln n 00 0 m v Cn a w v LO LO s � C a) > +a), a) w ° V m s a) •+s, CA ° . O 0 L s a) +' a) Q s- aa)) ` �' � 3 •°' a °' E 0 3 C °' nz N O 41 o-c mw,,; c'�� °' O > a ao o a°i E E+sue,w 0 U s 0 4+ E a) � 0 a) �w L a) Q nz °' �, o o ° U s s O pLn > o u +s, s a a) °° a> a° s ao n L +- — +- a) O O L 4-+ a) (6 a) L >• to N >• 2 Q s C O a) L _ C (6 �n a) = a a c 3 .� 3 ° o a) ° s s L +� W ai o C a) 3- 'a ._a nz o a) 'v L a) U p CA a) Q M OL L `� -p C qA 41 C U M •� 41 U �, 3 o U O a) a) a) > a) > a) C C L (6 a) (6 f6 a) (6 7 O VI a) L (6 f6 a) N : L o c +' °) o L 'Q o = a) a ° u .- > -a 3 N > a) s > L f6 f6 C L S O C Q L L +' M C _ -p a) Q a) C 7 6 O o a-+ o 6 s a�i °) E a) °) �' � `0 ° = o a�i E � N 3 w E °°�° c ` u '� a�i 4— +� CL E `� `) +� `� o 3 ° a�i � W s E� -� z o C- w o c Q 3 L' +o E E -°a o z o a o >, � *' a; � °o ° 3 z> o o ._ O o a. O a. a) — E nz a s° Q a u s° u> o a) W o o s c o s o o a o s a) s� M s c o� 'o N W L f6 f6 N f6 a) �+ Q m Q Q CO +� a) - m 4— 4- — +� U s 4- L 4- 0-0 4- a) Q Q O Q � a) O LO Q a� Q N � C ar O v v N Q) Q> N G7 L �. +, L i L L x cc y 6 ° a) � ++ cc 3 3 O U s LL m 3 0 c M U� E N +°� E ai 3 ° a Q- V) a= E 3 a) O N 0 +' >j CL WMWCLR 0 3 ° U s c° 0 3 to U ate+ �Q -03 co Q — U O ++ O R >j O ap+ a) O O O QJ w O O O to O _ (6 N (L6 p y O �C w O O R O a) U' C a- 3 m •i' t I m w >' v�i O t O •i O Q_- C L -a O° p W C u w +' Q O d M >, X C O +� ++ vOi 0 0 Y v�i CL •� O U 0 Q) Q Q w o :° L 'c��a '3 0 E a) o O Q o °� m .o aoi �n C N a) 67 QJ i i +s, E N •L y m c�7 O iii cc m O 3 •V Q a)C +' O 'p `� > w •a i t O c� Q) +, +� U to �, 3 c� +, J F+ R a) E a) a) +� :N L O O O QJlUO i ap+ (U6 a) a) 00 m QJ O t m m t y1 +O+ Q u O s O a) U N C i vl 00 QJ — QJ L a) CL +� s '0 (6 a ++ i +, 3 a ++ c� QJ d n5 U +' Q O 2 a) s> p O m i> s E to p L w 0 0 '" O a t LL' s> a) O X L W H c) t ++ O ++ +� U +� CL s U c7 CL 3 '> ++ i ++ Z +� L 4� a)CL a) NE +- C s 3 +� u U u N c ° c a) -c — c° n5 a�i c s Z a) QQ C ,a) o o a>) s +� c> w O E -0 or-j M3 -a c ''' � M 0_ M o o °) c c oo E-0 c LO o C m L" a) s-0 s a m '� 3 m s z a) C .� a) C° s a) ° E O a°i ° ° a) a) +' a L E +� +� c ° E c s +s, a) O N C O a) Q +' '> E 0 w L C a i N 4s +1 m N E L 76 O a) a) +, E E 6 a) Ln Ln O p Q U m C� L L 1 7 a) >' -a C C - •C +� a) +' qA L U N O Q- •� � a) w a) to C s E (6 U o -0 w o u° C: E P 'c _0 a) ° c V 3 z O s nz E m +' > O +� qA O a) E a) a) 'a C s +a), L Q O 4� _ +, �n O L •C VI a) •C +, - C U 7 U a) u C L •VI u � N V" C M L L U M >, Q> s C -p a) Ln U C +, � Q ,� O O Q s 3 } a) Q O 3 .o +� w s m= W Q M M N •� a�i °�° E o +gym, c N E>~ s c N a) Q) Q) .- s Z o E 0 a) z L o = a) �„ m ao E E ° E u `o �, a) +6 a) o a a +' o u °) ° z ° c s 4- c .> W o > '� a`) to O s cn Q Q *°� a�i aEi � Q o ° a) s w c`6 C -� X °; 0 -FuQ Q C��O Q= s -� L V -� CC0 ; a) 0 Ln 41 C o z ° u a o m Lu " 4_ a nz a° a) 3 3 nz H nz U .E nz o a) a �' s m s a 3 0° r, 00 0 Ln m a) bD d p : -a 4- a, C p CD � Q s ° - p 7_ 6° nz m� C° .� +� h a s 3 2 p E CL a)C �, C" (6 L (6 a) 'O ,n > p c% _ Q t ,- c O o m C N L L Q E C N C > p +� 4- 4, O > o •.°, C i CO N CO —M s N m a) M C O u Q C +1 _ L O +� d L " c m O p-a� C s •� O a) 0 o o r s > E 3 Lop -_ +1 > a— 3 N s" c +� M C s 3 *' nz — C a) u 1 ao ui > o a o L H� a�i C _ m in C o E = a�i Q ° o > ° > o to nz a C +' L *—'_' '� -0 tn C Q s p p Q co L2� CL vpi m O_ a) U nz �3 O CD s m o , +, Q a")+Q' o , 4 a u C a U L O W c+'6 N N �N > Z v�i Q O R N 0 L O S W 'L L `� +a,, 'L > E L C S O C 4, f6 f6 O C7 N O O Q f6 +, of tw C _ � -a 'L C +, -a S m -Ca) 'C -a a) O •`� p C a O C a) p +� N +' O M U +� +� +� C .� W �n f6 'a a f6 a p > CA 0 a >, o Q C: m� > +� v p �n C N a Z 76 >� f6 'a ~ C u O U O a) a) ` O a O E m C Q— a) 'a C J L p O O L 0 s s O m m O E o a) O p a C Q O L '� vOi 'a S 'F+ N -a +' H Q S 'a '> ° Q -a iii -0 Cp � Z N CL N N p 'L u s p v N N O N �n N Q Q N s "_ -a Q) p +' � M v1 3 O n5 +� u c C CD u s +, a L a) +� O -1 in +' O_ -a O v 3 — C n5 4, co ; 'v a) n5 -°a c 3 3 3 a) °C = N = E ° �' u .o '3 c rZ � > p +� s C -a p s p .. n5 p v a +� = c) C co C O 'p N N M m i +, s +, . C _ a-+ L a) C +� 6 {A a-+ 'L (6 > O (6 4, a p CL a a) O u CD Q > (6 u O C p ,VI L (6 -a O a) ++ +, +� L 67 (6 a a) a) a) a) E i a) a) O C L L 2 a) s C +, p O O p = Q f6 QJ Q +, Q L p a) O s Z C 4' a Q +� (6 U, L O a a) Vl .L O a) C s I -a C a) +� -a O p L = O w C -a s +sp, l N .0 'ao E— -0-0 +�+ +; 2 O c cn c6 p -a 0 s d n5 E 0 QJ Ln E N u vpi u C o '- Cp Q— L v a oD a) W u m e N •3 Oo a p O n5 Q N° N �+ p 3 3 r O' 1 L c m° C vpi p C— m O a a) N •+s-' `� C z Q N cC6 N: u U o a ." > �• O 3 �' a 3 += a) L p s 3 •� '> .0 a •� E `n L a a O °/ o° �_ 3 0 L o_ o nz a � oc a) _ O -a a) ° a •U +' a) (6 VI O u> u O U .� o +) E s v (6 L a) C QJ p i w +�+ vai E O CD Q- i' Q i O L a) u. O� 4� Q a) In +� i p N CO n5 a) Q z L C •U O �+ a) C O �+ L L +� s ++ L Q +, +� C a) 'L C Q c> > N u o - a) O +� �n p — CD v N ca co p O C a C co a) p QJ co O QJ a C p s L Ol s 0 �n p i C a) 2 E C u E U nz 'a m u H L of s U L of cn M H +� Q 3 2 H un to Z L a Q to 'a C N Cp LO C L > f6 a) 4 � L O a) a) i O a) C> VI + p a+ �j a., p m 4� \ C p C L V) a) -a a) a L a) a +' O L m ,� m O L o �n O C u p> N p C L u +, Q 4' CD N -a Q +' a u a) 'a O L L (6 m uLa _ m CO C OpC E C NE >v LU v O a W > OU '� a •- C s C L p +� (6 (6 a CD a > CL O s O L C- a) L +� a) O-0 M (L6 'a 0 a) o o +s, to 'L E� J s Q > — CD +� X �n L a 4- a) �n O C Q a) UL _ — C:ap+ 0 •� _S InM OL 1 a) s a) U 1 Q LO N O E a) 3 p p p a L 41 O O a p p L C W N p 4J cI E C p s ° 'N >> E O u N 4 N s C: 4- 0 s v�i v u C:O vOi 3~ L C: E L io O a) Q C 'Q •p •Ln L Q) E a Q O Q) a) S a) a) L �n O �n a) a) \ a O 4- C _ p +� s a v, — a s +j s aXi c apo o E E a`o .3 O o ai +� +� p m u 3 p L +� _ oC s O `U = ar +� p p C -° s (6 -� Q CD S i C s p L C +� (6 tw a -a nz m E L nz a) cn u m E ,,, ~ O o 3 u cJ u a) � 3+ 0 y p m U o Q a) cr ° a) a) ° a) ° �; a •O _o o a>i o o +j E u Q N i C �n -a E m E-a C C vvi p u a)= 1� 0 0 3 vai Q L O to vpi C a O (6 p p L p (6 M WO O (6 p u Q u CD � in 'a L O-0 VI a 'a Z L a 3 s .� m s .� L Z CL "' U a) a i0 V) s .Ln r, 00 0 w m a) CD a e} E 3 < E » E 0 _ -0 a_•� Eƒ 7 0$ E$ LU z e E R % / / •§ ƒ / ƒ / / ƒ i / .d E E e e 7 E ± R \ ƒ '% Ln / u / \ / k \ ƒ u ƒ $ 3 < < ®2 / u LU ® • e 4 » m ± e = _ 2 K ± ƒ � E u 3 = -r .§ ° O ° / 2 2 \ / a / u f 7 / g / / %LU ° } / k / o 0 ƒ { \ 0 .E $ / � � e 4 a —a 0 \ a) o= E 3 3 E 4/ -0 U- o e-0 o •o I o u _ 0 / / k / / / 2 / -0 / � f 2 E > 'e : 0 f g,§'/ E ° $ \ ( / Ln u e CL-E k 2 2 5� E: .Lo G = e = % 0 { < / f .0 o o � ® e § _ \ R U e ƒ 2 / % U \ \ / = .0 to t e o® ' f t .e o§[-a y $ $ .[ 0 W K " _.$ 0 0 = 0 e 7 i m 0> U> 3$tO _ > ƒ •E % .g 2 e < _ •- MI e 2 7 2/= m e u° k §ƒ : \V/ \ G \ ƒ \ 2 � \ / 2 ƒ 7 ƒ $ / / : \ E 7 o -®= B E o G m E<± o E.E o a- U E k $V) »t4/) q/ C ƒ /E 0 e e 2 � / 0 s e«/ f 2# 0 o .0-0s o e 5 0 •� a\- u{ 2 E§ '- 7 0 t 0 2ƒ 0 3 \ 3 E R§) u 7§ g/ $ = } £ } = k 2 e $ \ r u � = K u/ f 7 E�/ u 0-± M Q o e I m� f a- } t § 4- a)o E LU 'E .\ / E 2 ) B E $ ± § s $ _ /»/ E f w 7 f \ e y ± $ ƒ / = 2 \ - - .= a) = / 'e e ƒ t � _ §2'� e E \ ® to / / E � - � � 2 f •_ % £ � < § ) t j \ ( (6 L L s O a) -0 3 E : 4 s c O CC U N N N O a) 3 v 3 a . C: U � = ao of f6 N L O E 0 0 a., 4- °sue ,n 3 a c o 3 c .°A +, O � L f6 o � ° O 4 N L s L r, 3 c 0 Q -a z:; M U N 4� t6 O C > ° no 'Fn 7 C 0 0 U 10 U c I u .- a) N 'E C f6 -O O 'a O— S L n a= VI C m _ +, C C m O 3 ,� 3-0 f6 a a) C O — 3 O C r- a) L fI E > u M W C O a) VI U a) t6 0 U + cL6 Q O S C C f6 4S N «s O 3 tin u m tin c U L o '> -a 3 +1 a) C a -O N u a) C >` +, -° m to 0 _ C +, 'L ss L > O } L N to O L S ° a ~ N OU 3 U- a) u a +, a L u a) c -a Vi - 0 C M a) cn > > > O .tw a) r- a C 3 c C Z m -0 �s o L m O Q O L s a) C o a) +, O� L a 4 s T L °- +� 3 3 a) . •� -0 > VI c a 0--a a) t)Dm -F- a) a) a s +' aai s L fL6 U- U ° s U +, 3 CL Z t6 a) O no u a) .0 u CO Ln o O L C u VI O Q- L N +� L Ln -4r •L L u a H s u s tin } N 3 0 3 t6 L t6 L +s, L y 4� '� •� Q : +, a O a u O} > a) 7 C +� vi t6 u N vNi � N O V' o a) 3 0+'> c� ° u L� 3 Q CL > a) o s aci -o a) a) a) 3=° c 3 0 4 0 _ tIo ° a) o > U = s s °A +� a) x E - +' I � a) � c° s a a) a) +� +, N� M c- a) s u o a) � 3 oc °> v; o c `^ o '� -a c 3 a z too c o o a o H aci - v; a�i E a�i c o r- to 0) c a) a) ° m o c v o o a) a) +� O a) s ° +' E a°) +, o a s +� L +� •- u E 3 tw 0 -0> m u t6 a) a Vl s Vl +� 4- C � o> vQ >*> C 4� E u ato aO O'N °)Ln Ln a) " c a) ca) s ° 3s a) 4 >s oO � a) Es _ tw m +� O � C a) a Q L o� «s L) Q 0 �) C U C «s +� -a a) � U � U O N —�+ {ten .L a) C O CL 3 a) a " s > N° o c o s O o o c aci s s` c +' s to Q 3 w E E u +� m +1 E +1 u a) s L H 4• «s 3 0 «s Q +� u O C � — — `n t6 cn c 'c 'c_ 3 ;� 3 '3 o s Fn aui ° E 3 -°a a>i .� � c Q c 3 c = s E L o aco u '6 O c N w C O, N a) > �, '� O� s C a) o c� c L a) to > i-J o a° ~LiO u I-z:; c a E O� V; V�c a4° v+- o ) o -O ao v, `" ° an�O a) a; f ai -a Eaci -a u LLJ s E N o 'L sti_o o a) s a>i o 0 c-0 u. c E 0 + c> aCo > E s 0- s u L u U = O L CA C L m tw -O f6 L L o E a) M 0 M C s 3 Q- a) O a s a)°) M °0m aoM. E� m `� c a)s�� + 3� N u o+s°- N �: 4- °A to u a) a � O +, ° L f6 •L a •° O U +Sj •� (A Vl •N (6 N 7 a) s° QJ !E 'S u 0 a a) O a U 4� u a tw _a L -0 0 tw . -a- L a) 3 s s °tw a) ° > ca�i L VI ° VI •N i6 > C L I.1 tw Q- N N Q U •� 7 c6 C L 7 +� c6 •� C U O .� �n O— Ln C O h0 as E � +' ° O a) O -0 1= a) a.� ,� s +� 3 N c otw L A N c6 to Q U N N-a C LL= L +, W 4. a) a) .� U a) vai U UO � U c6 +' N -a 3 a) O Ln U � O N Ln •� N C O m U 7 c6 qA E c tw R N c6 +, c6 a) L •L > N E E 0 3 c was > a 0 aoc -_�4- Coo o V)o 4- 4� c6 0.o ai C ° s O 4, ° > 3 o s •N 'n ° C m = +, S L C O s E I` Q +� CA O O c6 C ._' U 'a N U a) N •L s a) .� to Ln c6 C r_ 3 s a) — 3 > +� Ln O_ O C a) C U c6 O 4- tw c to N O •L m m+ L N ° a) 3 3 C � �; t6 s t6 C s O C t6 C � - O N M 0 4. " t6 U VI a) N .°A Ln y 32 tw `.L +� a � + = o -0 L O cn ,n % N L L L S i6 L L •(A -� M C W � a) E •> Q VI A a) s pp tw Z C a..� L tw Gi L C � O •� L i0 3 i0 O r -O U •O C L 'Q U C C -a c6 N >` O Q c6 Ln c6 N -a Q O C L O VI >` }NJ OL U 'E 0 �_ �' c6 +� .O i •C c6 o C C N � OO m OU N ° � o >� = `- Q L LO � a) 3 m a ago ° 0 +' c o +� Q) +J •` �> Q E o 3 a O C a) a) 'Fn a M o ago •u =_ a�i o w 3 w o o � a � a�i o CL o o °�' >3 E � � cn • • • • • • d H OM 4s c6 +` E c6 > OU M � a) s a) a) m c c s o" o�-0 M '0 a) M :t N o tio a' a) z L a) s E a 4- O c U 0 a a -a ° 0 ao � E 3 r- c z a) -0 C c C° + a)) 3 CA +1 > +� a) O E O N o " o E ° — C o � a) m �LJ c6 to a) s °� L o +� c c6 a) c ai ° o E >, VI N ° N f6 3 L_ N W L N O L VI C 'L >' W V M C :t c6 C C VI L a) L vi VI c6 s d O ._ 7- L U LL C O 4O OU •� a) {n E a) x a > E c U +� c E a) ° s E a) a�iLn �' z -0 C Q� 3 a) s I a) = O U E w° Q a) o a) E s o a) O s a) N .E c0) 0 3 a3i 'N M 0 s o s a> s N o o `o o a+�' m s � a a) o -a c E +, � t6 L 0 ~ Q N i6 m N u N U �+ 0 m w w -� , L •O •N Q" O O L U 1� C VI U U c6 _ 4� s VI M C L ° C° s L C C m> Q N U ° N ° `� C 7 L C +, O c6 N `~ U +' 'a L c6 O Q" f6 C U V) H U Q C Q- � 'O , +O+ N E O O a) w -a C a -� U- N 4O CA U o N -a N m Q)C U O C (6 7 Ln f6 C C o O c6 cn E U +� .0 " L cL6 cL6 Q s �n L -a U s ',n U L O E U O c6 O c6 t6 O O N z N N L �n t6 O o c6 N O ° U a +' ~ ' O U c�6 �' N O vi -0 a) ° C m 4.1 O Q OL ° Fn E U a) cC6 O Q L O C qA C Q +� O E S N U C O o +, C N O O N �n N +' qA E L N 7 > O +' > N '� N L N U O E s s s a C C -a �n a) a) E E H '> U " o " aci > +' C Q) ao E sLn U a) -0 m C-0 C-0 C 'm E° v a a) E oc `� E L ao ° L t6 a �_ •E a a 'ao a o a a ,� u o a) o aEi +; � z aa) •� a> a) a) 0 C7 L Q L Q Q O +- O LL > N N N c6 O o E a) C a) Z c6 j— 'O �n m s s Q' Ol > C a C Z a m Ln 4� s a� C c6 a 0 m L m 3 Q. Q O= H o a) N= a) O O CO a a) tin -a U L Ln 7 O L LnO a) mU�L " a) '� L o m 3 -0E +' 0 a) Q O a" N c6 O d O .> 00 tip N '� N m m> 3 0 -a f6 N L a) C: ° a) U O +' U 0 a) N s L E S E +� t6 N N s -a c6 E C c6 C s c6 WO +, (U6 N (C6 O N O +, '- C + E O `) Q'" N-0 a) ° O° o 7 U O O�� +� � s � O O O j C 3 N _a Q a } N a Q 4 Ln O +, C N O N aj N O O OL N N tw N t6 C +� s C � O W N W> a -a O M c tin -a c-0 W aa)) ° O L tw 0 °; O .� .� o L a a) E a) E s E> E o L ° E c6 N U -a N > C L a� 4-O N C E +` O Q a c6 a) N O 3 Q 'U a)N— � O U C om p s O C- r O N C Q) M N N M" a) O> a > L Q 7 (6 +, +, > > 0 N U c6 0 Ln c6 c6 U WE rn 00 C a) O C N O U C ° N N N � Q X W N C C Wtj N c6 s +' o `O W O f6 U C N c6 y E 0" U U c6 C �n cL6 N a CA r, 00 0 rn m a) b4 a 4- -nz + ai +� ao nz p a) a) + C:s 3 s v f6 a) � L C:a) a) N s = L Ln O 'L = C 4.1 cc +pu >�o 1 ° a a C cm � E o o v p � � as' = a) *' c +� ° CO° aio 3 oc a sao N a N C: '— a3i a) E qA L L C (6 s C i-� VI a) L � a) 3 a) ° a) +' a) c ~ s 4' a) W s C a) c > aa) a) a -4 a) � nz a) O N 'O N � L a) O is-� 0 + _C N S> aa)i + tw a) Q a) h0 m m = > Ln > C_7 O O ° O M Q vi vOi � N O -a -a !6 4- c ao z° o o>-0 W u> c c s ° 3 .� E -0 tw tw® 0 co OU •C +� a) -a — a) a) s U OU 3 U C Q .E ° O s °) a 3 o a a) `� u.- a) > L O E E-a- Q 3 aa)) c °) c E 3 .N ° a) +, C O a) ai 0 > a�i n5 4; m +O L -a 0 s — N ° m a) C: C a) uO C L s C O (>6 C: fL6 a) a) N O C +� d C ON +' > •U C E O s a) 4� vOi N 0 w s C N s a) U a+ a) ° a) N N a+ s C s4.1 +� > E +� s O E a .° E a) c a) c> a�i c o u °) ° U .N °� a aUi Q > N s- O a) 6 C° s L " +� s •E °' '0 3 C u a) a o CL +� � N� U o E tw a E O a ate) 3 c f6 -a s qA O Q a) L •— _ O C C L a) E -O O a F 3 3 3 0� a) o a; 0" E s a -a o 3 +°� o aCo a) E .� L s o o 'U ° o c 4 U o o 3> °o a c o U +1 3 o _ L CA CA `� ate) �, L +6 + �' a w ° a o �' a a�i 'L °c° o E c _ L L s L L C m N +5 >` �j C LL W� ° t+i� (6 +1 N �+ C L m ,tn C r7 'n qA S U M a) +� Q O U s-0 C U (6 O O C a) Z Q -O U 0 30 O O 0 'O a) E c 3 a a nz a) ,a) � CO ' a) a u " �_ 1 tin °) a) c > a " s a) z •L N" 3 > O O a) O> = L> a) C E O L •U ' t Q L > tw f6 a) C " -a 0 Q a) s > 0 N N -0 •L tw a) VI N 3 a) CA O:f7 — - 4-+ O 7 Q a) N j +, — Q C Q 'a a) aO+ N 'a a) 'a C LO p � zO-aa .E Lo HLnLn.—� 3c+nO 3� O ° ° o.E 4 °z aE r, 00 0 0 v t3n a 'a }1 a) +' L c6 4O I Wp a) E o) to -a 'bD p L Q S LO u o) O u c o o � w ._ c m +� a) ao tin c6 +� C U a s +� u E •- s 6w) a -a o u s c s c6 o a a— — > E Q 3 C 0 3 u 3 N u U L � V� C U a) •O �n L Q S O O p c6 > W -a 4- p 4,n N Q C N N +� C E N N to N °-j 3 > L C 0 O� N E s a) C E ao o 3 to M ate) o U W O i-•I U L s C -a N C Q W C O Vl O� Vl C + 1 L L Q Q N 7 O} N N N C U O r-a I +' 76 mO N C 0 L o) UbD > p O Ln p L Q Q- Q c6 a) 4, -0 S = (A O C L U - 6) L 6) O Ln 3-a C Q N i�—> • U Ln ,Vf O a; m 6) _°� O O °' O 0 3 s c N *' L N 4- C 4 'a M CC0 � Q c6 4" O -a -0 +' } _- O •N m m 0) o) 0-a S co c6 a-•1 qA O a) C E U Q s C} a) — a N c C 7 - O+ VI cU6 u Q S E CO '� •�,1 .0 � ° U E 6) U a) VI s `� °' E E 3 0 *' a) o) X p U L� a p c6 C 0 0 Q- " S O •`� O a a c� o) 4, c6 -a O s U o) c6 L U 7 c6 +� m> E Q -a to -a E -a Q 3 Y O U :; f6 Mrm; L O o) O O N c6 U s 6) ,� y Q +�, N R U N 'a O '�1 N to -a C 4' 'a E C 6A i Q. N O R 4 C E C O +� N > c6 N C N N a N N -a N O s C C i O ``� >. O i7 •a t N p a o) c6 L > +� c6 U U O y� O O M to L Q C— 3 C Q +, s c6 t6 N s j 0 `� c6 c y *' O c o u o •E E M a) bP 3 6) � Q r c a ai N C O N N +� i C N O p C -a 7 7 O C O N v�i (a 3 0 0) '� tjo >; 0 Q L O O L O L p `- > c6 +� s C s 0 3 +' C 4� Q m O i 0) {A bio•C -a +� S i_' i O c�6 N f6 N N N +�+ 43+ v s > - M c ° E E `� c: s °' °' > U n +� C O E i N +� C-a,• > C f 6 > N -a U c6 L 'a L L ++ O -a i W U 7 " •p a L Q Ln Q L U c6 w '� U N > +' to ice•+ to E ; Q• Vl •_ U E c6 Q U O E S 41 a 4-Q o) N W L a 3 LL S o) c6 O 41 C to •a ++ �F N \F w Q U E s c6 s 3 a E p p6 +1 O o) N 0 3 p 3 _> '� N t y m" m cm o s C o �, s o o s N to _ N �' 3 a +� a cm U 4 E C o) o) 'a O o) Q. w p c6 _C N a) o) S s 3 o) ,� o) E c6 u L s E > cL6 L N +� p U C �y f6 m Q 3 Q. - ai c� Q Q c6 W +, a o) C O O L •N > E o) c6 c6 E E +' Q O In s p COo m Ln t 3 N a0+ N N c6 N 0 c6 Q 0 o) O O S S 41 U O C N 'a y �' m 7 S� N E O Q a C Q N C O O_ s > >C V, O a- O 4� c6 O_ W U c6 p 4— p 4� 0 W c6 3 O s .L +� O 0 Q- s L 4� 3 p' o o O ++ N > ar ++ ca 4Z 'a _ ar ++ r, 00 0 0 N U) m fU d O (1) C fL6 : N 0 O M CL CL s a O C " bD a) Q N Q Q OU a) o: m ® C •C a) Q f6 c6 N Q N Ov - 0 4 O c--) 0 nz 3 O `-1- s -� C L 7 L w N C s C-0 p p _ m O OV L L +, Ln 4� U U Cl7 m Q C +, +� f6 6 a�i Ln p u ° m "' — -a .� U Ma) -a a- .0 C Q w 3 a"i na)LL)m ti Evi O �N6 +' ELA�Ln U O M _ U > Ln 4, a) 41 U a) U t� ¢ 'O C a) Q a) m a) L.L o o N +�+ O E 0 a) O d (n d o EL E o a) L O O Q L O E >- L 7 a-U U 0 d O O O cn --I a'•' U r u w 0 m U m (j) .- • • c +, o s (1) 3 +, a) V) Q N L > U O L O L Q- +•) U C a) a) � tin C � O .c V) U -a f6 tin N nz nz +) Q 4' s a) O U a. O O s s L c a) C U .� > U W Q 4� Q +�+ qA C CA — C N O C VI > f6 a) C nz CL = -a m (1) CL 4 E n s C L a) p aL -NC a) O E vQ-00 -fa6 q 4' a O a) C �Ol c� � Ln 3 3 a>i s m L • ° c cn w Q C L O L _ G i. c � u � -� O L C -a 0 U LAJ+, > VI O � `� •O N VI O O f6 C s C a) O a) -a C co o ~4- + �� O a oa a) CO a) O -a 6 E '��+ OU C ,} m aO+ CC.O o 4s \ (�6 L (C: +�+ C �O 'n s N VI a) VI 7 p O a) U N a) h0 w Ln -0 •a) •� O •L a) U L Ln-0O s N V 00 a)4� f6 +� O f6 -a Q CA +Z a) -a Q Q a) u s s c° +E o m O o av -a N u s m .E Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 • The following table details out specific deliverables that we anticipate for each project phase, along with assumptions used for development of each deliverable. 1. Project Initiation Project Management Project Management Plan (PMP), Data Collection Feasibility Study (schedule, stormwater requirements, Traffic and Design utility coordination and needs, 3 alternatives, identify PACOG provides latest TOM, 24-hr TMC at up to 20 ROW needs, estimates, GHG emissions), Identification locations, 48-hr tube counts at up to 10 locations. of Preferred Alternative. 2. Study and Report Design Draft Design Standards Document Concepting for up to 3 alternatives Public Involvement Public Involvement Plan (PIP), Public Meeting #1, Up to 2 pop ups (3 scoped overall for project). Pop -Up Events Project Management Monthly Project Management Team Meetings (PMT), Up to 9 PMT meetings, up to 5 stakeholder Stakeholder Meetings meetings Purpose & Need Statement, Existing Data and Environmental Inventory, Draft Environmental Document, Final Environmental Document, and 4(f)/Section 106 sections Environmental Final Environmental Document 3. NEPA Analysis Public Involvement Public Meeting #2 Document to be an EA (Per FHWA, new capacity triggers an EA) Document to be an EA with FONSI (Per FHWA, new capacity triggers an EA) Dual purpose meeting to satisfy NEPA requirements and gather input during preliminary design phase. Project Management Monthly Project Management Team Meetings Up to 6 stakeholder meetings (assumes PMT (PMT), Stakeholder Meetings meetings shared with other phases) Data Collection (Survey, Survey and existing ROW, geotechnical report, SUE, Geotech) SUE mapping and report Bridge Structure Selection Report (SSR), Coordination SSR will investigate up to 3 alternatives. A 3-span with BNSF, FIR 30 /o Plan set steel girder bridge will move forward into design. Design Standards Document, Additional Data Limits of bridge work along 2411 from Tuxedo to 4. Preliminary RiChecklist,Preliminary DRCheyenne. Downtown corridor design to include Design (Schematic Roadway/Drainage Collection reminary Drainage Report up to 1 mile of reconstruction or new roadway or Phase) FIR 30 /o Plan Set, Preliminary Cost Estimate an equivalent amount of spot improvements. Up to 2 pop ups (3 scoped overall for project). Public Involvement Pop-up Events Public meeting during this phase will overlap with what is assumed for the NEPA phase. Project Management Monthly Project Management Team Meetings Up to 6 PMT meetings, up to 6 stakeholder (PMT), Stakeholder Meetings meetings 5. Final Design Bridge Roadway/Drainage Project Management Value -Added Project Funding Services Final Bridge Plans Final Drainage Report, FOR 90% Plans, ROW Needs Assessment, Final PS&E. A 3-span steel girder bridge will move forward into design. Limits of bridge work along 24th from Tuxedo to Cheyenne. Downtown corridor design to include up to 1 mile of reconstruction or new roadway or an equivalent amount of spot improvements. Monthly Project Management Team Meetings Up to 7 PMT meetings, up to 6 stakeholder (PMT), Stakeholder Meetings meetings Funding Plan, Marketing Plan Team will work in partnership with city grant staff Page 43 of 187 s u 0 U -leL 'a U f6 U a) -le C In m C C ,} (6 (6 N �O w a) OL f6 \ E y0i O >. an O �( W ° ° C s 0 �C: 0 a Q F O L L C: W •> N > X C .� +� +� U •N O O E an -� 0 CA p u E In > L a) > f6 `� C L° a) C C N N L a) O L N a +� +1 CO f6 ._ O °° +� o2S E s L> s C� E ° s +, C O Ln a) = W �` N -a C m 7 +, U' o a) " = >- `� +1 s a) (6 a) 0 tw ° -a -a (6 a- 1 6 (6 a) •N a O C >` VI L E 0 C N o° E u U E a) a c E °-0 u je a° W a: a) v m a O •° - U c E O°° s L C o 0 E° U s 0 s s C 3 c aa)) c" Q? 0 L a>- aa) a) +' -a � s Q u o E cn a) E c +-r- > Y c c s 3 a) `� a>i a) U CD 0 > 'n to U E to .N ° a a) C nz0 Ln° - a) +� c 3 E aa) a) a�ci -a o Ln aa) a c N � L E +� o x `� -°a s tw 0 aci aci N v C0 a_ � s t6 N- a N ° VI C O Ln to a) -a L E 6 aago m o E'n•o.�c`o aci E °) 3 E c +� 0 +� Ln L VI - 7 N C f6 f6 VI a) L M 0 0 0 0 ®, E `) E Q c a) u U ,n L s c 4 L > Q u E U o° o nz 3 N 0 -°a nz E 3 u ,� o a — E a) ° 0 a) ° L s a Q s a Q a ° sC0 Ca0 3° 0 C: a s E a C:-0 •° U L 0 >� C 3 •L V `- L L O Z- bio (A 0 a) 7 O 7 Q N +t O E O a) U — C y. to a) Q 0� a) N a a) +� c L v w E O c E 0 c +� c�> 3 s E E s 0 3— 0 3 ° nz a) a) c a) o o nz U tin m a) — a) m c s +, > — U aco -0 E �, a O ; a ( a a- . .aj C:N = L E — 'f6 E +� C U a) C/7 O C C O a) L L a) O a) tCA a C a O a) a > 3 L > to � Q +' a) +' C 43 O s U +� O -a > +� Q `- E a) O U > +, 4, O a) E +� S C F— 0 c .E to °) 3 s s a) o s c F— o a+') M +6 u E •o •o u, - ~ E 4 u m 3�_0 o °) m E tw C: Q a) E a) aci�'0cuaa�oa sg.� ® a` tw a) o s L a0 c°) M a c a) 0 +� a) c 0 s c� c 0° 'L s 3 to G ,n 7 C 'a ++ f6 to a U • • • • • • to Q O a a a) a Q O `.L an O q0 — 4- C — — Vn E a) to a) 4, 3 ao ±1 s s o cs6 O C: a) aco a) c a) nz Ln Ln a) 3 +� c � E m� +P c E s a.> c -a +� s p L c Ln � +� C: Lnf6 o U °° a) L 0 C a; a +� � — N a) 0 U CA t)0 i `n C O M E N C ° > U 0� O f6 U `- f6 U C a 0 a C Q- a) 0 0 ,L 0" m s +� Q- a) >; c c X N 41 E aa) 0 m u E : U a�i •L a C c a) o n Ln° a) - a) aEi O o� E c° 1 u a) � c- o o s O a N °) aci N + +1 U a) u a) a) c >, c 0 a) a) - -0 E > 0 nz a) E >, c aci > 0 a o nz 0 a 0 c 0 a) u s a) C O s Ln c ° u +' a) a 2 s -0 a) o c`° E � aci •a' s = � � -a — °' 0 C O f6 a) L +, U 4-+ C 'L tw O U O L 3 a) a > o � nz a) a) E E a o E o-0 a) 'Q 0 -0a — >, a) ° U L a) sc) o a) ma) c a) w E w 0 a) nz +� a> a) a) c s m U a) c u o c U +,0 Ln a@ 5- � >- o m 0 a) s C Y a) a 0 *' a ,n > a a Y a) c 3 aci ao 4 =_ Q c (D o E °�° a"i 3 N °�° ° N C+ u °' a) E tw s 3 c`6 E+ 0 C: u c o E+ a) 0 aci a; s 0 a) c W tw ° 0 +: 0+ LO °c o a 0 0 Q- m� 0 aE) � s M a alai m ac) a E L E c E N -a U a 11 a) E o 0-0 E 0_ F— N 0 E a) Q- L •� O O 0 L a) a) Ln -0 U a) >- (6 Z O a >, ® E> to U 0 0 w L c Q c m m—> E w u 0 a) N _ a) o a) c E O a) L Q +' L c C +, E a) ,�, °' o° 3 E 0 a) 0 o-a o to L a) Q Q a) U a (6 ° a) O N J E an s> 0 L (6 s `-U L U -a U L> C_7 � u •� O vi -0 0_ S j a -a '�+ a) Q- N +' Cm 3 -a > — c 0 E a) m E 3 0 3 3 3 3 —~ •s s a E M c tw c +6 > v> ° a) c> a) c c `_ 0 W> +a aCL ci sbio ao aci o °) Cn 0 � a) -0 CC: N a) to aci 0 ao LLJ s o co C)6N C C L c nz a) a c �; >_0 nz o 0 c O F— U m m O C a f6 a Q an 7 0 a) • a N -a s 7 0 +, �n s C 0 0 w o E E '� E 3 o t— ° nz o� E a) +� U, 4-1 E— 0 a) aci C 4-1 o +� +� m Lo Lo E E ^' a cn a) �' a-0 ° a L-0 E c v +1 m a) U o —' 0 o c c m o °° a ® s M Ln 4- c U 0 c 0° ® o° c s a) m ao v Co +� ._ ._ +� v= nz v s nz o nz nz L c6 c6 U E m a m a 3 a) Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Schedule Fee Schedule Consultant's Response to Request for Proposal dated August 7, 2025, Pricing Proposal Page 45 of 187 C w w U x w O w w O 2 Llj U � w q LL O LU O U � ƒ 4 � � � / w 2 w Q A ± \ w CL 0 \ 00 -i / q % - / \ \ / r ƒ \ 00 cn 7 ) 7 7 7 7 / / / / . " 3 3 3 3 . / / / / t t t t z z z z / / , 2 k 3 \ e 2 LO / z 0 \ ) e 2 Nl- / \ O ~ e \ \ z \ \ z co 2 3 \ mu ^ / / z - c / 9 . : e m m # ® . y 3 j \ \ Ln LiJ Q Z LLJ J Q i T N Q O N C W .N O O 0 -1 - o 0 O • Sri o cn O O 00 N r O cn U U U m m m w • w w 07 N N J Q N Q Q (L3 � C N co Q LO Q 6 U Fn i-n th O O O C +' o U Q v w ® bA D C Ln Q O L N O N N_ 'E _ 'E v�i bA bA Q C C � � N N � N N N C C z up up c c w w O (L3 N N m m O � bA w a� V) V) V) i-n l0 I- 0 0 0 0 0 0 0 0 • 0 6 6 6 6 6 6 Sri Sri o O l�0 N N N rl v v v v v v v v v ® 0 0 0 0 0 0 0 0 L O� L O� L O� L O� L O� L O5 L 05 L O L O N= N= N= N= N= N= N= N= N= N N N N N N N N N • i N c o � � N U B 6 N U J LLJ c w fl- U O U N U N u C Q U Q U N i 00 N cn i-n l0 I- 00 Ol O i rl rl rl rl rl rl rl N rl 00 0 0 rl a v m d 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o Ln Ln Ln Ln o 0 0 0 o Ln Ln Ln rl N N N m v v v v v v v v v v v v v c c c c c c c O O O O O O O O O O O O O O O O O O O O O O O O O O N= N= N= N= N= N= N= N= N= N= N= N= N= N N N N N N N N N N N N N U N L i u Q u N N �(D U u U }, hA Q LO 6 N LO C Q O LO Q (B (L3 J U i N ~ C U LO N `U C C .O C U (� LO X c O O O v O Q LO up c c c O c U n + N LLJ cn cn cn It V) O CJ Q U N cn l0 I- 00 0 0 N Ln l0 rl N ® N N N N N Ln Ln Ln Ln l0 l0 c Lo Lo c O U O C O O E O Ln O c O m O Qo I m Qo 0 Qo Ln Ln cy- Ln ri Ln N m I N L N I N r-I N ri I rn Ln E a--+ C J rl 00 0 0 00 a v m m n. Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Schedule Work Schedule Consultant's Response to Request for Proposal dated August 7, 2025, Project Work Schedule Page 49 of 187 V) > c s s E O E` m L c '- � s c o o US to � V N 'N C p� 4- C a) 0 a) +, u Q a) s° a a) x o a) •� +' ° o a) + ° nz 2 ° °�° o a) u 0- M ao 3 C 2 s nz a o a) o L O C o m_ m a) -a ° C to *' +� nz E E s- C u Q C L a) 7 s 0 L E a+ o o a) u -0 m +' — s a) -0 N— O u a) aO+ '(6 u CC: Q f36 +' C M >` f6 •3 0 �' N C � s >, •a) L �..� �-+ a) •VI C L VI E 4--0 a) O N L +' �i ) Q a CL � Q 4� 4-a) -0 O : C a) •le ° > S o ° m COD o 3Ln aE) a)3 tw a) s N E O E c �, s a) oo u ,} E �; oo o2S c x a) 4� E a s a) 3 C L C 0 0 4> E �° > c w!E O O OL s L Ln .O Q Ln 4- 4- o to m C:'a vi m -O L u °�° 3 ° E ate) u •L co > ° °) 0 Ln Ln ° 3 O a) +' o a 'O a) m Vn C o a) = 7 = M �: 7 O a L C C �n O L s O O 7 s O s o a mQ o CO cC � m u a m -03 a I, u L 5 j/ nz E a) a�i • > > : m S u L o o s •C O>> 3 L c +� O > am s 0 o s o > ao 0 'fir � > -_ _ GR6� uj M c N m a HC: -a uj Q m 7 > CL O V)i vi Q 75C: Q L 2 aitirr �0 �W `�sa ° �� sao 0 VI CL i 0 S +� o Lkn 191 FA (6 cn Q) vOi tw O a) O N a) o 3 c Cn s '� 6 E c un !(f� OD O O >- Q Q L s> E N N M i' N/) III(����/ a) L L s .c m a cn d .> C >� +O+ (6 a)7 C 5 '� -m = -m z -a W -a E O O Q 't3 a) f6 C E o 0 s 4' 1 O a) -0 E m a 0 s o o Ln J o /0/'0'/ U Z U u 'O X a) (6 N G. lD W M d N p N a) w (n a) Q O N- C 0 F-uj E }�. Q S Q E N s 0 0 0 o Ln C: u+� s a) L CD _ it %%//r /, ; O 1� >� SCA u a) OD C S � � `� -0 C C � — S E s °) s -0 >- -- = +- s O 0 C7 3 0 C c > nz a) a " a) a) > - L W +, 0 0 '� nz 0s C� u ss C sE W/ s L •- •� i- C — 0 c O- -O C L v> O i O > o Q o O s O O L a)O C N O Q +� OD C a) o O_ 3 a) �' ; L o s ° a a) cn a 3 s Q c o a aa) u� 3 0 ° s a° c _cos u s a o *s C 0 a��i 0� 0 0 u o u a a) no `n m Q 0 L VI — +, +'� Q f6 L f6 VI L n +� o a) a) 3 +� a s a) a) ° c a) .� O > o dew i� C O 0 Ln - C 'O is-� O L O °� a+ u CO Q� C) �I# L _ c y, a) O �n O as '� O L O s> f6 C C u C Q h0 O a) 7 O a _ a) C L +� MY/C 91 co o m o Q> s ° s E ¢ o ECL o o W q� O a) a) " u- 3 M o a) •�_ o z a) o c c O � O a) a) 'a L u LnE C L E O O c/� O o f ri'Y;r,,> H � �°>' CL °m°-0 CCnm° 0- c o ? ago3�a0i vH a)u C E r, 00 0 0 Ln v t3n d m.o2i d r m mod �ia - tt:.A G m m E m CM a a c z Z o a & z a Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Schedule Identification of„Personnel Subcontractors and Task Responsibility ......... ......... ......... Consultant's Response to Request for Proposal dated August 7, 2025, Submittal Summary page 2 and Statement of Qualifications, Pages 4-11 Page 52 of 187 a � c cca � r'• � o E vi N -a E � cn c • c E cn aJ U Oi O c a� o O 'i N - U o cn Oi i C v o a Gy.1 O w C 'jLO W co L JLJ N c� E E o O �. E c� a. E E c Z Ln L.0 CO a`.� a.+ C O a c ca c co J cn� o c o� o' •ui E ac.� ¢Xi a� -o o � O� .a' a�i a.� C .p ar,' a,E o a L E -ccw n a o Q CR: O W O o cca L C. 7 O ca o- cn C C Z a� c o S c o c O ads Li a-o Np Li Z n E 'o E �� E aci c� No L J o— o .E +� MEa U +� - Y N O VJ G1 � a� !6 aJ a p �O ` L CD z o c s p. = w J .c o a.� c •i I.L� w e can w c E cn o R,,;, Cl -o o -o al W W °' o c c O G0 . c oc' o 00 o a� s >— a c L > N E 'y a Z I— a s .� _= c ' w L[� _ Gi cucc O_ O O_ cm V C L E C -a dl Q cn E O_ d •o d `� m" �' y -ar"q c o ca E Z n W L o 'cam o E o C O •� p- o c cn ca vi c C r..r..v O U cca O c. c w o co i O F— c i s acne E E E cp O U o U U <rJ cow .E c o O o .`� o cn •C C `� ` o w� ca N QW o W O o E cn ao a L W W c v o a cn n, coi ;r Z - o .- a a c N Q c c o a .+ � o E Z o n o C y c n cO c c oLj W o a� + }Lo o m a W CP1 .� c aE� +� s i C CD.? c o E a> N. • a W o C!7 a o o c N - o_ a o a--• W O =c o j c.� cm cm cm c c -E o � � � � W O = !' a� c U o_ � O N y cn > U o > •O o ' a� ca • � _' ca � m m L E °J cn cv cn y N � a-' >o � V O a cn o R m N C-) C Cocc o C o o aJ rt+ s c c G r-• a� c -o `-'cncn c cn N R 47 U V' V [6 �H � aJ QJ L O L O O_ �• E aJ L d p t CD U ca o_ ca L1 (Ji aJ E N H O_ UJ z U O_ L1 .0 Cc cn w '� ` cn o C cc o o N Gi _ [i7 c cn •c im co_o a .c t o H cc E j +c O c > c -o i c ca o d O 41 Gal W CW.1 ac.� Y N -c E > o N s E cJca in .°� C '? ao'� in •�-. O fc aL-+ cv E o_ d O 41 O 'cam ca c a� Z d o c6 i U UJ �. C o� vi Y 'C Z O L .S2 z H O. Z '- > co N c n a C O ® E U a w C9 � G� a� cn o a=� d N CD O W — N E Uo E vci Gy., 'p � o .� i J c n a Q c V„ CM cc w L c c �C p c E. N r-• o J o E ,� d t N Z p -a cn o o_ a Gi (' _ +, a� a- �7 co c'' J o z °'' Lo a�0+ LLJ MC O L% cn o� c cn in o -o o� O a N — o c > o L as Z �' cn E o N G� a.� .- ca ca -= p y C J a a o c `� o� L a .... co W — +� ca �' a � i_ W W o a� L i E ca W _ o. O co W o L O yR.• O W o_ c cn c' E O —! c O ga E Cn o a v� o Q Z® ca o E a�i rn" Z d a` a c •y J >, cn o'� a.� cn Q p • cn z ' �-. �. _E E C +••' (, G 7 a' aci a E y 'Q o d ." O c Cn W y d c._i CIJ > > cn •� Z C C23 o a i cm _ o O cn cn [6 fC C W L cn 7 N W - O a.� o W w vo o w N c O z a E i C. o c �. '>. U o a.� con c fC co 0 W '� Z U U c ca w N ++ a o O _c�a o oae Z E pN �ap CD-o o O '� n +d+ °� LJ LID caJ co crV7 rd o RaO L-S a ,cn C Z o E cn c 'y8 V cca .c a c O ca o N a c a .c fC >. o o c U fC ,C -o OU " o `-' L O d w a v . E r� cn -Oo ' v� o o-� C aY�p vrq i', c co �, v c E y co o cn c E a�'.i C� -o C O v `o o a� 'a a, (_1 ` " •� o' [ 6 . � w a� o� ai L N CA cn E . � i rR+ •--'- /F/P c> >•. r•+ w c L a c G1 '�dX o • ` >, • ` L 7 r r cn cn d H z cci� o aci L o� +L-• M�a con a coin •$ u r _--a tj �M'AN 111w ilk V) (1) U U 7 N U N O Q N V) V) N Q O p N bio 4, C: L N p E 3 W CO E L � U f6 O C: U O •E E O E N O C: c f6 � >C: O � f6 L O W (6 +, U C: +•r N 3 N l C: O p U U 3 L Ln L N a) c C: w i O +, Q -a U 7 O u LL _ N L L Q 0 a�a V) u 3 j u N -a c p C: � > 3 E O u L E Q o O M Q4 x)4,-n a) Es - -a Ln -O L a' pLnc:a Ln m e= w c s c Ln y, N v�i 0 U - '> 4-J N +, �_ c Ln N > p o .O ti Q L m o N C: E O Q a Q _ -p '>, O L N > N co E p 0 -C a)i C 0O > Q N 'a v 0 a) qA O CL Q . CY14>t p:. F m Q c 76 N O U O N C: C: `O a"i 3 c s s CL c -a o ° a C: C: C: Q O E 4- E Ln U c O C U U N Q 0 3 c Q� s a� Q N CC: pZf ~ M -0 LO E +�+ N 'i C E a) a)4- L an N N C O pL '� to +•r O 4 L L L p c c O m O> 0 2 to N +� 0 N an rM� M mT� IX191 i a.Rro ul WMuouuuuuuuuuuuuul°uuuuuuuuuuuuuull W F: L� fi F W CD � �lgnunuuuuuuuuuuuuuuuuuuuuuuuuuum N N J � � _ 0. O _ y o �a C c J� S arro I'i ••n � 49 49 ram. �jryrcrewwuu.✓.✓.✓.✓.✓.✓.✓x mury. t Ik 1 NO, a..n na c- "Nlllrw��r,R�r,R�r,R�r,R�r,R�r,R��r pa ■ "M 15 V)bio O a� (4�6 C N N U U N N u O U V c + c ;) M W Q > s C Q s u c a� a� N o a� E o > O U -O Q O O (A u 4� +, Q C •p > Ln � -O U O _ C 0 c Q N N Q a)m N O+' N O Q E = -0 H 0 .— OU >- n 00 ci O Ln ai tin a mu d O y (1) C s ++ O O 0 a) C tw 6-E 'OM R O �- �' > N E ++ ++ t 'a O O C a) — O U c� c� QJ O f6 Lto .> 2 > nn O ++ O 2 O n3 Q U U �' U-s U s aci L —_ O O y Z.,tA O to p X 0 O m c) w w Q O L to d -a .a y -a U O C O O O M m 3 ++ vOi • L NN > c c >- O Q M y QJ C � 3 C c QJ 'W a tw o N ar n5 E •� C U O O a) N O +O c`n6 _ QJ 3 R E O = •E oC L Q io a) C:. s > a) n5 o ,n cYt ai a)c�=o a),°s L °•� L L C V a..i O N O u. E-0 .0 C o s L f6 QJ O �n C O U •o X > > > +r O W" c+ VI E -06,) N m ai M a) — N O > .� O L : + N °° Q c� O O .E i ao C O *' O > > a) p o m p a) c 0 'a U �Q� s �-0 m m °ao s _ .Q +�_+ U,U a) NO o f�6 c 3a Vi C u�•o L 3 O m oC a) a"iLn 0 M +� +� a) c a 41 Q > 3 � " c a) a t N E c s a s a) CA o 4a (6 O 0 C L t a Q. a E c aXi CL c E t O s O -a A2 th u 2+ s .E * >. +, CD M c a" ) 3 L CD 0 0 a) C C 7 U E Q Q W +�+ L M > 4� 0 L N X a) (6 C Q c N s �� a) C p S ° 7 (C:cc N CO (6 cc L a) � -a U vy s -0 m ° Q +� L O L s 3 3 w a) v o �° s a) Ll O O � co d .0 C O c C d (C: > a) a) C Y d E a) N> E i C ° Ln f6 i E a) O CL i Q O CA N U CA aO+ vi 4� Q a) L 'O Ln •L Ln L o s L >. O L v Q L E 'O QQ +, 0 ° +, a) L > to Q- � a) N 7 Q N U � c s c nz N c° c a cc > E o a) o- a>) o E E° L O 7 0 C 0 cu c E -a>Ln ° .E U 3 U LnE v° a) O E +' ° �n Q L C C ° > c o L 3 a) E ao o' o 3 s a) �� o a �, ° u v u * L f6 L E Ln a) a tw a O° s a a 0 .O -0 O o Ln 'a O C ° L O L •E M 4, O nz L z > +, u E 3 a) > O U c a CL +� s ° } o : s aa) 46 c +� * ° c o O Uto C U C -a O -a a) W a) 4. L c C: a o E m a s E ° aa) 4 Q a° C - U c E o 3 0 w° m> c.L c Ln c 3 a a) > F ~? > E U+ +, O> a) L 3 c° d 4� U c a) >, s° p a) " 3 a) +� o f a) 3? a) c c E nz L N a o a) c 3 L `� o -a c CL nz U N a) N 3 ,� � a) a) c c o c m E E a) m C: +� o tin a) H aa)) c ao c U o Q) W •� aa)) a) cn Q aEi C: o c s c° tin c c c E-0 N C C s Fa tw s c w a) a) -0 s o to to +1 4 +1 o E C ° a c c a) vi � N s 0 aco 0 E ° 3 c c -0 tin c +1 m> ° +� 'c CD ° > m L a) cm Q 00 c (6 m a) s -a > ° c a) a) c tw L O sL CA C f6 O +Z Ln OQ C a) a) M O M 3 a) cu CD o � oCLa) ,' -a E co +., a) O tw = C O Q C a) a) Ln c a +' a - a) to 4' -a u a) +� c6 O L 4 N N to a) a) O to N N O ON H to .O m>+, N 4- r � il3 L � N U M 0 -a N a..i a) " -0 d > E N O f6 s p E Q O tw C -a N c a) O +' c O U M s M c +� +� ° c s E c o s °A s +j E U, O L m Co LL a + -a +' a) a) L a) s -a VI CA a + u Q" CA >. O o L c d O •� C 7 C U »? W O C -a N s 0 N ° -a ° U N c W C E sci • -a 'a Q- O • L 4- U C > L U L L L C o o MC o nz +� > > nz a) ? M 3 a) p 3 CA c a) m 3 nz �, -a �a°i c c In s E E cLo E °; C: .a"i a) a) s a +� M a) = +' c o M O O L a( L 3 f6 S> Q a Q O s 0 p 0� — O a a to 1 Ln 0 q : 0 a s +� r, 00 0 Ln Ln a) bD a M 4- O _O s t CM:p C = N f6 U >, to .� ') 4� M U Y 67 i QJ C +' 4L a) O Q• = � L c E 3 +' o a) O O _ i O w CLa) 2 Q— W •a vi O O -a QJ O L - 'a '^ Q i .jgu CL U C M to ' f6 f6 i > 4O M - O 0 N c a� ay+ QJ r > ar tiD r-C C tw > C +� O C � N p CL U c o R o 0 f6 f) U C CD 2 to U 'O .O 'O p>p 3 ON C: O QJ y0 ar L }I 7 0 C w �n a) i Vl c� i/ QJ Q C O C O Q p_ O ai Q- ai — o W 0.-0 ai «s u -a r a o s a) > O 3 E f6 L a) Q 2 p (6 Q 3 to 4-; -12 0 0 M a C Q M E to 0 r 'a E O 00 O U C > (6 f6 y •L u LL.I — a) ftT E QJ Ln C C O O ate+ Ol IXU r 'r0 s -a O O U a) C L C O 3 `� a — C m +' c s cn y N 2 C�7 v0i O > N . > •E +' } 0 O '— Y -0 a o as -00 oI to L C Q-a } 3 a s O U, NC: c-= 0 3 aE C:z r 6j Vl �-0'>� L C '� 00 O +' ° ° LLJ 0- W M CL Q Q- CL 4- O •L O U C m c O u U (1) V) a) C x a) CL E O U I L 4, tiN c n a) c • I tins o 76 U o > bio ao o °' � tiD m .-- - C E ? c c— C u Q C 0 0 i s M N � O N 0 'L C — a) 4S) 4O O 0 O a) + > .0 4O 0 nz m— Ln C Q 'E C N U -r--0N to L m 'a � U Es E 3 c'� u'c C > C O L f6 O 2 C O E N L CO0 > (S6 v N U O OL (6 0 C �n p c6 d a) +� co Q p O U (cp •E a) to to -0 0 -0O a) C O U rya 41 N O +, »a C CLp a) i— O v O O C 0 vi C:aci c 0) a) E E o"= .� C �-.I E 'O il3 O" ,U -a O C [� N U L L C CD u C 3 C -O O +, CD > O C M N d L (p C a) 'O V) C-0 (J) ''-� 4� a) o. 3 a) c s -0 E Eo ao a a) c u tiE'o E E -p a) cn = U E 'Ln L O 'C a) s ti°)o 3 o m J v N o c '� `U s U o ax) sW a '1' _ a) C s a .� a) > a CL o o 3 aci H 0 cn H UO aa)) m aa)) .E a41 a)) .E s to E 3 L C 4, L L O W a) .O > +� 4-' � _r 4 � C:• L CL > O O c v �0 -0 E U E a) !E M -r Q O L C CL an L 4-+ 4- + - > L a) ELm� E v M E O a) m L U o C� a) -o Q 0 -p C 'p Q >` Q- a) its L > its +� �n a) O a) O > N 0 CD i 0 O a) N �n N a) w L O Q N i a) S M -a C O 'a sLn aci " E o U c a .0 c 3_ c CL a 0> L c u N s > E D U a) J� L Q U L O a) N N �' O E a) a) 4 .c s w 2 a) C 11 U Q 0 s43 N O 4' � LL 'a � O C Q C O o m�, c U O E o M nz tiD - C O CD p C -+ an (6 4E -r- U C O-0 O O s c O a) i o nz +� C E L to +� a) fL6 _ 0 U N M -a a to Q M C L +1 C 'L in aC: ) >. 7 U -a a) i .� 3 0 w an � N U L O 'i a) a) a) C 4, m 3 to :- U s O O U w V C -a to to C:O CLC C U -0 C� C: E3 a) a -a 4 C O i +- W>' '- w 4- N Q -a s c E o C: N> a o >> C U c m E o -°'a S 0 u 'E u >, nz O > " a) 3= .L N N - Q E L 0 U c 3 4- � s �, C -a Ds aoO c os =s C -asss 0 0 w s U +� o2S 2 'a a) U +� H s +� +� +� J U L C U O 0 Q a) s C O (1) tin L s U C O a) 0 N nz O U f6 E a) O an N C O_ 0 s " W U C +� c -a s O L an _r_o o > 3 0 LO +� C >• � ON 'L LfI •L (6 -a � to 4- N > a) W f6 ,C U U a) 4-+ -a O � LU a) f6 s L .c >' -0 N O > +� c L -a 3 -a s +' > c a) c U � C N +� +� 4 > 3 U O L °) a) •U 0 L tiDtiD C> _r_ 'N a) i R a) 'Ln E-0 N s H O s E L C C > a) U u -a .0 2 0 CD O U m 0 c a a) a a a C .E m N a) a) s to c m +�+ N Q a) CAD 0 a) 'a 2 a) a O +' -a 0 a: s N u a) CLS C -a O Q- C L •N -a -a tiD a) c a) E +� `� 2 C O -r- U Q tsA o C:E c cn E s OL -r- -a 0 a) O -a s a) qD U C L a) L +' f6 VI E to c a) s o L a) c c 4- L +, c° Q a) E ° c axi an s O i w N 'a a 3 N N -a a) O U N E f6 C Q s 4, C Q- to L s to O 'a C �, C s co U v �f6 0 3 �-+ 'p a) � � a) a) a) M C C O — s C -a r o CO.O —_ fa 3 a) N C: a) •Q N f6 V) > O c C — ,i O 'L 0 CO U +E +1 Q to �' Ln — a) a Q f�6 O +� 0 E a 0 r, 00 O w Ln a) GD a EN 3 Oc Q > C F, m U U a Vi 'C: c 4� °s•a) W 4-1 C O U a ce 4' U a) N N 4- U s o c ° >, O i +� a -a =° '� c L c VI Q > tw >— o L ,C:_ C O L C N O 4- a) «s a) U + C U a) s a"i tw Z N 0 a) a) tip Q U 0"= C a) 41 Q s bD L C S (-6 C: c -0 " s C: a)+' E � U C: o o a O o � a O o C C Q c-1 ' M m m oN c E o E E a) a; aJ o a) a) >' O a) a) a s } c`6 N V +' 7 a) — o u OU tw O s E N c ,N a U 0 4- co 4- V) U L o •°' O = ° U o N 3 �saoo u N o 7 U > > O a) C s a) C � C +, � C0 C: U U a) .° 4a) a) a) C (6 O U Vl L Q' Q N O L � W ca a) Cbf a) o O •� �. L% L c ci6 E a) C +� Q E tw O ru E M +, c -tj f6 L Q m E o V V L E 4° :t s Q o u 3 0 W � CEWM , y N 0o °A 0 E as = " 'a OU a) O W c tip + •� o— o nz a 0 o �_ Q O L N 0 a) L a) -a '0 a) L c O c O O a) N .L U .o L L 'o L L C O N E i c a) Occ U O> N N 'a a) U s0 a) -O c c -a mc:N co c a) L N o m a s> 'O 4' O OU f6 OU o s o o + CD C C � +� aci 3 s 4- > 3 c a) +' L E o" c a) o c nz a E o o o o u a) � 3 " a) 3 ." $ aci s` a) o C: o d c o +, o o — cc o O N> s O c i E O Q 'O U +' .v Cp d C 2 U a) > +) 4 L S O m- L C a) L C O L L cm U� �; a O" s a) ° s o O a) H+ O cs + O a)+� o °°cs-a-a a) +� s C C -a +�+ +1 a) N >_ O +� O i a) '- M C r 'O C Q a) c .` 1i c 4 U d O > 41 U to O L N O O m> C N O as C 0 w +1 > L '� L o s d O— C O L U a) ® oU m� .E in 3 Q LLn c Q M M M� M CL N W -O >, -� c N > 0 Ln a) N W O a c = a) > o E E nz ° a) a) U o c c .� Ln + c -O aa)) C f6 qp qp CL 0 '� +O L U f6 f6 L V d C f6 C L U a. t o �= Vi o U C C i C S (p O N a) c U O 4, to 3 L E a) a) a) O U (1) L o o to o a) u E� o a + aco 0 ac) o� a) +l o o 0 ON 0 C C m a) C '" 'O U a) 3 °A : o O Q 0 N> o L— 0 0 s s O 0 0 vLi Q- a) to 0 0 o U� 3 3 +� s O 4- Ln ° s nz a) c •o o a V) 0 ° i O s s o U C= t].a U E = f6 f6 a) 'a 'a i a) � s U +� O C C L N L E O a) O U LL 'O LL 4- Q= O s 0>? °c° L U C L .° C Q� o N U nz U - O Q) a) O E O a) a) U L o C 3> 0 •a) VLI VL) Q o -a C.a EF p Vl O s 'L a) Q- > f6 VI qp -0 O L +O, L � a) a) O a) m O a) W o o U- C a) > m a) a) O O :t 3 -c o C 4- N O E >. a� Q U m ° U N f6 s i c° s o f c •N O 3 4U : L v L V 4S- L E o +, >` L E o +' O o a) OU E LO Q ago s O-0 L Q a) � �+ f6 o m •mr of ° U m L f6 C 7 it •U L L ° il3 L ° ::.a U a+ Cp Y ° E O Q (6 N— E C L C m Ln Ln a C C fY) a) N a) •L Vl E O o Cp � � -a m 0 o a) 41 M> L > U C Vl VI U Q N o m °U a) O a) ^� — C Q C 3 U E L f6 L> CL c s s 3 +' Q c U L E L m U o m c bD a- L m > Ln tip L tjo m C L L f6 ar s c a, o L m Cp O d N .Q 'O +s, M r a O C 3 '� U O O CD >> O c s W a) O o O O> a) E n5 o c +�CL L a) U 3 a) E m s CL 0 VI > o p +� c6 c6 (a C 0 oU i m :% Ln 0-4- Q M +� o M M 0 o J = o E z 00 0 n Ln ai bD a IIIIII "" O L a.�i06 U U s > U > >_ s' 0 0 72 " = CL CL O O �— o ° c s c N to +� W Ln L O m a) 0 > a) 'L a) U X C a0+ i s C M 4, i m c s tin 4-0 O a .cL Q (n C CVI .0 (n a) o C C °' 0 U 41 'a O f6 Q LO C M _ 3 oN a) s •° 3 Ln C 0 � 4. U E to t C a) j 'a Q C Ln C O O } s > s E +± u ao a) O � O c s N a) � i O C +' C U L s QJ Ou N (6 a) N � M U 0 .O - -a 4� O O O 0 m a s O CL Q' E 3 c U U - L W S VI N 'N N C 0 N C E ON QJ U � i > i twC C O � C �6 W V O m 67 a) 4- C f6 U +, C c O .a O L •� C: f6 3o m 0 m CL0 V� L Vl CLi` C U •- .E., O O C > (6 a) Q Q 'O C m M i 4O O L U C Gi m a. O •c C •M +' N �' +1 +�+ y Q to CL � U 'i 4O W SCA CA Q 'O O w m (6 X VI a) L t CO i -cm C 5 c6 7 nz U +� c E E.Ls. aco t a) a o F— L 0 N f6 Vi U 3 �.� aE Ems+ > W ®1 N i to L = MO .- ° c c 'u c 3 — C: fN6 to .0 M .N c Z C M L t •N s U N to m a) 4O+ N CO Ln 3 Ln � O CL a)OU C O O V) +� a) s a) s tw C: C: a) E a) Q E C m s nz c -° c u c s c U ° s vi N +, a) -O O L .0 H O f6 U L O O a) +- !E(6 L Q� +O N LO O C s U aco 'O n5 Et)D a U +' s -a c oA c ao CL 4- C 4 O (6 (6 c CL U U U (6 (6 qA f6 Q �' 0 N S toO OU _ 4_ O Q-0 C - C U p U >, O 'O O 'a (6 O a) E 'a cu 0 CL•� .- LO U-0 U +' s Ll m c6 s •� •�..1 ,} O C:L V Ncc •L CL 0 O a) s s m a) d in 2 s vi O - i- E �a) Ln E 0 0O >"oL�°o00oIn�U a) y. -a U C O Q a) a) O C •L C +L L U O C a) c + a) U L O +� cc CD c-I a) Ln ON (U6 u V s C:to O U a)� Q L a �3 a) Ln 'a 'L Q O (L6 C O O O O L U a) O O N s m c O a) " •� (6 O L W L L s O L ® H U m s L VI — N E U Q L Q 3 a) Q VI Q C CA 0 4� CA � +' Q a a) L U C O 3 M c o m `n E a) v Q L � C aa)) > `� ° �_ a) tin O •bD Ln C L 4- U O L L .L C-0 O U C E O O MWC CCA � 6 > (6 E .0 U O a) 0 U" O c6 o a) � s s O C > N L N N •C 7 Q (6 C bD (6 •�, C Vi a) C u O c6 N L a) c6 f6 > d U a) C° tios a n E a) c V 0 0 t6 0 0 E O m n Np C° N O C:, m a) E a) L O3 � U c O ° s d N O" (6 >, > D- U M 0 f6 a) �' 4- > > m L M a) L C '� 7 +� .0 M L L O Q .E �O c o O a) U Q C: O ° m-a U-a Es C O C N O U c N a) M U C ._ 4- f6 ° o a+ �n s E s a o tw a) W U •i i 4- U N O f6 a) t6 N Q- h.0 L Q h.0 +' C L —�..� a) $ OU C C S 4' s (6 s o m a a) 7 L is (6 M+� .� VI +J LL Q H J L N O N 'O C a) L a) O s ° a) to ° s 6 O N 0 4� E >O Ln U 3 > N E c 0 c`6 twen 0 a, o> 3 to L d O a) i i .� VI a) L L .� Ln Ln Ifm C j_a N ++ d y a) C +—O+ a) > f6 a) t6 C O '� � CA O 0 i > 0 O Q C O _ _ a) Co - C L L U U to a) 7 C a) E c_ o tw a) ,bA Q U p ° E `� 6A Q `� S fm Q •� •� U a) a) > C .N a) C a) L to O C E s — O O C 41 cC6 a>i ° s Lo m° o > 2. 'E u E c a) U °° ca s a; 3 -a W U > a�i s .c a) a) c c a) c a) a) o > � +� cc W a) a) ao 3 c +� E> E L 3 s c� c c c6 M C aa) a) O Q s O +J ai L N 0 C O (�6 (C6 00 E a) CCA > cn tC6 s N N .O t)D — 4- L a) > m (j) O s � •N M-0 w O O U c 0 00 'a _ (6 Ln en - 'a N 7 c c (6 a) - 0 O s ccn a) Q— `1 t6 N i6 U Q s C cn Ln a) U 3 r H E .E O° p c6 .E n 00 0 00 Ln v bn a � s U LL: 'L L of > •° m ca t vi pp -0C > w = -a a) 'a Z:;s O+'Os •3 O > E a t6 m a3 Lo+� Q :a as Q Q u O O 'a +' O O Q p O v i O M O C CA 2 C O C G�7 Lp O N tw � (C6 d a) a) a) Ll n .° .F L ( U S •L O ° 'o ° Q a) i•A L C N Q (6 O 'p a) c6 L U .0 t].a a c a) 3 � a1) H p L a) C Fu toCL L N .� -a •Ln O 'a O p M a) o a) tw 2 a) - CL— M CA yoo twwma O C M a) m o F_ s 4, 4� m c c w " a) a) ago M ai o •C " r -° a O s L N W= N CL C _ •�j N U _ C J U M L > o' ® CD 2 L 41 N \ +, CCA C s a) L E cn to f6 L m CL a- i 0 X U O to a) a) E o tw C CL 4. (6 a) 3 3 � s 3 pp Q U a) a) 0 p L.L i tw C L 2 N Q t a E L C Q •a' M Q >_ 'a U N L O C C �i w 0 LL C L O O +� p Q— p 4-m m a a) 4� cn maN L_U fL6 fC: C •h0 7 N J .a •U U VI 0 Q R f6 " ai 4�>, oo a) L 3 4, C C 3 •C O E 'E :E = U m �, c •- 4� o Q cn OC a w" E O c~n om (1) L +, 41 y, > +' ° 0 +' +' O U to s M ° C O L E f6 U fL6 N Q a) 7 E ci v 3 Ln 2 O E o ai E m V) s L L > -a 41 U -° 4- s nz +� ° tin C:: c a) a) c > a) o E� z nz '_ c O s co CO C 0 0 0 C 41 N a) O Cc S O ' N twM°U , CCC: N C: +' ° O 4 en° d m>� C m C C .L Q U O +� nz a) a E = o d m (n -p a) Q •N L a) C a) • N S 4- M c •� > E O 3� o L 4' O M cc° N L •; O VI a) as U ,0 L L a) L ° •L f6 — U 'O M p 'O O U LLL � CL m0 °U -0 = -0 M -0 M O a) L N C: s s nz a) C:> c a) = rn N ago C -a o ago c a) s o 3 0 Z > a) a, s E a) U O C 4� a) m tin E *' E +� +� ao cn O O V 2 4� 4� CL 3 - ° � 2 ° aU C:o M o s U a) -0 C o u d 2 O O U +� O O c6 0 a) O L O U L 7 L C L U f6 Q -O N u Q •O O C.N O U a) 0 CLc: a) C CL0 E ,> a) s Q (6 Z C L s �n Q 0 a) 2 0 0 4' 4' CO 'r; N +� C O a) L C 7 +�+ Q- C a) -p a,• C to � tw ° � � 'L O E c - nz CS r d ry a) tla �n -p CO C C vi (6 '�°cc C=, CV •L +, _ O to op C Q C C 4�N 0 C0 _ In o a) 2 -0o I .E U �, p C L a) �n N. fm C >' 7 cc m a)4� U pCL ia a O f6 L a41 Zc s � o U C: s E L VI Ln a) a-•� CL u ° o 3 a) u 3>� L` O m o ci aCD go .° ° Ln`n M C cc Lu C U LP 3 ns a) ° s > cu > c ._ tw CL)-0 °L Vn ° C L •cr CL C Q S C •L Q O d a) V) vi L > -0 7 4�CL C O Q CC0 7 CA 2 U p- C a) E _ C a) •N .L O C C p— a) N »a CA E a) Q L O O O N i C 1 -O O C ` O O d (A L C L 0 N CC M tjo O U � c) O U Q Q L — � C +' M CA tw -0 •� N C w a) C tw o +1 s a. .O Q 4. a) C C -p >' _ •> L � f6 +� •C f6 _ '3 m0 C= S C- +, U C a) f6 f6 L CA O E� N L o to 3 U Q m »a c .E a 'E E s �' 3 m W -0 ° W o LL ° C a N > VS >, p s p E 0 a) U � E r, 00 0 O U) Ln v bD a aio do a) > °bia p s two Vc -0) — qA N 7 N a) a)LL: m O Vl 0 'U Z C as'' O t - 3 a a) a) 4- L L V) a) ° -0 O = C L oo °A LL O +y+ � -a \ -a U +Ln i L C c) C: r- 0 C O OU ate+ U a Ln C O s O O U a O 4, O L a) L ar o N W E o w O U a a) W s o u a) c nz a) c a) + N O f6 W c L o� o c CA U o C u 3p c Ln c O c o aQi U o a) Mr- ECL o a) O a) L C-M) ° m s a) ao > > p V 'a +- h0 -a O s a) Ln 4- ,:c c L [Q VI c p 'A o Q H an C0 Ln M O 0 M O 77- o o Ln 0) - C: s L U O p C � 4- N a Ln wLn 4w `� O 0 O Ln Mo M J E -a , o N E " � c a ° — .� O L O a) O p O y a) O L U 4� s c M H Q O •� +, W a- Ln•=-•I L U W ai s c U a) a) a) a) a) O CD o y Q-= o V a U /Hy > c o 3 s li U w •L mO 'n a S +' w 'a u a� s u `~ O W J N W 0 N a O C w t C L 4, M U = Ln O a) .C: 4 (�o E 'a E s O vi L L a) 3 a) f6Ln(6 U a" O 'n L O a +� a`a 4,cu a) E O 'a L ll -U, ONO +O+ a) a) C L Ln M 0.0 °U c a)l0 O N D O cLo m — a 4� 4� C M to - 4 � a) a) c a) ,a M CD U f6 C C s S U 0 OCL N o 4- to 3 ate) ° a) 01 •O 4-a- U a) L C O In U •L C: L N _ - -a a) s C u - a) fl 3 nz nz 4 � L � a) `� � a vi a o= s cc CL � �' 3 a c 41 = a) 3 a) Ln c nz cc ao °A o C.3 -9 a) � a) =M qA (6 •� s L a) > 41 O N � ccn -a " " H O a -a N nz-a� s U o ass +� tin a) a) N 0 C c s +1W O °' s O c o •� s �; U +� a) O C -O •L O L 0 (6 > O VI W O C C �-•I L N a) 7 C V) a) = to O O CD L a) Ln 3 L .� M L M LO (o V O m O L C a) - O a) -a 4O U '= c .� •- > O Q f6 -o_ M CA 41 C CD (6 7 C) q.0 41 7�3 c � 6 O a- = c a(6) •a) da) (1U) (6 0 M-0E Ln sO O +� a) -+ UC GCc� C>CL O C O bio M (1) a c 4- sO oa O L Oc3I 0� L CCyO C N O M a s a) U c=i1 � rn 'a N s� O - U W +� i cn 'a S 'a U y O +' 4- C ,� a a) o cc -0 c c _> o 'a a) c a) s -0 4� c c O U n5 O N a) tw a) a) C to > 3 >= 4' •� a) — a L L i fL6 O �..1 O a) C = a) O N x (6 2 E +3 _ 'n C +� a) •� L -a L s v u 0 I 3 c aU) — O a) M CO U U a) `� co q0 (6 U s L ,n3 L CD 0 2 a a 3 a - -0 L L M 0 0 3 a- (1) a - a) N -a V) C C N O c U L q.a V L CL U O > -a CaO) NC O E o iL vi a) U s -a l- O E c OU O O U a) Z q- V an a fL6 `n a) C .� co a) .� N (6 a, a) C f6 a) U a) o U a) U O •� a a) L � •O O X a) Qm 0 0 •� O +� C L O_ -lull o ` d" c ao o= -O w o Lo -o c N c Ui ate) s '7n d+� a o nz 3 c— +� c VI f6 L ,o a, a s c a s N c a) CC C s N co: U} E vi a) + 1 -a ,} N 4, c *' fl- + a M s o U- V o 0 c LL c o to Ln 01 CL a au) coW -a °�°a�i'� vs Wa a) a 7 a) a) qA 'L i -a a) u C •C.a a) L L Ci a s m> c0 O a) f6 a LU 0 Ln Ln 41 E co �n OM j C N O CCA > U an o a) -a N E (6 4' W C Ln C s -a •C U- (�6 co L a) -a -a -a _ C 3 L 'a •qA OU 4n a) -a O +' a) O Q a) .L to a) L M a) L U to a) N a U U U � CAA � a) •N C cc W �" M -a W _a O — W -a a) -a +' -a c U c — � M 4O Ln M .� 0 4� +1 cn +1 CA (6 r, co 0 O w a) tin a �r R c r� r r„r 0 Qa E m u L L (6 4• 0 W 0 a N a 3 a o E U c 4� O C •O m C -a O Q0 U C O W 0 O U -a a O a) c C CCO O W tw a t6 U_ c E 7 L C O Ou > Ln W M_s Z u s � U 'a a) _a •C O L U tw a w W w C a) M -a U a) N a) a) N +�+ a a 0 +� E 75 x O O O C Ln tw u E s 0 `� cn o s s L N +' to V) (6 Vu C a) U f6 C .0 o E E Q s acoo a--0 = N a. X -0 O V) a-•i V) U f6 U s N L -0 M s a) C: aco u a C C U V -a W O X 4, 6 W N C a i M •0 - a) 0 'L aCL N O b°o i j y a) +� U 0 L L 0 O (.04- MV) V) V) a) L U a) a) a) L +� r 0 CLO 'a a..� oo a;N s M C C U O +' C a) a) OQD LD E w a) E = L 4C z: O Q a) O E O L L Vl C Q (6 z N 0 o Q c -a Q C: a co a C:LU L N O> M O Z x a) a) N C Apo aaoa) u•�s Qo Ln N 3 N_ +, U �_ o s X O V) O N U •U +� U 3 ai ,c tw 0 c m a)o °� p CO0 a) U > -� a'' M� a) + c c Q Fu u s C C ! S '0 N s U Q u z W s s c 0 +� *' O L C a CC0 0 -a U Q= W 0 u w 7 D s s a) a to Lau 0 U to 6 C: c L- c 0 3 o Z vi a) o c 'co o u w c a 5 w >Q s° E u > L vOi -a E C > a) > 0 C 'U LL L a) ° E O 3 •0 tw am ° c E - a� " o ° f6 4, f6 O a M w c N O c N 3= M m a) E a o u o a a L mWila) u 3 a) s O 2 � � � � Q Ou 'a � M M a) -=;Ou 0 4- O an an V L L a) +' E C: ro0 (1) .L 75 V) a) L U -a LL a s N 0 aO+ E •E o (6 } Q 0 c m p to a a) > Q to O Owva�s E s=+'s a) C: u N c a +� a M a> m U li C ° N U O f: LL s -a V) U 7 U Cid m a O L C m O -a U d a) C E � N 0 0 0 „m o +- E +, s C a tw ai c Q) Ln L o C a >` �i O _ E `� llm °+ `— M a 4 3 M s a) tiD o rrn,a Ln C C O 0 Ln C = E C s� N_ I. +O+ OU N E 0 - 7 +' 'U .0 •C a Z s +� d c i E N Lu a) to `� a s > °o Q o o Z. z E O u A rl u tiD +, u c Li to E a) O > > c6 0 c a) a 0 Z M O s c u 3 (6 a Q a o .� o '� a) a) a) tw Co i U O> (1) s 'a Ln M n to 2 C s r'a'3 0 H .C" a C 4� ul' N � u >O L. s o a N a— 9. III'..", a) s 3 U ";° ) III 'a) O II s > IIII1 ,3 .Ili... � 0 � ul;ll'...w a) a) a) I = s II• LI".IIII,"IIL. (1) C 3 O 11::::3 o O III U u U C O u U a) N a) a) u O an E C: C vi a) N E U E 0 0 ��o C (1) U a) i ao Q C � 'O O L s n> C w 4 O 0 Q N -a O u Z u75 C C +L• p > -a s U L V) +L• O +' C U a) > a) tw> o > v; c 3 •C m a) aui -ca +, U U a CL a N 0 +' c Q E .� oD o u a 3 aLU co o> w N u c- E m o ° u o= U c -aa a) -0 Q)) U f6 U Q E a) c E E o 0 +� Ff vOi a) C-0 o L 0 a m 0 0 O tw a) f6 s (6 U O a) -a u N 4- U UCL V) C (w 4- L LL L O a) 0 a")u r 'C U 3 m s .v C -a O 4• C U C a) -a C +� L C d C U a) a) Q s O m L N 0 Lo tw m a w f6 a a O a) Q tw a� 0 0 41 tw >, X IN C a)O Z:; } a) �� c a) a) c O -CL M E U u tw f6 f6 •C L L O •5 i- a 7 0 a) M •c) L .0 > a .E +� a) ° a E a) Lan rl Co -i O w a) GD a Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Federal Highway Administration (FHWA) Requirements Excerpt from Request for Proposal dated June 10, 2025, Section 9 and Attachments C - D Page 62 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 .1. S1JIUC f.J 1:1QUIA1 ll HO IIWAY AMANS111AI.l El....II ......................................................................................................................... A. Federal laws and regulations that may be applicable to the Work include: 1. Executive Order 11246 of September 24, 1965 entitled "Equal Employment Opportunity," as amended by Executive Order 11375 of October 13, 1967 and as supplemented in Department of Labor regulations (41 CFR Chapter 60) (All construction contracts awarded in excess of $10,000 by the Local Agency and their contractors or the Local Agency). 2. The Copeland "Anti -Kickback" Act (18 U.S.C. 874) as supplemented in Department of Labor regulations (29 CFR Part 3) (All contracts and sub -Agreements for construction or repair). 3. The Davis -Bacon Act (40 U.S.C. 276a to a-7) as supplemented by Department of Labor regulations (29 CFR Part 5) (Construction contracts in excess of $2,000 awarded by the Local Agency and the Local Agency when required by Federal Agreement program legislation. This act requires that all laborers and mechanics employed by contractors or sub -contractors to work on construction projects financed by federal assistance must be paid wages not less than those established for the locality of the project by the Secretary of Labor). 4. Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 327- 330) as supplemented by Department of Labor regulations (29 CFR Part 5). (Construction contracts awarded by the Local Agency's in excess of $2,000, and in excess of $2,500 for other contracts which involve the employment of mechanics or laborers). 5. Standards, orders, or requirements issued under section 306 of the Clear Air Act (42 U.S.C. 1857(h), section 508 of the Clean Water Act (33 U.S.C. 1368). Executive Order 11738, and Environmental Protection Agency regulations (40 CFR Part 15) (contracts, subcontracts, and sub -Agreements of amounts in excess of $100,000). 6. Mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163). 7. Office of Management and Budget (OMB)Circulars A-87, A-21 or A-122, and A-102 or A-110, whichever is applicable. 8. The Hatch Act (5 USC 1501-1508) and Public Law 95-454 Section 4728. These statutes state that federal funds cannot be used for partisan political purposes of any kind by any person or organization involved in the administration of federally -assisted programs. Page 63 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 9. In any contract utilizing federal funds, land, or other federal aid, the Local Agency shall require the federal- aid recipient or contractor to provide a statement of written assurance that they will comply with Section 504 and not discriminate on the basis of disability. 10. The Uniform Relocation Assistance and Real Property Acquisition Policies Act, as amended (Public Law 91- 646, as amended and Public Law 100-17, 101 Stat. 246-256). (If the contractor is acquiring real property and displacing households or businesses in the performance of the Agreement). 11. The Drug -Free Workplace Act (Public Law 100-690 Title V, subtitle D, 41 USC 701 et seq.) 12. The Age Discrimination Act of 1975, 42 U.S.C. Sections 6101 et. seq. and its implementing regulation, 45 13. C.F.R. Part 91; Section 504 of the Rehabilitation Act of 1973, 29 U.S.C. 794, as amended, and implementing regulation 45 C.F.R. Part 84. 14. 23 C.F.R. Part 172, concerning "Administration of Engineering and Design Related Contracts". 15. 23 C.F.R Part 633, concerning "Required Contract Provisions for Federal -Aid Construction Contracts". 16. 23 C.F.R. Part 635, concerning "Construction and Maintenance Provisions". B. Nondiscrimination. During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: 1. Compliance with Regulations. The Contractor will comply with the Regulations of the Department of Transportation relative to nondiscrimination in Federally assisted programs of the Department of Transportation (Title 49, Code of Federal Regulations, Part 21, hereinafter referred to as the "Regulations"), which are herein incorporated by reference and made a part of this Agreement. 2. Nondiscrimination. The Contractor, with regard to the work performed by it after award and prior to completion of the contract work, will not discriminate on the ground of race, color, sex, mental or physical handicap or national origin in the selection and retention of Subcontractors, including procurement of materials and leases of equipment. The Contractor will not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix C of the Regulations. 3. Solicitations for Subcontracts, Including Procurement of Materials and Equipment. In all solicitations either by competitive bidding or negotiation made by the Contractor for work Page 64 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 to be performed under a subcontract, including procurement of materials or equipment, each potential Subcontractor or supplier shall be notified by the Contractor of the Contractor's obligations under this Agreement and the Regulations relative to nondiscrimination on the ground of race, color, sex, mental or physical handicap or national origin. 4. Information and Reports. The Contractor will provide all information and reports required by the Regulations, or orders and instructions issued pursuant thereto and will permit access to its books, records, accounts, other sources of information and its facilities as may be determined by the State or the FHWA to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required of the Contractor is in the exclusive possession of another who fails or refuses to furnish this information, the Contractor shall so certify to the State, or the FHWA as appropriate and shall set forth what efforts have been made to obtain the information. 5. Sanctions for Noncompliance. In the event of the Contractor's noncompliance with the nondiscrimination provisions of this Agreement, the State shall impose such contract sanctions as it or the FHWA may determine to be appropriate, including, but not limited to: a. Withholding of payments to the Contractor under the contract until the Contractor complies, and/or b. Cancellation, termination or suspension of the contract, in whole or in part. C. Incorporation of Provisions. The Contractor will include the provisions regarding the foregoing sections and the IGA (attached) in every subcontract, including procurement of materials and leases of equipment, unless exempt by the Regulations, orders, or instructions issued pursuant thereto. The Contractor will take such action with respect to any subcontract or procurement as the State or the FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance; provided, however, that, in the event the Contractor becomes involved in, or is threatened with, litigation with a Subcontractor or supplier as a result of such direction, the Contractor may request the State to enter into such litigation to protect the interest of the State and in addition, the Contractor may request the FHWA to enter into such litigation to protect the interests of the United States. During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees to comply with the following: A. Equal Employment Opportunity. Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of "federally assisted construction contract" in 41 CFR Part 60-1.3 shall include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FIR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Page 65 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Executive Order 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 CFR part 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." During the performance of this contract, the contractor agrees as follows: 1. The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer, recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. 2. The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided by the agency contracting officer, advising the labor union or workers' representative of the contractor's commitments under section 202 of Executive Order 11246 of September 24, 1965, and shall post copies of the notice inconspicuous places available to employees and applicants for employment. 4. The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965,and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. 6. In the event of the contractor's non-compliance with the nondiscrimination clauses of this contract or with any of such rules, regulations, or orders, this contract maybe canceled, terminated or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. Page 66 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 7. The contractor will include the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontractor purchase order as may be directed by the Secretary of Labor as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that in the event the contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction, the contractor may request the United States to enter into such litigation to protect the interests of the United States." B. Davis -Bacon Act. Davis -Bacon Act, as amended (40 U.S.C. 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non - Federal entities must include a provision for compliance with the Davis -Bacon Act (40 U.S.C. 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non -Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non -Federal entity must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland "Anti- Kickback" Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that each contractor or Subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. 1. The City must report all suspected or reported violations to the Federal awarding agency. C. Rights to Inventions Made Under a Contract or Agreement. 3 If the Federal Award meets the definition of "funding agreement" under 37 CFR §401.2 (a) and Subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," Subrecipient must comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency. Page 67 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 D. Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251- 1387), as amended. Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non -Federal award to agree to 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). If applicable, Contractor agrees to the following: 1. Clean Air Act: a. The Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq. b. The Contractor agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the federal, state, or other grant funding agency and the appropriate Environmental Protection Agency Regional Office. c. The Contractor agrees to include these requirements in each subcontract meeting or exceeding $150,000. 2. Federal Water Pollution Control Act: a. The Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. § 1251 et seq. b. The Contractor agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the federal, state, or other grant funding agency and the appropriate Environmental Protection Agency Regional Office. c. The Contractor agrees to include these requirements in each subcontract meeting or exceeding $150,000. E. Debarment and Suspension (Executive Orders 12549 and 12689). A contract award (see 2 CFR 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. If applicable, Contractor shall be bound by it's Bidder's Certification for Debarment, Suspension, Ineligibility and Voluntary Exclusion throughout the period of the Contract. Page 68 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 F. 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. G. Domestic Preference for Procurement (C.F.R. § 200.322). To the extent consistent with law and in accordance with 2 C.F.R. § 200.322, Contractor and all of its subcontractors will to the greatest extent practicable under the Contract, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). This requirement must be included in all contracts and purchase orders that Contractor may enter into. H. Procurement of Recovered Material (C.F.R. § 200.323). 1. In the performance of this contract/agreement, the Contractor shall make maximum use of products containing recovered materials that are EPA -designated items in accordance with 40 C.F.R. Part 247, unless the product cannot be acquired: a. Competitively within a timeframe providing for compliance with the contract performance schedule. b. Meeting contract performance requirements. c. At a reasonable price. 2. Information about this requirement, along with the list of EPA -designate items, is available at EPA's Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program. 3. The Contractor also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. I. Additional Provisions. Access to Records. The Contractor agrees to provide the federal fund and/or grant provider, the City, the Comptroller General of the United States, and/or any of their authorized representatives access to any books, documents, papers, and records of the Contractor Page 69 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts and transcriptions. 2. The Contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. 3. The Contractor agrees to provide the federal fund and/or grant provider or authorized representatives access to construction or other work sites pertaining to the work being completed under the Project. 4. In compliance with the Disaster Recovery Act of 2018, the City and the Contractor acknowledge and agree that no language in this contract is intended to prohibit audits or internal reviews by the federal fund and/or grant provider or the Comptroller General of the United States. 5. Changes. The cost of changes, modifications, change orders, or constructive changes must be allowable, allocable, within the scope of its grant or cooperative agreement, and reasonable for the completion of the project scope. Changes can be made by either party to alter the method, price, or schedule of the work without breaching the contract as long as the City and Contractor agree to change in writing and change still meets any funding submittal and expiration dates. No Obligation by Federal Government. The Federal Government is not a party to this contract and is not subject to any obligations or liabilities to the non-federal entity, Contractor, or any other party pertaining to any matter resulting from the contract. Fraud and False or Fraudulent or Related Acts. The Contractor acknowledges that 31 U.S.C. Chapter 38 (Administrative Remedies for False Claims or Statements) applies to the Contractor's actions pertaining to this contact. Page 70 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 1. Award No. 2. Effective Date 3. Assistance 693JJ32440495 See No. 17 Below Listings No. 20.933 4. Award To 5. Sponsoring Office City of Pueblo U.S. Department of Transportation 1 City Hall Place Federal Highway Administration Pueblo, CO 81003 Office of Acquisition & Grants Management 1200 New Jersey Avenue, SE Unique Entity Id.: NJK3BNUDRHJ7 HCFA-32, Mail Drop E62-204 TIN No.: 84-6000615 Washington, DC 20590 6. Period of Performance 7. Total Amount Effective Date of Award — Federal Share: $16,834,725 12/31/2028 Recipient Share: $0 Total: $16,834,725 8. Type of Agreement 9. Authority Grant 49 U.S.C. 6702; Infrastructure Investment and Jobs Act (Pub. L. No. 117-58, div. J, Nov. 15, 2021); Consolidated Appropriations Act, 2022 (Pub. L. 117-103, Mar. 15, 2022) 10. Procurement Request No. HOFM240076PR 12. Submit Payment Requests To See Article 13 of the General Terms and Conditions. 11. Federal Funds Obligated Base Phase: $5,000,000 Subject to the availability of funds (SAF): Option Phase 1: $115,000 Option Phase 2: $2,525,600 Option Phase 3: $9,194,125 Total Potential Value: $16,834,725 13. Payment Office See Article 13 of the General Terms and Conditions. 14. Accounting and Appropriations Data 15XOC75E50.2023.070RA05500.7001000000.41010.61006600 15. Description of Project West Side Connector RECIPIENT 16. Signature of Person Authorized to Sign Signed by: 9/10/2024 1 3:4S Signature Date Name: Heather Graham Title: Mayor FEDERAL HIGHWAY ADMINISTRATION 17. Signature of Agreement Officer PM MDT Signature Date Name: David J. Villalobos Title: Agreement Officer 1 of 21 Page 71 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 U.S. DEPARTMENT OF TRANSPORTATION GRANT AGREEMENT UNDER THE FISCAL YEAR 2022 RAISE GRANT PROGRAM This agreement is between the United States Department of Transportation (the "USDOT") and the City of Pueblo (the "Recipient"). This agreement reflects the selection of the Recipient to receive a RAISE Grant for the West Side Connector project. If schedule A to this agreement identifies a Designated Subrecipient, that Designated Subrecipient is also a parry to this agreement, and the parties want the Designated Subrecipient to carry out the project with the Recipient's assistance and oversight. The parties therefore agree to the following: ARTICLE 1 GENERAL TERMS AND CONDITIONS. 1.1 General Terms and Conditions. (a) In this agreement, "General Terms and Conditions" means the content of the document titled "General Terms and Conditions Under the Fiscal Year 2022 Rebuilding American Infrastructure with Sustainability and Equity (RAISE) Grant Program: FHWA Projects," dated October 18, 2022, which is available at his://www.transportation.gov/policy- initiatives/raise/raise- rg art -agreements. The General Terms and Conditions reference the information contained in the schedules to this agreement. The General Terms and Conditions are part of this agreement. (b) The Recipient states that it has knowledge of the General Terms and Conditions. (c) The Recipient acknowledges that the General Terms and Conditions impose obligations on the Recipient and that the Recipient's non-compliance with the General Terms and Conditions may result in remedial action, terminating of the RAISE Grant, disallowing costs incurred for the Project, requiring the Recipient to refund to the USDOT the RAISE Grant, and reporting the non-compliance in the Federal -government -wide integrity and performance system. ARTICLE 2 SPECIAL TERMS AND CONDITIONS. There are no special terms for this award. 2of21 Page 72 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 SCHEDULE A ADMINISTRATIVE INFORMATION 1. Application. Application Title: Pueblo Westside Connector Application Date: 04/14/2022 2. Recipient's Unique Entity Identifier. See section 23.3 of the General Terms and Conditions. 3. Recipient Contact(s). Kelly Grisham Public Works Project Coordinator City of Pueblo 211 East D Street Pueblo, CO 81003 (719) 553-2254 kgrisham@pueblo.us 4. Recipient Key Personnel. None. 5. USDOT Project Contact(s). David J. Villalobos Agreement Officer (AO) Federal Highway Administration Office of Acquisition and Grants Management HCFA-40, Mail Stop E65-312 1200 New Jersey Avenue, S.E. Washington, DC 20590 (202) 366-7430 david.villalobos@dot.gov and 3 of 21 Page 73 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Travis Wheeler Agreement Specialist (AS) Federal Highway Administration Office of Acquisition and Grants Management HCFA-41, Mail Stop E65-119 1200 New Jersey Avenue, S.E. Washington, DC 20590 (202) 366-8887 travis.wheeler@dot.gov and Division Administrator Agreement Officer Representative (AOR) FHWA Colorado Division 12300 W. Dakota Avenue, Suite 180 Lakewood, CO 80228 (720) 963-3000 Colorado.FHWA@fhwa.dot.gov and Armando Henriquez Area Engineer for Region 2/Design Program Manager FHWA Colorado Division 12300 W. Dakota Avenue, Suite 180 Lakewood, CO 80228 (720) 963-3031 armando.henriquez@dot.gov and Aj in Hu Grants Program Manager FHWA Colorado Division 12300 W. Dakota Avenue, Suite 180 Lakewood, CO 80228 (720) 963-3071 ajin.hu@dot.gov 6. Payment System. USDOT Payment System: DELPHI eInvoicing 4 of 21 Page 74 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 7. Office for Subaward and Contract Authorization. USDOT Office for Subaward and Contract Authorization: FHWA Office of Acquisition and Grants Management 8. Federal Award Identification Number. See section 23.2 of the General Terms and Conditions. 9. Designated Subrecipient. Designated Subrecipient: None. 5 of 21 Page 75 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 SCHEDULE B PROJECT ACTIVITIES 1. General Project Description. This project has three distinct components related to reconnecting the West Side of the City of Pueblo to downtown. In the first component, Spaulding/Sun Mountain Blvd. will be extended from 24th Street to 31 st Street and two roundabouts will be constructed on where Spaulding intersects 27th Street and 31 st Street. The second component will rehabilitate 70 West Side bus stops to comply with ADA standards. The third component, which will be funded as a planning project component, consists of planning and design for a 24th Street bridge and Downtown Corridor. 2. Statement of Work. Preliminary Engineering Base Phase: • Environmental studies and NEPA document preparation • Engineering design • Universal Design • Final design and construction documents Design includes the Sun Mountain Boulevard extension and West Side bus stops for ADA compliance for later construction under the grant. This activity also includes the planning for the 24th Street bridge and Downtown Corridor. This entails public engagement, a feasibility study, design, right-of-way needs assessment, and other pre -construction activities but will not result in construction under the grant. Right of Way Acquisition Option Phase 1: Easement acquisitions for the West Side Bus Stop Rehabilitation Construction Option Phase 2: West Side Bus Stop Rehabilitations — implementation of universal design to reconstruct seventy (70) bus stop locations. Work includes: • Construction inspection, • Landing pad installation, • Shelter erection and seating installation, • Sidewalk extensions and ADA compliant ramps, • Solar Lighting, • Wayfinding Signage, and • Landscaping. 6 of 21 Page 76 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Option Phase 3: Sun Mountain Boulevard Extension — roadway construction extension from 24th Street to 31 st Street and includes two roundabouts where Sun Mountain Boulevard intersects with 27th Street and 31st Street. Work includes: • Construction Inspection, • Construction of approximately 0.7 miles of new roadway, • Installation of roundabouts at new intersections, • Installation of ADA compliance non -vehicular infrastructure with ties to existing conditions at new intersections, • Utilities extensions, • Lighting, • Pavement markings and signage, and • Landscaping. 7 of 21 Page 77 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 SCHEDULE C AWARD DATES AND PROJECT SCHEDULE 1. Award Dates. Budget Period End Date: 12/31/2028 Period of Performance End Date: See section 4.5 of the General Terms and Conditions 2. Estimated Project Schedule. Milestone Schedule Date Planned NEPA Completion Date 03/Ol/2025 (West Side Bus Stops of Base Phase) Planned NEPA Completion Date 03/Ol/2025 (Sun Mountain Boulevard of Base Phase) Planned Right -of -Way Certification Date 01 /01 /2026 (West Side Bus Stops of Option Phase 1) Planned Project Completion Date (24th Street bridge and Downtown Corridor 06/30/2027 of Base Phase) Planned Construction Substantial Completion and Open to Traffic Date 06/30/2027 (Sun Mountain Boulevard of Option Phase 3) Planned Construction Substantial Completion and Open to Traffic Date 09/15/2027 (West Side Bus Stops of Option Phase 2) 3. Special Milestone Deadlines. None. 8 of 21 Page 78 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 SCHEDULE D AWARD AND PROJECT FINANCIAL INFORMATION 1. Award Amount. RAISE Grant Amount: $16,834,725 2. Federal Obligation Information. Federal Obligation Type: Multiple Obligations Allocation and Condition Table Portion of the Allocation from Obligation Condition Project RAISE Grant Base Phase: Preliminary Engineering Option Phase 1: Right of Way Acquisition $5,000,000 If the FHWA Colorado Division $115,000 Office confirms the Recipient has met all the applicable Federal, State, and local requirements. If the FHWA Colorado Division Option Phase 2: West Office approves the PS&E for the Side Bus Stop $2,525,600 Project and the Recipient has met all Rehabilitations the applicable Federal, State, and local requirements. Option Phase 3: Sun If the FHWA Colorado Division Mountain Office approves the PS&E for the Boulevard $9,194,125 Project and the Recipient has met all Extension the applicable Federal, State, and local requirements. 9 of 21 Page 79 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 3. Approved Project Budget. EliLyible Proiect Costs Base Phase: Option Phase 1: Option Phase 2: Option Phase 3: Total Preliminary Right -of -Way Construction- Construction - Engineering West Side Bus Sun Mountain Stop Boulevard Rehabilitations Extension RAISE Funds: $5,000,000 $115,000 $2,525,600 $9,194,125 $16,834,725 Other Federal Funds: $0 $0 $0 $0 $0 Non - Federal Funds: $0 $0 $0 $0 $0 Total: $5,000,000 $115,000 $2,525,600 $9,194,125 $16,834,725 4. Cost Classification Table. Cost Classification Total Costs Non -RAISE Previously Incurred Costs Eligible Costs Land, structures, rights -of -way, appraisals, etc. $115,000.00 $0.00 $115,000.00 Architectural and engineering fees $4,546,500.00 $0.00 $4,546,500.00 Construction $10,654,295.45 $0.00 $10,654,295.45 Contin ency $1,518,929.55 $0.00 $1,518,929.55 Project Total $16,834,725.00 $0.00 $16,834,725.00 5. Approved Pre -award Costs. None. The USDOT has not approved under this award any pre -award costs under 2 C.F.R. 200.458. 10 of 21 Page 80 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 SCHEDULE E CHANGES FROM APPLICATION Scope: No changes. Schedule: Changes in milestone dates from the application are based on the outcome of discussions between the Recipient and FHWA to determine the best procurement strategies given the various phases of work to be undertaken under this Award. The application also assumed that the IGA would be executed by the end of 2023. Milestone Application Date Schedule C Date Planned NEPA Completion Date N/A - not (West Side Bus Stops of Base Phase) provided in the 03/01/2025 application. Planned NEPA Completion Date 12/01/2024 03/01/2025 (Sun Mountain Boulevard of Base Phase) Planned Right -of -Way Certification Date N/A — easement (West Side Bus Stops of Option Phase 1) needs determined 01/01/2026 after application submittal. Planned Project Completion Date (24th Street bridge and Downtown Corridor of 09/30/2026 06/30/2027 Base Phase) Planned Construction Substantial Completion and Open to Traffic Date 09/30/2026 06/30/2027 (Sun Mountain Boulevard of Option Phase 3) Planned Construction Substantial Completion and Open to Traffic Date 09/30/2026 09/15/2027 (West Side Bus Stops of Option Phase 2) Budget: There are no changes from the application total budget to the agreement total budget. However, the agreement budget was adjusted between phases to better reflect current market cost expectations and the inflationary cost impact on material goods and supplies. Other: None. 11 of 21 Page 81 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 SCHEDULE F RAISE PROGRAM DESIGNATIONS 1. Urban or Rural Designation. Urban -Rural Designation: Rural 2. Capital or Planning Designation. Capital -Planning Designation: Capital and Planning 3. Historically Disadvantaged Community or Area of Persistent Poverty Designation. HDC or APP Designation: Yes 4. Funding Act. Funding Act: FY2022 12 of 21 Page 82 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 SCHEDULE G RAISE PERFORMANCE MEASUREMENT INFORMATION Study Area: City of Pueblo West Side Baseline Measurement Date: January 31, 2026 Baseline Report Date: March 31, 2026 Table 1: Performance Measure Table Measure Category and Description Measurement Frequency Quality of Life A mail -back passenger survey distributed to each boarding streetcar passenger on a typical weekday while schools are in session. The specific survey methodology, Rider Characteristics sample expansion plan and data items Annual require FTA approval prior to implementation, with data items for each surveyed transit rider to include origin -to - destination travel paths, travel purposes, modes of access to (and egress from) transit and socioeconomic characteristics. Economic Competitiveness Quality of Life Value of Housing or Land From Census data of administrative Annual records, the median assessed value of developed and/or undeveloped parcels in the project impact area, as determined by the grantee with FTA concurrence. 13 of 21 Page 83 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 SCHEDULE H CLIMATE CHANGE AND ENVIRONMENTAL JUSTICE IMPACTS 1. Consideration of Climate Change and Environmental Justice Impacts. The Recipient states that rows marked with "X" in the following table are accurate: X The Project directly supports a Local/Regional/State Climate Action Plan that results in lower greenhouse gas emissions. (Identify the plan in the supporting narrative below) The Project directly supports a Local/Regional/State Equitable Development Plan that results in lower greenhouse gas emissions. (Identify the plan in the supporting narrative below.) The Project directly supports a Local/Regional/State Energy Baseline Study that results in lower greenhouse gas emissions. (Identify the plan in the supporting narrative below.) The Recipient or a project partner used environmental justice tools, such as the EJSCREEN, to minimize adverse impacts of the Project on environmental justice communities. (Identify the tool(s) in the supporting narrative below.) The Project supports a modal shift in freight or passenger movement to reduce emissions or reduce induced travel demand. (Describe that shy in the supporting narrative below.) The Project utilizes demand management strategies to reduce congestion, induced travel demand, and greenhouse gas emissions. (Describe those strategies in the supporting narrative below) The Project incorporates electrification infrastructure, zero -emission vehicle infrastructure, or both. (Describe the incorporated infrastructure in the supporting narrative below.) The Project supports the installation of electric vehicle charging stations. (Describe that support in the supporting narrative below.) The Project promotes energy efficiency. (Describe how in the supporting narrative below) The Project serves the renewable energy supply chain. (Describe how in the supporting narrative below.) The Project improves disaster preparedness and resiliency (Describe how in the supporting narrative below.) 14 of 21 Page 84 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 The Project avoids adverse environmental impacts to air or water quality, wetlands, and endangered species, such as through reduction in Clean Air Act criteria pollutants and greenhouse gases, improved stormwater management, or improved habitat connectivity. (Describe how in the supporting narrative below.) The Project repairs existing dilapidated or idle infrastructure that is currently causing environmental harm. (Describe that infrastructure in the supporting narrative below) The Project supports or incorporates the construction of energy- and location - efficient buildings. (Describe how in the supporting narrative below) The Project includes recycling of materials, use of materials known to reduce or reverse carbon emissions, or both. (Describe the materials in the supporting narrative below) The Recipient has taken other actions to consider climate change and environmental justice impacts of the Project. (Describe those actions in the supporting narrative below.) The Recipient has not yet taken actions to consider climate change and environmental justice impacts of the Project but, before beginning construction of the Project, will take relevant actions described in schedule B. (Identify the relevant actions from schedule B in the supporting narrative below.) The Recipient has not taken actions to consider climate change and environmental justice impacts of the Project and will not take those actions under this award. 2. Supporting Narrative. The project directly supports the Colorado Climate Plan adopted in 2015 that addresses greenhouse gas emission reductions and impacts of climate change. The plan specifically calls for the promotion of utilizing multi -modal transportation options including increased use of bicycles, car-pooling, walking, and rapid transit. The project will improve access to multi -modal transportation facilities by constructing new bus stops as well as other bicycle- and pedestrian -specific improvements. The project also directly supports the 2045 Statewide Transportation Plan which places a strong emphasis on mobility and economic equality. Specifically, the project constructs (and/or designs) improvements that will help local residents overcome long-standing physical and economic barriers to effective and efficient transportation options. The project will reduce greenhouse gases by shortening routes for commuters by constructing Sun Mountain. New bus stops constructed on the City's west side will also increase access to public transportation; thereby reducing the amount of passenger 15 of 21 Page 85 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 vehicle trips. In addition, upon construction of the 24Ih Street Bridge, which will be designed through this project, total distance traveled will be reduced, further reducing greenhouse gas emissions. The City will consider climate change and environmental justice impacts of the project through completion of a NEPA evaluation that considers these and other project impacts. 16 of 21 Page 86 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 SCHEDULE I RACIAL EQUITY AND BARRIERS TO OPPORTUNITY 1. Efforts to Improve Racial Equity and Reduce Barriers to Opportunity. The Recipient states that rows marked with "X" in the following table are accurate: A racial equity impact analysis has been completed for the Project. (Identify a report on that analysis or, if no report was produced, describe the analysis and its results in the supporting narrative below) The Recipient or a project partner has adopted an equity and inclusion program/plan or has otherwise instituted equity -focused policies related to project procurement, material sourcing, construction, inspection, hiring, or other activities designed to ensure racial equity in the overall delivery and implementation of the Project. (Identify the relevant programs, plans, or policies in the supporting narrative below.) The Project includes physical -barrier -mitigating land bridges, caps, lids, linear X parks, and multimodal mobility investments that either redress past barriers to opportunity or that proactively create new connections and opportunities for underserved communities that are underserved by transportation. (Identify the relevant investments in the supporting narrative below.) The Project includes new or improved walking, biking, and rolling access for X individuals with disabilities, especially access that reverses the disproportional impacts of crashes on people of color and mitigates neighborhood bifurcation. (Identify the new or improved access in the supporting narrative below.) The Project includes new or improved freight access to underserved communities to increase access to goods and job opportunities for those underserved communities. (Identify the new or improved access in the supporting narrative below.) The Recipient has taken other actions related to the Project to improve racial equity and reduce barriers to opportunity. (Describe those actions in the supporting narrative below.) The Recipient has not yet taken actions related to the Project to improve racial equity and reduce barriers to opportunity but, before beginning construction of the Project, will take relevant actions described in schedule B. (Identify the relevant actions from schedule B in the supporting narrative below.) The Recipient has not taken actions related to the Project to improve racial equity and reduce barriers to opportunity and will not take those actions under this award. 17 of 21 Page 87 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 2. Supporting Narrative. The project includes the planning, design, and right-of-way acquisition for new infrastructure that mitigates existing physical barriers to effective transportation for the City's west side residents (primarily Wildhorse Creek and the existing railroad tracks that separate west side residents from the City's downtown area). Specific project elements include the construction of new roadway (i.e., Sun Mountain Boulevard) together with features that enhance multimodal transportation access including sidewalks, bicycle lanes, public transit stops, and trail connections. Specifically, the project will construct a new roadway that includes a significant arroyo crossing which inhibits vehicular, bicycle and pedestrian travel. The project includes the construction of a culvert to span this crossing, improving the transportation connectivity for all road users. All improvements will be constructed to meet ADA accessibility standards including sidewalks, curb ramps, and bus stops. The City of Pueblo Public Works Department has also adopted a Title VI compliance plan, which assures equal public access to public works services and the benefits of capital improvement projects across the City. The Title VI plan is available online at City of Pueblo Public Works Department Title VI Compliance Plan. 18 of 21 Page 88 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 SCHEDULE J LABOR AND WORK 1. Efforts to Support Good -Paying Jobs and Strong Labor Standards The Recipient states that rows marked with "X" in the following table are accurate: The Recipient or a project partner has adopted the use of project labor agreements in the overall delivery and implementation of the Project. (Identify the relevant agreements and describe the scope of activities they cover in the supporting narrative below.) The Recipient or a project partner has adopted the use of local and economic hiring preferences in the overall delivery and implementation of the Project, subject to all applicable State and local laws, policies, and procedures. (Describe the relevant provisions in the supporting narrative below.) The Recipient or a project partner has adopted the use of registered apprenticeships in the overall delivery and implementation of the Project. (Describe the use ofregistered apprenticeship in the supporting narrative below.) The Recipient or a project partner will provide training and placement programs for underrepresented workers in the overall delivery and implementation of the Project. (Describe the training programs in the supporting narrative below.) The Recipient or a project partner will support free and fair choice to j oin a union in the overall delivery and implementation of the Project by investing in X workforce development services offered by labor-management training partnerships or setting expectations for contractors to develop labor-management training programs. (Describe the workforce development services offered by labor-management training partnerships in the supporting narrative below) The Recipient or a project partner will provide supportive services and cash assistance to address systemic barriers to employment to be able to participate and thrive in training and employment, including childcare, emergency cash assistance for items such as tools, work clothing, application fees and other costs of apprenticeship or required pre -employment training, transportation and travel to training and work sites, and services aimed at helping to retain underrepresented groups like mentoring, support groups, and peer networking. (Describe the supportive services and/or cash assistance provided to trainees and employees in the supporting narrative below.) The Recipient or a project partner has documented agreements or ordinances in place to hire from certain workforce programs that serve underrepresented groups. (Identify the relevant agreements and describe the scope of activities they cover in the supporting narrative below.) 19 of 21 Page 89 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 The Recipient or a project partner participates in a State/Regional/Local comprehensive plan to promote equal opportunity, including removing barriers to hire and preventing harassment on work sites, and that plan demonstrates action to create an inclusive environment with a commitment to equal opportunity, including: a. affirmative efforts to remove barriers to equal employment opportunity above and beyond complying with Federal law; b. proactive partnerships with the U.S. Department of Labor's Office of Federal Contract Compliance Programs to promote compliance with EO 11246 Equal Employment Opportunity requirements; c. no discriminatory use of criminal background screens and affirmative steps to recruit and include those with former justice involvement, in accordance with the Fair Chance Act and equal opportunity requirements; d. efforts to prevent harassment based on race, color, religion, sex, sexual orientation, gender identity, and national origin; e. training on anti -harassment and third -party reporting procedures covering employees and contractors; and f. maintaining robust anti -retaliation measures covering employees and contractors. (Describe the equal opportunity plan in the supporting narrative below) The Recipient has taken other actions related to the Project to create good - paying jobs with the free and fair choice to join a union and incorporate strong labor standards. (Describe those actions in the supporting narrative below.) The Recipient has not yet taken actions related to the Project to create good - paying jobs with the free and fair choice to join a union and incorporate strong labor standards but, before beginning construction of the Project, will take relevant actions described in schedule B. (Identify the relevant actions from schedule B in the supporting narrative below.) The Recipient has not taken actions related to the Project to improving good - paying jobs and strong labor standards and will not take those actions under this award. 2. Supporting Narrative. The project includes a variety of planning, design, and construction activities that will be undertaken by professionals and tradespeople. The work will create good -paying jobs, with the free and fair choice to join a union which advocates for strong labor standards for its members. The City will require selected contractors to participate in relevant workforce development and labor-management partnership training opportunities using resources 20 of 21 Page 90 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 available through the U.S. Small Business Administration, U.S. Department of Labor, the Colorado Workforce Development Center, and other entities. 21 of 21 Page 91 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 U.S. DEPARTMENT OF TRANSPORTATION EXHIBITS TO FHWA GRANT AGREEMENTS UNDER THE FISCAL YEAR 2022 RAISE GRANT PROGRAM OCTOBER 18, 2022 Page 92 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 EXHIBIT A APPLICABLE FEDERAL LAWS AND REGULATIONS By entering into this agreement for a FY 2022 RAISE Grant, the Recipient assures and certifies, with respect to this Grant, that it will comply with all applicable Federal laws, regulations, executive orders, policies, guidelines, and requirements as they relate to the application, acceptance, and use of Federal funds for this Project. Performance under this agreement shall be governed by and in compliance with the following requirements, as applicable, to the type of organization of the Recipient and any applicable sub -recipients. The applicable provisions to this agreement include, but are not limited to, the following: General Federal Legislation a. Davis -Bacon Act — 40 U.S.C. 3141, et seq., as applicable under 23 U.S.C. 113 b. Federal Fair Labor Standards Act — 29 U.S.C. 201, et seq. c. Hatch Act — 5 U.S.C. 1501, et seq. d. Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 — 42 U.S.C. 4601, et seq. e. National Historic Preservation Act of 1966 - Section 106 — 54 U.S.C. 306108 f. Archeological and Historic Preservation Act of 1974 — 54 U.S.C. 312501, et seq. g. Native American Graves Protection and Repatriation Act — 25 U.S.C. 3001, et seq. h. Clean Air Act, P.L. 90-148, as amended — 42 U.S.C. 7401, et seq. i. Section 404 of the Clean Water Act, as amended — 33 U.S.C. 1344 j. Section 7 of the Endangered Species Act, P.L. 93-205, as amended — 16 U.S.C. 1536 k. Coastal Zone Management Act, P.L. 92-583, as amended — 16 U.S.C. 1451, et seq. 1. Flood Disaster Protection Act of 1973 - Section 102(a) — 42 U.S.C. 4012a m. Age Discrimination Act of 1975 — 42 U.S.C. 6101, et seq. n. American Indian Religious Freedom Act, P.L. 95-341, as amended o. Drug Abuse Office and Treatment Act of 1972, as amended — 21 U.S.C. 1101, et seq. p. The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970, P.L. 91-616, as amended — 42 U.S.C. 4541, et seq. q. Sections 523 and 527 of the Public Health Service Act of 1912, as amended — 42 U.S.C. 290dd through 290dd-2 r. Architectural Barriers Act of 1968 — 42 U.S.C. 4151, et seq. s. Power Plant and Industrial Fuel Use Act of 1978, P.L. 100-42 - Section 403 — 42 U.S.C. 8373 t. Contract Work Hours and Safety Standards Act — 40 U.S.C. 3701, et seq. u. Copeland Anti -kickback Act, as amended —18 U.S.C. 874 and 40 U.S.C. 3145 v. National Environmental Policy Act of 1969 — 42 U.S.C. 4321, et seq. w. Wild and Scenic Rivers Act, P.L. 90-542, as amended —16 U.S.C. 1271, et seq. x. Federal Water Pollution Control Act, as amended — 33 U.S.C. 1251-1376 y. Single Audit Act of 1984 — 31 U.S.C. 7501, et seq. z. Americans with Disabilities Act of 1990 — 42 U.S.C. 12101, et seq. aa. Title IX of the Education Amendments of 1972, as amended — 20 U.S.C. 1681 through 1683 and 1685 through 1687 bb. Section 504 of the Rehabilitation Act of 1973, as amended — 29 U.S.C. 794 cc. Title VI of the Civil Rights Act of 1964 — 42 U.S.C. 2000d, et seq. Page 93 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 dd. Title IX of the Federal Property and Administrative Services Act of 1949 — 40 U.S.C. 1101 -1104, 541, et seq. ee. Limitation on Use of Appropriated Funds to Influence Certain Federal Contracting and Financial Transactions — 31 U.S.C. 1352 ff. Freedom of Information Act — 5 U.S.C. 552, as amended gg. Magnuson -Stevens Fishery Conservation and Management Act —16 U.S.C. 1855 hh. Farmland Protection Policy Act of 1981 — 7 U.S.C. 4201, et seq. ii. Noise Control Act of 1972 — 42 U.S.C. 4901, et seq. jj. Fish and Wildlife Coordination Act of 1956 —16 U.S.C. 661, et seq. kk. Section 9 of the Rivers and Harbors Act and the General Bridge Act of 1946 — 33 U.S.C. 401 and 525 11. Section 4(f) of the Department of Transportation Act of 1966 — 49 U.S.C. 303 and 23 U.S.C. 138 mm. Comprehensive Environmental Response, Compensation, and Liability Act of 1980 (CERCLA), as amended — 42 U.S.C. 9601, et seq. nn. Safe Drinking Water Act — 42 U.S.C. 300f to 300j-26 oo. Wilderness Act —16 U.S.C. 1131-1136 pp. Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act of 1976 — 42 U.S.C. 6901, et seq. qq. Migratory Bird Treaty Act —16 U.S.C. 703, et seq. rr. The Federal Funding Transparency and Accountability Act of 2006, as amended (Pub. L. 109-282, as amended by section 6202 of Public Law 110-252) ss. Cargo Preference Act of 1954 — 46 U.S.C. 55305 tt. Section 889 of the John D. McCain National Defense Authorization Act for Fiscal Year 2019, Pub. L. 115-232 Executive Orders a. Executive Order 11246 — Equal Employment Opportunity b. Executive Order 11990 — Protection of Wetlands c. Executive Order 11988 — Floodplain Management d. Executive Order 12372 — Intergovernmental Review of Federal Programs e. Executive Order 12549 — Debarment and Suspension f. Executive Order 12898 — Federal Actions to Address Environmental Justice in Minority Populations and Low -Income Populations g. Executive Order 13166 — Improving Access to Services for Persons With Limited English Proficiency h. Executive Order 13985 — Advancing Racial Equity and Support for Underserved Communities Through the Federal Government i. Executive Order 14005 — Ensuring the Future is Made in All of America by All of America's Workers j. Executive Order 14008 — Tackling the Climate Crisis at Home and Abroad General Federal Regulations a. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards — 2 C.F.R. Parts 200, 1201 b. Non -procurement Suspension and Debarment — 2 C.F.R. Parts 180, 1200 Page 94 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 c. Investigative and Enforcement Procedures —14 C.F.R. Part 13 d. Procedures for predetermination of wage rates — 29 C.F.R. Part 1 e. Contractors and subcontractors on public building or public work financed in whole or part by loans or grants from the United States — 29 C.F.R. Part 3 f. Labor standards provisions applicable to contracts governing federally financed and assisted construction (also labor standards provisions applicable to non -construction contracts subject to the Contract Work Hours and Safety Standards Act) — 29 C.F.R. Part 5 g. Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor (Federal and federally assisted contracting requirements) — 41 C.F.R. Parts 60, et seq. h. New Restrictions on Lobbying — 49 C.F.R. Part 20 i. Nondiscrimination in Federally Assisted Programs of the Department of Transportation — Effectuation of Title VI of the Civil Rights Act of 1964 — 49 C.F.R. Part 21 j. Uniform relocation assistance and real property acquisition for Federal and Federally assisted programs — 49 C.F.R. Part 24 k. Nondiscrimination on the Basis of Sex in Education Programs or Activities Receiving Federal Financial Assistance — 49 C.F.R. Part 25 1. Nondiscrimination on the Basis of Handicap in Programs and Activities Receiving or Benefiting from Federal Financial Assistance — 49 C.F.R. Part 27 m. DOT's implementation of DOJ's ADA Title H regulations compliance procedures for all programs, services, and regulatory activities relating to transportation under 28 C.F.R. Part 35 n. Enforcement of Nondiscrimination on the Basis of Handicap in Programs or Activities Conducted by the Department of Transportation — 49 C.F.R. Part 28 o. Denial of public works contracts to suppliers of goods and services of countries that deny procurement market access to U.S. contractors — 49 C.F.R. Part 30 p. Governmentwide Requirements for Drug -Free Workplace (Financial Assistance) — 49 C.F.R. Part 32 q. DOT's implementing ADA regulations for transit services and transit vehicles, including the DOT'S standards for accessible transportation facilities in Part 37, Appendix A — 49 C.F.R. Parts 37 and 38 r. Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs — 49 C.F.R. Part 26 (as applicable under section 18.3 of this agreement) Office of Management and Budget Circulars a. Any applicable OMB Circular based upon the specific FY 2022 RAISE Grant Recipient. Highway Federal Legislation a. Highways — Title 23, U.S.C. b. Brooks Act (for FHWA projects, this incorporates Title IX of the Federal Property and Administrative Services Act of 1949 (formerly 40 U.S.C. 541, et seq.)) — 40 U.S.C. 1101- 1104; 23 U.S.C.112(b)(2) c. Letting of Contracts, 23 U.S.C. 112 d. Highway Design and Construction Standards, 23 U.S.C. 109 Page 95 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 e. Prevailing Rate of Wage, 23 U.S.C. 113 f. Planning, 23 U.S.C. 134 and 135 (except for projects that are not regionally significant that do not receive funding under Title 23 or Chapter 53 of Title 49) g. Tolls, 23 U.S.C. 301 (to the extent the recipient wishes to toll an existing free facility that has received Title 23 funds in the past); except as authorized by 23 U.S.C. 129 and 166. h. Size, Weight, and Length Limitations — 23 U.S.C. 127, 49 U.S.C. 31101 et seq. i. Buy America — 23 U.S.C. 313 (see hLtp://www.fhwa.dot.gov/constniction/contracts/buyam ga.cfm) j. Nondiscrimination — 23 U.S.C. 140 k. Efficient Environmental Reviews - 23 U.S.C. 139 Federal Highway Regulations a. Highways — Title 23, C.F.R. b. Planning — 23 C.F.R. Part 450 (except for projects that are not regionally significant that do not receive funding under Title 23 or Chapter 53 of Title 49) c. National Highway System Design Standards — 23 C.F.R. Part 625 d. Preconstruction Procedures — 23 C.F.R. Part 630 Subparts A and B e. Construction and Maintenance — 23 C.F.R. Part 635 f. Manual on Uniform Traffic Control Devices — 23 C.F.R. Part 655 g. Environmental Impact and Related Procedures — 23 C.F.R. Part 771 h. Procedures for Abatement of Highway Traffic and Construction Noise — 23 C.F.R. Part 772 i. Procedures Implementing Section 4(f) of the Department of Transportation Act — 23 C.F.R. Part 774 j. Permitting Requirements under the National Pollutant Discharge Elimination System — 40 C.F.R. Part 122 k. Required Contract Provisions — 23 C.F.R. Part 633 (Form 1273) 1. External Programs — 23 C.F.R. Part 230 Specific assurances required to be included in the FY 2022 RAISE Grant agreement by any of the above laws, regulations, or circulars are hereby incorporated by reference into this agreement. Page 96 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 EXHIBIT B ADDITIONAL STANDARD TERMS Page 97 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 TERM B.1 TITLE VI ASSURANCE (Implementing Title VI of the Civil Rights Act of 1964, as amended) ASSURANCE CONCERNING NONDISCRIMINATION IN FEDERALLY -ASSISTED PROGRAMS AND ACTIVITIES RECEIVING OR BENEFITING FROM FEDERAL FINANCIAL ASSISTANCE (Implementing the Rehabilitation Act of 1973, as amended, and the Americans With Disabilities Act, as amended) 49 C.F.R. Parts 21, 25, 27, 37 and 38 The United States Department of Transportation (USDOT) Standard Title VI/Non-Discrimination Assurances DOT Order No. 1050.2A By signing and submitting the Technical Application and by entering into this agreement under the FY 2022 RAISE grant program, the Recipient HEREBY AGREES THAT, as a condition to receiving any Federal financial assistance from the U.S. Department of Transportation (DOT), through the Federal Highway Administration (FHWA), it is subject to and will comply with the following: Statutory/Regulatory Authorities Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); 49 C.F.R. Part 21 (entitled Non-discrimination In Federally -Assisted Programs Of The Department Of Transportation Effectuation Of Title VI Of The Civil Rights Act Of 1964); 28 C.F.R. section 50.3 (U.S. Department of Justice Guidelines for Enforcement of Title VI of the Civil Rights Act of 1964); The preceding statutory and regulatory cites hereinafter are referred to as the "Acts" and "Regulations," respectively. General Assurances In accordance with the Acts, the Regulations, and other pertinent directives, circulars, policy, memoranda, and/or guidance, the Recipient hereby gives assurance that it will promptly take any measures necessary to ensure that: Page 98 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 "No person in the United States shall, on the grounds ofrace, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity, "for which the Recipient receives Federal financial assistance from DOT, including the FHWA. The Civil Rights Restoration Act of 1987 clarified the original intent of Congress, with respect to Title VI and other Non-discrimination requirements (The Age Discrimination Act of 1975, and Section 504 of the Rehabilitation Act of 1973), by restoring the broad, institutional -wide scope and coverage of these non-discrimination statutes and requirements to include all programs and activities of the Recipient, so long as any portion of the program is Federally assisted. Specific Assurances More specifically, and without limiting the above general Assurance, the Recipient agrees with and gives the following Assurances with respect to its Federally assisted FY 2022 RAISE grant program: 1. The Recipient agrees that each "activity," "facility," or "program," as defined in §§ 21.23 (b) and 21.23 (e) of 49 C.F.R. § 21 will be (with regard to an "activity") facilitated, or will be (with regard to a "facility") operated, or will be (with regard to a "program") conducted in compliance with all requirements imposed by, or pursuant to the Acts and the Regulations. 2. The Recipient will insert the following notification in all solicitations forbids, Requests For Proposals for work, or material subject to the Acts and the Regulations made in connection with the FY 2022 RAISE Grant and, in adapted form, in all proposals for negotiated agreements regardless of funding source: "The Recipient, in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Slat. 252, 42 U. S. C. §§ 2000d to 2000d-4) and the Regulations, hereby notifies all bidders that it will affirmatively ensure that for any contract entered into pursuant to this advertisement, disadvantaged business enterprises will be afforded full and fair opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds ofrace, color, or national origin in consideration for an award." 3. The Recipient will insert the clauses of Appendix A and E of this Assurance in every contract or agreement subject to the Acts and the Regulations. 4. The Recipient will insert the clauses of Appendix B of this Assurance, as a covenant running with the land, in any deed from the United States effecting or recording a transfer of real property, structures, use, or improvements thereon or interest therein to a Recipient. Page 99 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 That where the Recipient receives Federal financial assistance to construct a facility, or part of a facility, the Assurance will extend to the entire facility and facilities operated in connection therewith. 6. That where the Recipient receives Federal financial assistance in the form, or for the acquisition of real property or an interest in real property, the Assurance will extend to rights to space on, over, or under such property. 7. That the Recipient will include the clauses set forth in Appendix C and Appendix D of this Assurance, as a covenant running with the land, in any future deeds, leases, licenses, permits, or similar instruments entered into by the Recipient with other parties: a. for the subsequent transfer of real property acquired or improved under the applicable activity, project, or program; and b. for the construction or use of, or access to, space on, over, or under real property acquired or improved under the applicable activity, project, or program. 8. That this Assurance obligates the Recipient for the period during which Federal financial assistance is extended to the program, except where the Federal financial assistance is to provide, or is in the form of, personal property, or real property, or interest therein, or structures or improvements thereon, in which case the Assurance obligates the Recipient, or any transferee for the longer of the following periods: a. the period during which the property is used for a purpose for which the Federal financial assistance is extended, or for another purpose involving the provision of similar services or benefits; or b. the period during which the Recipient retains ownership or possession of the property. 9. The Recipient will provide for such methods of administration for the program as are found by the Secretary of Transportation or the official to whom he/she delegates specific authority to give reasonable guarantee that it, other recipients, sub -recipients, contractors, subcontractors, consultants, transferees, successors in interest, and other participants of Federal financial assistance under such program will comply with all requirements imposed or pursuant to the Acts, the Regulations, and this Assurance. 10. The Recipient agrees that the United States has a right to seek judicial enforcement with regard to any matter arising under the Acts, the Regulations, and this Assurance. By signing this ASSURANCE, the Recipient also agrees to comply (and require any sub - recipients, contractors, successors, transferees, and/or assignees to comply) with all applicable provisions governing the FHWA's access to records, accounts, documents, information, facilities, and staff. You also recognize that you must comply with any program or compliance reviews, and/or complaint investigations conducted by the FHWA. You must keep records, reports, and submit the material for review upon request to FHWA, or its designee in a timely, Page 100 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 complete, and accurate way. Additionally, you must comply with all other reporting, data collection, and evaluation requirements, as prescribed by law or detailed in program guidance. The Recipient gives this ASSURANCE in consideration of and for obtaining any Federal grants, loans, contracts, agreements, property, and/or discounts, or other Federal -aid and Federal financial assistance extended after the date hereof to the recipients by the U.S. Department of Transportation under the FY 2022 RAISE grant program. This ASSURANCE is binding on the Recipient, other recipients, sub -recipients, contractors, subcontractors and their subcontractors', transferees, successors in interest, and any other participants in the FY 2022 RAISE grant program. Page 101 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 APPENDIX A During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees as follows: Compliance with Regulations: The contractor (hereinafter includes consultants) will comply with the Acts and the Regulations relative to Non-discrimination in Federally - assisted programs of the U.S. Department of Transportation, Federal Highway Administration (FHWA), as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract. 2. Non-discrimination: The contractor, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor will not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 C.F.R. Part 21. Solicitations for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding, or negotiation made by the contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the contractor of the contractor's obligations under this contract and the Acts and the Regulations relative to Non-discrimination on the grounds of race, color, or national origin. 4. Information and Reports: The contractor will provide all information and reports required by the Acts, the Regulations, and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Recipient or the FHWA to be pertinent to ascertain compliance with such Acts, Regulations, and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish the information, the contractor will so certify to the Recipient or the FHWA, as appropriate, and will set forth what efforts it has made to obtain the information. Sanctions for Noncompliance: In the event of a contractor's noncompliance with the Non-discrimination provisions of this contract, the Recipient will impose such contract sanctions as it or the FHWA may determine to be appropriate, including, but not limited to: a. withholding payments to the contractor under the contract until the contractor complies; and/or b. cancelling, terminating, or suspending a contract, in whole or in part. 6. Incorporation of Provisions: The contractor will include the provisions of paragraphs one through six in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, the Regulations and directives issued pursuant Page 102 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 thereto. The contractor will take action with respect to any subcontract or procurement as the Recipient or the FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the contractor becomes involved in, or is threatened with litigation by a subcontractor, or supplier because of such direction, the contractor may request the Recipient to enter into any litigation to protect the interests of the Recipient. In addition, the contractor may request the United States to enter into the litigation to protect the interests of the United States. Page 103 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 APPENDIX B CLAUSES FOR DEEDS TRANSFERRING UNITED STATES PROPERTY The following clauses will be included in deeds effecting or recording the transfer of real property, structures, or improvements thereon, or granting interest therein from the United States pursuant to the provisions of Specific Assurance 4: NOW, THEREFORE, the U.S. Department of Transportation as authorized by law and upon the condition that the Recipient will accept title to the lands and maintain the project constructed thereon in accordance with the Infrastructure Investment and Jobs Act, Pub. L. No. 117-58 (Nov. 15, 2021), the Consolidated Appropriations Act, 2022, Pub. L. No. 117-103 (Mar. 15, 2022), 49 U.S.C. § 6702, the Regulations for the Administration of FY 2022 RAISE grant program, and the policies and procedures prescribed by the Federal Highway Administration (FHWA) of the U.S. Department of Transportation in accordance and in compliance with all requirements imposed by Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally -assisted programs of the U.S. Department of Transportation pertaining to and effectuating the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252; 42 U.S.C. § 2000d to 2000d-4), does hereby remise, release, quitclaim and convey unto the Recipient all the right, title and interest of the U.S. Department of Transportation in and to said lands described in Exhibit A attached hereto and made a part hereof. (HABENDUM CLAUSE) TO HAVE AND TO HOLD said lands and interests therein unto Recipient and its successors forever, subject, however, to the covenants, conditions, restrictions and reservations herein contained as follows, which will remain in effect for the period during which the real property or structures are used for a purpose for which Federal financial assistance is extended or for another purpose involving the provision of similar services or benefits and will be binding on the Recipient, its successors and assigns. The Recipient, in consideration of the conveyance of said lands and interests in lands, does hereby covenant and agree as a covenant running with the land for itself, its successors and assigns, that (1) no person will on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination with regard to any facility located wholly or in part on, over, or under such lands hereby conveyed [,] [and]* (2) that the Recipient will use the lands and interests in lands and interests in lands so conveyed, in compliance with all requirements imposed by or pursuant to Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non- discrimination in Federally -assisted programs of the U.S. Department of Transportation, Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations and Acts may be amended[, and (3) that in the event of breach of any of the above -mentioned non-discrimination conditions, the Department will have a right to enter or re-enter said lands and facilities on said land, and that above described land and facilities will thereon revert to and vest in and become the absolute property of the U.S. Department of Transportation and its assigns as such interest existed prior to this instruction].* Page 104 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (*Reverter clause and related language to be used only when it is determined that such a clause is necessary in order to make clear the purpose of Title VI.) Page 105 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 APPENDIX C CLAUSES FOR TRANSFER OF REAL PROPERTY ACQUIRED OR IMPROVED UNDER THE ACTIVITY, FACILITY, OR PROGRAM The following clauses will be included in deeds, licenses, leases, permits, or similar instruments entered into by the Recipient pursuant to the provisions of Specific Assurance 7(a): A. The (Recipient, lessee, permittee, etc. as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree [in the case of deeds and leases add "as a covenant running with the land"] that: In the event facilities are constructed, maintained, or otherwise operated on the property described in this (deed, license, lease, permit, etc.) for a purpose for which a U.S. Department of Transportation activity, facility, or program is extended or for another purpose involving the provision of similar services or benefits, the (Recipient, licensee, lessee, permittee, etc.) will maintain and operate such facilities and services in compliance with all requirements imposed by the Acts and Regulations (as may be amended) such that no person on the grounds of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities. B. With respect to licenses, leases, permits, etc., in the event of breach of any of the above Non- discrimination covenants, Recipient will have the right to terminate the (lease, license, permit, etc.) and to enter, re-enter, and repossess said lands and facilities thereon, and hold the same as if the (lease, license, permit, etc.) had never been made or issued.* C. With respect to a deed, in the event of breach of any of the above Non-discrimination covenants, the Recipient will have the right to enter or re-enter the lands and facilities thereon, and the above described lands and facilities will there upon revert to and vest in and become the absolute property of the Recipient and its assigns.* (*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VL) Page 106 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 APPENDIX D CLAUSES FOR CONSTRUCTION/USE/ACCESS TO REAL PROPERTY ACQUIRED UNDER THE ACTIVITY, FACILITY OR PROGRAM The following clauses will be included in deeds, licenses, permits, or similar instruments/agreements entered into by Recipient pursuant to the provisions of Specific Assurance 7(b): A. The (Recipient, licensee, permittee, etc., as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds and leases add, "as a covenant running with the land") that (1) no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that in the construction of any improvements on, over, or under such land, and the furnishing of services thereon, no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination, (3) that the (Recipient, licensee, lessee, permittee, etc.) will use the premises in compliance with all other requirements imposed by or pursuant to the Acts and Regulations, as amended, set forth in this Assurance. B. With respect to (licenses, leases, permits, etc.), in the event of breach of any of the above Non-discrimination covenants, Recipient will have the right to terminate the (license, permit, etc., as appropriate) and to enter or re-enter and repossess said land and the facilities thereon, and hold the same as if said (license, permit, etc., as appropriate) had never been made or issued.* C. With respect to deeds, in the event of breach of any of the above Non-discrimination covenants, Recipient will there upon revert to and vest in and become the absolute property of Recipient and its assigns.* (*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VL) Page 107 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 APPENDIX E During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees to comply with the following non- discrimination statutes and authorities; including but not limited to: Pertinent Non -Discrimination Authorities: • Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 C.F.R. Part 21. • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal -aid programs and projects); • Federal -Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of sex); • Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 C.F.R. Part 27; • The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits discrimination on the basis of age); • Airport and Airway Improvement Act of 1982, (49 U.S.C. § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the programs or activities of the Federal -aid recipients, sub -recipients and contractors, whether such programs or activities are Federally funded or not); • Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131—12189) as implemented by Department of Transportation regulations at 49 C.F.R. Parts 37 and 38; • The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); • Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low -Income Populations, which ensures nondiscrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); Page 108 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. § 1681 et seq). Page 109 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 TERM B.2 CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS -- PRIMARY COVERED TRANSACTIONS 2 C.F.R. Parts 180 and 1200 These assurances and certifications are applicable to all Federal -aid construction contracts, design -build contracts, subcontracts, lower -tier subcontracts, purchase orders, lease agreements, consultant contracts or any other covered transaction requiring FHWA approval or that is estimated to cost $25,000 or more — as defined in 2 C.F.R. Parts 180 and 1200. By signing and submitting the Technical Application and by entering into this agreement under the FY 2022 RAISE grant program, the Recipient is providing the assurances and certifications for First Tier Participants and Lower Tier Participants in the FY 2022 RAISE Grant, as set out below. 1. Instructions for Certification — First Tier Participants: a. The prospective first tier participant is providing the certification set out below. b. The inability of a person to provide the certification set out below will not necessarily result in denial of participation in this covered transaction. The prospective first tier participant shall submit an explanation of why it cannot provide the certification set out below. The certification or explanation will be considered in connection with the department or agency's determination whether to enter into this transaction. However, failure of the prospective first tier participant to furnish a certification or an explanation shall disqualify such a person from participation in this transaction. c. The certification in this clause is a material representation of fact upon which reliance was placed when the contracting agency determined to enter into this transaction. If it is later determined that the prospective participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the contracting agency may terminate this transaction for cause of default. d. The prospective first tier participant shall provide immediate written notice to the contracting agency to whom this proposal is submitted if any time the prospective first tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. e. The terms "covered transaction," "civil judgment," "debarred," "suspended," "ineligible," "participant," "person," "principal," and "voluntarily excluded," as used in this clause, are defined in 2 C.F.R. Parts 180 and 1200. "First Tier Covered Transactions" refers to any covered transaction between a Recipient or subrecipient of Federal funds and a participant (such as the prime or general contract). "Lower Tier Covered Transactions" refers to any covered transaction under a First Tier Covered Transaction (such as subcontracts). "First Tier Participant" refers to Page 110 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 the participant who has entered into a covered transaction with a Recipient or subrecipient of Federal funds (such as the prime or general contractor). "Lower Tier Participant" refers to any participant who has entered into a covered transaction with a First Tier Participant or other Lower Tier Participants (such as subcontractors and suppliers). f. The prospective first tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency entering into this transaction. g. The prospective first tier participant further agrees by submitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion -Lower Tier Covered Transactions," provided by the department or contracting agency, entering into this covered transaction, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions exceeding the $25,000 threshold. h. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant is responsible for ensuring that its principals are not suspended, debarred, or otherwise ineligible to participate in covered transactions. To verify the eligibility of its principals, as well as the eligibility of any lower tier prospective participants, each participant may, but is not required to, check the System for Award Management website (his://www.sam.gov/), which is compiled by the General Services Administration. i. Nothing contained in the foregoing shall be construed to require the establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of the prospective participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. j. Except for transactions authorized under paragraph (f) of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause or default. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion — First Tier Participants: a. The prospective first tier participant certifies to the best of its knowledge and belief, that it and its principals: Page 111 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (1) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency; (2) Have not within a three-year period preceding this proposal been convicted of or had a civil judgment, including a civil settlement, rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; (3) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in paragraph (a)(2) of this certification; and (4) Have not within a three-year period preceding this application/proposal had one or more public transactions (Federal, State or local) terminated for cause or default. b. Where the prospective participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. 2. Instructions for Certification - Lower Tier Participants: (Applicable to all subcontracts, purchase orders and other lower tier transactions requiring prior FHWA approval or estimated to cost $25,000 or more - 2 C.F.R. Parts 180 and 1200) a. The prospective lower tier participant is providing the certification set out below. b. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department, or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. c. The prospective lower tier participant shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective lower tier participant learns that its certification was erroneous by reason of changed circumstances. d. The terms "covered transaction," "civil settlement," "debarred," "suspended," "ineligible," "participant," "person," "principal," and "voluntarily excluded," as used in this clause, are defined in 2 C.F.R. Parts 180 and 1200. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. "First Tier Covered Transactions" refers to any covered transaction between a Recipient or subrecipient of Federal funds and a participant (such as the prime or general contract). "Lower Tier Covered Transactions" refers to any covered transaction under a First Tier Covered Transaction (such as subcontracts). "First Tier Participant" refers to the participant who has entered into a covered Page 112 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 transaction with a Recipient or subrecipient of Federal funds (such as the prime or general contractor). "Lower Tier Participant" refers any participant who has entered into a covered transaction with a First Tier Participant or other Lower Tier Participants (such as subcontractors and suppliers). e. The prospective lower tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated. f. The prospective lower tier participant further agrees by submitting this proposal that it will include this clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion -Lower Tier Covered Transaction," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions exceeding the $25,000 threshold. g. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant is responsible for ensuring that its principals are not suspended, debarred, or otherwise ineligible to participate in covered transactions. To verify the eligibility of its principals, as well as the eligibility of any lower tier prospective participants, each participant may, but is not required to, check the System for Award Management website (hops://www.sam.gov/), which is compiled by the General Services Administration. h. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. i. Except for transactions authorized under paragraph e of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion -- Lower Tier Participants: 1. The prospective lower tier participant certifies, by submission of this proposal, that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency. Page 113 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 2. Where the prospective lower tier participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Page 114 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 TERM B.3 REQUIREMENTS REGARDING DELINQUENT TAX LIABILITY OR A FELONY CONVICTION UNDER ANY FEDERAL LAW As required by sections 744 and 745 of Title VII, Division E of the Consolidated Appropriations Act, 2022, Pub. L. No. 117-103 (Mar. 15, 2022), and implemented through USDOT Order 4200.6, the funds provided under this award shall not be used to enter into a contract, memorandum of understanding, or cooperative agreement with, make a grant to, or provide a loan or loan guarantee to, 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 a Federal 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 a Federal 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. The Recipient therefore agrees: 1. Definitions. For the purposes of this exhibit, the following definitions apply: "Covered Transaction" means a transaction that uses any funds under this award and that is a contract, memorandum of understanding, cooperative agreement, grant, loan, or loan guarantee. "Felony Conviction" means a conviction within the preceding 24 months of a felony criminal violation under any Federal law and includes conviction of an offense defined in a section of the United States Code that specifically classifies the offense as a felony and conviction of an offense that is classified as a felony under 18 U.S.C. 3559. "Participant" means the Recipient, an entity who submits a proposal for a Covered Transaction, or an entity who enters into a Covered Transaction. "Tax Delinquency" means an 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. Page 115 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 2. Mandatory Check in the System for Award Management. Before entering a Covered Transaction with another entity, a Participant shall check the System for Award Management (the "SAM") at http://www.sam.gov/ for an entry describing that entity. 3. Mandatory Certifications. Before entering a Covered Transaction with another entity, a Participant shall require that entity to: (1) Certify whether the entity has a Tax Delinquency; and (2) Certify whether the entity has a Felony Conviction. 4 Prohibition. If (1) the SAM entry for an entity indicates that the entity has a Tax Delinquency or a Federal Conviction; (2) an entity provides an affirmative response to either certification in section 3; or (3) an entity's certification under section 3 was inaccurate when made or became inaccurate after being made then a Participant shall not enter or continue a Covered Transaction with that entity unless the USDOT has determined in writing that suspension or debarment of that entity are not necessary to protect the interests of the Government. 5. Mandatory Notice to the USDOT. (a) If the SAM entry for a Participant indicates that the Participant has a Tax Delinquency or a Felony Conviction, the Recipient shall notify the USDOT in writing of that entry. (b) If a Participant provides an affirmative response to either certification in section 1, the Recipient shall notify the USDOT in writing of that affirmative response. (c) If the Recipient knows that a Participant's certification under section 1 was inaccurate when made or became inaccurate after being made, the Recipient shall notify the USDOT in writing of that inaccuracy. 6. Flow Down. For all Covered Transactions, including all tiers of subcontracts and subawards, the Recipient shall: (1) require the SAM check in section 2; (2) require the certifications in section 3; (3) include the prohibition in section 4; and Page 116 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (4) require all Participants to notify the Recipient in writing of any information that would require the Recipient to notify the USDOT under section 5. Page 117 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 TERM BA RECIPIENT POLICY TO BAN TEXT MESSAGING WHILE DRIVING (a) Definitions. The following definitions are intended to be consistent with the definitions in DOT Order 3902.10, Text Messaging While Driving (Dec. 30, 2009) and Executive Order 13513, Federal Leadership on Reducing Text Messaging While Driving (Oct. 1, 2009). For clarification purposes, they may expand upon the definitions in the executive order. For the purpose of this Term 13.4, "Motor Vehicles" means any vehicle, self-propelled or drawn by mechanical power, designed and operated principally for use on a local, State or Federal roadway, but does not include a military design motor vehicle or any other vehicle excluded under Federal Management Regulation 102-34-15. For the purpose of this Term 13.4, "Driving" means operating a motor vehicle on a roadway, including while temporarily stationary because of traffic congestion, a traffic signal, a stop sign, another traffic control device, or otherwise. It does not include being in your vehicle (with or without the motor running) in a location off the roadway where it is safe and legal to remain stationary. For the purpose of this Term 13.4, "Text messaging" means reading from or entering data into any handheld or other electronic device (including, but not limited to, cell phones, navigational tools, laptop computers, or other electronic devices), including for the purpose of Short Message Service (SMS) texting, e-mailing, instant messaging, obtaining navigational information, or engaging in any other form of electronic data retrieval or electronic data communication. The term does not include the use of a cell phone or other electronic device for the limited purpose of entering a telephone number to make an outgoing call or answer an incoming call, unless this practice is prohibited by State or local law. The term also does not include glancing at or listening to a navigational device that is secured in a commercially designed holder affixed to the vehicle, provided that the destination and route are programmed into the device either before driving or while stopped in a location off the roadway where it is safe and legal to remain stationary. For the purpose of this Term 13.4, the "Government" includes the United States Government and State, local, and tribal governments at all levels. (b) Workplace Safety. In accordance with Executive Order 13513, Federal Leadership on Reducing Text Messaging While Driving (Oct. 1, 2009) and DOT Order 3902.10, Text Messaging While Driving (Dec. 30, 2009), the Recipient, subrecipients, contractors, and subcontractors are encouraged to: (1) adopt and enforce workplace safety policies to decrease crashes caused by distracted drivers including policies to ban text messaging while driving (i) Company -owned or -rented vehicles or Government -owned, leased or rented vehicles; or (ii) Privately -owned vehicles when on official Government business or when performing any work for or on behalf of the Government. Page 118 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (2) Conduct workplace safety initiatives in a manner commensurate with the size of the business, such as (i) Establishment of new rules and programs or re-evaluation of existing programs to prohibit text messaging while driving; and (ii) Education, awareness, and other outreach to employees about the safety risks associated with texting while driving. (c) Subawards and Contracts. To the extent permitted by law, the Recipient shall insert the substance of this exhibit, including this paragraph (c), in all subawards, contracts, and subcontracts under this award that exceed the micro -purchase threshold, other than contracts and subcontracts for the acquisition of commercially available off -the -shelf items. Page 119 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 EXHIBIT C QUARTERLY PROJECT PROGRESS REPORTS AND RECERTIFICATIONS: FORMAT AND CONTENT 1. Purpose. The purpose of the Quarterly Project Progress Reports and Recertifications under this agreement for the FY 2022 RAISE grant program are to ensure that the project scope, schedule, and budget will be maintained to the maximum extent possible. 2. Format and Content. The Recipient shall produce a quarterly cost, schedule, and status report that contains the sections enumerated in the following list. At the discretion of the USDOT, modifications or additions can be made to produce a quarterly reporting format that will most effectively serve both the Recipient and the USDOT. Some projects will have a more extensive quarterly status than others. For smaller projects, the USDOT may determine that the content of the quarterly reports will be streamlined and project status meetings will be held on a less -frequent basis. The first quarterly progress report should include a detailed description and, where appropriate, drawings of the items funded. (a) Project Overall Status. This section provides an overall status of the project's scope, schedule and budget. The Recipient shall note and explain any deviations from the scope of work, the schedule, or the budget that are described in this agreement. (b) Project Significant Activities and Issues. This section provides highlights of key activities, accomplishments, and issues occurring on the project during the previous quarter. Activities and deliverables to be reported on should include meetings, audits and other reviews, design packages submitted, advertisements, awards, construction submittals, construction completion milestones, submittals related to any applicable Recovery Act requirements, media or Congressional inquiries, value engineering/constructability reviews, and other items of significance. (c) Action Items/Outstanding Issues. This section should draw attention to, and track the progress of, highly significant or sensitive issues requiring action and direction in order to resolve. The Recipient should include administrative items and outstanding issues that could have a significant or adverse effect on the project's scope, schedule, or budget. Status, responsible person(s), and due dates should be included for each action item/outstanding issue. Action items requiring action or direction should be included in the quarterly status meeting agenda. The action items/outstanding issues may be dropped from this section upon full implementation of the remedial action, and upon no further monitoring anticipated. (d) Project Scope Overview. The purpose of this section is to provide a further update regarding the project scope. If the original scope contained in the grant agreement is still accurate, this section can simply state that the scope is unchanged. (e) Project Schedule. An updated master program schedule reflecting the current status of the program activities should be included in this section. A Gantt (bar) type chart is probably the most appropriate for quarterly reporting purposes, with the ultimate Page 120 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 format to be agreed upon between the Recipient and the USDOT. It is imperative that the master program schedule be integrated, i.e., the individual contract milestones tied to each other, such that any delays occurring in one activity will be reflected throughout the entire program schedule, with a realistic completion date being reported. Narratives, tables, and/or graphs should accompany the updated master program schedule, basically detailing the current schedule status, delays and potential exposures, and recovery efforts. The following information should also be included: • Current overall project completion percentage vs. latest plan percentage. • Completion percentages vs. latest plan percentages for major activities such as right-of-way, major or critical design contracts, major or critical construction contracts, and significant force accounts or task orders. A schedule status description should also be included for each of these major or critical elements. • Any delays or potential exposures to milestone and final completion dates. The delays and exposures should be quantified, and overall schedule impacts assessed. The reasons for the delays and exposures should be explained, and initiatives being analyzed or implemented in order to recover the schedule should be detailed. (f) Project Cost. An updated cost spreadsheet reflecting the current forecasted cost vs. the latest approved budget vs. the baseline budget should be included in this section. One way to track project cost is to show: (1) Baseline Budget, (2) Latest Approved Budget, (3) Current Forecasted Cost Estimate, (4) Expenditures or Commitments to Date, and (5) Variance between Current Forecasted Cost and Latest Approved Budget. Line items should include all significant cost centers, such as prior costs, right-of-way, preliminary engineering, environmental mitigation, general engineering consultant, section design contracts, construction administration, utilities, construction packages, force accounts/task orders, wrap-up insurance, construction contingencies, management contingencies, and other contingencies. The line items can be broken -up in enough detail such that specific areas of cost change can be sufficiently tracked and future improvements made to the overall cost estimating methodology. A Program Total line should be included at the bottom of the spreadsheet. Narratives, tables, and/or graphs should accompany the updated cost spreadsheet, basically detailing the current cost status, reasons for cost deviations, impacts of cost overruns, and efforts to mitigate cost overruns. The following information should be provided: Reasons for each line item deviation from the approved budget, impacts resulting from the deviations, and initiatives being analyzed or implemented in order to recover any cost overruns. Transfer of costs to and from contingency line items, and reasons supporting the transfers. Page 121 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Speculative cost changes that potentially may develop in the future, a quantified dollar range for each potential cost change, and the current status of the speculative change. Also, a comparison analysis to the available contingency amounts should be included, showing that reasonable and sufficient amounts of contingency remain to keep the project within the latest approved budget. • Detailed cost breakdown of the general engineering consultant (GEC) services (if applicable), including such line items as contract amounts, task orders issued (amounts), balance remaining for tasks, and accrued (billable) costs. Federal obligations and/or disbursements for the project, compared to planned obligations and disbursements. (g) Federal Financial Report (SF-425). The Federal Financial Report (SF-425) is a financial reporting form used throughout the Federal Government Grant system. Recipients shall complete this form and attach it to each quarterly Project Progress and Monitoring Report. The form is available at https://www.grants.gov/forms/post-award-reporting-forms.html. (h) Certifications. i. A certification that the Recipient is in compliance with 2 C.F.R. 200.303 (Internal Controls) and 2 C.F.R. Part 200, Subpart F (Audit Requirements). ii. The certification required under 2 C.F.R. 200.415(a). Page 122 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 EXHIBIT D FORM FOR SUBSEQUENT OBLIGATION OF FUNDS The USDOT and [recipient name] entered a grant agreement for the [project name] that was executed by the USDOT on [date of USDOT signature on original agreement] (the "Agreement"). As described in section 4.3(f) of the General Terms and Conditions, this instrument obligates [$XXX] for [insert portion of project listed in the Obligation Condition Table in section 2 of schedule D]. [Recipient name] states that: (1) schedule B of the Agreement accurately describe the Project's activities; (2) for each completion date listed in section 2 of schedule C of the Agreement, the Recipient's estimate for that milestone is not more than six months after the date listed in section 2 of schedule C of the Agreement; (3) comparing the Project's current budget with the amounts listed in section 3 of schedule D of the Agreement, the "Non -Federal Funds" amount has not decreased and the total eligible project costs amount has not decreased; and (4) under the terms of article 5 of the General Terms and Conditions, the Recipient is not presently required to request a modification to the Agreement. [Recipient name] acknowledges that USDOT is acting in reliance on the Recipient's statements above. By: Date The USDOT has determined that: Signature of Recipient's Authorized Representative [insert name] Name [insert title] Title (1) all conditions described in the Obligation Condition Table in section 2 of schedule D for this portion of the Project are satisfied; and Page 123 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (2) all applicable Federal requirements for obligating these funds are satisfied. By: Date Signature of USDOT's Authorized Representative [insert name] Name [insert title] Title Page 124 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 U.S. DEPARTMENT OF TRANSPORTATION GENERAL TERMS AND CONDITIONS UNDER THE FISCAL YEAR 2022 REBUILDING AMERICAN INFRASTRUCTURE WITH SUSTAINABILITY AND EQUITY (RAISE) GRANT PROGRAM: FHWA PROJECTS Revision date: October 18, 2022 Page 125 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Table of Contents Article1 Purpose............................................................................................................................. 6 1.1 Purpose.............................................................................................................................6 Article2 USDOT Role.................................................................................................................... 6 2.1 Division of USDOT Responsibilities............................................................................... 6 2.2 USDOT Program Contacts............................................................................................... 7 Article3 Recipient Role.................................................................................................................. 7 3.1 Statements on the Project................................................................................................. 7 3.2 Statements on Authority and Capacity............................................................................. 7 3.3 USDOT Reliance.............................................................................................................. 8 3.4 Project Delivery................................................................................................................ 8 3.5 Rights and Powers Affecting the Project......................................................................... 8 3.6 Notification of Changes to Key Personnel....................................................................... 8 3.7 Subaward to Designated Subrecipient.............................................................................. 9 3.8 Designated Subrecipient Statements and Responsibilities............................................... 9 3.9 Title 23 Oversight Responsibilities for Subawards.......................................................... 9 Article 4 Award Amount, Obligation, and Time Periods............................................................... 9 4.1 Federal Award Amount.................................................................................................... 9 4.2 Federal Funding Source................................................................................................... 9 4.3 Federal Obligations........................................................................................................10 4.4 Budget Period................................................................................................................. 11 4.5 Period of Performance.................................................................................................... 11 Article 5 Statement of Work, Schedule, and Budget Changes ..................................................... 12 5.1 Notification Requirement............................................................................................... 12 5.2 Scope and Statement of Work Changes......................................................................... 12 5.3 Schedule Changes.......................................................................................................... 12 5.4 Budget Changes.............................................................................................................. 12 5.5 USDOT Acceptance of Changes.................................................................................... 13 Article 6 General Reporting Terms............................................................................................... 14 6.1 Report Submission......................................................................................................... 14 6.2 Alternative Reporting Methods...................................................................................... 14 6.3 Paperwork Reduction Act Notice................................................................................... 14 Article 7 Progress and Financial Reporting.................................................................................. 14 7.1 Quarterly Project Progress Reports and Recertibcations............................................... 14 7.2 Final Progress Reports and Financial Information......................................................... 14 Article 8 Performance Reporting.................................................................................................. 15 8.1 Baseline Performance Measurement.............................................................................. 15 8.2 Post -construction Performance Measurement................................................................ 15 8.3 Project Outcomes Report ............................................................................................... 15 8.4 Performance Reporting Survival.................................................................................... 16 Article 9 Noncompliance and Remedies....................................................................................... 16 9.1 Noncompliance Determinations..................................................................................... 16 9.2 Remedies........................................................................................................................17 9.3 Other Oversight Entities................................................................................................. 17 Article 10 Agreement Termination............................................................................................... 18 10.1 USDOT Termination...................................................................................................... 18 Page 126 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 10.2 Closeout Termination..................................................................................................... 18 10.3 Post -Termination Adjustments....................................................................................... 18 10.4 Non -Terminating Events................................................................................................ 19 10.5 Other Remedies.............................................................................................................. 19 Article 11 Monitoring, Financial Management, Controls, and Records ....................................... 19 11.1 Recipient Monitoring and Record Retention................................................................. 19 11.2 Financial Records and Audits........................................................................................ 19 11.3 Internal Controls............................................................................................................. 20 11.4 USDOT Record Access.................................................................................................. 20 Article 12 Contracting and Subawards......................................................................................... 20 12.1 Minimum Wage Rates.................................................................................................... 20 12.2 Buy America.................................................................................................................. 20 12.3 Small and Disadvantaged Business Requirements......................................................... 21 12.4 Engineering and Design Services................................................................................... 21 12.5 Foreign Market Restrictions........................................................................................... 21 12.6 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment.................................................................................................................. 21 12.7 Pass -through Entity Responsibilities.............................................................................. 21 12.8 Subaward and Contract Authorization........................................................................... 21 Article 13 Costs, Payments, and Unexpended Funds................................................................... 22 13.1 Limitation of Federal Award Amount............................................................................ 22 13.2 Projects Costs................................................................................................................. 22 13.3 Timing of Project Costs.................................................................................................. 22 13.4 Recipient Recovery of Federal Funds............................................................................ 22 13.5 Unexpended Federal Funds............................................................................................ 22 13.6 Timing of Payments to the Recipient............................................................................. 22 13.7 Payment Method............................................................................................................ 23 13.8 Information Supporting Expenditures............................................................................ 23 13.9 Reimbursement Frequency............................................................................................. 23 Article 14 Liquidation, Adjustments, and Funds Availability...................................................... 23 14.1 Liquidation of Recipient Obligations............................................................................. 23 14.2 Funds Cancellation......................................................................................................... 24 Article 15 Agreement Modifications ............................................................................................ 24 15.1 Bilateral Modifications................................................................................................... 24 15.2 Unilateral Contact Modifications ................................................................................... 24 15.3 USDOT Unilateral Modifications .................................................................................. 24 15.4 Other Modifications ....................................................................................................... 24 Article 16 Climate Change and Environmental Justice................................................................ 25 16.1 Climate Change and Environmental Justice................................................................... 25 Article 17 Racial Equity and Barriers to Opportunity.................................................................. 25 17.1 Racial Equity and Barriers to Opportunity..................................................................... 25 Article18 Labor and Work........................................................................................................... 25 18.1 Labor and Work............................................................................................................. 25 Article 19 Federal Financial Assistance, Administrative, and National Policy Requirements .... 25 19.1 Uniform Administrative Requirements for Federal Awards .......................................... 25 19.2 Federal Law and Public Policy Requirements............................................................... 25 Page 127 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 19.3 Federal Freedom of Information Act............................................................................. 26 19.4 History of Performance.................................................................................................. 26 19.5 Whistleblower Protection............................................................................................... 26 19.6 External Award Terms and Obligations......................................................................... 26 19.7 Incorporated Certifications............................................................................................. 27 Article20 Assignment.................................................................................................................. 27 20.1 Assignment Prohibited................................................................................................... 27 Article21 Waiver.......................................................................................................................... 27 21.1 Waivers...........................................................................................................................27 Article 22 Additional Terms and Conditions................................................................................ 27 22.1 Effect of Urban or Rural Designation............................................................................ 27 22.2 Effect of Historically Disadvantaged Community or Area of Persistent Poverty Designation................................................................................................................ 27 22.3 Disclaimer of Federal Liability...................................................................................... 28 22.4 Relocation and Real Property Acquisition..................................................................... 28 22.5 Equipment Disposition................................................................................................... 28 22.6 Environmental Review................................................................................................... 28 22.7 Railroad Coordination.................................................................................................... 30 Article 23 Mandatory Award Information.................................................................................... 30 23.1 Information Contained in a Federal Award.................................................................... 30 23.2 Federal Award Identification Number........................................................................... 30 23.3 Recipient's Unique Entity Identiber.............................................................................. 30 Article 24 Construction and Definitions ....................................................................................... 31 24.1 Schedules........................................................................................................................31 24.2 Exhibits...........................................................................................................................31 24.3 Construction...................................................................................................................31 24.4 Integration...................................................................................................................... 32 24.5 Definitions ......................................................................................................................32 Article 25 Agreement Execution and Effective Date................................................................... 32 25.1 Counterparts...................................................................................................................32 25.2 Effective Date................................................................................................................. 32 Page 128 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Index of Definitions Administering Operating Administration....................................................................................... 7 Designated Subrecipient................................................................................ Schedule A, Section 9 Environmental Review Entity....................................................................................................... 28 FederalShare................................................................................................................................ 13 FHWA............................................................................................................................................. 7 General Terms and Conditions..................................................................................................... 32 NOFO.............................................................................................................................................. 6 OMB............................................................................................................................................. 14 ProgramStatute............................................................................................................................. 32 Project........................................................................................................................................... 32 ProjectCloseout............................................................................................................................ 18 ProjectCost Savings..................................................................................................................... 13 RAISEGrant................................................................................................................................. 32 Recipient....................................................................................................Project-Specific Recitals TechnicalApplication................................................................................................................... 32 USDOT........................................................................................................................................... 6 Page 129 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 GENERAL TERMS AND CONDITIONS The Infrastructure Investment and Jobs Act, Pub. L. No. 117-58 (Nov. 15, 2021), and the Consolidated Appropriations Act, 2022, Pub. L. No. 117-103 (Mar. 15, 2022) appropriated funds to the United States Department of Transportation (the "USDOT") for fiscal year 2022 under the heading "National Infrastructure Investments." The funds are available to carry out 49 U.S.C. 6702 by providing Federal financial assistance for surface transportation infrastructure projects that will have a significant local or regional impact. The USDOT program administering those funds is the RAISE grant program. On January 14, 2022, the USDOT posted a funding opportunity at Grants.gov with funding opportunity title "FY 2022 National Infrastructure Investments" and funding opportunity number DTOS59-22-RA-RAISE. The notice of funding opportunity posted at Grants.gov, as amended on March 22, 2022, (the "NOFO") solicited applications for Federal financial assistance under the fiscal year 2022 RAISE grant program. On August 11, 2022, the USDOT announced application selections under the NOFO. These general terms and conditions are incorporated by reference in a project -specific agreement under the fiscal year 2022 RAISE grant program. The term "Recipient" is defined in the project -specific portion of the agreement. The project -specific portion of the agreement includes schedules A through J. The project -specific portion of the agreement may include special terms and conditions in project -specific articles. ARTICLE 1 PURPOSE 1.1 Purpose. The purpose of this award is to fund an eligible project that will have a significant local or regional impact and improve transportation infrastructure. The parties will accomplish that purpose by achieving the following objectives: (1) timely completing the Project; and (2) ensuring that this award does not substitute for non -Federal investment in the Project, except as proposed in the Technical Application, as modified by schedule D. ARTICLE 2 USDOT ROLE 2.1 Division of USDOT Responsibilities. (a) The Office of the Secretary of Transportation is responsible for the USDOT's overall administration of the RAISE grant program, the approval of this agreement, and any modifications to this agreement under section 15.1. Page 130 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (b) The Federal Highway Administration (the "FHWA") will administer this agreement on behalf of the USDOT. In this agreement, the "Administering Operating Administration" means the FHWA. 2.2 USDOT Program Contacts. FHWA RAISE Program Manager Federal Highway Administration Office of Freight Management and Operations 1200 New Jersey Avenue SE Room E84-429 Washington, DC 20590 (202) 366-2639 or (202) 366-1200 FHWA-TIGER.Reports L& dot. gov and OST RAISE Grants Coordinator United States Department of Transportation Office of the Secretary 1200 New Jersey Avenue SE Room W84-227 Washington, DC 20590 (202) 366-8914 RAISEGrants(rc�7,dot.ov ARTICLE 3 RECIPIENT ROLE 3.1 Statements on the Project. The Recipient states that: (1) all material statements of fact in the Technical Application were accurate when that application was submitted; and (2) schedule E documents all material changes in the information contained in that application. 3.2 Statements on Authority and Capacity. The Recipient states that: (1) it has the authority to receive Federal financial assistance under this agreement; (2) it has the legal authority to complete the Project; (3) it has the capacity, including institutional, managerial, and financial capacity, to comply with its obligations under this agreement; Page 131 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (4) not less than the difference between the total eligible project costs listed in section 3 of schedule D and the RAISE Grant Amount listed in section 1 of schedule D is committed to fund the Project; (5) it has sufficient funds available to ensure that infrastructure completed or improved under this agreement will be operated and maintained in compliance with this agreement and applicable Federal law; and (6) the individual executing this agreement on behalf of the Recipient has authority to enter this agreement and make the statements in this article 3 and in section 19.7 on behalf of the Recipient. 3.3 USDOT Reliance. The Recipient acknowledges that: (1) the USDOT relied on statements of fact in the Technical Application to select the Project to receive this award; (2) the USDOT relied on statements of fact in both the Technical Application and this agreement to determine that the Recipient and the Project are eligible under the terms of the NOFO; (3) the USDOT relied on statements of fact in both the Technical Application and this agreement to establish the terms of this agreement; and (4) the USDOT's selection of the Project to receive this award prevented awards under the NOFO to other eligible applicants. 3.4 Project Delivery. (a) The Recipient shall complete the Project under the terms of this agreement. (b) The Recipient shall ensure that the Project is financed, constructed, operated, and maintained in accordance with all Federal laws, regulations, and policies that are applicable to projects of the Administering Operating Administration. 3.5 Rights and Powers Affecting the Project. (a) The Recipient shall not take or permit any action that deprive it of any rights or powers necessary to the Recipient's performance under this agreement without written approval of the USDOT. (b) The Recipient shall act promptly, in a manner acceptable to the USDOT, to acquire, extinguish, or modify any outstanding rights or claims of right of others that would interfere with the Recipient's performance under this agreement. 3.6 Notification of Changes to Key Personnel. The Recipient shall notify all USDOT representatives who are identified in section 5 of schedule A in writing within 30 Page 132 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 calendar days of any change in key personnel who are identified in section 4 of schedule A. 3.7 Subaward to Designated Subrecipient. If section 9 of schedule A identifies a Designated Subrecipient: (1) the Recipient hereby awards a subaward to the Designated Subrecipient for the purpose described in section 1. 1; (2) the Recipient and the Designated Subrecipient may enter into a separate agreement, to which the USDOT is not a parry, assigning responsibilities, including administrative and oversight responsibilities, among the Recipient and the Designated Subrecipient; and (3) for the purpose of 2 C.F.R. parts 200 and 1201, the Recipient is a pass -through entity. 3.8 Designated Subrecipient Statements and Responsibilities. If section 9 of schedule A identifies a Designated Subrecipient: (1) the Designated Subrecipient affirms all statements and acknowledgments that are attributed to the Recipient under sections 3.1 and 3.2; and (2) the Designated Subrecipient assumes the Recipient's reporting obligations under articles 7 and 8. 3.9 Title 23 Oversight Responsibilities for Subawards. If section 9 of schedule A identifies a Designated Subrecipient, then for the purpose of 23 U.S.C. 106(g), the Recipient shall act as if funds under this award are Federal funds under title 23, United States Code. ARTICLE 4 AWARD AMOUNT, OBLIGATION, AND TIME PERIODS 4.1 Federal Award Amount. The USDOT hereby awards a RAISE Grant to the Recipient in the amount listed in section 1 of schedule D as the RAISE Grant Amount. 4.2 Federal Funding Source. (a) If section 4 of schedule F identifies the Funding Act as "IUA," then the RAISE Grant is from RAISE grant program funding that was appropriated in division J of the Infrastructure Investment and Jobs Act, Pub. L. No. 117-58 (Nov. 15, 2021). (b) If section 4 of schedule F identifies the Funding Act as "FY2022," then the RAISE Grant is from RAISE grant program funding that was appropriated in the Consolidated Appropriations Act, 2022, Pub. L. No. 117-103 (Mar. 15, 2022). Page 133 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (c) If section 4 of schedule F contains a table that lists separate amounts for "IIJA" and "FY2022," then the amount listed for "IIJA" is from RAISE grant program funding that was appropriated in division J of the Infrastructure Investment and Jobs Act, Pub. L. No. 117-58 (Nov. 15, 2021) and the amount listed for "FY2022" is from RAISE grant program funding that was appropriated in the Consolidated Appropriations Act, 2022, Pub. L. No. 117-103 (Mar. 15, 2022). 4.3 Federal Obligations. (a) If the Federal Obligation Type identified in section 2 of schedule D is "Single," then this agreement obligates for the budget period the amount listed in section 1 of schedule D as the RAISE Grant Amount and sections 4.3(c)-4.3(h) do not apply to this agreement. (b) If the Federal Obligation Type identified in section 2 of schedule D is "Multiple," then an amount up to the RAISE Grant Amount listed in section 1 of schedule D will be obligated with one initial obligation and one or more subsequent, optional obligations, as described in sections 4.3(c)-4.3(h). (c) The Obligation Condition Table in section 2 of schedule D allocates the RAISE Grant among separate portions of the Project for the purpose of the Federal obligation of funds. The scope of each portion of the Project that is identified in that table is described in section 2 of schedule B. (d) This agreement obligates for the budget period only the amounts allocated in the Obligation Condition Table in section 2 of schedule D to portions of the Project for which that table does not list an obligation condition. (e) This agreement does not obligate amounts allocated in the Obligation Condition Table in section 2 of schedule D to portions of the Project for which that table lists an obligation condition. The parties may obligate the amounts allocated to those portions of the Project only as described in section 4.3(f) or by modifying this agreement under article 15. (f) For each portion of the Project for which the Obligation Condition Table in section 2 of schedule D lists an obligation condition, the amount allocated in that table to that portion of the Project is obligated if, not later than the statutory lapse date identified in section 4.3(h) for that portion of the Project, the parties execute an instrument, in the form provided in Exhibit D, documenting that: (1) the USDOT determines that the obligation condition listed in that table for that portion of the Project is satisfied; (2) the USDOT determines that all applicable Federal requirements for obligating the amount are satisfied; and (3) the Recipient states that it is not required to request a modification of this agreement under article 5. Page 134 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (g) The Recipient shall not request reimbursement of costs for a portion of the Project for which the Obligation Condition Table in section 2 of schedule D lists an obligation condition, unless the amount allocated in that table to that portion of the Project is obligated under section 4.3(f). (h) RAISE grant program funding that was appropriated in division J of the Infrastructure Investment and Jobs Act, Pub. L. No. 117-58 (Nov. 15, 2021), lapses and is unavailable for obligation, by statute, after September 30, 2026. RAISE grant program funding that was appropriated in the Consolidated Appropriations Act, 2022, Pub. L. No. 117-103 (Mar. 15, 2022) will not lapse and remains available for obligation until expended. Section 4.2 identifies the specific source or sources of funding for this award. (i) The Recipient acknowledges that: (1) the USDOT is not liable for payments for a portion of the Project for which the Obligation Condition Table in section 2 of schedule D lists an obligation condition, unless the amount allocated in that table to that portion of the Project is obligated under section 4.3(f); (2) any portion of the RAISE Grant that is not obligated under this section 4.3 by the statutory lapse date identified in section 4.3(h) for those funds lapses on the day after that date and becomes unavailable for the Project; and (3) the USDOT may consider the failure to obligate funds by the statutory lapse date identified in section 4.3(h) for those funds to be a basis for terminating this agreement under section 10.1. 4.4 Budget Period. The budget period for this award begins on the date of this agreement and ends on the budget period end date that is listed in section 1 of schedule C. In this agreement, "budget period" is used as defined at 2 C.F.R. 200.1. 4.5 Period of Performance. (a) If the USDOT Payment System identified in section 6 of schedule A is "FMIS," then the period of performance for this award begins on the date of this agreement and ends on project end date in FMIS. (b) If the USDOT Payment System identified in section 6 of schedule A is "DELPHI elnvoicing," then the period of performance for this award is listed on page 1, line 6 of the project -specific agreement. (c) In this agreement, "period of performance" is used as defined at 2 C.F.R. 200.1. Page 135 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 ARTICLE 5 STATEMENT OF WORK, SCHEDULE, AND BUDGET CHANGES 5.1 Notification Requirement. The Recipient shall notify all USDOT representatives who are identified in section 5 of schedule A in writing within 30 calendar days of any change in circumstances or commitments that adversely affect the Recipient's plan to complete the Project. In that notification, the Recipient shall describe the change and what actions the Recipient has taken or plans to take to ensure completion of the Project. This notification requirement under this section 5.1 is separate from any requirements under this article 5 that the Recipient request modification of this agreement. 5.2 Scope and Statement of Work Changes. If the Project's activities differ from the activities described in schedule B, then the Recipient shall request a modification of this agreement to update schedule B. 5.3 Schedule Changes. If one or more of the following conditions are satisfied, then the Recipient shall request a modification of this agreement to update schedule C: (1) a completion date for the Project or a component of the Project is listed in section 2 of schedule C and the Recipient's estimate for that milestone changes to a date that is more than six months after the date listed in section 2 of schedule C; (2) a schedule change would require the budget period to continue after the budget period end date listed in section 1 of schedule C; or (3) the USDOT Payment System identified in section 6 of schedule A is "DELPHI eInvoicing" and a schedule change would require the period of performance to continue after the period of performance listed on page 1, line 6 of the project - specific agreement. For other schedule changes, the Recipient shall follow the applicable procedures of the Administering Operating Administration and document the changes in writing. 5.4 Budget Changes. (a) The Recipient acknowledges that if the cost of completing the Project increases: (1) that increase does not affect the Recipient's obligation under this agreement to complete the Project; and (2) the USDOT will not increase the amount of this award to address any funding shortfall. (b) The Recipient shall request a modification of this agreement to update schedule D if, in comparing the Project's budget to the amounts listed in section 3 of schedule D: (1) the total "Non -Federal Funds" amount decreases; or Page 136 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (2) the total eligible project costs amount decreases. (c) For budget changes that are not identified in section 5.4(b), the Recipient shall follow the applicable procedures of the Administering Operating Administration and document the changes in writing. (d) If there are Project Cost Savings, then the Recipient may propose to the USDOT, in writing consistent with the Administering Operating Administration's requirements, to include in the Project specific additional activities that are within the scope of this award, as defined in section 1.1 and schedule B, and that the Recipient could complete with the Project Cost Savings. In this agreement, "Project Cost Savings" means the difference between the actual eligible project costs and the total eligible project costs that are listed in section 3 of schedule D, but only if the actual eligible project costs are less than the total eligible project costs that are listed in section 3 of schedule D. There are no Project Cost Savings if the actual eligible project costs are equal to or greater than the total eligible project costs that are listed in section 3 of schedule D. (e) If there are Project Cost Savings and either the Recipient does not make a proposal under section 5.4(d) or the USDOT does not accept the Recipient's proposal under section 5.4(d), then: (1) in a request under section 5.4(b), the Recipient shall reduce the Federal Share by the Project Cost Savings; and (2) if that modification reduces this award and the USDOT had reimbursed costs exceeding the revised award, the Recipient shall refund to the USDOT the difference between the reimbursed costs and the revised award. In this agreement, "Federal Share" means the sum of the total "RAISE Funds" and "Other Federal Funds" amounts that are listed in section 3 of schedule D. (f) The Recipient acknowledges that amounts that are required to be refunded under section 5.4(e)(2) constitute a debt to the Federal Government that the USDOT may collect under 2 C.F.R. 200.346 and the Federal Claims Collection Standards (31 C.F.R. parts 900-999). 5.5 USDOT Acceptance of Changes. The USDOT may accept or reject modifications requested under this article 5, and in doing so may elect to consider only the interests of the RAISE grant program and the USDOT. The Recipient acknowledges that requesting a modification under this article 5 does not amend, modify, or supplement this agreement unless the USDOT accepts that modification request and the parties modify this agreement under section 15.1. Page 137 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 ARTICLE 6 GENERAL REPORTING TERMS 6.1 Report Submission. The Recipient shall send all reports required by this agreement to all USDOT contacts who are listed in section 5 of schedule A and all USDOT contacts who are listed in section 2.2. 6.2 Alternative Reporting Methods. The Administering Operating Administration may establish processes for the Recipient to submit reports required by this agreement, including electronic submission processes. If the Recipient is notified of those processes in writing, the Recipient shall use the processes required by the Administering Operating Administration. 6.3 Paperwork Reduction Act Notice. Under 5 C.F.R. 1320.6, the Recipient is not required to respond to a collection of information that does not display a currently valid control number issued by the Office of Management and Budget (the "OMB"). Collections of information conducted under this agreement are approved under OMB Control No. 2105- 0563. ARTICLE 7 PROGRESS AND FINANCIAL REPORTING 7.1 Quarterly Project Progress Reports and Recertifications. On or before the 20th day of the first month of each calendar year quarter and until the end of the period of performance, the Recipient shall submit to the USDOT a Quarterly Project Progress Report and Recertification in the format and with the content described in exhibit C. If the date of this agreement is in the final month of a calendar year quarter, then the Recipient shall submit the first Quarterly Project Progress Report and Recertification in the second calendar year quarter that begins after the date of this agreement. 7.2 Final Progress Reports and Financial Information. No later than 120 days after the end of the period of performance, the Recipient shall submit (1) a Final Project Progress Report and Recertification in the format and with the content described in exhibit C for each Quarterly Project Progress Report and Recertification, including a final Federal Financial Report (SF-425); and (2) any other information required under the Administering Operating Administration's award closeout procedures. Page 138 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 ARTICLE 8 PERFORMANCE REPORTING 8.1 Baseline Performance Measurement. If the Capital -Planning Designation in section 2 of schedule F is "Capital," then: (1) the Recipient shall collect data for each performance measure that is identified in the Performance Measure Table in schedule G, accurate as of the Baseline Measurement Date that is identified in schedule G; and (2) on or before the Baseline Report Date that is stated in schedule G, the Recipient shall submit a Baseline Performance Measurement Report that contains the data collected under this section 8.1 and a detailed description of the data sources, assumptions, variability, and estimated levels of precision for each performance measure that is identified in the Performance Measure Table in schedule G. 8.2 Post -construction Performance Measurement. If the Capital -Planning Designation in section 2 of schedule F is "Capital," then (1) for each performance measure that is identified in the Performance Measure Table in schedule G with quarterly measurement frequency, for each of 12 consecutive calendar quarters, beginning with the first calendar quarter that begins after the Project substantial completion date, at least once during the quarter, the Recipient shall collect data for that performance measure; (2) for each performance measure that is identified in the Performance Measure Table in schedule G with annual measurement frequency, the Recipient shall collect data for that performance measure on at least three separate occasions: (i) once during the four consecutive calendar quarters that begin after the Project substantial completion date; (ii) once during the fourth calendar quarter after the first collection; and (iii) once during the eighth calendar quarter after the first collection; and (3) not later than January 31 of each year that follows a calendar year during which data was collected under this section 8.2, the Recipient shall submit to the USDOT a Post -construction Performance Measurement Report containing the data collected under this section 8.2 in the previous calendar year and stating the dates when the data was collected. If an external factor significantly affects the value of a performance measure collected under this section 8.2, then the Recipient shall identify that external factor in the Post - construction Performance Measurement Report and discuss its influence on the performance measure. 8.3 Project Outcomes Report. If the Capital -Planning Designation in section 2 of schedule F is "Capital," then the Recipient shall submit to the USDOT, not later than January 31 of Page 139 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 the year that follows the final calendar year during which data was collected under section 8.2, a Project Outcomes Report that contains: (1) a narrative discussion detailing project successes and the influence of external factors on project expectations; (2) all baseline and post -construction performance measurement data that the Recipient reported in the Baseline Performance Measurement Report and the Post -construction Performance Measurement Reports; and (3) an ex post examination of project effectiveness relative to the baseline data that the Recipient reported in the Baseline Performance Measurement Report. 8.4 Performance Reporting Survival. The data collection and reporting requirements in this article 8 survive the termination of this agreement. ARTICLE 9 NONCOMPLIANCE AND REMEDIES 9.1 Noncompliance Determinations. (a) If the USDOT determines that the Recipient may have failed to comply with the United States Constitution, Federal law, or the terms and conditions of this agreement, the USDOT may notify the Recipient of a proposed determination of noncompliance. For the notice to be effective, it must be written and the USDOT must include an explanation of the nature of the noncompliance, describe a remedy, state whether that remedy is proposed or effective at an already determined date, and describe the process through and form in which the Recipient may respond to the notice. (b) If the USDOT notifies the Recipient of a proposed determination of noncompliance under section 9.1(a), the Recipient may, not later than 7 calendar days after the notice, respond to that notice in the form and through the process described in that notice. In its response, the Recipient may: (1) accept the remedy; (2) acknowledge the noncompliance, but propose an alternative remedy; or (3) dispute the noncompliance. To dispute the noncompliance, the Recipient must include in its response documentation or other information supporting the Recipient's compliance. (c) The USDOT may make a final determination of noncompliance only: (1) after considering the Recipient's response under section 9.1(b); or Page 140 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (2) if the Recipient fails to respond under section 9.1(b), after the time for that response has passed. (d) To make a final determination of noncompliance, the USDOT must provide a notice to the Recipient that states the bases for that determination. 9.2 Remedies. (a) If the USDOT makes a final determination of noncompliance under section 9.1, the USDOT may impose a remedy, including: (1) additional conditions on the award; (2) any remedy permitted under 2 C.F.R. 200.339-200.340, including withholding of payments; disallowance of previously reimbursed costs, requiring refunds from the Recipient to the USDOT; suspension or termination of the award; or suspension and disbarment under 2 C.F.R. part 180; or (3) any other remedy legally available. (b) To impose a remedy, the USDOT must provide a written notice to the Recipient that describes the remedy, but the USDOT may make the remedy effective before the Recipient receives that notice. (c) If the USDOT determines that it is in the public interest, the USDOT may impose a remedy, including all remedies described in section 9.2(a), before making a final determination of noncompliance under section 9.1. If it does so, then the notice provided under section 9.1(d) must also state whether the remedy imposed will continue, be rescinded, or modified. (d) In imposing a remedy under this section 9.2 or making a public interest determination under section 9.2(c), the USDOT may elect to consider the interests of only the USDOT. (e) The Recipient acknowledges that amounts that the USDOT requires the Recipient to refund to the USDOT due to a remedy under this section 9.2 constitute a debt to the Federal Government that the USDOT may collect under 2 C.F.R. 200.346 and the Federal Claims Collection Standards (31 C.F.R. parts 900-999). 9.3 Other Oversight Entities. Nothing in this article 9 limits any parry's authority to report activity under this agreement to the United States Department of Transportation Inspector General or other appropriate oversight entities. Page 141 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 ARTICLE 10 AGREEMENT TERMINATION 10.1 USDOT Termination. (a) The USDOT may terminate this agreement and all of its obligations under this agreement if any of the following occurs: (1) the Recipient fails to obtain or provide any non -RAISE Grant contribution or alternatives approved by the USDOT as provided in this agreement and consistent with schedule D; (2) a completion date for the Project or a component of the Project is listed in section 2 of schedule C and the Recipient fails to meet that milestone by six months after the date listed in section 2 of schedule C; (3) the Recipient fails to meet a milestone listed in section 3 of schedule C by the deadline date listed in that section for that milestone; (4) the Recipient fails to comply with the terms and conditions of this agreement, including a material failure to comply with the project schedule in schedule C even if it is beyond the reasonable control of the Recipient; (5) circumstances cause changes to the Project that the USDOT determines are inconsistent with the USDOT's basis for selecting the Project to receive a RAISE Grant; or (6) the USDOT determines that termination of this agreement is in the public interest. (b) In terminating this agreement under this section, the USDOT may elect to consider only the interests of the USDOT. (c) This section 10.1 does not limit the USDOT's ability to terminate this agreement as a remedy under section 9.2. (d) The Recipient may request that the USDOT terminate the agreement under this section 10.1. 10.2 Closeout Termination. (a) This agreement terminates on Project Closeout. (b) In this agreement, "Project Closeout" means the date that the USDOT notifies the Recipient that the award is closed out. Under 2 C.F.R. 200.344, Project Closeout should occur no later than one year after the end of the period of performance. 10.3 Post -Termination Adjustments. The Recipient acknowledges that under 2 C.F.R. 200.345-200.346, termination of the agreement does not extinguish the USDOT's Page 142 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 authority to disallow costs, including costs that the USDOT reimbursed before termination, and recover funds from the Recipient. 10.4 Non -Terminating Events. (a) The end of the budget period described under section 4.4 does not terminate this agreement or the Recipient's obligations under this agreement. (b) The end of the period of performance described under section 4.5 does not terminate this agreement or the Recipient's obligations under this agreement. (c) The cancellation of funds under section 14.2 does not terminate this agreement or the Recipient's obligations under this agreement. 10.5 Other Remedies. The termination authority under this article 10 supplements and does not limit the USDOT's remedial authority under article 9 or 2 C.F.R. part 200, including 2 C.F.R. 200.339-200.340. ARTICLE 11 MONITORING, FINANCIAL MANAGEMENT, CONTROLS, AND RECORDS 11.1 Recipient Monitoring and Record Retention. (a) The Recipient shall monitor activities under this award, including activities under subawards and contracts, to ensure: (1) that those activities comply with this agreement; and (2) that funds provided under this award are not expended on costs that are not allowable under this award or not allocable to this award. (b) If the Recipient makes a subaward under this award, the Recipient shall monitor the activities of the subrecipient in compliance with 2 C.F.R. 200.332(d). (c) The Recipient shall retain records relevant to the award as required under 2 C.F.R. 200.334. 11.2 Financial Records and Audits. (a) The Recipient shall keep all project accounts and records that fully disclose the amount and disposition by the Recipient of the award funds, the total cost of the Project, and the amount or nature of that portion of the cost of the Project supplied by other sources, and any other financial records related to the project. (b) The Recipient shall keep accounts and records described under section 11.2(a) in accordance with a financial management system that meets the requirements of 2 C.F.R. Page 143 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 200.301-200.303, 2 C.F.R. 200 subpart F, and title 23, United States Code, and will facilitate an effective audit in accordance with 31 U.S.C. 7501-7506. (c) The Recipient shall separately identify expenditures under the fiscal year 2022 RAISE grants program in financial records required for audits under 31 U.S.C. 7501-7506. Specifically, the Recipient shall: (1) list expenditures under that program separately on the schedule of expenditures of Federal awards required under 2 C.F.R. 200 subpart F, including "FY 2022" in the program name; and (2) list expenditures under that program on a separate row under Part II, Item 1 ("Federal Awards Expended During Fiscal Period") of Form SF -SAC, including "FY 2022" in column c ("Additional Award Identification"). 11.3 Internal Controls. The Recipient shall establish and maintain internal controls as required under 2 C.F.R. 200.303. 11.4 USDOT Record Access. The USDOT may access Recipient records related to this award under 2 C.F.R. 200.337. ARTICLE 12 CONTRACTING AND SUBAWARDS 12.1 Minimum Wage Rates. The Recipient shall include, in all contracts in excess of $2,000 for work on the Project that involves labor, provisions establishing minimum rates of wages, to be predetermined by the United States Secretary of Labor, in accordance with the Davis -Bacon Act, 40 U.S.C. 3141-3148, or 23 U.S.C. 113, as applicable, that contractors shall pay to skilled and unskilled labor, and such minimum rates shall be stated in the invitation for bids and shall be included in proposals or bids for the work. 12.2 Buy America. (a) Steel, iron, and manufactured products used in the Project are subject to 23 U.S.C. 313, as implemented by the Federal Highway Administration. The Recipient acknowledges that this agreement is neither a waiver of 23 U.S.C. 313(a) nor a finding under 23 U.S.C. 313(b). (b) Construction materials used in the Project are subject to the domestic preference requirement at § 70914 of the Build America, Buy America Act, Pub. L. No. 117-58, div. G, tit. IX, subtit. A, 135 Stat. 429, 1298 (2021), as implemented by OMB, USDOT, and FHWA. The Recipient acknowledges that this agreement is neither a waiver of § 70914(a) nor a finding under § 70914(b). (c) Under 2 C.F.R. 200.322, as appropriate and to the extent consistent with law, the Recipient should, to the greatest extent practicable under this award, provide a preference Page 144 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 for the purchase, acquisition, or use of goods, products, or materials produced in the United States. The Recipient shall include the requirements of 2 C.F.R. 200.322 in all subawards including all contracts and purchase orders for work or products under this award. 12.3 Small and Disadvantaged Business Requirements. (a) If any funds under this award are administered by or through a State Department of Transportation, the Recipient shall expend those funds in compliance with the requirements at 49 C.F.R. part 26 ("Participation by disadvantaged business enterprises in Department of Transportation financial assistance programs"). (b) If any funds under this award are not administered by or through a State Department of Transportation, the Recipient shall expend those funds in compliance with the requirements at 2 C.F.R. 200.321 ("Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms"). 12.4 Engineering and Design Services. The Recipient shall award each contract or sub- contract for program management, construction management, planning studies, feasibility studies, architectural services, preliminary engineering, design, engineering, surveying, mapping, or related services with respect to the project in the same manner that a contract for architectural and engineering services is negotiated under the Brooks Act, 40 U.S.C. 1101-1104 as implemented in 23 U.S.C. 112(b)(2), or an equivalent qualifications -based requirement prescribed for or by the Recipient and approved in writing by the USDOT. 12.5 Foreign Market Restrictions. The Recipient shall not allow funds provided under this award to be used to fund the use of any product or service of a foreign country during the period in which such foreign country is listed by the United States Trade Representative as denying fair and equitable market opportunities for products and suppliers of the United States in procurement and construction. 12.6 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment. The Recipient acknowledges that Section 889 of Pub. L. No. 115-232 and 2 C.F.R. 200.216 prohibit the Recipient and all subrecipients from procuring or obtaining certain telecommunications and video surveillance services or equipment under this award. 12.7 Pass -through Entity Responsibilities. If the Recipient makes a subaward under this award, the Recipient shall comply with the requirements on pass -through entities under 2 C.F.R. parts 200 and 1201, including 2 C.F.R. 200.331-200.333. 12.8 Subaward and Contract Authorization. (a) If the USDOT Office for Subaward and Contract Authorization identified in section 7 of schedule A is "FHWA Division," then the Recipient shall comply with subaward and contract authorization requirements under 23 C.F.R chapter I, subchapter G. Page 145 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (b) If the USDOT Office for Subaward and Contract Authorization identified in section 7 of schedule A is "FHWA Office of Acquisition and Grants Management," then the Recipient shall obtain prior written approval from the USDOT agreement officer for the subaward or contracting out of any work under this agreement. That approval will be contingent upon a fair and reasonable price determination on the part of the Recipient and the agreement officer's concurrence on that determination. ARTICLE 13 COSTS, PAYMENTS, AND UNEXPENDED FUNDS 13.1 Limitation of Federal Award Amount. Under this award, the USDOT shall not provide funding greater than the amount obligated under section 4.3. The Recipient acknowledges that the USDOT is not liable for payments exceeding that amount, and the Recipient shall not request reimbursement of costs exceeding that amount. 13.2 Projects Costs. This award is subject to the cost principles at 2 C.F.R. 200 subpart E, including provisions on determining allocable costs and determining allowable costs. 13.3 Timing of Project Costs. (a) The Recipient shall not charge to this award costs that are incurred after the budget period. (b) The Recipient shall not charge to this award costs that were incurred before the date of this agreement unless those costs are identified in section 5 of schedule D and would have been allowable if incurred during the budget period. This limitation applies to costs incurred under an advance construction authorization (23 U.S.C. 115), costs incurred prior to authorization (23 C.F.R. 1.9(b)), and pre -award costs under 2 C.F.R. 200.458. This agreement hereby terminates and supersedes any previous USDOT approval for the Recipient to incur costs under this award for the Project. Section 5 of schedule D is the exclusive USDOT approval of costs incurred before the date of this agreement. 13.4 Recipient Recovery of Federal Funds. The Recipient shall make all reasonable efforts, including initiating litigation, if necessary, to recover Federal funds if the USDOT determines, after consultation with the Recipient, that those funds have been spent fraudulently, wastefully, or in violation of Federal laws, or misused in any manner under this award. The Recipient shall not enter a settlement or other final position, in court or otherwise, involving the recovery of funds under the award unless approved in advance in writing by the USDOT. 13.5 Unexpended Federal Funds. Any Federal funds that are awarded at section 4.1 but not expended on allocable, allowable costs remain the property of the United States. 13.6 Timing of Payments to the Recipient. (a) Reimbursement is the payment method for the RAISE grant program. Page 146 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (b) The Recipient shall not request reimbursement of a cost before the Recipient has entered into an obligation for that cost. 13.7 Payment Method. (a) If the USDOT Payment System identified in section 6 of schedule A is "FMIS," then the Recipient shall follow FMIS procedures to request and receive reimbursement payments under this award. (b) If the USDOT Payment System identified in section 6 of schedule A is "DELPHI elnvoicing," then the Recipient shall use the DELPHI eInvoicing System to request reimbursement under this award unless the USDOT agreement officer provides written approval for the Recipient to use a different request and payment method. (c) The USDOT may deny a payment request that is not submitted using the method identified in this section 13.7. 13.8 Information Supporting Expenditures. (a) If the USDOT Payment System identified in section 6 of schedule A is "DELPHI elnvoicing," then when requesting reimbursement of costs incurred or credit for cost share incurred, the Recipient shall electronically submit the SF 271 (Outlay Report and Request for Reimbursement for Construction Programs), shall identify the Federal share and the Recipient's share of costs, and shall submit supporting cost detail to clearly document all costs incurred. As supporting cost detail, the Recipient shall include a detailed breakout of all costs incurred, including direct labor, indirect costs, other direct costs, and travel. (b) If the Recipient submits a request for reimbursement that the USDOT determines does not include or is not supported by sufficient detail, the USDOT may deny the request or withhold processing the request until the Recipient provides sufficient detail. 13.9 Reimbursement Frequency. If the USDOT Payment System identified in section 6 of schedule A is "DELPHI eInvoicing," then the Recipient shall not request reimbursement more frequently than monthly. ARTICLE 14 LIQUIDATION, ADJUSTMENTS, AND FUNDS AVAILABILITY 14.1 Liquidation of Recipient Obligations. (a) The Recipient shall liquidate all obligations of award funds under this agreement not later than the earlier of (1) 120 days after the end of the period of performance or (2) the statutory funds cancellation date identified in section 14.2. Page 147 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (b) Liquidation of obligations and adjustment of costs under this agreement follow the requirements of 2 C.F.R. 200.344-200.346. 14.2 Funds Cancellation. (a) RAISE grant program funding that was appropriated in division J of the Infrastructure Investment and Jobs Act, Pub. L. No. 117-58 (Nov. 15, 2021), is canceled by statute after September 30, 2031, and then unavailable for any purpose, including adjustments. (b) RAISE grant program funding that was appropriated in the Consolidated Appropriations Act, 2022, Pub. L. No. 117-103 (Mar. 15, 2022) remains available until expended. (c) Section 4.2 identifies the specific source or sources of funding for this award. ARTICLE 15 AGREEMENT MODIFICATIONS 15.1 Bilateral Modifications. The parties may amend, modify, or supplement this agreement by mutual agreement in writing signed by the USDOT and the Recipient. Either party may request to amend, modify, or supplement this agreement by written notice to the other party. 15.2 Unilateral Contact Modifications. (a) The Recipient may update the contacts who are listed in section 3 of schedule A by written notice to all of the USDOT contacts who are listed in section 5 of schedule A and section 2.2. (b) The USDOT may update the contacts who are listed in section 5 of schedule A and section 2.2 by written notice to all of the Recipient contacts who are listed in section 3 of schedule A. 15.3 USDOT Unilateral Modifications. (a) The USDOT may unilaterally modify this agreement to comply with Federal law, including the Program Statute. (b) To unilaterally modify this agreement under this section 15.3, the USDOT must provide a notice to the Recipient that includes a description of the modification and state the date that the modification is effective. 15.4 Other Modifications. The parties shall not amend, modify, or supplement this agreement except as permitted under sections 15.1, 15.2, or 15.3. If an amendment, modification, or supplement is not permitted under section 15.1, not permitted under section 15.2, and not permitted under section 15.3, it is void. Page 148 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 ARTICLE 16 CLIMATE CHANGE AND ENVIRONMENTAL JUSTICE 16.1 Climate Change and Environmental Justice. Consistent with Executive Order 14008, "Tackling the Climate Crisis at Home and Abroad" (Jan. 27, 2021), schedule H documents the consideration of climate change and environmental justice impacts of the Proj ect. ARTICLE 17 RACIAL EQUITY AND BARRIERS TO OPPORTUNITY 17.1 Racial Equity and Barriers to Opportunity. Consistent with Executive Order 13985, "Advancing Racial Equity and Support for Underserved Communities Through the Federal Government" (Jan. 20, 2021), schedule I documents activities related to the Project to improve racial equity and reduce barriers to opportunity. ARTICLE 18 LABOR AND WORK 18.1 Labor and Work. Consistent with Executive Order 14025, "Worker Organizing and Empowerment" (Apr. 26, 2021), and Executive Order 14052, "Implementation of the Infrastructure Investment and Jobs Act" (Nov. 15, 2021), schedule J documents the consideration of job quality and labor rights, standards, and protections related to the Proj ect. ARTICLE 19 FEDERAL FINANCIAL ASSISTANCE, ADMINISTRATIVE, AND NATIONAL POLICY REQUIREMENTS 19.1 Uniform Administrative Requirements for Federal Awards. The Recipient shall comply with the obligations on non -Federal entities under 2 C.F.R. parts 200 and 1201. 19.2 Federal Law and Public Policy Requirements. (a) The Recipient shall ensure that Federal funding is expended in full accordance with the United States Constitution, Federal law, and statutory and public policy requirements: including but not limited to, those protecting free speech, religious liberty, public welfare, the environment, and prohibiting discrimination. (b) The failure of this agreement to expressly identify Federal law applicable to the Recipient or activities under this agreement does not make that law inapplicable. Page 149 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 19.3 Federal Freedom of Information Act. (a) The USDOT is subject to the Freedom of Information Act, 5 U.S.C. 552. (b) The Recipient acknowledges that the Technical Application and materials submitted to the USDOT by the Recipient related to this agreement may become USDOT records subject to public release under 5 U.S.C. 552. 19.4 History of Performance. Under 2 C.F.R 200.206, any Federal awarding agency may consider the Recipient's performance under this agreement, when evaluating the risks of making a future Federal financial assistance award to the Recipient. 19.5 Whistleblower Protection. (a) The Recipient acknowledges that it is a "grantee" within the scope of 41 U.S.C. 4712, which prohibits the Recipient from taking certain actions against an employee for certain disclosures of information that the employee reasonably believes are evidence of gross mismanagement of this award, gross waste of Federal funds, or a violation of Federal law related this this award. (b) The Recipient shall inform its employees in writing of the rights and remedies provided under 41 U.S.C. 4712, in the predominant native language of the workforce. 19.6 External Award Terms and Obligations. (a) In addition to this document and the contents described in article 24, this agreement includes the following additional terms as integral parts: (1) Appendix A to 2 C.F.R. part 25: System for Award Management and Universal Identifier Requirements; (2) Appendix A to 2 C.F.R. part 170: Reporting Subawards and Executive Compensation; (3) 2 C.F.R 175.15(b): Trafficking in Persons; and (4) Appendix XII to 2 C.F.R. part 200: Award Term and Condition for Recipient Integrity and Performance Matters. (b) The Recipient shall comply with: (1) 49 C.F.R. part20: New Restrictions on Lobbying; (2) 49 C.F.R. part 21: Nondiscrimination in Federally -Assisted Programs of the Department of Transportation —Effectuation of Title VI of the Civil Rights Act of 1964; (3) 49 C.F.R. part 27: Nondiscrimination on the Basis of Disability in Programs or Activities Receiving Federal Financial Assistance; and Page 150 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (4) Subpart B of 49 C.F.R. part 32: Governmentwide Requirements for Drug -free Workplace (Financial Assistance). 19.7 Incorporated Certifications. The Recipient makes the statements in the following certifications, which are incorporated by reference: (1) Appendix A to 49 CFR part 20 (Certification Regarding Lobbying). ARTICLE 20 ASSIGNMENT 20.1 Assignment Prohibited. The Recipient shall not transfer to any other entity any discretion granted under this agreement, any right to satisfy a condition under this agreement, any remedy under this agreement, or any obligation imposed under this agreement. ARTICLE 21 WAIVER 21.1 Waivers. (a) A waiver of a term of this agreement granted by the USDOT will not be effective unless it is in writing and signed by an authorized representative of the USDOT. (b) A waiver of a term of this agreement granted by the USDOT on one occasion will not operate as a waiver on other occasions. (c) If the USDOT fails to require strict performance of a term of this agreement, fails to exercise a remedy for a breach of this agreement, or fails to reject a payment during a breach of this agreement, that failure does not constitute a waiver of that term or breach. ARTICLE 22 ADDITIONAL TERMS AND CONDITIONS 22.1 Effect of Urban or Rural Designation. Based on information that the Recipient provided to the USDOT, including the Technical Application, section 1 of schedule F designates this award as an urban award or a rural award, as defined in the NOFO. The Recipient shall comply with the requirements that accompany that designation on minimum award size, geographic location, and cost sharing. 22.2 Effect of Historically Disadvantaged Community or Area of Persistent Poverty Designation. If section 3 of schedule F lists "Yes" for the "HDC or APP Designation," then based on information that the Recipient provided to the USDOT, including the Page 151 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Technical Application, the USDOT determined that the Project will be carried out in a historically disadvantaged community or an area of persistent poverty, as defined in the NOFO. The Recipient shall incur a majority of the costs under this award in historically disadvantaged communities or areas of persistent poverty. 22.3 Disclaimer of Federal Liability. The USDOT shall not be responsible or liable for any damage to property or any injury to persons that may arise from, or be incident to, performance or compliance with this agreement. 22.4 Relocation and Real Property Acquisition. (a) To the greatest extent practicable under State law, the Recipient shall comply with the land acquisition policies in 49 C.F.R. 24 subpart B and shall pay or reimburse property owners for necessary expenses as specified in that subpart. (b) The Recipient shall provide a relocation assistance program offering the services described in 49 C.F.R. 24 subpart C and shall provide reasonable relocation payments and assistance to displaced persons as required in 49 C.F.R. 24 subparts D—E. (c) The Recipient shall make available to displaced persons, within a reasonable period of time prior to displacement, comparable replacement dwellings in accordance with 49 C.F.R. 24 subpart E. 22.5 Equipment Disposition. (a) In accordance with 2 C.F.R. 200.313 and 1201.313, if the Recipient or a subrecipient acquires equipment under this award, then when that equipment is no longer needed for the Project: (1) if the entity that acquired the equipment is a State or a subrecipient of a State, that entity shall dispose of that equipment in accordance with State laws and procedures; and (2) if the entity that acquired the equipment is neither a State nor a subrecipient of a State, that entity shall request disposition instructions from the Administering Operating Administration. (b) In accordance with 2 C.F.R. 200.443(d), the distribution of the proceeds from the disposition of equipment must be made in accordance with 2 C.F.R. 200.313-200.316 and 2 C.F.R. 1201.313. (c) The Recipient shall ensure compliance with this section 22.5 for all tiers of subawards under this award. 22.6 Environmental Review. (a) In this section, "Environmental Review Entity" means: Page 152 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (1) if the Project is located in a State that has assumed responsibilities for environmental review activities under 23 U.S.C. 326 or 23 U.S.C. 327 and the Project is within the scope of the assumed responsibilities, the State; and (2) for all other cases, the FHWA. (b) Except as authorized under section 22.6(c), the Recipient shall not begin final design; acquire real property, construction materials, or equipment; begin construction; or take other actions that represent an irretrievable commitment of resources for the Project unless and until: (1) the Environmental Review Entity complies with the National Environmental Policy Act, 42 U.S.C. 4321 to 4370m-12, and any other applicable environmental laws and regulations; and (2) if the Environmental Review Entity is not the Recipient, the Environmental Review Entity provides the Recipient with written notice that the environmental review process is complete. (c) If the Recipient is using procedures for early acquisition of real property under 23 C.F.R. 710.501 or hardship and protective acquisitions of real property 23 C.F.R. 710.503, the Recipient shall comply with 23 C.F.R. 771.113(d)(1). (d) The Recipient acknowledges that: (1) the Environmental Review Entity's actions under section 22.6(a) depend on the Recipient conducting necessary environmental analyses and submitting necessary documents to the Environmental Review Entity; and (2) applicable environmental statutes and regulation may require the Recipient to prepare and submit documents to other Federal, State, and local agencies. (e) Consistent with 23 C.F.R. 771.105(a), to the extent practicable and consistent with Federal law, the Recipient shall coordinate all environmental investigations, reviews, and consultations as a single process. (f) The activities described in schedule B and other information described in this agreement may inform environmental decision -making processes, but the parties do not intend this agreement to document the alternatives under consideration under those processes. If a build alternative is selected that does not align with schedule B or other information in this agreement, then: (1) the parties may amend this agreement under section 15.1 for consistency with the selected build alternative; or (2) if the USDOT determines that the condition at section 10.1(a)(5) is satisfied, the USDOT may terminate this agreement under section 10.1(a)(5). Page 153 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 (g) The Recipient shall complete any mitigation activities described in the environmental document or documents for the Project, including the terms and conditions contained in the required permits and authorizations for the Project. 22.7 Railroad Coordination. If section 3 of schedule C includes one or more milestones identified as a "Railroad Coordination Agreement," then for each of those milestones, the Recipient shall enter a standard written railroad coordination agreement, consistent with 23 C.F.R. 646.216(d), no later than the deadline date identified for that milestone, with the identified railroad for work and operation within that railroad's right-of-way. ARTICLE 23 MANDATORY AWARD INFORMATION 23.1 Information Contained in a Federal Award. For 2 C.F.R. 200.211: (1) the "Federal Award Date" is the date of this agreement, as defined under section 25.2; (2) the "Assistance Listings Number" is 20.933 and the "Assistance Listings Title" is "National Infrastructure Investments"; and (3) this award is not for research and development. 23.2 Federal Award Identification Number. (a) If the USDOT Payment System identified in section 6 of schedule A is "FMIS," then the Federal Award Identification Number will be generated when the FHWA Division authorizes the project in FMIS. The Recipient acknowledges that it has access to FMIS and can retrieve the FAIN from FMIS. (b) If the USDOT Payment System identified in section 6 of schedule A is "DELPHI elnvoicing," then the Federal Award Identification Number is listed on page 1, line 1 of the project -specific agreement. 23.3 Recipient's Unique Entity Identifier. (a) If the USDOT Payment System identified in section 6 of schedule A is "FMIS," then the Recipient's Unique Entity Identifier, as defined at 2 C.F.R. 25.415, is available in FMIS. The Recipient acknowledges that it has access to FMIS and can retrieve the unique entity identifier from FMIS. (b) If the USDOT Payment System identified in section 6 of schedule A is "DELPHI elnvoicing," then the Recipient's Unique Entity Identifier, as defined at 2 C.F.R. 25.415, is listed on page 1, line 4 of the project -specific agreement. Page 154 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 ARTICLE 24 CONSTRUCTION AND DEFINITIONS 24.1 Schedules. This agreement includes the following schedules as integral parts: Schedule A Administrative Information Schedule B Project Activities Schedule C Award Dates and Project Schedule Schedule D Award and Project Financial Information Schedule E Changes from Application Schedule F RAISE Program Designations Schedule G RAISE Performance Measurement Information Schedule H Climate Change and Environmental Justice Impacts Schedule I Racial Equity and Barriers to Opportunity Schedule J Labor and Work 24.2 Exhibits. The following exhibits, which are located in the document titled "Exhibits to FHWA Grant Agreements Under the Fiscal Year 2022 RAISE Grant Program," dated October 18, 2022, and available at his://www.transportation.gov/policy- initiatives/raise/raise-grant-agreements, are part of this agreement. Exhibit A Applicable Federal Laws and Regulations Exhibit B Additional Standard Terms Exhibit C Quarterly Project Progress Reports and Recertifications: Format and Content Exhibit D Form for Subsequent Obligation of Funds 24.3 Construction. (a) In these General Terms and Conditions: (1) unless expressly specified, a reference to a section or article refers to that section or article in these General Terms and Conditions; (2) a reference to a section or other subdivision of a schedule listed in section 24.1 will expressly identify the relevant schedule; and (3) there are no references to articles or sections in project -specific portions of the agreement that are not contained in schedules listed in section 24.1. (b) If a provision in these General Terms and Conditions or the exhibits conflicts with a provision in the project -specific portion of the agreement, then the project -specific portion of the agreement prevails. If a provision in the exhibits conflicts with a provision in these General Terms and Conditions, then the provision in these General Terms and Conditions prevails. Page 155 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 24.4 Integration. This agreement constitutes the entire agreement of the parties relating to the RAISE grant program and awards under that program and supersedes any previous agreements, oral or written, relating to the RAISE grant program and awards under that program. 24.5 Definitions. In this agreement, the following definitions apply: "General Terms and Conditions" means this document, including articles 1-25. "Program Statute" means the collective statutory text: (1) at49 U.S.C. 6702; (2) under the heading "Department of Transportation —Office of the Secretary National Infrastructure Investments" in title VIII of division J of the Infrastructure Investment and Jobs Act, Pub. L. No. 117-58 (Nov. 15, 2021), and all other provisions of that act that apply to amounts appropriated under that heading; and (3) under the heading "Department of Transportation —Office of the Secretary National Infrastructure Investments" in title I of division L of the Consolidated Appropriations Act, 2022 Pub. L. No. 117-103 (Mar. 15, 2022), and all other provisions of that act that apply to amounts appropriated under that heading. "Project" means the project proposed in the Technical Application, as modified by the negotiated provisions of this agreement, including schedules A—J. "RAISE Grant" means an award of funds that were made available under the NOFO. "Technical Application" means the application identified in section 1 of schedule A, including Standard Form 424 and all information and attachments submitted with that form through Grants.gov. ARTICLE 25 AGREEMENT EXECUTION AND EFFECTIVE DATE 25.1 Counterparts. This agreement may be executed in counterparts, which constitute one document. The parties intend each countersigned original to have identical legal effect. 25.2 Effective Date. The agreement will become effective when all parties have signed it. The date of this agreement will be the date this agreement is signed by the last party to sign it. This instrument constitutes a RAISE Grant when the USDOT's authorized representative signs it. Page 156 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 MWN LOioraao uivision Environmental Scoping Form Pueblo Westside Connector — June 24, 2024 24th Street Planning ��!l1��1������11���1111111111�111111/////111����lll�����1 �������1/�lllllllll��llllllJll��lllljj�l�lll11l��lll�ljlll��lllllllllll�����lllllll ��,� ������������� Air Quality Q y Lead team member- Local Agency OR FHWA ORo � nsultant Level of analysis and documentation required,,OR Some OR Full OR Completed Comments- ............................................................................................................................................................................................................................................................................................�....... Archaeology Lead team member- Local Agency OR FHWA OR", Cons ultant�� k uii' Level of analysis and documentation required- Brief OwSome)DR Full OR Completed Comments- Bicycleand .. 'Cl' onsultant"° Leadteammember- Localg ..............................................Age.ncy ......ORFHWA M , Pedestrian Level of analysis and documentation required- Brief OSome 0R Full OR Completed Facilities Comments- Environmental Lead team member- Local Agency OR FHWA Old;` Justice/Equity..........................................�..,,��.. ..,.,.,.,.,..............................;::...,:..;.............................................................................................................................................. Level of analysis and d dFu.I.. Completed y documentation required- Brief OR Some OR, .............................................................................................................................................................................................................................� �,...��............................................................................................................................................... Comments_ Farmlands Lead team member- Local Agency OR FHWA OR;Co���".�.�,.�..,m�,, nsultant�"°' ....of..�...re.....�u .................................................................................. ...and ...O�R.�.Full ...documentation Level analysis red...;;;Briet �R Some O�R..Completed Comments- ....................................................................................................................................................................................................................................................................................................... Floodplains P onsultat Lead team member- Local Agency OR FHWA OR,,,,,, n ...............y............................................................... Level of analysis and documentation required- Brief OR& e' R Full OR Completed ....................................................................................................................................................................................�............................................................................................................................................................................. . Comments_ Freight Lead team member- Local Agency OR FHWA OR(Consultant �R Level of analysis and documentation re wired .Brief' Some OR Full OR Completed Y q p Comments - Greenhouse ............................ Lead team member- Local Agency OR FHWA On an suit X t Gases.......................................................................................................................................................................................................... ................�,,,;;;;��;;,;;:;:w;;:,......................................................................................................................................................................... Level of analysis and documentation required- Brief OR(9omeo R Full OR Completed .I................................................................................................................................................................................� Comments - Hazardous / Solid Lead team member- Local Agency OR FHWA OR Consultant' Wastes.....................................::::::.::::.: Level of analysis and documentation required BnefOR Some OR Full OR Completed Comments - Historic Historic Lead team member- Local Agency OR FHWA ORIConsultant�,,') Resources .,....,r.,,,. ..,.,��,��,.������.:......................................................................................................................................................................................... Level of analysis and documentation requiredBriefR Some OR Full OR Completed Comments - Land Land Use (,„ ons�u.l���������.. Lead team member- Local Agency OR FHWA OR,C Itant��"' _jb �' Level of analysis and documentation re wired Brief R Some OR Full OR Completed Y q p Comments- Native American ., ( Lead team member- Local Agency OR FHWA OR Consultant' 9 y Consultation Level of analysis and documentation required Brief„ DR Some OR Full OR Completed ..............................................................................................................................................",ll.��.,�.1m.....................................................................................................................................................................................................................� Comments_ Page 157 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 1-HWA LOioraao uivision Environmental Scoping Form Pueblo Westside Connector — December 12,2023 Components 1, 2 & 3: Design and Construction of Bus Stops & Sun Mountain T" Noise Lead team member- Local Agency OR ult Level of analysis and documentation require&' R Some OR Full OR Completed ......Comments...................................................................................................................................................................................................................................................................................................................................................................................... Noxious Weeds Lead team member- Local Agency OR FHWA OR, " 'Consulta . . ................................................................................................................................................................................................................................................. ............................................................................................................................... Level of analysis and documentation required.(,' f JR Some OR Full OR Completed ......CommentsPaleontology Lead team member- Local Agency OR FHWA OF(6onsultan") .......................................................................................................................................................................................................................................................................................................................................................................................... Level of analysis and documentation required� B'rieh R Some OR Full OR Completed ......Comments.- omments- Public ......................................................................................................................................................................................................................................................................................................................................................................... Lead team member- Local Agency OR FHWA 0 Consultant) Involvement ................ . . ....... Level of analysis and documentation required- Brief OR Some OIFuIIR Completed ........... Comments- Recreation .................................... Lead team member- Local Agency OR FHWA OR(Cns �!tan Level of analysis and documentation required-* R Some OR Full OR Completed ......Comments...................................................................................................................................................................................................................................................................................................................................................................................... I Right of Way ................................................................................................................ f;,w,,,,,,, n;;;;;;;;;.... ..... . Lead team member- Local Agency OR FHWA OR Consultant Level of analysis and documentation required- Brief *OR Full OR Completed "'o Comments- Section 4(f) = . . . ... . .... . .. . .. . .. . .. . .. .. .. .. . Lead team member- Local Agency OR FHWA 0 onsu ta Level of analysis and documentation required- Brief OR Some OR,,"'F''u' 1'1')OR Completed ........... Comments- Section 6(f) . ... ...... Lead team member- Local Agency OR FHWA OR (consultant .......... ................................. Level of analysis and documentation required- Brief OR Some ORR'Fu'�l)OR Completed Comments- Socioeconomics ........................... Lead team member- Local Agency OR FHWA W onsu tant 0 IC I ........... 1111=:=' Level of analysis and documentation required- Brief OR Some OF(FU OR Completed ................................. . . . Comments- Stormwater/Water ............................................................................................................... . Lead team member- Local Agency OR FHWA O"� u Itan Quality.............................................................. . Level of analysis and documentation required- Brief OR Some 0 ull" R Completed Comments - Threatened and Lead team member- Local Agency OR FHWA 011� sultan Endangered Species Level of analysis and documentation required- Brief OR ....... .. . . . ... 9 T"e"„)OR Full OR Completed Comments - Transportation Lead team member- Local Agency OR FHWA 0 onsultant . ... ...... Level of analysis and documentation required- Brief OR Some F 11 R Completed .... .............................. ...........Comments ........................ - Page 158 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 rhWN LOioraao uivision Environmental Scoping Form Pueblo Westside Connector — December 12, 2023 Components 1, 2 & 3: Design and Construction of Bus Stops & Sun Mountain II � � iii�iilililllllllllllllllllll�������� Utilities Lead team member- Local Agency OR FHWA OR(Consultant„' Level of analysis and documentation required- Brief OR(SomeLOR Full OR Completed Comments- Ve.....etaton................................... 9 Agency Lead team member- Local Agency OR FHWA O Consultant" Level of analysis and documentation required-(BrigBk Some OR Full OR Completed Comments- Visual/Aesthetics n,� Lead team member- Local Agency OR FHWA M'Q, "nsulta" t„ ..�of..a�n�a�lys.�s..�a�n�d..�documentatio.n..�re.....�u red-C�ri�ef�........R...S.o.me...O.R...F�c.�.�...O.R...Com......leted.................................................................................. Level Y q p ...................................................................................................................................................��",..,..,.................................................................................................................................................................................................................... Comments_ Wetlands and Lead team member Local Agency OR FHWA OR,,Consultant other Waters of �° Level of analysis and documentation required-(�riefDR Some OR Full OR Completed the US Comments - Wildlife/ Lead team member- Local Agency OR FHWA OKonsultant„( Fisheries Level of analysis and documentation required-(bri Some OR Full OR Completed Anticipated Class„„CatggoricallllllExclusion„( tEx), R Fully Documented CatEx OR Environmental Assessment (EA) OR of Action Environmental Impact Statement (EIS) ......Comments........................................................................................................................................................................................................................................................................................................................................................................................ C Lead Team Member - "Local Agency" indicates that Local Agency staff will be responsible for investigation and/or documentation. "FHWA" indicates that FHWA's Colorado Division staff will be responsible for investigation and/or documentation. "Consultant" indicates that the consultant team will be responsible for investigation and/or documentation. Please note one person may be responsible for investigation while another is responsible for documentation. Include team member's name and firm (if applicable). For analysis and documentation- "Brief' indicates that the resource is not present or is present but will not be impacted. "Some" indicates that the resource is present and may be impacted; further investigation and coordination will be required. "Full" indicates that the resource will be impacted and may require mitigation; further investigation and coordination will be required. "Completed" indicates that the analysis has been completed as part of another study and will be summarized in this study. Comments — Briefly describe what is currently known about this resource, if any agency concurrence or approval is required, and if any coordination has already been completed. Page 159 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Proposer's Agreement to Special Funding Requirements System for Award IMainageirneint (SAUgov) IRegistration Certificate of Good Standing Affirmative Action IPlain PERA Questionnaire Insurance Ceirtificate(s) Page 160 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Colorado Department of Transportation AFFIDAVIT OF SMALL BUSINESS PARTICIPATION Project Description Contract 11TE S $3,396,234.31 Planning Consultant for 24th Street Bridge and Downtown Corridor DBE Contract Goal % 0 SECTION 1. CONSULTANT INFORMATION Prime Consultant Bolton & Menk, Inc. Consultant is an ESB Compliance Contact Hame Ross Tillman Consultant is a DBE ^ l Email ross.tillman@bolton-menk.com Address Phone (720) 701-2616 5670 Greenwood Plaza Blvd Suite W505 Greenwood Village B2G1 low Vendor # SECTION 2. DBE PARTICIPATION PLAN Fill in All Lines: • The consultant is committing to 1 # of DBE firm(s) not teamed with in the past 2 years (as of ad date of RFP, (inns with unsuccessful bids allowed, each firm must be listed in this section). ` The consultant is committing to approximately 575,400 of DBE particpation based on I-ITE S. • The consultant is committing to approximately 2 % DBE goal based on the IITE S. The Prime Consultant shall submit a Professional Services Commercially Useful Function Questionnaire for every DBE on this contract that provides work or provides supplies whose participation counts toward the DBE contract goal for this contract. All DBE firms (Subconsultants, Supplier/Vendors, Work Descriptor NEW DBE Teaming ONLY for Project/Program Prime if self performing) Partner? Specific RFP/S01s (i.e. survey, testing) Approximate % of Participation Chickenango Marketing Solutions, Inc. V,v Pul3bc Outreach " Yes )'..) N13 100 % v Yes ... .. � No V V Yes Na J V�xr Yesr 11 Nc Ve(xk. r Yes ,.....,M N13 V�wt9rcur L.... Yes No Ve(xkur Y¢s .;;;, No vftvkx ye, Na v f.:::::al Yes L...� No YM If more DBE subs/suppliers vendors, add additional sheet Page 161 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Colorado Department of Transportation AFFIDAVIT OF SMALL BUSINESS PARTICIPATION --------------------------------------- SECTION 3. ESB PARTICIPATION PLAN Fill in All Lines: • The consultant is committing to 2 tt of ESB firm(s) not teamed with in the past 2 years (as of ad date of RFP, fines with unsuccessful bids allowed, each firm must be listed in this section). . The consultant is committing to approximately S),069,486.1of ESB particpation on this RFP/SOI. The consultant is committing to approximately 3) % ESB goal based on the I'ITE S. Work Areas OIILY for Vroject/Vrogrom AU ESB firms (Subconsu(tants, Suppliers/Vendors, New ESB Team-:ng Specific RFP/SOIs Prime if self performing) and Level Partner? Approximate %of (i.e. survey, testing) Participation Chickenango Marketing Solutions, Inc vendw Public Outreach Yes F rc® 7 % Theorem Design Group verm.9x Bra`cdrand Drainap.Supnpnwt Yes �... ao 510/0 Vivid Engineering Group Inc. .., vendw Geotechnirdfikgineering Yes to 7% Pinyon Environmental, Inc. Vey' Envira knta9ServicesardDDcu mmt.ati Yesa[" 35% V-d- L..I Yes Vey YamI D Verar.kx � Yes ====:A ..� V-d- I.J, Yes Ko Verwjw !'j Ye, Ko Vecd- �.....� Y. .����� do If more ESB subs/suppliers/vendors, add additional sheet SECTION 4. DECLARATION OF AFFIDAVIT By signing below the Consultant affirms the statements made in this document are true and complete: Nw Consultant shall make good faith efforts to meet the contract goal for each task order under the overall contract. The Consultant understands that making good faith efforts to achieve the contract goal is a condition of contract award. The Consultant understands that promised participation is a binding obligation of the contract if awarded. The Consultant attests that the information above is true and understands that a fraudulent misrepresentation or failure to make good faith efforts to meet the contract commitments or promised participation may result in the withholding of progress payments, reduction of prequalification status, referral of the matter to the Office of Inspector General of the USDOT and/or other contractual remedies. Ross Tillman, Principal Engineer Bolton & Menk, Inc. Of (Owner or Executive Off' flame AND Title) (Consultant Company itame) 0/06/2025 (Tricked Signature Accepted) (Date) Atzadted vAth ® sal ( ) and waU mess plan (for scavrg) Jul-22 Page 162 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 BIDDER'S CERTIFICATION FOR DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION Only applicable for projects exceeding $25,000. The Contractor shall comply and facilitate compliance with U.S. DOT regulations, "Nonprocurement Suspension and Debarment," 2 C.F.R. part 1200, which adopts and supplements the US Office of Management and Budget (U.S. OMB) "Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement)," 2 C.F.R. part 180. These provisions apply to each contract at any tier of $25,000 or more, and to each contract at any tier for a federally required audit (irrespective of the contract amount), and to each contract at any tier that must be approved by a Federal and/or State entity official irrespective of the contract amount. As such, the Contractor shall verify that its principals, affiliates, and subcontractors are eligible to participate in this federally funded contract and are not presently declared by any Federal department or agency to be: a. Debarred from participation in any federally assisted Award; b. Suspended from participation in any federally assisted Award; c. Proposed for debarment from participation in any federally assisted Award; d. Declared ineligible to participate in any federally assisted Award; e. Voluntarily excluded from participation in any federally assisted Award; or f. Disqualified from participation in ay federally assisted Award. By signing and submitting its bid or proposal, the bidder or proposer certifies as follows: The certification in this clause is a material representation of fact relied upon by the City. If it is later determined by the City that the bidder or proposer knowingly rendered an erroneous certification, in addition to remedies available to the City the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. The bidder or proposer agrees to comply with the requirements of 2 C.F.R. part 180, subpart C, as supplemented by 2 C.F.R. part 1200, while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. Company Bolton & Menk, Inc. Authorized Signature Name/Title. Ross Tillman, Principal Engineer Date 08/06/2025 Page 163 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 LOBBYING RESTRICTIONS FORM Only applicable for projects exceeding $100,000. The Contractor certifies, to the best of his or her knowledge and belief, that: No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an 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. b. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. c. The undersigned shall require that the language of this certification be included in the award documents for all sub -awards at all tiers (including subcontracts, sub -grants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. 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 such failure. Company Bolton & Me Date Date 08/06/2025 Authorized Signatu Name/Title Ross Tillman, Principal Engineer Page 164 of 187 BOLTON & MENK ZNC Lastuodated by Nancv Thor*elson on Feb 19. 2025 at 11:57AM Docusiglln Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 _III STIC loKGOW BOLTON & MENK INC Unique Entity ID K6FDNK9LKPP7 Registration Status Active Registration Physical Address 1960 Premier DR Mankato, Minnesota 56001-5900 United States CAGE/NCAGE OTFP9 Expiration Date Feb 19, 2026 Mailing Address 1960 Premier Drive Mankato, Minnesota 56001-5900 United States REVIEWED By Christina Garcia at 9:15 am, Aug 13, 2025 __] Purpose of Registration All Awards Doing Business as Division Name Division Number (blank) (blank) (blank) Congressional District State / Country of Incorporation URL Minnesota 01 Minnesota / United States www.bolton-menk.com Registration Dates Activation Date Submission Date Initial Registration Date Feb 21, 2025 Feb 19, 2025 Mar 15, 2002 Entity Dates Entity Start Date Fiscal Year End Close Date Jun 13, 1949 Dec 31 Immediate Owner CAGE Legal Business Name (blank) (blank) Highest Level Owner CAGE Legal Business Name (blank) (blank) Executive Compensation Registrants in the System for Award Management (SAM) respond to the Executive Compensation questions in accordance with Section 6202 of P.L. 110-252, amending the Federal Funding Accountability and Transparency Act (P.L. 109-282). This information is not displayed in SAM. It is sent to USAspending.gov for display in association with an eligible award. Maintaining an active registration in SAM demonstrates the registrant responded to the questions. Proceedings Questions Registrants in the System for Award Management (SAM.gov) respond to proceedings questions in accordance with FAR 52.209-7, FAR 52.209-9, or 2. C.F.R. 200 Appendix XII. Their responses are displayed in the responsibility/qualification section of SAM.gov. Maintaining an active registration in SAM.gov demonstrates the registrant responded to the proceedings questions. Active Exclusions Records? No I authorize my entity's non -sensitive information to be displayed in SAM public search results: Yes Business Types Entity Structure Corporate Entity (Not Tax Exempt) Profit Structure For Profit Organization Entity Type Business or Organization Organization Factors (blank) Aug 13, 2025 03:10:31 PM GMT httpsJ/sam.govlentity,IK6FDNK9LKPP71coi-eData?status=null Page 1 of2 Lastuodated by Nancv Thor*elson on Feb 19. 2025 at 11:57AM BOLTON & MENK INC Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Socio-Economic Types Check the registrant's Reps & Certs, if present, under FAR 52.212-3 or FAR 52.219-1 to determine if the entity is an SBA -certified HUBZone small business concern. Additional small business information may be found in the SBA's Dynamic Small Business Search if the entity completed the SBA supplemental pages during registration. Accepts Credit Card Payments Debt Subject To Offset Yes Yes EFT Indicator CAGE Code 0000 OTFP9 Electronic Business 1. 1960 Premier Drive ANNE GODE Mankato, Minnesota 56001 United States ANNE GODE 1960 Premier Drive Mankato, Minnesota 56001 United States Government Business 1960 Premier Drive CHELSEA ALGER Mankato, Minnesota 56001 United States NANCY THORKELSON 1960 Premier Drive Mankato, Minnesota 56001 United States Past Performance 1. 1960 Premier Drive Alex M Neutgens, Accounting & Finance Mankato, Minnesota 56001 Director United States Tonya Hobbie, Talent Management Director 1960 Premier Drive Mankato, Minnesota 56001 United States NAICS Codes Primary Yes NAICS Codes 541330 541320 541340 541360 541370 541620 541690 541720 541990 This entity does not appear in the disaster response registry. NAICS Title Engineering Services Landscape Architectural Services Drafting Services Geophysical Surveying And Mapping Services Surveying And Mapping (Except Geophysical) Services Environmental Consulting Services Other Scientific And Technical Consulting Services Research And Development In The Social Sciences And Humanities All Other Professional, Scientific, And Technical Services Page 166 of 187 Aug 13, 2025 03:10:31 PM GMT httpsJ/sam. govlentity,IK6FDNK9LKPP71coi-eData?status=null Page 2 of2 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 For this Record... Filing history and documents Get a certificate of good standing File a form Subscribe to email notification Unsubscribe from email notification Subscribe to text notification Unsubscribe from text notification Business Information Business Search FAQs, Glossary and Information Summary betaills Name Bolton& Menk, Inc. Status Good Standing Formation date 0210912021 ID number 20211136976 Form Foreign Corporation Periodic report month February Jurisdiction 11 Minnesota Principal office street 1960 Premier Dr, Mankato, MN 56001-5900, US address Principal office mailing 1960 Premier Dr, Mankato, MN 56001-5900, US address Libg histo y and documents Get a certificate of good standi g Get certified copies of documents File a form Set up secure business filing Subscribe to email notification Subscribe to text notification Unsubscribe from text notification Page 167 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 OFFICE OF THE SECRETARY OF STATE OF THE STATE OF COLORADO CERTIFICATE OF FACT OF GOOD STANDING I, Jena Griswold, as the Secretary of State of the State of Colorado, hereby certify that, according to the records of this office, Bolton & Menk, Inc. is an entity formed or registered under the law of Minnesota has complied with all applicable requirements of this office, and is in good standing with this office. This entity has been assigned entity identification number 20211136976 . This certificate reflects facts established or disclosed by documents delivered to this office on paper through 11/05/2025 that have been posted, and by documents delivered to this office electronically through 11/10/2025 @ 16:13:04 . I have affixed hereto the Great Sea] of the State of Colorado and duly generated, executed, and issued this official certificate at Denver, Colorado on 11/10/2025 @ 16:13:04 in accordance with applicable law. This certificate is assigned Confirmation Number 17872344 Secretary of State of the State of Colorado ++*++**++**++**++****++**++*++**++****++**++*End of Notice: A certificate issued electronically from the Colorado Secretary of State's website is fully and immediatelv valid and effective. However, as air option, the issuance and validity of a certificate obtained electronically may be established by visiting the Validate a Certificate page of the Secretary of State's website, https:/hvivw.coloradosos.govlbizIC&,rtificateSearchCritei-ia.do entering the certificate's confirmation number displayed on the certificate, and following the instructions displayed. Confirming the issuance of a certificate is merely optional and is not necessary to the valid and effective issuance of a certificate. For more information, visit our website, https:/fwwiv.coloradosos.gov click "Businesses, trademarks, trade names" and select "Frequently Asked Questions. " Page 168 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 BOLTON & MENK, INC AFFIRMATIVE ACTION PROGRAMS For People of Color, Women and Individuals with Disabilities June 1, 2022 to May 31, 2023 Page 169 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 TABLE OF CONTENTS SECTIONNAME........................................................................................................... Page Description of Organization.....................................................................................................3 Definitions Used in this AAP....................................................................................................3 Equal Employment Opportunity (EEO) Policy...........................................................................6 Assignment of Responsibility for Affirmative Action Program....................................................7 Internal and External Dissemination of Affirmative Action Policy and Plan.................................8 Internal Audit and Reporting Systems......................................................................................9 WorkforceAnalysis.................................................................................................................9 Goalsand Timetables...........................................................................................................10 Problem Areas Deficiency Identification and Analysis.............................................................10 Action -Oriented Programs.....................................................................................................11 Religion and National Origin Discrimination and Accommodation for Religious Observance and Practice ............................................................................................................................................13 Sex Discrimination Guidelines...............................................................................................14 Protected class harassment policy........................................................................................14 DisputeResolution Policy.....................................................................................................16 Page 170 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Bolton & Menk, Inc. anticipates providing engineering, land surveying, environmental services for municipalities and industrial clients, specialized services in transportation, aviation, geographic information systems (GIS), planning, landscape architecture, structural and water resources to various Cities, Counties and State Agencies throughout the State of Minnesota for the years 2022, 2023, 2024, and 2025. Based upon each project, a separate work order will be negotiated. Bolton & Menk, Inc. currently is prequalified in numerous categories to perform work for engineering services and land surveying with the Minnesota Department of Transportation. Based upon each project, a separate work order will be negotiated. The Corporate office for Bolton & Menk is located 1960 Premier Drive in Mankato, MN 56001. The firm also maintains offices in 1. Baxter, MN: 7656 Design Road in Baxter, MN 56425-8676 (Phil Martin) 2. Burnsville, MN: 12224 Nicollet Avenue, Burnsville, MN 55337-1649 (Mike Waltman) 3. Chaska, MN: 2638 Shadow Lane, Suite 200 in Chaska, MN 55318-1172 (Dave Martini) 4. Duluth, MN: 4960 Miller Trunk Highway, Suite 350 in Duluth MN 55811 (Kris Swanson) 5. Fairmont, MN: 1501 South State Street, Suite 100 in Fairmont, MN 56031-4467 (Wes Brown) 6. Golden Valley, MN: 757 Golden Valley Road # 200 in Golden Valley, MN 55427 (David Rey) 7. Mankato, MN: 1960 Premier Drive, Mankato, MN 56001 (Joe Duncan) — Corporate Office 8. Minneapolis, MN: 111 Washington Ave South, Suite 650 in Minneapolis, MN 55401 (Marcus Thomas) 9. Oakdale, MN: 3507 High Point Drive North; Bldg 1 —Suite E130 in Oakdale, MN 55128 (Mike Boex) 10. Ramsey, MN: 7533 Sunwood Drive NW, Suite 206 in Ramsey, MN (Kevin Bittner) 11. Rochester, MN: 2900 43rd Street NW in Rochester, MN 55901 (Brian Malm) 12. Sleepy Eye, MN: 1243 Cedar Street NE in SleepyEye, MN 56085 (Bill Helget) 13. St. Cloud, MN: 3721 23rd Street South, Suite 102 in St. Cloud, MN 56301 (Jared Voge) 14. Willmar, MN: 2040 Highway 12 East in Willmar, MN 56201-5818 (Chuck DeWolf) DEFINITIONS USED IN THIS AAP Individual with a Disability: any person who has a physical, sensory, or mental impairment which "materially" (Minnesota) or "substantially" (federal) limits one or more major life activities or has a record of or is regarded as having such an impairment. "Individual with a Disability" does not include an Page 171 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 alcohol or drug abuser whose current use of alcohol or drugs renders that individual a direct threat to property or the safety of others. American Indian or Alaska Native - a person having origins in any of the original peoples of North and South America (including Central America), and who maintains tribal affiliation or community attachment. Asian - A person having origins in any of the original peoples of the Far East, Southeast Asia, or the Indian subcontinent including, for example, Cambodia, China, India, Japan, Korea, Malaysia, Pakistan, the Philippine Islands, Thailand, and Vietnam. Black or African American - A person having origins in any of the black racial groups of Africa. Hispanic or Latino - A person of Cuban, Mexican, Puerto Rican, South or Central American, or other Spanish culture or origin, regardless of race. Native Hawaiian or Other Pacific Islander - A person having origins in any of the original peoples of Hawaii, Guam, Samoa, or other Pacific Islands. White - A person having origins in any of the original peoples of Europe, the Middle East, or North Africa. Minority — Any person who identifies as being American Indian or Alaska Native, Asian, Black or African American, Hispanic or Latino, Native Hawaiian or Other Pacific Islander, or in any combination of these identifiers, or someone who identifies as White and as any of the other identifiers. Job Groups: We currently use these broad job groups as one means of analyzing our workforce, we use the following as guidelines: Officials and Managers: Occupations requiring administrative and managerial personnel who set broad policies, exercise overall responsibility for execution of these policies, and direct individual departments or special phases of a firm's operations. This category includes: executives, senior level officials and managers, and first/mid-level officials and managers Professionals: Professionals are considered to be persons working in occupations requiring either college graduation or comparable work experience. This category includes: landscape architects, graphic designers, animators, funding roles, engineers, licensed surveyors, marketing specialists, planners, GIS developers, Talent Management roles, payroll, information technology specialists, and specialty services specialists. Technicians: Technicians are those whose work requires a combination of basic scientific knowledge and manual skills such as can be attained through two-year technical or community college degrees or equivalent on-the-job training. This category includes: internships in technical and engineering fields, drafters, internships, engineer technicians, construction project representatives, survey technicians and survey crew chiefs. Page 172 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Office and Clerical. All clerical work regardless of the level of difficulty in which activities are predominantly non -manual (though some manual work not directly involved with transporting plans or event materials). This includes: administrative internships, administrative assistants, accounting roles, and support specialists. Underutilization: The Minnesota Department of Human Rights defines underutilization in a job group if the number of women or people of color in a job group are less than what is expected based on the availability percentage data adopted for the analysis. The Department uses the "WHOLE -PERSON RULE" in determining underutilization. Declaration of underutilization does not indicate discrimination has occurred in a company; rather, it is an opportunity to enable a company to apply good faith efforts to ensure equal employment opportunities continually occur in the business. Page 173 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 EQUAL EMPLOYMENT OPPORTUNITY (EEO) POLICY Business Name Bolton & Menk, Inc Date June 23, 2022 EEO Official, Director of Talent EEO Official, Name Tonya Hobbie, PHR Title Management EEO Official EEO Official Tonya.Hobbiebolton- 507-625-4171 Phone Number Email Address menk.com This is to affirm Bolton & Menk, Inc policy of providing equal employment opportunities to all employees and applicants for employment in accordance with all applicable laws, directives and regulations of federal, state, and local governing bodies or agencies. Our organization will not discriminate against or harass any employee or applicant for employment because of race, color, creed, religion, national origin, sex, sexual orientation, gender identity, disability, age, marital status, familial status, membership or activity in a local human rights commission, or status regarding public assistance. We will take affirmative steps to ensure that all our employment practices are free of discrimination. Such employment practices include, but are not limited to, the following: hiring, upgrading, demotion, transfer, recruitment or recruitment advertising, selection, layoff, disciplinary action, termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. We will provide reasonable accommodation to applicants and employees with disabilities whenever possible. We will evaluate the performance of management and supervisory personnel based on their involvement in achieving these Affirmative Action objectives as well as other established criteria. In addition, all employees are expected to perform their job responsibilities in a manner that supports equal employment opportunities. I have appointed the above -named EEO Official to manage the Equal Employment Opportunity (EEO) program. This person's responsibilities include monitoring all EEO activities and reporting the effectiveness of the business' Affirmative Action program as required by law. I will receive and review reports on the progress of the program. Any employee or applicant may inspect our Affirmative Action Plan and information related to our EEO program during normal business hours. Please contact the EEO Official for further information. Any employee or applicant for employment who believes they have been treated in a way that violates this policy should contact either the EEO Official or any other management representative, including me. We will take immediate action to investigate and address allegations of discrimination or harassment confidentially and promptly. cZ5146�Z?L%O Bradley C. DeWolf, P.E. 6/23/2022 Signature of President/CEO First and Last Name Date Page 174 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Tonya Hobbie is designated as the company's EEO manager and is tasked with monitoring all employment activity to ensure that our EEO/AA policies are being carried out. The EEO/AA manager has been given the necessary staffing and support from senior management to fulfill the duties of the position. These duties include, but are not limited to, the following: 1. Develop an EEO policy statement and Affirmative Action Plan ("AAP") that are consistent with the company's EEO policies and establish our affirmative action goals and objectives. 2. Develop and implement internal and external strategies for disseminating the company's AAP and EEO policies. 3. Conduct and/or coordinate EEO/AA training with all levels of leadership to inform them of their responsibilities pursuant to the Affirmative Action Plan/Program. 4. Ensure all levels of leadership understand it is their responsibility to take action to prevent the harassment of employees and applicants for employment. 5. Ensure that all minority, female, and disabled employees are provided equal opportunity as it relates to organization -sponsored training programs, recreational/social activities, benefit plans, pay and other working conditions. 6. Implement and maintain EEO audit, reporting, and record -keeping systems in order to measure the effectiveness of our Affirmative Action Plan/Program and to determine whether our goals and objectives have been attained. 7. Coordinate the implementation of necessary affirmative action to meet compliance requirements and goals. 8. Serve as liaison between our organization and relevant governmental enforcement agencies. 9. Coordinate the recruitment and employment of women, people of color, and individuals with disabilities, and coordinate the recruitment and utilization of businesses owned by women, people of color, and individuals with disabilities. 10. Coordinate employee and company support of community action programs that may lead to the full employment of women, people of color, and individuals with disabilities. 11. Keep management informed of the latest developments in the area of EEO. Page 175 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 INTERNAL AND EXTERNAL DISSEMINATION OF AFFIRMATIVE ACTION POLICY AND PLAN A. Internal Dissemination 1. Bolton & Menk, Inc.'s EEO policy statement is included in our employee handbooks which is distributed and viewable on our company Learning Management System and company intranet. 2. Bolton & Menk, Inc. will publicize our EEO policy on the company intranet. 3. Schedule special meetings leadership to discuss the policy and explain individual employee responsibilities. 4. Orientation and training sessions will be conducted to inform all employees and management of the Company's EEO/AA commitment and of individual responsibility for effective implementation. 5. Our EEO policy statement and non-discrimination posters are posted and conspicuously displayed on the employee communication board. 6. When employees are featured in social media, marketing materials used with recruiting, or similar publications, we will include images of male and female employees, employees of color, and disabled employees. 7. Communicate at least annually to employees the existence of our affirmative action program and make available the elements of its program as well as enable prospective employees to know and avail themselves of all of our program's benefits. 8. All personnel involved in the recruitment, screening, selection, promotion, disciplinary, and related processes are carefully selected and trained to ensure that the goals and commitments in the company's affirmative action program are implemented. B. External Dissemination Bolton & Menk, Inc. will notify all recruiting sources of the company's EEO policy, stipulating that these sources actively recruit and refer women and people of color for all positions listed. 2. Bolton & Menk, Inc. will hold formal briefing sessions with representatives from recruiting sources. As an integral part of these briefings, we will include facility tours; clear and concise explanations of current and future job openings; position descriptions; worker specifications; explanations of the company's selection process; and recruiting literature. We will make formal arrangements regarding applicant referrals, and follow-up with referral sources regarding the disposition of applicants. 3. Any disabled employees who wish to participate in career days, youth STEM programs, and related community activities will be given opportunity to do so. Page 176 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 4. Bolton & Menk, Inc. will use all available resources to continue or establish on-the-job training programs. 5. Bolton & Menk, Inc. will send written notification of the company's EEO policy to all sub- contractors, vendors, and suppliers, and request cooperative action from them. 6. Bolton & Menk, Inc. will notify current and potential sources of work force supply, including but not limited to employment agencies, community action agencies, schools, or colleges of our EEO/AA policies. 7. When employees are featured in consumer or help wanted advertising, we will include images of male and female employees, employees of color, and disabled employees. 8. The existence of our EEO policy will be communicated to prospective employees. 9. The statement "equal opportunity employer" or "affirmative action employer" will be included on company stationery letterhead, purchase orders, contracts, and in advertisements recruiting employees and subcontractors, and on employment applications. INTERNAL AUDIT AND REPORTING SYSTEMS Our EEO manager has responsibility for implementing and monitoring our affirmative action programs. Department heads, managers, and supervisors are responsible for providing the EEO manager with information and/or statistical data as necessary to measure our good faith efforts to implement our programs. At least annually, internal audit reports will be prepared in table format and dated. Data collected for these reports will include applicant flow, new hires, promotions, transfers, and terminations (voluntary and involuntary) by job group. Figures for each personnel process must show a breakdown by sex, minority classification, and disability status. Reports will be disseminated to appropriate levels of management, and any problem areas will be addressed as promptly as possible. We will preserve all audit data and other applicable documentation and information available as required by law to the Minnesota Department of Human Rights and other government agencies. Also, once a year we will submit to the Minnesota Department of Human Rights, on or before, the anniversary date of our Workforce Certificate of Compliance, our Annual Compliance Report as required under Minnesota Administrative Rule 5000.3580 for the company's regular workforce. WORKFORCE ANALYSIS The Annual Compliance Report, Avail ability/Utilization/UnderutiIization Analysis, and our workforce analysis is found at the end of Affirmative Action Program. We identify each title by job group and use a composite availability worksheet to complete the AUUA by job group. Page 177 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 �:1[ ii' = Bolton & Menk, Inc. will make a good faith effort to achieve the availability percentages for people of color or women in any and all job group(s) where we have identified underutilization. We will continue good faith efforts to recruit and retain individuals with disabilities, people of color and women in all levels of our workforce. It is our goal to create a certified apprenticeship program and an internal training program over the next few years to increase the diversity in our candidates and current employees. We continue to analyze employee's current job descriptions and work with our leadership on succession planning within each job group. Bolton & Menk, Inc. will most likely expand our locations within the next four years. As we grow locations in metropolitan areas, we may find diversity and hiring needs will change from our original scope. We will continue to expand our recruitment and hiring efforts through our outreach into new communities and colleges as well as the relationships we make with the individuals we serve in each community. PROBLEM AREAS DEFICIENCY IDENTIFICATION AND ANALYSIS Bolton & Menk, Inc. periodically conducts an in-depth analysis of its total employment process to determine whether and where impediments to equal employment opportunity may exist. We evaluated: 1. Workforce composition by job group: We have identified underutilization in our availability/utilization/underutilization analysis (AUUA), and we have set goals to remedy that underutilization. 2. Personnel activity: Bolton & Menk, Inc. will routinely conduct adverse impact analyses using the "Eighty Percent Test" or other statistical methods to analyze our personnel activities, including applicant flow, hires, promotions, terminations and other personnel actions, to determine if there are selection disparities between men and women, people of color, nonminority (and within specific racial groups, if appropriate), or disabled and nondisabled applicants or employees. We will take corrective action to remove any barriers to hiring or retaining women, people of color, or individuals with disabilities, if found. 3. Compensation system: The company will routinely review our compensation system, including rates of pay and bonuses, to determine whether there is any gender, race, ethnicity, or disability -based disparities. If any disparities are identified, we take prompt action to resolve the disparity. 4. Personnel procedures: We will routinely review all of our personnel procedures and processes, including selection, recruitment, referral, transfers and promotions, seniority provisions, internship programs and company -sponsored training programs and other company activities to determine if all employees or applicants are fairly considered. Page 178 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 5. Any other areas that might impact the success of our Affirmative Action Program: We continually analyze any other areas that may impact our success, such as accessibility of our facility to the available workforce, the attitude of our current workforce towards EEO, proper posting of our EEO policy and required governmental posters, proper notification of our subcontractors or vendors, and retention of records in accordance with applicable law. We take prompt action to remedy any problems in these areas through training of staff or other methods. ACTION -ORIENTED PROGRAMS 1. Selection Process: We will evaluate our selection process using an adverse impact analysis to determine if our requirements screen out a disproportionate number of people of color, women, or individuals with disabilities. All personnel involved in the recruitment, screening, selection, promotion, disciplinary, and related processes will be carefully selected and trained to ensure that there is a commitment to the affirmative action program and its implementation. a. Schedule for Review of Job Requirements: We will annually review all physical and mental job requirements to ensure that these requirements do not tend to screen out qualified individuals with disabilities. We will determine whether these requirements are job -related and are consistent with business necessity and the safe performance of the job, and we will remove any physical or mental requirements that do not meet these criteria. Any job descriptions or requirements changed after review will be distributed to all relevant employees, particularly those involved in the selection process and supervision of employees. Bolton & Menk, Inc. does not require medical orwritten testing for pre -employment. 2. Accommodations to Physical and Mental Limitations of Employees: We evaluate and provide reasonable accommodations to the physical and mental limitations of an employee or applicant unless such an accommodation would impose an undue hardship on the conduct of the business. 3. Recruitment of Employees a. All solicitation or advertisements for employees on behalf of Bolton & Menk, Inc. will state that applicants will receive consideration for employment regardless of their race, color, creed, religion, national origin, sex/gender, sexual orientation, disability, age, marital status, familial status, pregnancy, veteran status, citizenship status, membership or activity in a local human rights commission, status with regard to public assistance, or any other federal, state or local law. b. Bolton & Menk, Inc. will not indicate in job postings a preference, limitation, or specification based on sex, age, national origin, or other protected characteristic, unless that characteristic is a bona fide occupational qualification for a particular job. Page 179 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 c. Bolton & Menk, Inc. will contact minority, female, disabled community organizations and agencies such as the State of Minnesota Workforce Centers, America's Job Bank, or similar governmental agencies. d. We will request the Minnesota Department of Employment and Economic Development to refer qualified individual with disabilities for employment consideration under our affirmative action programs. e. Active recruiting programs, where applicable, will be carried out at secondary schools, community colleges, technical schools and colleges. We will encourage present minority, female and disabled employees to recruit other minorities and females and disabled persons, and where reasonable, provide job shadow opportunities and summer employment to minority, female and disabled youth. Bolton & Menk has a referral program that encourages current employees to recruit others to our organization. We have a formal job shadow program where individuals who apply may spend a day job shadowing an individual in our organization based on their request. g. Consideration of people of color and women not currently in the workforce: We will take additional steps to encourage the employment of women, people of color and individuals with disabilities who are not currently in the workforce, such as providing part-time employment, internships, or summer employment programs. h. Recruitment brochures pictorially presenting work situations will include minority, female and disabled staff. 4. Training Programs a. People of color, female employees and employees with disabilities will be afforded a full opportunity and will be encouraged to participate in all organization sponsored educational and training programs. b. Training programs and educational programs, to which we give support or sponsorship, will be regularly reviewed to ensure that minority, disabled and female employees are given equal opportunity to participate. c. Appropriate steps will be taken to give active encouragement to minority, disabled and female employees to increase their skills and job potential through participation in available training and educational programs. Page 180 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 5. Promotion/Transfer Process: The company supports internal growth and career advancement. In-house employees are given first opportunity and are encouraged to develop into advanced positions where possible. We will conduct adverse impact analyses to ensure that women, people of color, and employees with disabilities are promoted at rates substantially similar to men, non -people of color, and individuals without disabilities. 6. Termination Process: Bolton & Menk, Inc has a progressive discipline process used with employees, where appropriate. All employees are made aware of our discipline process. Talent Management is involved in this process to analyze and monitor that women, people of color, and employees with disabilities are not represented at rates substantially dissimilar to those of men, non -people of color, and employees without disabilities. We will conduct adverse impact analyses to ensure that women, people of color, and employees with disabilities do not leave our company at rates substantially dissimilar to those of men, non -people of color, and employees without disabilities. ACCOMMODATION FOR RELIGIOUS OBSERVANCE AND PRACTICE As a part of our commitment to Equal Employment Opportunity for all, we have made a specific effort to ensure that national origin and religion are not factors in recruitment, selection, promotion, transfer, termination, or participation in training. The following activities are undertaken to ensure religion and national origin are not used as a basis for employment decisions: 1. Recruitment resources are informed of our commitment to provide equal employment opportunity without regard to national origin or religion. 2. Our employees are informed of our policy and their duty to provide equal opportunity without regard to national origin or religion. 3. Employment practices exist and are reviewed to ensure that we implement equal employment opportunity without regard to national origin or religion. 4. The religious observances and practices of our employees are accommodated, except where the requested accommodation would cause undue hardship on the operation of our business. 5. We do not discriminate against any qualified applicant or employee because of race, color, creed, disability, age, sex, sexual orientation, marital status, or status with regard to public assistance in implementing the policy concerning non-discrimination based on national origin or religion. Page 181 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 SEX DISCRIMINATION GUIDELINES We incorporate the following commitments into this AAP to ensure that all laws related to the prohibition of discrimination based on sex are followed: 1. Employment opportunities and conditions of employment are not related to the sex of any applicant or employee. Salaries are not related to or based upon sex. 2. Women are encouraged to attend all training or development programs to facilitate their opportunities for promotion, and to apply for all positions for which they are qualified. 3. We do not deny employment to women or men with young children and do not penalize, in conditions of employment, women or men who require time away from work for parental leave. 4. Appropriate physical facilities are provided to both sexes. Prevention of Harassment and Discrimination Our company has developed policies prohibiting the harassment of or discrimination against any employee because of any characteristic protected under civil rights laws. Bolton & Menk will distribute these policies routinely to current employees through our handbook distribution process and incorporate these policies as a part of new employee orientation. Employees are made aware of contact persons to report any violation of these policies. PROTECTED CLASS HARASSMENT POLICY It is the policy of Bolton & Menk to maintain a work environment free from harassment based on protected class. Harassment based on race, color, sex/gender, religion, creed, sexual orientation, age, disability, national origin, marital or familial status or any other legally protected status is strictly prohibited. Sexual harassment is a form of sexual discrimination that can include unwelcome sexual advances, requests for sexual favors and other verbal or physical contact. Explicit or implicit advances as a condition of employment, interfering with an individual's work performance or creating an intimidating, hostile or offensive working environment will not be tolerated. Discriminatory harassment can include slurs, jokes or degrading comments concerning a person's race, color, religion, sex/gender, sexual orientation, age, disability, national origin, marital or familial status or any other legally protected status and is strictly prohibited. Repeated offensive sexual flirtation; sexual advances or propositions; any uninvited and unwelcome physical contact or touching; continual or repeated abuse of a sexual nature; verbal comments containing sexual content; and the display of sexually suggestive objects in the workplace is also prohibited. Harassment based on the protected class of an employee may not take place in any form by any employee, supervisor, customer or supplier of Bolton & Menk. Page 182 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Reporting a Complaint An employee who experiences or witnesses sexual or other protected class harassment must report it to his/her supervisor, an Affirmative Action Officer (Business Manager or Talent Management) or the President/CEO, immediately. Any company officer or supervisor is willing to take your complaint. A supervisor who receives a report or who is aware of a violation of this policy shall report it immediately to Talent Management. Failure to forward such a complaint will result in disciplinary action up to and including termination. If the supervisor is the person the complaint is against, the employee should go to the next level leadership. A complaint to the "harasser" is not sufficient to trigger the protection this policy intends to provide. An employee who does not follow this reporting procedure runs the risk that concerns about protected class harassment will not be investigated, and therefore will not be addressed effectively. The reporting party or complainant shall clearly describe the conduct when making a report or complaint and identify the complaint as one of harassment under this policy. Employees making a report should document behavior they have witnessed. Documentation should include specifics about the behavior, direct quotes, if possible, patterns of abuse, names of witnesses and time and place of incidents. Bolton & Menk encourages the reporting party or complainant to use the report form available from Talent Management or available from any supervisor, but verbal reports to Talent Management or a supervisor will also be considered complaints. Nothing herein shall be construed as limiting in any way an employee's right to file a charge of protected class harassment with the Minnesota Department of Human Rights, the Federal Equal Employment Opportunity Commission or an appropriate court. The complaint will be investigated promptly. If the investigation confirms the allegation, appropriate disciplinary action, up to and including termination, will be taken. Appropriate disciplinary action is at the discretion of Bolton & Menk. Every effort will be made to resolve the complaint promptly and effectively. All complaints and action taken to resolve complaints of sexual or other protected harassment will be treated with as much confidentiality as possible but understand that confidentiality cannot be guaranteed. Retaliatory action against an employee, who in good faith makes a complaint of protected class harassment or who participates in a Company investigation of protected class harassment, will not be tolerated. Any employee who believes they have been subject to retaliation in violation of this policy should immediately report such retaliation under the "Reporting a Complaint" Section of the policy. If a customer or a supplier harasses an employee, the employee should report it immediately to his/her supervisor, an Affirmative Action Officer (Business Manager or Talent Management) or the President/CEO. The complaint will be investigated promptly. If the investigation confirms the allegation, appropriate action will be taken, at Bolton & Menk's discretion. Every employee is responsible for personal conduct in a manner consistent with the spirit and intent of this policy Page 183 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 DISPUTE RESOLUTION POLICY In every company, there can be honest differences of opinion between people. When there is a concern, Bolton & Menk encourages its employees to talk to their immediate supervisor first but recognizes that it may not always be possible. In an effort to establish a procedure, which provides for a prompt and equitable resolution of employee concerns, the following procedure has been established. In the event that an employee has a concern relating to work, these procedures should be followed: Step 1: Any concern should be presented orally or in writing to your immediate supervisor. The supervisor will make every effort to arrive at a mutually satisfactory resolution. Step 2:If your immediate supervisor is unavailable, or if the results obtained do not bring you satisfaction, you are urged to speak with your work group leader. Step 3: If, for some reason, the results obtained are not to your satisfaction, you are urged to contact Talent Management or the President/CEO. Employees can help Bolton & Menk be the best company it can be by having a willingness to communicate concerns to management. Page 184 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 Pursuant to section 24-51 1101(2), C i salary or, other compensafion from the employment, engagement, retention or other use of a person receiving retirement i (Retiree) through the Colorado Public Employees Retirement Association (PERA) in an individual capacity or of any entity owned or operated by a PERA Retiree or an: affiliated party by the City Of Pueblo to perform any service as an employee, contract employee, consultant, independent contractor, Or thrOUgh other arrangements, is subject to employer contributionis to PERA by the City of Pueblo. Therefore, as a condition of contracting for services with the City Of Pueblo, this docurnent must be completed, signed and returned to thie City of Pueblo. (a) Are YOU, or do you employ or eirigage in any capacity, including an independent contractor, a PERA Retiree who will perform any services for the City of Pueblo'? Yes— No, X (if YOU answered "no" please proceed to signature section at bottom of this i (b) if YOU answered "yes", to (a) above, please answer the following question: Are you an individual, sole proprietor or partnership, or a business or company owned or operated by a PERA Retiree or an affilliated party? For purposes of responding to this question, an "affiliated: party" includes (1) any person who is the named beneficiary or coberieficiary on the PERA account of the PERA 1 (2) any person who is a relative of the PERA Retiree by blood or adoption to and including parents, siblings, half -siblings children, arid! grandchildren (3) any person who is a relative of line PERA Retiree by marriage to and inciuiding spouse, spouse's parents, stepparents, stepchildren, stepsiblings, and spouse's siblings, and (4) any person air entity with whorn the PERA Retiree has an agreement to share or otherwise profit from the performance of services for the City of Pueblo by the PERA Retiree other than the PERA Retiree's regUllar salary or compensation. Yes -......_I i If you answered "yes" please state which of the above entities best describes your business: (c) if you answered "yes" to both (a) anid (b), you agree to reirnburse Hie City cf Puebro for any employer contribution required to be paid by the City Of Pueblo to PERA for salary or other compensation paid to you as a PERA Retiree or paid to any employee or indelpenderit contractor of yours who is a PERA Retiree performing services for the City Of Pueblo. You further authorize the City Of Pueblo'to deduct arid! withhold all Such contributions from any rnoineys due or payable to, you lby the City of Pueblo under any current or future contract or other arrangement for services between you and the City of Pueblo. Please provide the nairne, address, date of birth, and social security number of each such PERA Retiree If more than two, please atta<:h a SUppierriental list. Narne Address D013 Social Security Number Narne Address DOB Social Security Number Failure to accurately complete, sign and return this docurnent to the City of Pueblo may result in you being denied the privilege of doing business with the City Of Pueblo. Corripany Naniei BoltUM & Merk inc Authorized Signature: Title: ir ransportation Grouip Leader, Ri Printed Nanne Ross Tillman Data;: 01/29/2025 Page 185 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 ACCO " CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) lill 11 /14/2025 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Bridget Whipps CISR NAME: Brown & Brown Insurance Services, Inc. a/oNN (507) 344-4501 a/c, (866) 800-6596 Ext : No : 1120 South Avenue E-MAIL Bridget.Whipps@bbrown.com ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # North Mankato MN 56003 INSURERA: EMCASCO Insurance Company 21407 INSURED INSURER B: Employers Mutual Casualty Company 21415 Bolton & Menk Inc INSURER C : 1960 Premier Dr INSURER D : INSURER E : Mankato MN 56001 INSURER F: COVERAGES CERTIFICATE NUMBER: 25/26Term REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 CLAIMS -MADE � OCCUR PREM SES Ea occurDrence $ "000,000 X MED EXP (Any one person) $ 10,000 Contractual Liability PERSONAL &ADV INJURY $ 2,000,000 A Y 6D50852-26 01/01/2025 01/01/2026 LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE $ 4,000,000 POLICY❑X PECT ❑ LOC MOTHER PRODUCTS-COMP/OPAGG $ 4'000'00(J: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ 1,000,000 X BODILY INJURY (Per person) $ ANYAUTO B OWNED SCHEDULED AUTOS ONLY AUTOS 6E50852-26 01/01/2025 01/01/2026 BODILY INJURY (Per accident) $ X PROPERTY DAMAGE Per accident $ HIRED �/ NON -OWNED AUTOS ONLY /� AUTOS ONLY UMBRELLA LAB X OCCUR EACH OCCURRENCE $ 10,000,000 X AGGREGATE $ 10,000,000 B EXCESS LIAB CLAIMS -MADE 6J50852-26 01/01/2025 01/01/2026 DED I X1 RETENTION $ 0 $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) N/A Y 6H50852-26 01/01/2025 01/01/2026 SPER TATUTE EORH X1 E. L. EACH ACCIDENT 1,000,000 $ E.L. DISEASE- EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT 1,000,000 $ B Leased/Rented Equipment 6C50852-26 01/01/2025 01/01/2026 Limit $100,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached if more space is required) RE: 25-002 Planning Consultant for 24th Street Bridge and Downtown Corridor. The City of Pueblo, its agents, officers and employees are additional insured regarding general liability. Waiver of subrogation applies to workers compensation. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Pueblo, a Municipal Corporation ACCORDANCE WITH THE POLICY PROVISIONS. 230 S. Mechanic Street AUTHORIZED REPRESENTATIVE Pueblo CO 81003 © 1988-2015ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Page 186 of 187 Docusign Envelope ID: 44C4ED04-A7A5-44CE-A19F-6DDE95547E71 ACOR" CERTIFICATE OF LIABILITY INSURANCE 12/31 /2025 DATE(MMIDDIYYYY) 11 /21 /202 5 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Lockton Companies, LLC CONTACT NAME: DBA Lockton Insurance Brokers, LLC in CA CA license #OF15767 444 W. 47th St., Ste. 900 PHONE FAX AIC Ext : A/C No E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # Kansas City MO 641 12-1906 INSURER A : Continenta) Casualty Compwy 20443 (816) 960-9000 kcasu@lockton.com INSURED BOLTON & MEND, INC. 1568461 1960 PREMIER DR INSURER B : INSURER C : INSURER D : MANKATO MN 56001 INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: 22649327 REVISION NUMBER: XXXXXXX THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF MM/DDIYYW POLICY EXP W MMIDD/YY LIMITS COMMERCIAL GENERAL LIABILITY NOT APPLICABLE EACH OCCURRENCE $ XXXXXXX CLAIMS -MADE El OCCUR DAMAGE TO RENTED PREMISES Ea occurrence $ XXXXXXX MED EXP (Any one person) $ XXXXXXX PERSONAL & ADV INJURY $ XXXXXXX GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ XXXXXXX POLICY ❑ PRO ❑ LOC JECT PRODUCTS - COMP/OP AGG $ XXXXXXX $ OTHER: AUTOMOBILE LIABILITY NOT APPLICABLE (Ea aBINEDISINGLE LIMIT $ XXXXXXX BODILY INJURY (Per person) $ XXXXXXX ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ XXXXXXX PROPERTY DAMAGE Per accident $ XrXrXrXrXrXrXr HIRED NON -OWNED AUTOS ONLY AUTOS ONLY $XXXXXXX UMBRELLA LIAB OCCUR NOT APPLICABLE EACH OCCURRENCE $ XXXXXXX AGGREGATE $ XXXXXXX EXCESS LIAB CLAIMS -MADE DED RETENTION $ $ XXXXXXX WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE NOT APPLICABLE PER OTH- STATUTE ER E.L. EACH ACCIDENT $ XXXXXXX OFFICER/MEMBER EXCLUDED? ❑ (Mandatory in NH) N I A E.L. DISEASE - EA EMPLOYEE $ XXXXXXX If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ XXXXXXX A PROF / POLL N N AEH114019718 12/31/2024 12/31/2025 $15M PER CLIAM; $15MAGG LIABILITY LIMIT DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: 25-002 PLANNING CONSULTANT FOR 24TH STREET BRIDGE AND DOWNTOWN CORRIDOR; CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 22649327 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN CITY OF PUEBLO, A MUNICIPAL CORPORATION ACCORDANCE WITH THE POLICY PROVISIONS. 230 S. MECHANIC STREET AUTHORIZED REPRIESENTATIV 1 � PUEBLO, CO 81003 © 1988L�015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Page 187 of 187