Proposed Contract with Temple Group, Inc.to Contract No. DCKA-2024-C-0070

MURIEL BOWSER
MAYOR
September 11, 2025
Honorable Phil Mendelson
Chairman
Council of the District of Columbia
John A. Wilson Building
1350 Pennsylvania Avenue, NW, Suite 504
Washington, DC 20004
Dear Chairman Mendelson:
Pursuant to section 451 of the District of Columbia Home Rule Act (D.C. Official Code§ 1-204.51) and
section 202 of the Procurement Practices Reform Act of2010 (D.C. Official Code§ 2-352.02), enclosed
for consideration and approval by the Council of the District of Columbia is proposed Contract No. DCKA-
2024-C-0070 with Temple Group, Inc. in the not-to-exceed amount of $5,000,000. The period of
performance is one year from the date of the award.
Under the proposed contract, Temple Group, Inc. will provide construction management services for all
activities required for the completion of citywide alley restoration projects.
My administration is available to discuss any questions you may have regarding the proposed contract. In
order to facilitate a response to any questions you may have, please have your staff contact Marc Scott,
Chief Operating Officer, Office of Contracting and Procurement, at (202) 724-8759.
I look forward to the Council's favorable consideration of this contract.
1

GOVERNMENT OF THE DISTRICT OF COLUMBIA
Office of Contracting and Procurement

Pursuant to section 202(c) of the Procurement Practices Reform Act of 2010, as amended, D.C.
Official Code § 2-352.02(c), the following contract summary is provided:

COUNCIL CONTRACT SUMMARY
(Standard or multiyear)

(A) Contract Number: DCKA-2024-C-0070

Proposed Contractor: Temple Group, Inc.

Proposed Contractor’s Principals: Lorraine H. Brown
Michael Osaghae
Nicholas Perkins

Contract Amount (Base Period): Not-to-exceed (NTE) $5,000,000

Unit and Method of Compensation: Specific Rates of Compensation & Unburdened Cost
Reimbursement

Term of Contract: One year from the date of the award

Type of Contract: Indefinite Delivery-Indefinite Quantity

Source Selection Method: Request for Qualifications (RFQ)

(B) For a contract containing option periods, the contract amount for the base period and for
each option period. If the contract amount for one or more of the option periods differs from
the amount for the base period, provide an explanation of the reason for the difference:

Base Period Amount: NTE $5,000,000

Option Period 1 Amount: NTE $5,000,000
Explanation of difference from base period (if applicable): There is no difference in pricing
from the base period.

Option Period 2 Amount: NTE $5,000,000
Explanation of difference from base period (if applicable): There is no difference in pricing
from the base period.
2

Option Period 3 Amount: NTE $5,000,000
Explanation of difference from base period (if applicable): There is no difference in pricing
from the base period.

Option Period 4 Amount: NTE $5,000,000
Explanation of difference from base period (if applicable): There is no difference in pricing
from the base period.

(C) The goods or services to be provided, the methods of delivering goods or services, and any
significant program changes reflected in the proposed contract:

The proposed contractor will be providing construction management services for managing all
activities required for the completion of citywide alley restoration projects.

(D) The selection process, including the number of offerors, the evaluation criteria, and the
evaluation results, including price, technical or quality, and past performance components:

This procurement was conducted pursuant to the architect and engineering procedures set forth in
27 DCMR §§ 2620-2627. The RFQ was solicited using full and open competition. The District
received six Statements of Qualifications (SOQ) in response to the RFQ. Each was evaluated
according to the below evaluation criteria in accordance with the RFQ.

Factor Evaluation Criteria
Factor 1 Professional Qualifications
Factor 2 Specialized Experience and Technical Expertise
Factor 3 Capacity
Factor 4 Past Performance

SOQs were evaluated in accordance with the solicitation evaluation criteria. On November 26,
2024, the technical evaluation panel chairperson provided a preliminary source selection
recommendation report to the contracting officer (CO) recommending four firms, including Temple
Group, Inc., to be invited to participate in oral presentations.

After the oral presentations were conducted, the technical evaluation panel chairperson provided a
final source selection recommendation report to the CO identifying Temple Group, Inc., as the most
highly qualified offeror. The CO conducted a contracting officer’s independent assessment in which
the CO reviewed the solicitation requirements, the SOQs, and the panel’s evaluation procedures to
include consensus comments and ratings, and source selection recommendation. The CO concurred
with the panel’s rankings and determined Temple Group, Inc., to be the most highly qualified
offeror. Thereafter, the CO, in coordination with program personnel, negotiated a fair and
reasonable price for the required services.

3

(E) A description of any bid protest related to the award of the contract, including whether the
protest was resolved through litigation, withdrawal of the protest by the protestor, or
voluntary corrective action by the District. Include the identity of the protestor, the grounds
alleged in the protest, and any deficiencies identified by the District as a result of the protest:

None

(F) A description of any other contracts the proposed contractor is currently seeking or holds
with the District:

DCKA-2022-C-0072 - construction management and inspection services for alley restoration
projects

DCKA-2022-T-0056 - construction management and inspection services under the District’s
Architect and Engineering Schedule

(G) The background and qualifications of the proposed contractor, including its organization,
financial stability, personnel, and performance on past or current government or private
sector contracts with requirements similar to those of the proposed contract:

Temple Group, Inc. is a global engineering firm with extensive experience in providing
construction management services for alley restoration projects with a wide range of complexities
throughout the world. Temple Group, Inc. has successfully performed the same or similar services
for the District.

(H) A summary of the subcontracting plan required under section 2346 of the Small, Local, and
Disadvantaged Business Enterprise Development and Assistance Act of 2005, as amended,
D.C. Official Code § 2-218.01 et seq. (“Act”), including a certification that the subcontracting
plan meets the minimum requirements of the Act and the dollar volume of the portion of the
contract to be subcontracted, expressed both in total dollars and as a percentage of the total
contract amount:

The proposed contractor is a certified business enterprise (CBE) and will subcontract to other CBEs
at the task order level, as applicable, to fulfill the 35% CBE subcontracting requirement.

(I) Performance standards and the expected outcome of the proposed contract:

Under the oversight of the District Department of Transportation contract administrator, the
proposed contractor will perform the required services in accordance with the terms of the contract.

(J) The amount and date of any expenditure of funds by the District pursuant to the contract
prior to its submission to the Council for approval:

None

4

(K) A certification that the proposed contract is within the appropriated budget authority for the
agency for the fiscal year and is consistent with the financial plan and budget adopted in
accordance with D.C. Official Code §§ 47-392.01 and 47-392.02:

The Agency Fiscal Officer certified that the contract funding (local) is consistent with the
applicable financial plan and budget.

(L) A certification that the contract is legally sufficient, including whether the proposed
contractor has any pending legal claims against the District:

The Office of the Attorney General has reviewed and approved the proposed contract for legal
sufficiency. The proposed contractor has no pending legal claims against the District.

(M) A certification that the Citywide Clean Hands database indicates that the proposed contractor
is current with its District taxes. If the Citywide Clean Hands Database indicates that the
proposed contractor is not current with its District taxes, either: (1) a certification that the
contractor has worked out and is current with a payment schedule approved by the District;
or (2) a certification that the contractor will be current with its District taxes after the District
recovers any outstanding debt as provided under D.C. Official Code § 2-353.01(b):

The contractor is current with its District taxes per the Clean Hands certification.

(N) A certification from the proposed contractor that it is current with its federal taxes, or has
worked out and is current with a payment schedule approved by the federal government:

The contractor is current with its federal taxes per the System for Award Management.

(O) A certification that the proposed contractor has been determined not to violate section 334a of
the Board of Ethics and Government Accountability Establishment and Comprehensive
Ethics Reform Amendment Act of 2011, D.C. Official Code § 1-1163.34a; and (2) A
certification from the proposed contractor that it currently is not and will not be in violation
of section 334a of the Board of Ethics and Government Accountability Establishment and
Comprehensive Ethics Reform Amendment Act of 2011, D.C. Official Code § 1-1163.34a:

The contractor is not and will not be in violation of section 334a of the Board of Ethics and
Government Accountability Establishment and Comprehensive Ethics Reform Amendment Act of
2011, codified as D.C. Official Code § 1-1163.34a, per the bidder/offeror certification form and the
certification statement.

(P) The status of the proposed contractor as a certified local, small, or disadvantaged business
enterprise as defined in the Small, Local, and Disadvantaged Business Enterprise
Development and Assistance Act of 2005, as amended; D.C. Official Code § 2-218.01 et seq.:

Temple Group, Inc. is a certified business enterprise.

5

(Q) Other aspects of the proposed contract that the Chief Procurement Officer considers
significant:

None

(R) A statement indicating whether the proposed contractor is currently debarred from providing
services or goods to the District or federal government, the dates of the debarment, and the
reasons for debarment:

The proposed contractor is not debarred or an excluded party on the District or federal listings.

(S) Any determination and findings issues relating to the contract’s formation, including any
determination and findings made under D.C. Official Code § 2-352.05 (privatization
contracts):

Determination and Findings for Price Reasonableness
Determination and Findings for Contractor Responsibility

(T) Where the contract, and any amendments or modifications, if executed, will be made
available online:

OCP.DC.GOV

(U) Where the original solicitation, and any amendments or modifications, will be made available
online:

OCP.DC.GOV
1101 4th Street, SW
Washington, DC 20024
Date of Notice: July 21, 2025 L0014459432Notice Number:
FEIN: **-***3146
Case ID: 18655941

Government of the District of Columbia
Office of the Chief Financial Officer
Office of Tax and Revenue
TEMPLE GROUP INC
1730 RHODE ISLAND AVE NW STE 1007
WASHINGTON DC 20036-3142

Branch Chief, Collection and Enforcement Administration
Authorized By Melinda Jenkins
To validate this certificate, please visit MyTax.DC.gov. On the MyTax DC homepage, click the
“Validate a Certificate of Clean Hands” hyperlink under the Clean Hands section.
CERTIFICATE OF CLEAN HANDS
As reported in the Clean Hands system, the above referenced individual/entity has no outstanding
liability with the District of Columbia Office of Tax and Revenue or the Department of Employment
Services. As of the date above, the individual/entity has complied with DC Code § 47-2862, therefore
this Certificate of Clean Hands is issued.
TITLE 47. TAXATION, LICENSING, PERMITS, ASSESSMENTS, AND FEES
CHAPTER 28 GENERAL LICENSE
SUBCHAPTER II. CLEAN HANDS BEFORE RECEIVING A LICENSE OR PERMIT
D.C. CODE § 47-2862 (2006)
§ 47-2862 PROHIBITION AGAINST ISSUANCE OF LICENSE OR PERMIT
1101 4th Street SW, Suite W270, Washington, DC 20024/Phone: (202) 724-5045/MyTax.DC.gov

COPY
250 M Street, S.E., Washington, DC 20003 Telephone: (202) 671-2300
GOVERNMENT OF THE DISTRICT OF COLUMBIA
OFFICE OF THE CHIEF FINANCIAL OFFICER
Government Services Cluster
FINANCIAL PLAN AND BUDGET CERTIFICATION
Contract No.:
Contract Name:
Contractor:
Contract Ceiling Amount:
Current Available Amount:
Organization Code:
Requisition Number:
DC/DIFS Project Number:
DCKA-2024-C-0070
CM Services for Alley Citywide
The Temple Group, Inc.
$5,000,000.00
$850,000.00
KA0
RK307623
CEL21C (100522)
==============================================================================
I, Calvin Skinner, Agency Fiscal Officer, OCFO , hereby certify that the amount of $850,000.00 is
available for the above referenced contract and that the service is within the appropriate budget
authority for the agency for FY 2025 and is consistent with the applicable approved financial plan
and budget. Future orders above the available funding are contingent upon the identification of
additional funding.
____________________________________ _________________
Calvin Skinner Date
Agency Fiscal Officer, OCFO
07/16/25
1

A. Contract
1. Caption: Page of Pages
Construction Management Services for Alley Restoration
Citywide Projects
1 of 60 (Excludes
attachments)
2. Contract Number 3. Solicitation Number 4. Type of Solicitation 5. Date Issued 6. Type of Market
DCKA-2024-C-0070
Sealed Bid (IFB)

X Open
Sealed Proposals (RFP) Set Aside
Sole Source Open with Sub-
Contracting Set Aside X Request for Qualifications
Emergency
7. Issued By:
District Department of Transportation
Office of Contracting and Procurement
55 M Street, SE – Suite 700S
Washington, DC 20003
8. Address Offer to:
Department of Transportation
Office of Contracting and Procurement
55 M Street, SE Suite 700S
Washington, DC 20003
NOTE: In sealed bid solicitations "offer" and offeror" means "bid" and "bidder"
SOLICITATION
CAUTION: Late Submissions, Modifications and Withdrawals: See 27 DCMR chapters 15 & 16 as applicable. All offers are subject to all terms & conditions contained in
this solicitation.
10. For Information
Contact
A. Name B. Telephone C. E-mail Address
Mohammad Mohib Siddiqi
Contracting Officer
(Area Code) (Number) (Ext)
Mohammad.siddiqi@dc.gov
11. Table of Contents
(X) Section Description Page No. (X) Section Description Page No.
PART I - THE SCHEDULE PART II - CONTRACT CLAUSES
X A Solicitation/Contract Form 1 X I Contract Clauses 42
X B
Contract Type, Supplies or Services and
Price/Cost 2 PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACHMENTS
X C Specifications/Work Statement 4 X J List of Attachments 60
x D Packaging and Marking 16 PART IV - REPRESENTATIONS AND INSTRUCTIONS
X E Inspection and Acceptance 17
X K
Representations, Certifications, and Other
Statements of Offerors X F Period of Performance and Deliverables 18
X G Contract Administration 20 X L
Instructions, Conditions, and Notices to
Offerors
X H Special Contract Requirements 38 X M Evaluation Factors
OFFER
12. In compliance with the above, the undersigned agrees, if this offer is accepted within 365 calendar days from the date for receipt of offers specified above, to
furnish any or all items upon which prices are offered at the price set opposite each item, delivered at the designated point(s), within the time specified herein.
13Not Applicable
14. Acknowledgement of Amendments
(The offeror acknowledges receipt of
amendments to the SOLICITATION):
Amendment Number Date Amendment Number Date
Amendment 1 June 17, 2024
Amendment 2 June 24, 2024
Amendment 3 June 27, 2024
15A. Name and Address of Offeror
The Temple Group, Inc.
1730 Rhode Island Avenue, Suite 1007
Washington, DC 20036
16. Name and Title of Person Authorized to Sign Offer/Contract
15B. Telephone 15 C. Check if remittance address
is different from above - Refer to
Section G
17. Signature 18. Offer Date
(Area Code) (Number) (Ext)

AWARD (TO BE COMPLETED BY GOVERNMENT)
19. Accepted as to Items Numbered 20. Amount 21. Accounting and Appropriation

22. Name of Contracting Officer (Type or Print)
Mohammad Siddiqi
23. Signature of Contracting Officer (District of Columbia) 24. Award Date
Government of the District of Columbia Office of Contracting & Procurement
202
822-6600
Michael Osaghae, President
08/21/2025
2
A. INTRODUCTION
The Contract, entitled DCKA-2024-C-0070, is entered into between the District of
Columbia, Office of C
ontracting and Procuremen t, for and on behalf of the District of
Columbia Department of Transportati on (“DDOT”), and The Te mple Group, Inc.
(“Contractor” or “Consultant”) to provide Construction Ma nagement Services for the
purposes of managing all act ivities required for the co mpletion of the FY25 Alley
Restoration Citywide project (the "Project").
B. CONTRACT TYPE, SUPPLIES OR SERVICES AND PRICE/COST
B.1 This is an in definite-delivery-indefinite-quantity (“IDIQ”) contract in accordance with 27
DCMR § 2416
B.2 INDEFINITE DELIVERY - INDEFI NITE QUANTITY (IDIQ) CONTRACT
This is an IDIQ contract for the supplies or services specified and effective for the period
stated.
a) Delivery or performance shall be made only as authorized by orders issued in
accordance with the awarded contract’s Ordering Clause, G.17. The
Consultant shall furnish to the District, when and if ordered, the supplies or
services specified in the contract up to and including the maximum not-to-
exceed (NTE) amount of $5,000,000 per contract period, if exercised. Any
ordered delivery or performance during the base period will be subject to the
Contractor’s fully loaded hourly rates per Attachment J.7. The District will
order at least the minimum amount of $100,000.00 in each contract period, if
exercised.
b) There is no limit on the number of orders that may be issued. The District may
issue orders requiring delivery to multiple destinations or performance at
multiple locations.
c) The contract shall govern the Consultant's and District's rights and obligations
with respect to that order to the same extent as if the order were completed
during the contract's effective period.
B.3 PRICE SCHEDULE
B.3.1 Base Year
Contract Line Item
Number (CLIN)
Item Description Unit Maximum Total
Price
0001 Construction management and
inspection services in accordance with
the Scope of Work
Lot NTE $4,500,000.00
3

0002 Other Direct Costs Lot NTE $500,000.00
Total Base Year Ceiling Amount: $5,000,000.00

B.3.2 Option Year 1

Contract Line Item
Number (CLIN)
Item Description Unit Maximum Total
Price
1001 Construction management and
inspection services in accordance with
the Scope of Work
Lot NTE $4,500,000.00
1002 Other Direct Costs Lot NTE $500,000.00
Total Option Year 1 Ceiling Amount: $5,000,000.00

B.3.3 Option Year 2

Contract Line Item
Number (CLIN)
Item Description Unit Maximum Total
Price
2001 Construction management and
inspection services in accordance with
the Scope of Work
Lot NTE $4,500,000.00
2002 Other Direct Costs Lot NTE $500,000.00
Total Option Year 2 Ceiling Amount: $5,000,000.00

B.3.4 Option Year 3

Contract Line Item
Number (CLIN)
Item Description Unit Maximum Total
Price
3001 Construction management and
inspection services in accordance with
the Scope of Work
Lot NTE $4,500,000.00
3002 Other Direct Costs Lot NTE $500,000.00
Total Option Year 3 Ceiling Amount: $5,000,000.00

B.3.5 Option Year 4

Contract Line Item
Number (CLIN)
Item Description Unit Maximum Total
Price
4001 Construction management and
inspection services in accordance with
the Scope of Work
Lot NTE $4,500,000.00
4002 Other Direct Costs Lot NTE $500,000.00
Total Option Year 4 Ceiling Amount: $5,000,000.00

4

C SPECIFICATIONS/WORK STATEMENT
C.1 PROJECT BACKGROUND
The District of Columbia Department of Tr ansportation (“DDOT”) is responsible for the
operation and maintenance of the Construction Management Services for all activities
required for the alley restoration work for the District of Columbia. There are
approximately 364 miles of alleys in the District. DDOT’s goal is to rehabilitate all alleys
that are in poor condition by 2024 and prioritizes alley repair based on the condition of the
alley assessed and community requests. DDOT prioritizes repairs based on inspections
conducted when responding to alley repair re quests submitted via the Mayor’s 311 Call
Center. Thus, the District seeks the services of a qualified professional firm to assist in the
management of the FY25 Alley Restoration Citywide contract. This contract has one base
year and 4 option years.
The desired outcome of this RFQ is to retain the services of an experienced and qualified
consulting firm, that provides the best value, to perfor m Construction Management
services, by providing a qualified consultant to act under the general direction of the
Contract Administrator (“CA”) to assist in the management of the Project during the
construction phase under the direction of the CA and of DDOT’s Office of Contracting
and Procurement (OCP) Division. The final outcome of this request will be hiring the most
qualified firm to manage a construction project for th e District Department of
Transportation.
The selected consulting firm, hereinafter referred to as “the Consultant,” will be selected
using the DDOT’s qualifications-based proce ss. The Project documen ts are located at
https://dtap.ddot.dc.gov/.

C.2 GENERAL REQUIREMENTS
The Consultant shall provide Construction Management s upport services and related
services to carry out inspection and supervision of construction activities at the project and
evaluate field and design construction pr oblems for DDOT in the construction of the
Project.
General services will be assigned on an as-needed basis by Task order, which shall define
the scope of work and expected outcomes. The Consultant will be required to visit assigned
locations accompanied by the DDOT’s CA, or his/her designee, to verify the scope of work
prior to the issuance of a Task order.

C.3 Responsibilities of the Consultant
C.3.1 The Consultant shall be provide Construc tion Management and in spection services in
5

accordance with the DDOT Standard Specifi cations for Highways and Structures (2013
and 2020 Revisions), Standard Drawings (2015 and 2020 Revisions) and Construction
Management Manual (2021) collectively the “Standards”, all of which are hereby
incorporated herein by reference.
C.3.2 Consultant shall identify a representative authorized to act on behalf of the Consultant.
C.3.3 Consultant shall not engage in any activity, or accept any employment, interest or
compensation that would appear to compromi se the Consultant’s independence/judgment
with respect to this Proj ect; except with DDOT’s prior knowledge and prior written
consent.
C.3.4 Consultant shall represent the District of Co lumbia (the “District”) in a fiduciary capacity.
C.3.5 In the conduct of all activities required for or otherwise related to the performance of this
contract the Consultant shall conform to and uphold all established ethical principles and
professional standards of practice governing the Construction Management-Agent segment
of the construction industry, in cluding, without limitation, the Construction Management
Association of America Code of Professional Ethics.
C.3.6 Consultant shall provide all necessary expertise and services and shall possess and maintain
appropriate licenses that meet District requirements.
C.3.7 Consultant shall contract for or employ at Consultant's expense subConsultants to the
extent deemed necessary for the work with the prior written consent of DDOT.
C.3.8 Consultant shall consult with employees, agencies, and/or re presentatives of the District
regarding work.
C.3.9 Consultant shall coordinate work with util ities and other government agencies as needed.
C.3.10 Consultant shall abide by all regulations imposed by funding source s, such as auditing
requirements and payroll affidavits.
C.3.11 Consultant shall perform its services in accordance with all applicable District and federal,
laws, codes, regulations, standards, guidelines, and orders.
C.3.12 Consultant shall perform services consistent with industry practices.
C.3.13 All work, services, and submittals shall comply with, and be performed in consistence with,
the current standard practice and code requi rements for design and construction of the
District of Columbia Department of Tran sportation, including but not limited to (see
Exhibit A):
a) DDOT Design and Engineering Manual, 2023
b) DDOT Standard Specifications for Highways and Structures (The “Gold Book”), 2013
6

and 2020 Revision
c) DDOE Stormwater Management Guidebook, 2013
d) DDOE Standards and Specifications for Soil Erosion and Sediment control, 2003
e) DDOT Green Infrastructure Standards, 2014
f) Manual on Uniform Traffic Control Devices (MUTCD), 2023 Edition
g) DDOT Standard Drawings, 2015 and 2020 Revisions

C.4 Scope of Work

C.4.1 The Consultant shall provide staff, support services and related services to carry out
inspection, coordination, and supervision of co nstruction activities at the project as they
are being performed, resolve field construc tion problems and provide expert input for
changes to the the contract administrator (CA). Evaluate field and design construction
problems for DDOT in the construction of the Project.

C.4.2 The Consultant shall also:
a. Prepare, maintain and secure on current basis all contract records including
correspondence, change orders, claims, C onsultant documents, partials payments,
minutes of meetings, daily inspection re ports, construction estimates, as-built
drawings, specifications, submittals, safe ty reports, accident reports, RFIs, non-
compliance and rejection notices, etc.
b. Accurately measure and record all quantity of items, which are to be paid under the
contract documents.
c. Verify the accuracy of the construction contractor’s field measurements.
C.4.2.1 Modifications
a. The Consultant shall make written recommendations, including detailed
justification and cost estimates, to the CA for such cha nges in the Contract, as the
Consultant may consider necessary.
b. The Consultant shall analyze requests fo r changes submitted by the construction
contractor for merit and make recommendations to the CA.
c. The Consultant shall receive directives to prepare change orders from DDOT's
Project Management Division. Upon appr oval of the CA, the Consultant shall
prepare all change order doc uments including justification, specifications, time
extensions, engineer's estimate, corr espondence, and backup documentation in
accordance with DDOT procedures.
7

d. The Consultant shall provide comprehens ive inspection and records of change
order work to be paid for by change order, the price of which is to be based on the
cost of the Consultant labor, equipment and materials used in the work.
e. In instances requested by the CA, the Consultant shall negotiate final change order
price with CA and make recommendations , complete with s ubstantiation, to the
CA.
f. The Consultant shall evaluate change orders and provide a recommendation.
g. The Consultant shall analyze requests for changes to the work and make
recommendations to the CA. The Consu ltant shall prepare all change order
documents including justification, specifica tions, time extensions, CA’s estimate,
correspondence, and backup documentation in accordance with DDOT procedures.
h. The Consultant shall provide inspection and record change order work to be paid
for by change order price.
C.4.2.2 Claims
a. If requested, the Consultant shall maintain documentation of all contractual liability
claims. In the event any clai m is made, or any action br ought against the District,
arising under or in any way relating to the construction contract, the Consultant
shall assist in the prepar ation of all correspondence fo r the signature of the CA,
including preparation of written repor ts with supporti ng documentation,
Contracting Officer’s decisions, and findings of fact necessary to resolve disputes.
b. The Consultant shall participate in he arings including the Department of
Administrative Services hearings, Contr act Appeals Board hearings and court
hearings as required.
c. The Consultant shall receive, investigate, and answer all comp laints and inquiries
from property owners, citizens and official s, following approva l of responses by
the CA, Engineer and DDOT’s Chief Public Information Officer (PIO).
d. The Consultant shall refer complaints to the construction Consultant and maintain
a log showing the disposition of each co mplaint. The Consultant shall refer
unresolved complaints, with recomm endations to the CA, Consultant,
subConsultants, and equipment and materi al suppliers on the Project, or their
sureties.
e. As directed by the CA, the Consultant shall maintain a current, marked set of as-
built drawings and specifications. The Consultant shall verify deviations, changes,
change orders, as-constructed depths, and other modifications as annotated by the
8

construction Consultant. Upon completion of construction, the Consultant shall
provide the CA with a certified set of marked as-built drawings and specifications.
C.4.2.3 Reporting/Deliverables
a. The Consultant The Consultant shall keep accurate and detailed written records of
the Project during all stages of constr uction; submit monthly written progress
reports to the Project CA, including, but not limited to, information concerning the
work of the Consultant, the percentage of completion, and the number and amount
of change orders.
b. The Consultant shall be responsible fo r professional quality, technical accuracy,
and the coordination of all studies, reports, recommen dations, and other
deliverables. The Consultant shall without additional compensation correct or
revise any non- conforming deliverables if the non-conforming deliverables is a
result of errors by the Consultant.
c. The Consultant shall sub mit a progress report to the assigned DDOT Project CA
bimonthly. The progress report shall state the current project status, any outstanding
issues, and any other additional data as requested by the DDOT CA. The proposed
form of this report shall be submitted to the DDOT CA for review and approval
prior to the first invoice for monthly payment.
d. The Consultant shall take comprehensive notes and record meeting minutes. The
Consultant shall submit meeting minutes to the DDOT Project CA within 3 days of
said meeting.
e. Within the first 5 days of each month, C onsultant shall submit a construction cost
report for the previous month for review and invoice reconciliation, make a list of
discrepancies and bring these discrepanc ies to the attention of the DDOT CA. A
report of all major activities of previous month shall be attached to the Invoice.
f. Within 3 days of receiving an invoice from the consultant, the CA shall review the
invoice and determine it is acceptable for approval or should be rejected.
g. The Consultant will maintain a detailed da ily diary of events occurring on the job
site or connected with the Project. The diary shall be always open to the CA and
shall be turned over to him at the comple tion of task. The information recorded in
the diary shall include descriptions of work progress, specific problems
encountered, corrective actions taken, w eather conditions and other pertinent
project information.
h. The Consultant shall prepare and maintain daily inspector reports of all job-site
activities, accurate daily equipment, and visitor. The log shal l contain time of
arrival and departure on the job site, records complying with DDOT requirements.
9

Upload all project reports and records into DDOT Share Point and update ProTrack
Plus.
i. Accurately measure and reco rd item quantities, which ar e scheduled to be paid
under the Contract documents.
j. Verify the accuracy of the Consultants field measurements.
k. Prepare, record, and store all contract records including correspondence, change
orders, claims, Consultant documents, pa rtials payments, meeting minutes, daily
inspection reports, construction estimate s, as-built drawings, specifications,
submittals, safety reports, accident reports, RFI’s, schedules, non-compliance and
rejection notices, etc.
C.4.2.4 Final Inspection
a. The Consultant shall convene and conduc t the final inspecti on and prepare the
punch list for any outstanding items, resu lting from the fina l inspection. The
Consultant shall ensure the CA and the construction contractor are provided a copy
of the punch list.
b. Prior to determining comple tion, the Consultant shall ve rify that the construction
contractor completes all it ems on the punch list in accordance with the Contract.
Upon closeout of the punch list, the Consultant shall provide the CA with a letter,
signed by the construction contractor’s de signated representative, certifying that
the Project was constructed in substantial conformance with the Contract.
C.4.2.5 Final Reports
a. The Consultant shall prepare all DDOT re quired final reports, to include but not
limited to final payment vouche rs, material certifications and analyses of overrun
and underrun of quantities.
b. The Consultant shall analy ze and report on the constructio n contractor’s time of
completion and prepare justifiable time ex tensions or recommend assessments of
liquidated damages, incentive, or disi ncentive charges, as appropriate. The
Consultant shall provide to the CA all pr oject records in accordance with District
standards and requirements and return to the District any original calculations,
survey notes, engineering or other data provided by the Dist rict upon contract
closeout. The Consultant shall provide certification thereon of all original as-built
plans, calculations, maps, engineering da ta, final estimates, and any other data
produced. Documents prepared by the C onsultant and its subConsultants in
pursuance of the terms of th is Task order shall be de livered to and become the
property of the District.
10

C.4.2.5 Maintenance of Records
a. The Consultant shall maintain and secure all contract records to include, but not
limited to: contract documents, general correspondence, Consultant’s insurance
policies, change orders, time extensions, claims, test re quests and related results,
material certifications, s hop drawings, catalog cuts, tr ansmittal letters, Federal
Highway Administration (FHWA) inspect ion reports, meeti ng minutes, progress
schedule files, reading files, utilit ies (DC Water, Washington Gas, Verizon,
Comcast, PEPCO, and etc.) files, quality assurance records, concrete mixing
records, delivery tickets, value e ngineering recomme ndations, traffic
maintenances, Notices to Proceed, gene ral memoranda and co rrespondence from
the CO, Design Consultant, subConsu ltants and supplier correspondence,
obstruction notices, construction progress reports, findings of fact, weekly training
reports, quantity computat ions, partial payment reco rds, samples, diaries,
inspector’s reports, daily personnel and equipment records, accident reports,
progress photographs, and any other rela ted documents deemed necessary by the
Project CA. Prior to final payment, the Consultant shall deliver all records,
drawings, and samples to the CA.
b. The Consultant shall ensure all documentation, referenced above, is available for
review, inspection or audit by the CA or other authori zed representatives of the
District and Federal governments at the Consultant’s office at all times during the
contract term and for a period of 3 year s from the date of final payment. The
Consultant shall furnish copies of requested materials upon request.
C.4.2.6 Public Relations
a. The Consultant shall inform the public and all stakeholders of the project prior to it
beginning.
b. The Consultant shall provide Public Relati ons (PR) staff on a part-time basis to
identify the stakeholders for the project. The Consultant’s PR staff shall create an
inventory of elected officials, co mmunity leaders, neighborhood and school
organizations, businesses, religious organizations, ethnic organizations,
homeowners’ associations, environmental or cultural organizations, special interest
groups and civil rights groups to identify and classify project stakeholders.
c. The Consultant shall create memorandums to local governments, press releases,
display ads, agendas, marketing material s and flyers. The Cons ultant shall also
handle distribution of transportation plans, agendas, and brochures to stakeholders.
d. The Consultant’s PR staff shall participate in community meetings and facilitation
of steering committees, public hearings, charity functions and workshops,
pertaining to the Project. The Consultant’s staff shall also participate in community
11

events and community meetings that adhere to the protocols established by DDOT.
When needed, the Consultant’s PR staff shall present surveys and comment forms
to solicit input from community stakeholders and gauge public sentiment.
e. Consultants must provide information regarding al l potential organizational
conflicts of interest in their Statements of Qualifications, including all relevant facts
concerning any past, present, or currently planned interests th at may present an
organizational conflict of interest, as required by 23 CFR 636.116. The Contracting
Officer will determine whether an organizational conflict of interest exists and what
actions are necessary to avoid, neutralize, or mitigate such c onflict. See also 27
DCMR § 2222.
C.4.2.7 Safety
a. The CA shall receive, review, make reco mmendations on the Consultants safety
program submittal and maintenance of traf fic plans. If the Consultant observes
practices or conditions at the construction site which appear to be inconsistent with
safety requirements, the consultant sh all immediately stop the Consultant from
working and create report to be delivered to the CA.
C.4.2.8 Utility Coordination
a. The D.C. code requires the various public utility companies to install all their lines
and connections before a roadway is permanently paved. This generally puts the
utility work on critical path for other work to follow. The utility construction
engineers/inspectors must, therefore, be fully aware of the full scope of work to be
performed by utility companies, their work sequence and schedule, and how the
DDOT Consultants’ schedule interfaces with the utility work scheduler(s). The
Consultant will assist the CA coordinate with the utility companies to minimize the
impact of DDOT work during construction.
C.4.2.9 Equipment and Materials
a. Provide equipment and materials necessary for the implementation of this Contract,
as discussed with DDOT officials. These includes surveying equipment, testing
equipment, communication equipment, m easuring equipment, personal protective
equipment, transportation, phones, cameras, handheld field pads, computers, and
office supplies; or as directed by the CA.
C.5 Key Personnel
C.5.1 In response to the anticipated scope for th e Consultant Services for Alley Restoration
DDOT has identified the following key personnel positions. Each person will be required
to be co-located with DDOT personnel at DDOT’s headquarters located in Southeast
Washington, DC, or as othe rwise specified by DDOT. The C onsultant shall provide the
12

following:
a) The Consultant shall establish, subject to the approval of the CA, on-site organization, and
lines of authority to carry out the overall plans of DDOT in all aspects of the Project.
b) The Consultant shall prepare and submit, fo r approval of the CA, an organization chart,
showing the Consultant's proposed staff. Include a resume for everyone on the staff. Such
organization chart, the size of such staff, th e job classifications and salaries of staff
personnel, and any subsequent changes shall be subject to the prior written approval of the
CA.
c) Parking will not be paid for by DDOT, on this contract.
C.5.2 The Consultant shall prov ide the following key personnel:
C.5.2.1 Resident Engineer/Project Engineer (Full Time): The Resident Engineer (also
sometimes called the Project Engineer) shall be responsible for the entire project including
supervision of the Consultant’s staff, attending progress meetings, keeping the DDOT CA
updated, and coordinating between field inspecto rs and Consultant’s superintendent to
maintain coverage of the work being performed. The Resident Engineer will confer with
the Civil inspector on non-conforming work and will determine with the CA when Non-
Conformance Notices are to be issued. He/she will coordinate and supervise the repair
work, and update DDOT’s electronic databases such as Protrack+ and Cityworks, as the
work progresses. The Resident Engineer sha ll also perform reviews of the work of the
Consultant staff, advise the staff of th e results of the reviews and monitor the
implementation of any correctiv e action, and be responsible for all tasks traditionally
performed in this role using construction management-agent best practices.
The Resident Engineer will review the In spector Daily Reports (“IDR”) for accuracy,
countersign the IDRs, and prepare a daily diary of project progress and events. The
Resident Engineer shall be responsible for regular and timely reporting to the CA on the
progress of the work and shall promptly report any major deviations from the schedule, the
contract price, or the quantity of the work to the CA. When it is needed during construction,
the Resident Engineer shall prepare or obtai n an independent cost estimate, have a full
knowledge of the DDOT Change Order process, and be able to prepare a change order
package ready for approval by the Contracting Officer (“CO ”). The Resident Engineer
must have the knowledge and ability to utilize computers, including the latest versions of
office productivity and project management software in daily activities.

The Resident Engineer will also be require d to perform the duties of a public outreach
specialist. He/she shall respond professionally, timely, and courteously, to concerns about
the construction request that originate from th e public and are report ed to the District
Government including, e.g., DDOT Public Information Office, the Advisory
Neighborhood Commissions (ANC), the city adminis tration, the City Council, and the
Mayor. He/she shall minimize the impacts of construction on the affected residents,
travelers, businesses and institutions. He/she shall refer all media inquiries to the DDOT
Public Information Office (PIO) and immediately report any visits by the media to the CA.

13

The Resident Engineer shall at the time of submission of qualifications, at a minimum:
 Hold a Bachelor of Science degree in Civil Engineering, or similar Engineering
degree;
 Hold a Professional Engineer license or PMP or CCM certification;
 Have a minimum 3 years of experience managing a construction contract.

C.5.2.2 Office Engineer (Full Time): The Office Engineer shall support the Resident Engineer
with the technical and administrative areas of the project, be responsible for setting up and
maintaining the project files, be responsible fo r verifying quantitie s and checking all
invoicing, applications for payment, and payments for the work period for which payment
is requested and be responsible for all tasks traditionally performed in this role using
construction management best practices. The Office Engineer shall maintain a documented
comprehensive record of all quantities and payments made. The Of fice Engineer shall
maintain a log of all submittals and re-submittals. This will include quantities and payments
for any changes in the work. The document record shall include all supporting documents
required for payment such as, material certifications, affidavits for payments to
subConsultants and suppliers, insurance certificates and invoices for stored materials.

The Office Engineer shall daily upload all documentation into the DDOT SharePoint site
for the project, which will be accessible and monitored by the Program personnel for
Consultant staff performance. Any such uploading by Consultant or monitoring by
Program personnel does not relieve Consultant of any documentary, administrative or
operational responsibilities under the Contract, or of any ob ligation of Consultant under
the Contract, nor shall it give rise to any waiver of any obligation of Consultant under the
Contract. It is understood and agreed by Consultant that the District is always relying upon
Consultant’s ability and expertise in the performance of Consultant services.

The Office Engineer shall be responsible for collecting and recording quantities, receiving,
and checking payment applica tions and all supporting docu ments, and expediting timely
processing of payment applica tions. The Office Engineer shall maintain records of all
quantities, changes, and payments made and shall continuously reconcile quantities and
payments with the Project construction cont ract documents. The Of fice Engineer shall
utilize the AASHTO’s FieldBook or all other DDOT approved software for entries of IDRs
with quantities to process partial payments.

The Office Engineer shall receive and process all Requests for Information (RFI) and
changes and shall expedite and document this process. The Office Engineer in
collaboration with the Resident Engineer shall determine who will respond to a request for
information and ensure that the response is expected. Any changes that result from the RFI
shall be processed through change documentation.

The Office Engineer shall maintain all contract files and assist the Resident Engineer with
preparation of general correspondence, meeting minutes, and letters of transmittal, weekly
reports, and other documentation. The Office Engineer must have the knowledge and
ability to utilize computers, including the latest versions of office productivity and project
management software, in daily activities.
14

The Office Engineer, at the time of submission of qualifications, shall hold at a minimum:

 Hold a Bachelor of Science degree in Civil Engineering, or Construction
Management or similar.
 Have a minimum 1 year of experience on a construction contract.

C.5.2.3 Inspectors (Full Time): Inspectors shall work under the direction of the Resident Engineer
and be responsible for perfor ming inspection of Consultant’s work, as assigned by the
Resident Engineer to assure the work is in compliance with the requirements of the contract
for construction and approved Project construction contract documents. Inspectors shall be
familiar with the contract plans, specifications, DDOT procedures, Maintenance of Traffic
(MOT) and safety requirements, and be responsible for all tasks traditionally performed in
this role using industry best practices. Inspec tors shall take and re cord quantities, check
and verify layout, observe the work, and mainta in daily reports. Insp ectors shall monitor
all testing and shall maintain all records of testing, certif ication, and all other quantity
records. Inspectors shall maintain inspection records and records pertinent data regarding
equipment, material, and la bor. Inspectors shall notify th e Resident Engineer of
quantity/testing issues and shall monitor and document resolutions. Inspectors shall verify
and maintain on daily basis, quantity data for use in evaluating and processing applications
for payments.

Inspectors must have the knowledge and ability to utilize computers, including the latest
versions of office productivity and projec t management software, in daily activities.
Inspectors shall daily scan and upload the in spection reports, photos, and material tickets
into the DDOT SharePoint site for the project. Inspectors shall daily submit their IDRs to
the Resident Engineer for approval and countersignature.

Inspectors, at the time of submission of qualifications, shall at a minimum:

 Hold, an Associate Degree in Engi neering Technology or Construction
Management, with a minimum of one y ear of alley/sidewalk/concrete work
experience. A bachelor’s degree in an alternative discipline for an inspector is also
acceptable.
 Hold certifications for Concrete Field, Asphalt Field, and Soils and Aggregate
Compaction, and OSHA-10, from local or na tional certification programs such as
VDOT, ACI, NICET, MARTCP.
 Have a minimum 1-year of construction experience

C.5.2.4 Public Outreach Specialist (Part Time): The Public Outreach Specialist shall help the
Resident Engineer in responding professionally, timely, and courteously, to concerns about
the construction that originate from the public and are reported to the District Government
including, e.g., DDOT Public Information Office, the Advisory Neighborhood
Commissions (ANC), the city administration, the City Council, and the Mayor. The Public
Outreach Specialist shall work together with the Resident Engineer to minimize the
impacts of construction on the affected resident s, travelers, businesses, and institutions.
15

The Public Outreach Specialist working together with the Resident Engineer shall refer all
media inquiries to the DDOT Public Information Office (PIO) and immediately report any
visits by the media to the Program Manager and to the Deputy Chief Engineer. The Public
Outreach Specialist shall have three years of similar experience.

C.5.3 Applicable Documents Incorporated by Reference
The following documents are appl icable to this procurement and are hereby incorporated by
reference:
Title Link
DDOT Standard Specifications for
Highways and Structures, 2013 and
2020 Revisions
https://ddotwiki.atlassian.net/wiki/spaces/
COM/pages/2069271070/Standards+and+
Manuals#StandardsandManuals-
DesignandEngineeringManual
DDOT Standard Drawings, 2015 and 2020
Revisions
https://ddotwiki.atlassian.net/wiki/spaces/CO
M/pages/2069271070/Standards+and+Manual
s#StandardsandManuals-
DesignandEngineeringManual
DDOT Construction Management Manual - 2021
https://ddotwiki.atlassian.net/wiki/spaces
/COM/pages/2069271070/Standards+and
+Manuals?preview=/2069271070/22667
59172/Construction%20Management%2
0Manual%20New%20
DDOT Design and Engineering Manual, 2023
https://ddotwiki.atlassian.net/wiki/spaces/COM/pages
/2069271070/Standards+and+Manuals?preview=/206
9271070/2381381633/DEM-2023-
12_DDOT_DEM%20-
%20Copy.pdf#StandardsandManuals-
DesignandEngineeringManual

Additional documents may be incorporated into any Task order issued under the Contract.

16

D. RESERVED

17

E. INSPECTION AND ACCEPTANCE

E.1 The inspection and acceptance requ irements for this contract shall be governed by clause
number six (6), Inspection of S upplies of the Government of the District of Columbia's
Standard Contract Provisions for use with S upplies and Services Contracts, dated July
2010. (Attachment J.1)

E.2 Performance monitoring by DDOT will take place daily, monthly, and annually as required
in each task. Performance monitoring wi ll be conducted by the DDOT Contract
Administrator (CA). The CA will manage each project in accordance with the terms of the
order and as delegated by the Contracting Officer in the CA Delegation Letter.

18

F. DELIVERABLES AND PERFORMANCE

F.1 Period of Performance
F.1.1 The term of the contract shall be awarded for a base period of one year from the date of
execution by the CO.
F.2 Option to extend the term of the contract:
F.2.1 The District may extend the base term of this Contract for a period of four 1-year options
for a potential total of four years, by written notice to the Consultant before the expiration
of the Contract; provided that the District will give the Consultant a preliminary written
notice of its intent to extend at least thirty (30) days before the contract expires. The
preliminary notice does not commit the District to an extension. The exercise of this option
is subject to the availability of funds at the time of the exercise of this option. The Consultant
may waive the thirty (30) day preliminary notice requirement by providing a written waiver
to the Contracting Officer prior to expiration of the Contract.
F.2.2 If the District exercises an option, the extende d Contract shall be considered to include
this option provision.
F.2.3 The total duration of this contract, including the exercise of any options under this clause,
shall not exceed five years.
F.3 Deliverables
F.3.1 The Consultant shall be responsible for the professional quality, technical accuracy, and the
coordination of all studies, reports, recommendations, and other deliverables it furnishes
under this Contract. The Consultant shall, without additional compensation, correct or revise
any non-conforming delive rables if the non-conformance is a result of errors in the
Consultant’s studies, reports, recommendations, and other deliverables.
F.3.2 All studies, reports, recommendations, and other deliverables are subject to the review and
approval of DDOT. DDOT shall coordinate reviews with any other involved agencies and
serve as the one point of contact for all review and approval. The Consultant shall prepare,
modify, and correct all such non-conforming deliverables in sufficient detail to secure such
approval.
F.3.3 Deliverables will be scoped in each Task order.
The Consultant shall be res ponsible for the professional qua lity, technical accuracy, and
the coordination of all reports, recommendations, and other deliverables it furnishes under
the Contract. The Consultant shall, without additional compensation, correct or revise any
non-conforming deliverables, if the non-conformance is a result of errors in the
Consultant’s reports, recommendations, and/or other deliverables.
19

Deliverables include, but are not limited to, the following:

Deliverable
Method of
Delivery

Due Date

To
Whom
Correspondence documents Electronic Daily DDOT

Invoice submittal
Vendor Portal Monthly
DDOT

Meeting minutes

Electronic

Within 3 working days
after each meeting

DDOT
construction cost report for the
previous month for review and
invoice reconciliation
Electronic Within the first 5 days
of each month
DDOT
Progress report of the current
project status, any outstanding
issues, and any other additional
data as requested by the DDOT
Project Manager
Electronic Bimonthly DDOT
20

G. CONTRACT

G.1 Invoice Payment

G.1.1 The District will make payments to the Consultant, upon the submission of proper
invoices, at the prices stipulated in this contract, for supplies delivered and accepted
or services performed and accepted, less any discounts, allowances or adjustments
provided for in this contract.

G.1.2 The District will pay the Consultant on or before the 30th day after receiving a
proper invoice from the Consultant.

G.2 Invoice Submittal

G.2.1 The Consultant shall create and submit applications for payment in an electronic
format through the DC Vendor Portal, https://vendorportal.dc.gov.

G.2.2 Unless otherwise specified in the Cont ract, the Consultant shall submit proper
invoices on a monthly basis.

G.2.3 To constitute a proper invoice, the Consu ltant shall enter all required information
into the Portal after selecting the applicable purchase order number, which is listed
on the Consultant’s profile.

G.3 Payment

G.3.1 Task orders may be agreed to on the basis of any permissible means of
compensation, such as lump sum (also known as firm fixe d price), cost plus fixed
fee, cost per unit of work, or specific rate s of compensation, as appropriate to the
Task order. All payment terms not set fo rth herein will be established within
individual Task orders.
G.3.2 Profit: Profit will be negotiated at the Task order leve l based on the unique
complexities and performance risks of each project. The negotiated profit rate shall
not exceed ten percent (10%) except in extraordinary circumstances as determined
by the Contracting Officer. When the compensation method is cost plus fixed fee,
the fee shall include profit and shall be a negotiated sum certain expressed in U.S.
dollars that shall not be increased without a written contract modification signed by
the Contracting Officer and only for permi tted reasons specified in this Contract,
the Task order, or applicable law. Overruns in the cost of the work shall not
automatically warrant an increase in the fixed fee portion of a cost-plus fixed fee
Task order. For lump sum Task orders, Di rect Salary Expense (“DSE”), indirect
cost rates, and profit will be reviewed for purposes of the negotiation process in
21

arriving at a fair and reasonable final lump sum, and profit shall be included in the
lump sum, but will not be otherwise define d, set out, or tracked in the Task order.
Typically, lump sum Task orders are not audited except occasionally for internal
purposes to determine the efficacy of DDOT negotiating processes. When the
compensation method is specific rates of compensation or cost per unit of work,
profit shall be included in the negotiated fully loaded rates.

G.3.3 DSE: When compensation is based on labor hours, the consultant’s compensation
shall be based upon a loaded hourly rate which includes the total of DSE, the
approved final indirect cost rate, and, under certain circumstances as defined below,
profit. When the compensation method is specific rates of compensation or cost per
unit of work, profit shall also be included in the negotiated fully loaded rates. When
the compensation method is cost plus fixed fee profit shall be excluded from the
negotiated fully loaded rates. Loaded hourly rates must be included for each of the
key personnel positions identified in Attachment J.7 as well as for all personnel in
other work classifications which may be necessary to perform the Task orders.

G.3.3.1 DSE is defined as the actual salaries, expressed on an hourly wa ge basis, prior to
deductions for employment taxes (suc h as FICA, Medicare, income tax
withholding) and employee-paid benefits, of all personnel, incl uding Consultant's
employees directly engaged on the Proj ect (and performing consultations or
research or preparing documents for the Project). DSE shall exclude mandatory and
customary fringe benefits and employee benefits (such as employer-paid insurance,
sick leave, holidays, vacation, pensions and similar contributions, or additions such
as bonuses or other surplus payments), ove rhead expense (which includes salaries
of bookkeepers, secretaries, clerks, and the like), and profit relating to the Project.
Any multiplier applied to such DSE shall be for the purpose of covering such fringe
benefits, expense, and profit. All pers onnel shall mean any one employed by the
Consultant and its subconsultants includi ng, but not limited t o, Key Personnel as
defined in this contract, e ngineers, architects, office rs, principals, associates,
CADD technicians, designers, job captai ns, draftspersons, and writers, who are
performing consultation, research or design, or who are producing documents
pertaining to the Project, or who are performing program ma nagement services
during planning, design, or c onstruction of the Project or any component thereof
that are directly attributable to, and necessary for, program management related to
such planning, design, or construction.

G.3.3.1.1 The Consultant and its subconsultants may provide for an an nual adjustment of
DSE rates in accordance with their usual and customary annual salary adjustment
process, including the timing of Consulta nt’s annual firm-wide DSE adjustments.
Each DSE shall be entitled to a single ra ise in a 12-month period. Such rates shall
not increase by more than a percentage equal to the increase in the Consumer Price
Index for all Urban Consumers (CPI-U for Washington-Arlington-Alexandria) for
the relevant period up to and including a maximum increase of 3.0%. Prior to
including any such DSE adjustments in an invoice, the Consultant shall submit a
22

revised Attachment J.7 including the annual DSE adjustment, and receive the CO’s
prior written approval.

G.3.3.2 Subject to § G.3.3, a proposal for a Ta sk order compensated based on a cost per
unit of work basis may utilize average or categorical rates solely for the purpose of
proposing the project budget for non-key personnel.

G.3.3.3 In the event a DSE is misrepresented by the Consultant, the Di strict reserves the
right to adjust the compensation paid to the Consultant to reflect the difference
between the reimbursed and actual allowable DSE.

G.3.3.4 The use of overtime may be authorized under this contract if the overtime premium
does not exceed an amount approved by the Contracting Officer for work:

G.3.3.4.1 Necessary to cope with emergencies su ch as those resulting from accidents, natural
disasters, breakdowns of production equipment, or occasional production
bottlenecks of a sporadic nature;

G.3.3.4.2 By indirect-labor employees such as those performing duties in connection with
administration, protection, transportation, maintenance, standby plant protection,
operation of utilities, or accounting;

G.3.3.4.3 To perform tests, industr ial processes, laboratory procedures, loading or unloading
of transportation conveyances, and operations in flight or afloat that are continuous
in nature and cannot reasonably be interrupted or completed otherwise; or

G.3.3.4.4 That will result in lower ove rall costs to the District.

G.3.3.4.5 All requests for estimate d overtime premiums shall include all estimated overtime
for contract completion and shall:

a. Identify the work unit; e.g., department or section in which the requested
overtime will be used, together with pres ent workload, staffing, and other data of
the affected unit sufficient to permit the Contracting Officer to evaluate the
necessity for the overtime;
b. Demonstrate the effect that denial of the request will have on the contract
delivery or performance schedule;
c. Identify the extent to which approval of overtime would affect the performance
or payments in connection with other District contracts, together with identification
of each affected contract; and
d. Provide reasons why the required work cannot be performed by using multishift
operations or by employing additional personnel.
23

G.3.4 Other Direct Costs ("ODC"): Consulta nt is authorized re imbursement of ODCs
subject to the following provisions.

G.3.4.1 Types, rates, and amounts of allowabl e ODCs, if any, shall be negotiated for each
Task order. ODCs, if allowed, shall be subject to a maximum amount.

G.3.4.2 Non-salary direct costs shall include purchase and rental of all materials, supplies,
and equipment necessary for the performa nce of the services on each assignment
and cost of outside professional consulting or contracting services, all at invoiced
cost to the Consultant, plus the cost of communications and reproductions directly
chargeable to the project, plus necessa ry travel and per diem expenses. The
purchase cost of all materials, supplie s and equipment, which are not for the
exclusive use in providing the services included in this Agreement, are not allowed
as non-salary direct costs and shall be included in the Consultant's overhead. These
items include, but are not limited to, copiers, computers, software, refrigerators,
coffee makers, microwave ovens, cellular phones, pagers, helmets, tape measures,
fire extinguishers, and professional books and references.

G.3.5 Equipment rental shall be billed at cost.
G.3.5.1 The cost of motor vehicle rentals and the cost of common carriers shall be the actual
cost incurred. The cost of mo tor vehicle leases and rental s shall be the actual cost
incurred, subject to audit. Leases must be supported by bona fide documentation
from the leasing company and will only be allowed from established companies in
the business of leasing vehicles.
G.3.5.2 For use of personal or company owned ve hicles, the reimbursement rate per mile
stipulated in the cost proposal, shall be the General Services Administration
("GSA") Privately Owned Vehicle mileage reimbursement rate published at the
time the cost is incurred.
G.3.5.2.1 The Consultant shall mainta in a mileage log for each project. The Consultant shall
submit the project mileage log to the District with each invoice and upon request
from the Contracting Officer.

G.3.5.3 For personnel in travel status, reimbursement of actual expenses up to the maximum
amount per day will be allowed for meals and hotel. The allowable amount shall be
GSA's per diem rates published for the performance location at the time the cost is
incurred. Travel must be approved in advance and in writing by the District.
G.3.5.4 Costs of time applied and char ged directly to each assignment of the services of
special outside consultants, Consultants, or drafting services shall be included in
nonsalary direct costs at rates stipulated in the proposal.
G.3.5.5 Invoiced cost to the Consultant of all t echnical computations for each assignment
performed by outside commercial electronic computation services shall be included
in non-salary direct costs.
24

G.3.5 Facilities Capital Cost of Money (FCCM) : FCCM is an allowable expense
subject to the following provisions.
G.3.5.1 If reimbursement of FCCM is proposed, it shall be separately stated in the cost
proposal.

G.4 Indirect Cost Rates (ICR)
To the maximum extent practicable, the District intends to negotiate contract costs
based on the Consultant’s approved final indirect cost rate(s) from the Consultant’s
most recently completed fiscal year. C onsultants providing services under the
Contract shall develop indirect cost rates on an annual basis in accordance with the
27 DCMR § 3313 Indirect Costs. Notwithstanding the foregoing definition of DSE,
Consultant's indirect cost rate shall comply with27 DCMR § 3313 Indirect Costs.
Subconsultants’ indirect cost rates are subject to the same requirements. Consultant
shall provide separate indirect cost ra tes for home office and co-location when
required. A Consultant's indirect cost rate(s) and business systems (e.g., Accounting
System) are subject to audit throughout the life of the Contract and as permitted by
Attachments J.1. An indirect cost rate or business system that is cognizant-
approved, or otherwise acceptable under then current laws and regulations, shall be
used.

G.4.1 For Consultants with a field and home office indirect cost rate, the Consultant shall
state in each Task order proposal which rate applies based on the preponderance of
the work location.
G.4.2 For Consultants with a unitary rate, the District reserves the right to require project
specific rates that reflects the causal-beneficial relationship between the
Consultant's activities in the field and the pool of costs being reimbursed, and in
accordance with 27 DCMR § 3313. Such rates will take precedence over the same
audit rate for the period. Such rates may be documented using an advance
agreement.
G.4.3 A Consultant may voluntarily propose the use of an indirect cost rate that is lower
than its current approved rate, and the C ontracting Officer may accept such a rate
via the execution of an advance agreement.
G.4.4 The Consultant and subconsultant's indirect cost rates will be subject to review and
audit by DDOT for the life of the Contract. A subconsultant is an independent
Consultant providing services to and under direct contract to the Consultant for a
portion of the Consultant's negotiated serv ices for individual orders placed under
the Contract. If such an audit finds that th e accepted indirect co st rate (the rate
applied to DSE in calculating the loaded fixed hourly rates for this contract) is
unjustified, the loaded fixed hourly rates for the Contract will be recalculated using
the indirect cost rate supported by the audit and the amounts payable under this
Contract will be changed accordingly. Hour ly billing rates consist of the sum of
approved DSE, approved indirect cost, and allowable profit or fixed fee for each
employee.
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G.4.4.1 The District shall reimburse the Consulta nt for such indirect costs that are
allowable, allocable, and reasonabl e under generally accepted accounting
principles and as allowed in the 27 DCMR § 3313, and not prohibited by the laws
of the District of Columbia.
G.4.4.2 Such indirect costs designated as Overh ead in the Consultant's Cost Summary
(Attachment J.5), shall be applied to an allocation base such as DSE. The allocation
base shall represent a logical grouping based on a causal-beneficial relationship of
the allocation base to the final cost objectives.
G.4.4.3 Final incurred cost submissions shall be proposed utilizing one of the following
types (in order of preference):
a. An Indirect Cost Rate Schedule approved by a cognizant District entity;
b. An arms-length auditing firm possess ing the necessary credentials to perform
such an audit in accordance with DDOT - approved Certification of Final
Indirect Costs; or
c. A DDOT-approved Self-Certifi cation of Accounting System and
Reimbursement Rates forms including supporting documentation.
G.4.4.3.1 If a Consultant receives an annual a pproval of its Indirect Cost Rates from a
cognizant of District entity, it shall utili ze G.4.4.3(a) as its final incurred cost
submission type.
G.4.4.3.2 A fiscal year's rate determination, us ing one of the above, shall be used in
establishing the current approved indirect cost rate.
G.4.4.3.3 An incurred cost submission provid ed under G.4.4.3 must be performed in
accordance with,the AASHTO Unifor m Audit & Accounting Guide for
Architectural & Engineering Consulting Firms (Attachment J.12).

G.4.4.4 Annual Incurred Cost Package
The annual incurred cost package shall be submitted to the Contracting Officer and
DDOT/OCFO Assurance and Compliance Division (See § G.7) within six months
of the Consultant's annual fiscal year end. Regardle ss of the In curred Cost
Submission type (See § G.4.5.3), the Consu ltant’s annual incurred cost package
shall include a:
G.4.4.4.1 Incurred Cost Submission (G.4.4.3)
G.4.4.4.2 Internal Control Questionnaire for Consulting Engineers (Attachment J.8)
G.4.4.4.3 Certification of Final Indi rect Costs (Attachment J.9)
G.4.4.4.4 Executive Compensation Analys is Matrix (Attachment J.10)
G.4.4.4.4 If requested, additi onal supporting documentation
G.4.4.5 Prior to award of any Task order under th is Contract, the Consultant will be required
to submit certified payroll for all anticipated staff working on the project including
certified payroll for all subconsultants (o r when subconsultants are determined).
Certified payroll will be required to be submitted annually throughout the life of
the Contract.

G.4.5 Provisional Indirect Cost Rates: Consultants that do not have an approved final indirect
cost rate may submit for use provisional rates to the extent permitted by, and in accordance
with the applicable District regulations. If a subsequent audit determines that the
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provisional indirect cost rate (the rate applied to DSE in calculating the loaded hourly rates
for this contract) is unjustified, the loaded hourly rates for the Contract will be recalculated
using the indirect cost rate supported by the audit and the amount s payable under this
Contract will be changed accordingly. Hourly billing rates will utilize the provisional
indirect cost rate until an approved final indirect cost rate is available. This section applies
to all Task order contract types and compensation methods when a provisional indirect cost
rate was used in the negotiation and billing of contract costs.
G.4.5.1 Upon completion of the Task order, the Dist rict will determine the final payment for
indirect costs by audit of the Consultant's accounts to establish the actual allowable
overhead rate experienced during the period of performance of the Task order.
G.4.5.2 If the Consultant's actual allowable overhead rate during this period is less than the
provisional overhead rate establ ished, the Consultant shall reimburse the District for the
difference between the indirect cost computed on the basis of the provisional indirect cost
rate and the actual allowable indirect cost rate computed on the basis of the actual allowable
final indirect cost rate established in accord ance with the provisions of this subsection
(“true-up”).
G.4.5.3 The Consultant shall invoice the District at the provisional overhead rate allowed with the
understanding that this rate may be adjusted upon audit by the District pursuant to the
provisions of this clause. The Consultant agrees and acknowledges that the decision of the
District in the establishment of the actual allowable final indirect cost rate for final payment
of indirect costs shall be final.
G.4.5.4 The validity of these indirect costs may be verified from the indirect cost records of the
Consultant by authorized representatives of the District Government as the work
progresses, and in any event be fore final settlement of th e Consultant's costs under the
terms of this contract, or modifications hereto.
G.4.6 Use of District Safe Harbor Indirect Cost Rates : The safe harbor indirect cost rates
reimburse a significant portion of the basic ov erhead costs while still incentivizing the
Consultant to develop an actual indirect cost rate when able to do so.
G.4.6.1 Safe Harbor Eligibility
New or start-up firms may request the use of the District’s Safe Harbor rates. Eligible firms
include new firms that do not have the contract related cost history to use as a base for
developing an overhead rate, and experienced consulting firms that may not have previous
experience with locally funded c ontracts for which an indirect cost rate would have been
developed.

G.4.6.1.1 New or Start-up firms - Consultants that have less than one full fiscal year of business
history, or
G.4.6.1.2 Established Consultants that lack previous experience w ith locally funded contracts
requiring the development of an overhead rate in compliance with applicable cost
principles and does not have an accounting system that properly segregates direct and
indirect costs.
G.4.6.1.3 Consultants shall have an adequate accounti ng system to be eligible to use the Safe
Harbor rate. The District will verify the stat us of a Consultant’s accounting system in
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the District, state of incor poration, or other states wh ere the Consultant conducts
business. For additional information on accounting systems, please see § G.5.

G.4.6.2 Safe Harbor Terms and Conditions

G.4.6.2.1 Eligible consulting firms that use the Safe Harbor indirect cost rate, and do not have
established salaries or wage rates for employees or classes of employees, use negotiated,
fixed hourly labor rates for the direct labo r portion of the contracted services. The
negotiated direct labor rate should meet the reasonableness provisions as set forth in 2
CFR 200.404, considering the nature of the services to be provided. Where appropriate
for the scope of services under contract, a ‘‘fully loaded’’ hourly rate may be established
utilizing a reasonable hourly dir ect labor rate, a safe harbor indirect cost rate as the
overhead rate component, and an appropriate amount of fixed fee that considers the
complexity and risk involved in performing the required services.

G.4.6.2.2 Use of the safe harbor rate is vol untary for the Consultant and the District.

G.4.6.2.3 Once requested by the consultant and agreed to by the CO, the safe harbor indirect cost
rate must be utilized for the duration of the contract and may not be adjusted. An
advance agreement shall be executed to establish the safe harbor rate for any prime or
subconsultant.

G.4.6.3 Safe Harbor Indirect Cost Rates
G.4.6.3.1 Home Office: 110%
G.4.6.3.2 Field: 85%

G.5 Consultant Accounting Systems And Related Controls
Consultants shall establish and mainta in an acceptable accounting system or
systems that provide for accounting methods, procedures, and controls established
to gather, record, classify, analyze, summarize, interpret, and present accurate and
timely financial data for reporting in compliance with applicable laws, regulations,
and management decisions, and may include subsystems for specific areas such as
indirect and other direct costs, compensation, bil ling, labor, and general
information technology.
G.5.1 Acceptable Accounting System Criteria – An acceptable accounting system
provides reasonable assurances that the cost data is reliable, risk of misallocations
and mischarges are minimized, cost allocati ons and charges are consistent with
billing procedures, and applicable laws and regulations are obeyed. Accordingly,
the District may consider the following criteria in determining the acceptability of
consultant accounting systems:
G.5.1.1 A sound internal control environment, accounting framework, and organizational
structure;

G.5.1.2 Proper segregation of direct costs from indirect costs;
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G.5.1.3 Identification and accumulation of direct costs by contract;

G.5.1.4 A logical and consistent method for the accumulation and allocation of indirect
costs to intermediate and final cost objectives;

G.5.1.5 Accumulation of costs u nder general ledger control;

G.5.1.6 Reconciliation of subsidiary cost ledg ers and cost objectives to general ledger;

G.5.1.7 Approval and documentati on of adjusting entries;

G.5.1.8 Management reviews or inte rnal audits of the system to ensure compliance with the
Consultant’s established policies, procedures, and accounting practices;

G.5.1.9 A timekeeping system that identifies employees’ labor by intermediate or final cost
objectives;

G.5.1.10 A labor distribution system that charges di rect and indirect labor to the appropriate
cost objectives;

G.5.1.11 Interim (at least monthly) determination of costs charged to a contract through
routine posting of books of account;

G.5.1.12 Exclusion from costs charged to Gove rnment contracts of amounts which are not
allowable in terms of 27 DCMR 3300, and other contract provisions;

G.5.1.13 Billings that can be reconciled to the co st accounts for both current and cumulative
amounts claimed and comply with contract terms;

G.5.1.14 Adequate, reliable data for use in pricing follow-on acquisitions; and

G.5.1.15 Accounting practices in accordance with Generally Accepted Accounting
Principles.

G.5.2 Accounting System Determination
The Contracting Officer, in consultation w ith the auditor or functional specialist,
will review the findings and recommenda tions and, if there are no significant
deficiencies, will promptly notify the Cons ultant that the accounting system is
acceptable and approved.

G.5.3 Accounting System Deficiencies
The Contracting Officer will provide an init ial determination to the Consultant, in
writing, of any significant deficiencies. Th e initial determination will describe the
deficiency in sufficient detail to allow the Consultant to understand the deficiency.
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G.5.3.1 A significant deficiency for the accounting system me ans a shortcoming in the
system that materia lly affects the ab ility of the District to rely upon information
produced by the system that is needed for management purposes.

G.5.3.2 The Consultant shall respond, in writing, w ithin 30 days to an initial determination
that there are one or more significant deficiencies in the accounting system.

G.5.3.3 The Contracting Officer will evaluate the Consultant’s response and notify the
Consultant, in writing, of the final deter mination as to whethe r the Consultant’s
accounting system contains si gnificant deficiencies. If the Contracting Officer
determines that the Consultant’s a ccounting system c ontains significant
deficiencies, the final determination may include a notice to withhold payments.

G.5.3.4 If the Contracting Officer issues the fi nal determination with a notice to withhold
payments for significant deficiencies in a Consultant’s accounting system, the
Contracting Officer may withhold or direct the Consultant, in writing, to withhold
not more than five percent of amounts due from its billings under the contract and
any resulting orders until the Contracting Officer has determined that the
Consultant has corrected all significant deficiencies as directed by the Contracting
Officer’s final determination. The Consultant shall, within 45 days of receipt of the
notice, either correct the deficiencies or submit an acceptable corrective action plan
showing milestones and actions to eliminate the deficiencies.

G.5.3.5 Upon resolution of all significant defi ciencies, the Contracting Officer will
promptly notify the Consultant of the approval of the previously disapproved
accounting system and release the withheld payments.

G.6 Applicability of Indirect Cost Rate True-Ups
G.6.1 An order or specific Contract Line Item Nu mber (“CLIN”) in a Task order that is
negotiated on the basis of a provisional indire ct cost rate is subject to the indirect
cost rate true-up proce dures § G.4.52 regardless of the compensation method
negotiated. Conversely, a Task order nego tiated on the basis of a final accepted
indirect cost rate is not subject to § G.4.5.2.
G.6.2 Indirect cost rates established via advance agreement, including Safe Harbor rates
in accordance with § G.4.6, are not subject to the indirect cost rate procedures in §
G.4.5.2
G.7 Review Of Records – Cognizant Entity
G.7.1 The OCP Assurance and Compliance Team pr ovides audit and fi nancial advisory
services to OCP including the evaluation, re view, and audit of A/E contracts. The
OCP Assurance and Compliance Team assi sts Contracting Officers in their
determination that contract costs are a llowable, allocable, and reasonable (See §
G.4) as well as perform accounting system reviews (See § G.5).
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G.7.2 The OCP Assurance and Compliance Team can be contacted via email at ocp.ddot-
ac@dc.gov

G.8 Limitation of Cost
G.8.1 The lump sum method shall be used only fo r contracts and Task orders with an
extent, complexity, character, and duration of the work that are sufficiently well-
defined. When compensation for Consultant’s services for a Task order is a fixed
price with an overall total guaranteed maximum ceiling price, each CLIN may be a
separate individual guarant eed maximum ceiling price. Absent an amendment to
the Contract overall, each separate i ndividual guaranteed ma ximum ceiling price
amount stated for compensation shall not be exceeded. If any of them are exceeded,
then the District shall have no liability or responsibility for paying any amount of
such excess, which will be at Consultant’s own cost and expense. Any savings shall
accrue 100% to the District.
G.8.2 Compensation, except for reimbursable expe nses, shall be based on the actual
individual hourly rate a nd actual hours worked by the employee excluding travel
time. Individual hourly rates shall not exceed those set forth in an attachment to the
Task order or to this Contract, subject to the limitations and qualifications set forth
in Section G, and potentially subject to an annual escalation factor as defined in
Section G.
G.8.3 The overall guaranteed maximum ceili ng price amount in cludes amounts for
subcontracts, each of which may be a separate individual guaranteed maximum
ceiling amount and includes subconsultant expenses.
G.8.4 If any of the above subcontra ct total or reimbursable ex penses total amounts in a
Task order are exceeded, then the District shall have no liability or responsibility
for paying any amount of such excess, which will be at Consultant’s own cost and
expense. Reimbursable expenses must be supported by invoices, receipts, and other
documentary evidence in accordance with District rules and procedures. Any
savings shall accrue 100% to the District.
G.8.5 Consultant shall be entitled to request an equitable adjustment to a Task order
guaranteed maximum ceiling price for the following reasons:
G.8.5.1 Acceleration of the schedul e if such acceleration results in a material net increase
in the quantity of services to be provided by Consultant within the Task order
contract period. The request for adjustment shall take into account whether such
increase caused by schedule accelerati on will also result in any corresponding
decreases in services to be provided during the same or other contract periods.

G.8.5.2 A material increase in the scope of any se rvices resulting in a net increase in the
quantity of services to be provided by Consultant.

G.8.5.3 A material net addition to the scope of the services to be provided by Consultant as
defined in a Task order or herein.

31

G.8.5.4 An extension of the date es tablished herein for the completion of any of the services
required by the Task order or herein by more than thirty (30) days through no fault
of Consultant, if such extension causes a material increase in the quantity of
services to be provided by Consultant.

G.8.6 In the absence of a defined scope of services, and if a Task order is based on an
estimated price, then the parties estimate that performance of the Task order will
not cost the District more than the estimated price specified in the Task order. The
Consultant agrees to use its best efforts to perform the work specified in the Task
order and all obligations under this Contract within the estimated price.
G.8.7 The Consultant shall notify the Contrac ting Officer in writing whenever it has
reason to believe that:
G.8.7.1 The incremental price the Consultant expects for the Task order in the next 60 days,
when added to the price for all performa nce previously incurred, will exceed 75
percent of the estimated price specified in the Task order; or
G.8.7.2 The total price for the performance of the Task order will be either greater or
substantially less than had been previously estimated.
G.8.8 As part of the notification, the Consultant shall provide the Contracting Officer a
revised estimate of the total price of performing the Task order.
G.8.9 Except as required by other provisions of this contract, specifically citing and stated
to be an exception to this clause.
G.8.10 The District is not obligated to reimburse the Consultant in excess of the estimated
price specified in the Task order; and
G.8.11 The Consultant is not obligated to c ontinue performance under the Task order
(including actions under the Termination cl ause of this contract) or otherwise
perform services in excess of the estimated cost specified in the Task order, until
the Contracting Officer (i) notifies the Consultant in writing that the estimated price
has been increased and (ii) provides a re vised estimated total price of performing
the Task order.
G.8.12 No notice, communication, or representation in any form other than that specified
in this Section G.8, or from any person ot her than the Contr acting Officer, shall
affect the Task order's estimated price to the District. In the absence of the specified
notice, the District is not obligated to co mpensate the Consultant in excess of the
estimated price, regardless of whether su ch excess was incurred during the course
of the contract or Task order, or as a result of termination.
G.8.13 If the estimated price specified in the Task order is increased, then any performance
by the Consultant before the increase that are in excess of the previously estimated
price shall be allowable to the same extent as if incurred afterward, unless the
Contracting Officer issues a termination or other notice directing that the increase
is solely to cover termination or other specified expenses.
32

G.8.14 Modifications shall not be considered an authorization to exceed the estimated price
to the District specified in the Task order, unless they contain a statement increasing
the estimated price.

G.9 Final Payment
G.9.1 Upon satisfactory completion by the Consultant of the se rvices described in each
Task order, including the receipt of all plans, specifications, and estimates (PS&E)
packages, reports, maps, notes, electronic data, and other related deliverables which
are required to be furnished by the Consu ltant, the Consultant shall submit to the
District a final payment request in accordance with the Consultant's Cost Summary
less any payments in process or already paid. Upon approval of the Consultant's
Cost Summary and acceptance by the Cont racting Officer of all deliverables
required by the Task order prepared in accordance with the requirements of the
Contract and respective Task order, the District shall approve the final payment to
the Consultant.
G.9.2 The Consultant agrees that acceptance of this final payment shall be in full and final
settlement of all claims arising against the District for work done, materials
furnished, costs incurred, or otherwise aris ing out of this Contract and Consultant
thereby releases the District from any a nd all further claims of whatever nature,
whether known or unknown at the time for and on account of said Task order, and
for any and all work done, and labor and materials furnished, in connection with
same.
G.9.3 Acceptance of such final payment by the Consultant shall constitute a release of all
claims for payment, which the Consultant may have against the District, unless such
claims are specifically referred in writi ng and transmitted to the District by the
Consultant prior to its acceptance of such final payment. Such final payment shall
not, however, be a bar to a ny claims that the Distri ct may have against the
Consultant or to any remedies at law or in equity that the District may pursue with
respect to such claims.
G.9.4 The payment of any billing will not constitute agreement as to the appropriateness
of any item and at the time of final audit, all required adjustments will be made and
reflected in a final payment. If such fi nal audit reveals an overpayment to the
Consultant, then the Consultant shall re fund such overpayment to the District
within thirty (30) business days of notice of the overpayment. Such refund shall not
constitute a waiver by the Consultant for a ny claims relating to the validity of a
finding by the District of overpayment. Th e Consultant has twenty (20) business
days after receipt of the Final Post Audit to appeal to the District for audit findings.
G.9.5 The aggregate ceiling under this Contract shall be $5,000,000.00 per base year and
per option year. The District shall not re imburse the Consultant for unauthorized
expenses in excess of the maximum amount.
G.9.6 RESERVED
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G.10 Assignment of Contract Payments
G.10.1 In accordance with 27 DCMR 3250, the C onsultant may assign to a bank, trust
company, or other financing institution funds due or to become due as a result of
the performance of this contract.
G.10.2 Any assignment shall cover all unpaid am ounts payable under this contract, and
shall not be made to more than one party.
G.10.3 Notwithstanding an assignment of contra ct payments, the Consultant, not the
assignee, is required to prepare invoices. Where such an assignment has been made,
the original copy of the invoice must refer to the assign ment and must show that
payment of the invoice is to be made directly to the assignee as follows: “Pursuant
to the instrument of assignment dated __________________, make payment of this
invoice to (name and address of assignee).”
G.11 The Quick Payment Act (Feb 2019)
G.11.1 Interest Penalties to Consultants
The District will pay interest penalties on amounts due to the Consultant under the
Quick Payment Act, D.C. Official Code § 2-221.01 et seq., as amended, for the
period beginning on the day after the required payment date and ending on the date
on which payment of the amount is made. Interest shall be calculated at the rate of
at least 1% per month. No interest penalty shall be paid if payment for the
completed delivery of the item of property or service is made on or before the
required payment date. The required payment date shall be:

G.11.1.1 The date on which payment is due under the terms of this contract;
G.11.1.2 Not later than 7 calendar days, excluding le gal holidays, after the date of delivery
of meat or meat food products;
G.11.1.3 Not later than 10 calendar days, excluding legal holidays, after the date of delivery
of a perishable agricultural commodity; or
G.11.1.4 30 calendar days, excluding legal holidays, after receipt of a proper invoice for the
amount of the payment due.
G.11.2 No interest penalty shall be due to the Consultant if paymen t for the completed
delivery of goods or services is made on or before:
G.11.2.1 3rd day after the required payment date for meat or a meat product;
G.11.2.2 5th day after the required payment date for an agricultural commodity; or
G.11.2.3 15th day after any other required payment date.
G.11.3 Any amount of an interest penalty which remains unpaid at the end of any 30-day
period shall be added to the principal am ount of the debt and thereafter interest
penalties shall accrue on the added amount.
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G.12 Payments to Subconsultants
G.12.1 The Consultant shall take one of the follo wing actions within seven (7) days of
receipt of any amount paid to the Consultant by the District for work performed by
any subconsultant under the contract:
G.12.1.1 Pay the subconsultant(s) for the proportiona te share of the total payment received
from the District that is at tributable to the subconsultant(s) for work performed
under the contract; or
G.12.1.2 Notify the CO and the subconsultant(s), in writing, of the Consultant’s intention to
withhold all or part of the subconsultant ’s payment and state the reason for the
nonpayment.
G.12.2 The Consultant shall pay subconsultants or suppliers interest penalties on amounts
due to the subconsultant or supplier beginning on the day after the payment is due
and ending on the date on which the payment is made. Interest shall be calculated
at the rate of at least 1% per month. No interest pe nalty shall be paid on the
following if payment for the completed delivery of the item of property or service
is made on or before the:
G.12.2.1 3rd day after the required payment date for meat or a meat product;
G.12.2.2 5th day after the required payment date for an agricultural commodity; or
G.12.2.3 15th day after any other required payment date.
G.12.3 Any amount of an interest penalty which remains unpaid by the Consultant at the
end of any 30-day period shall be added to the principal amount of the debt to the
subconsultant and thereafter interest penalties shall accrue on the added amount.
G.12.4 A dispute between the Consultant and s ubconsultant relating to the amounts or
entitlement of a subconsultant to a payment or a late payment interest penalty under
the Quick Payment Act does not constitute a dispute to which the District is a party.
The District may not be interpleaded in any judicial or administrative proceeding
involving such a dispute.
G.12.5 Subcontract requirements
G.12.5.1 The Consultant shall include in each s ubcontract under this contract a provision
requiring the subconsultant to include in its contract with any lower-tier
subconsultant or supplier the payment and interest clauses required under
paragraphs (1) and (2) of D.C. Official Code § 2-221.02(d).
G.12.5.2 The Consultant shall include in each subcontract under this contract a provision that
obligates the Consultant, at the election of the subconsultant, to participate in
negotiation or mediation as an alternative to administrative or judicial resolution of
a dispute between them.
G.12.5.3 If subconsultants are agreed upon by DDOT and the successful Offeror during
negotiations between the Offeror and DDOT, then the Consultant will be permitted
to subcontract only with such firms, pursuant to 27 DCMR 2800.
G.13 Contracting Officer (“CO”)
35

G.13.1 Contracts will be entered into and signe d on behalf of the District only by
contracting officers. The name, address and telephone number of the Contracting
Officer is:
Mohammad Mohib Siddiqi, Contracting Officer
Office of Contracting and Procurement
Address: 250 M Street, SE, 7th Floor
Washington, DC 20003
E-mail address: mohammad.siddiqi@dc.gov

G.13.2 AUTHORIZED CHANGES BY THE CONTRACTING OFFICER
G.13.2.1 The Contracting Officer is the only person authorized to approve changes in any of
the requirements of this contract.
G.13.2.2 The Consultant shall not comply with any order, directive or request that changes
or modifies the requirements of this contract, unless i ssued in writing and signed
by the Contracting Officer.
G.13.2.3 In the event the Consultant effects any change at the instruction or request of any
person other than the Contracting Officer, the change will be considered to have
been made without authority and no adjustment will be made in the contract price
to cover any cost increase incurred as a result thereof.
G.14 Contract Administrator (“CA”)
G.14.1 The CA is responsible for general admin istration of the contract and advising the
CO as to the Consultant’s compliance or noncompliance with the contract. The CA
has the responsibility of ensuring the work conforms to the requirements of the
contract and such other responsibilities and authorities as may be specified in the
contract. These include:

G.14.1.1 Keeping the CO fully in formed of any technical or contractual difficulties
encountered during the performance period and advising the CO of any potential
problem areas under the contract;

G.14.1.2 Coordinating site entry for C onsultant personnel, if applicable;

G.14.1.3 Reviewing invoices for completed work and recommending approval by the CO if
the Consultant’s costs are consistent w ith the negotiated amounts and progress is
satisfactory and commensurate with the rate of expenditure;

G.14.1.4 Reviewing and approving invoices for deli verables to ensure receipt of goods and
services. This includes the timely pr ocessing of invoices and vouchers in
accordance with the District’s payment provisions; and

G.14.1.5 Maintaining a file that includes all contract correspondence, modifications, records
of inspections (site, data, equipment) and invoice or vouchers.

G.14.2 The address and telephone number of the CA is:
36

Eloka Kingsley Achebe, Supervisory Civil Engineer
District Department of Transportation
Address: 250 M Street, SE,
Washington, DC 20003
E-mail address: eloka.achebe@dc.gov

G.14.3 The CA shall NOT have the authority to:

1. Award, agree to, or sign any contract, de livery order or Task order. Only the
CO shall make contractual agreements, commitments or modifications;
2. Grant deviations from or waive any of the terms and conditions of the contract;
3. Increase the dollar limit of the contr act or authorize work beyond the dollar
limit of the contract,
4. Authorize the expenditure of funds by the Consultant;
5. Change the period of performance; or
6. Authorize the use of District property, except as specified under the contract.
G.14.4 The Consultant will be fully responsible for any changes not authorized in advance,
in writing, by the CO; may be denied compensation or other relief for any additional
work performed that is not so authorized; and may also be required, at no additional
cost to the District, to take all corr ective action necessitated by reason of the
unauthorized changes.

G.15 Ordering
G.15.1 Any supplies and services to be furnis hed under this contract must be ordered by
issuance of delivery orders or Task orders by the Contracting Officer. Such orders
may be issued during the term of this contract.

G.15.2 All delivery orders or Task orders are subject to the terms and conditions of this
Contract. In the event of a conflict between a delivery order or Task order and this
contract, the Contract shall control. If ma iled, a delivery order or Task order is
considered "issued" when the District deposits the order in the mail. Orders may be
issued by facsimile or by electronic commerce methods.

G.15.3 Any order issued during the effective pe riod of this contract and not completed
within that period shall be completed by the Consultant within the time specified in
the order. The Contract shall govern the Consultant's and District's rights and
obligations with respect to that order to the same extent as if the order were
completed during the Contract's effective ordering period.

G.15.4 There is no limit on the number of orders that may be issued. The District may issue
orders, including orders for a partial design, requiring deliv ery to multiple
destinations or performance at multiple locations.
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G.16 First Source Agreement Request For Final Payment
This Section applies only to locally -funded contracts and Task orders unless
explicitly noted otherwise.

G.16.1 For Task orders subject to the 51% Di strict Residents New Hires Requirements
and/or other First Source Employment Agreement requirements, final request for
payment must be accompanied by the report or a waiver of compliance as required
by the District.

G.16.2 The District shall not ma ke final payment to the Cons ultant until the agency CFO
has received the CO’s final determination or approval of waiver of the Consultant’s
compliance with the 51% District Residents New Hires Requirements and/or other
First Source Employment Agreement requirements.
G.16.3 The Contractor agrees that at least 51 % of the new employees hired to perform the
contract shall be District residents if the awarded contract has a value totaling
between $300,000 and $5,000,000. If the awarded contract has a value totaling $5
million or more, then the Contractor agrees that:

1. At least 20% of journey worker hours by trade shall be performed
byDistrict residents;
2. At least 60% of apprentice hours by trade shall be performed by District
residents;
3. At least 51% of the sk illed laborer hours by trad e shall be performed by
District residents; and
4. At least 70% of common laborer hour s shall be performed by District
residents.

G.17 ORDERING CLAUSE:
G.17.1 Any supplies and services to be furnished under the awarded contract must be
ordered by issuance of delivery orders or Task orders by the CO. Such orders may
be issued during the term of the awarded contract.

G.17.2 All delivery orders or Task orders are subject to the terms and conditions of the
awarded contract. In the event of a conflict between a delivery order or Task order
and the awarded contract, the contract shall control.

G.17.3 If mailed, a delivery order or Task orde r is considered "issued" when the District
deposits the order in the mail. Orders may also be issued by facsimile or by
electronic commerce methods.
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H SPECIAL CONTRACT REQUIREMENTS

H.1 51% DISTRICT RESIDENTS NEW HIRES REQUIREMENTS AND FIRST
SOURCE EMPLOYMENT AGREEMENT
Delete Article 35, 51% Dist rict Residents New Hires Re quirements and First Source
Employment Agreement, of the Standard Contract Provisions dated July 2010 for use with
District of Columbia Government Supplies and Services Contract s and substitute the
following Section H.5 51% DISTRICT RESIDENTS NEW HIRES REQUIREMENTS
AND FIRST SOURCE EMPLOYMENT AGREEMENT in its place:

H.1 51% DISTRICT RESIDENTS NEW HIRES REQUIREMENTS AND FIRST
SOURCE EMPLOYMENT AGREEMENT
H.1.1 For contracts for services in the amount of $300,000 or more, the Contractor shall comply
with the First Source Employment Agreement Act of 1984, as amended, D.C. Official Code
§ 2-219.01 et seq. (First Source Act).
H.1.2 The Contractor shall enter in to and maintain during the term of the contract, a First Source
Employment Agreement (Employment Agreement) with the District of Columbia
Department of Employment Service’s (DOES), in which the Contractor shall agree that:
(a) The first source for finding employees to fill all jobs created in order to perform the
contract shall be the First Source Register; and
(b) The first source for finding employees to fill any vacancy occurring in all jobs
covered by the Employment Agreement shall be the First Source Register.
H.1.3 The Contractor shall not begin perform ance of the contract until its Employment
Agreement has been accepted by DOES. Once approved, the Employment Agreement shall
not be amended except with the approval of DOES.
H.1.4 The Contractor agrees that at least 51% of the new employees hired to perform the contract
shall be District residents.
H.1.5 The Contractor’s hiring and reporting re quirements under the Firs t Source Act and any
rules promulgated thereunder shall continue for the term of the contract.
H.1.6 The CO may impose penalties, including monetary fines of 5% of the total amount of the
direct and indirect labor costs of the cont ract, for a willful breach of the Employment
Agreement, failure to subm it the required hiring compli ance reports, or deliberate
submission of falsified data.
H.1.7 If the Contractor does not receive a good faith waiv er, the CO may also impose an
additional penalty equal to 1/8 of 1% of the total amount of the direct and indirect labor
costs of the contract for each percentage by wh ich the Contractor fails to meet its hiring
requirements.
H.1.8 Any contractor which violates, more than once within a 10-year t imeframe, the hiring or
reporting requirements of the First Source Act shall be referred for debarment for not more
than five (5) years.
39

H.1.9 The contractor may appeal any decision of the CO pursuant to this clause to the D.C.
Contract Appeals Board as provided in clause 14 of the SCP, Disputes.
H.1.10 The provisions of the First Source Act do not apply to nonprofit organizations which
employ 50 employees or less.

H.2 SUBCONTRACTING REQUIREMENTS
H.2.1 Mandatory Subcontracting Requirements
H.2.1.1 For all contracts in excess of $250,000, at least 35% of the dollar vol ume of the contract
shall be subcontracted to qualified small business enterprises (SBEs).
H.2.1.2 If there are insufficient SBEs to completely fulfill the re quirement of paragraph H.2.1.1,
then the subcontracting may be satisfied by subcontracting 35% of the dollar volume to
any qualified certified business enterprises (CBEs); provided, however, that all reasonable
efforts shall be made to ensure that SBEs are significant participants in the overall
subcontracting work.
H.2.1.3 A prime contractor that is certified by DSLBD as a small, local, or disadvantaged business
enterprise shall not be requi red to comply with the provi sions of sections H.2.1.1 and
H.9.1.2.
H.2.1.4 Except as provided in H.2.1.5 and H.2.1.7, a prime contractor that is a CBE and has been
granted a bid preference pursuant to D.C. Official Code § 2-218.43, or is selected through
a set-aside program, shall perform at least 35 % of the contracting effort with its own
organization and resources and, if it subcontracts, 35% of the subcontracting effort shall be
with CBEs. A CBE prime contractor that performs less than 35% of the contracting effort
shall be subject to enforcement actions under D.C. Official Code § 2-218.63.
H.2.1.5 If the prime contractor is a certified joint venture and has been granted a bid preference
pursuant to D.C. Official Code § 2-218.43, or is selected through a set-aside program, the
CBE member of the certified joint venture shall perform at least 50% of the contracting
effort with its own organi zation and resources and, if it subcontracts, 35% of the
subcontracting effort shall be with CBEs. If the CBE member of the certified joint venture
prime contractor performs less than 50% of the contracting effort, the certified joint venture
shall be subject to enforcement actions under D.C. Official Code § 2-218.63.
H.2.1.6 Each CBE utilized to meet these subcontracting requirements shall perform at least 35%
of its contracting effort with its own organization and resources.
H.2.1.7 A prime contractor that is a CBE and has b een granted a bid preferen ce pursuant to D.C.
Official Code § 2-218.43, or is selected through a set-aside program, shall perform at least
50% of the on-site work with its own organization and resources if the contract is $1 million
or less
H.2.2 Subcontracting Plan
If the prime contractor is re quired by law to subcontract under this contract, it must
subcontract at least 35% of the dollar volume of this contract in accordance with the
provisions of section H.2.1 of th is clause. The plan shall be submitted as part of the
proposal and may only be amended after award with the prior written approval of the CO
40

and Director of DSLBD. Any reduction in th e dollar volume of the subcontracted portion
resulting from an amendment of the plan afte r award shall insure to the benefit of the
District..
Each subcontracting plan shall include the following:
1. The name and address of each subcontractor;
2. A current certification number of the small or certified business enterprise;
3. The scope of work to be performed by each subcontractor; and
4. The price that the prime contractor will pay each subcontractor

H.2.3 Copies of Subcontracts
Within twenty-one (21) days of the date of award, the Contract or shall provide fully executed
copies of all subcontracts identified in the subcontracting plan to the CO, CA, District of Columbia
Auditor and the Director of DSLBD.
H.2.4 Subcontracting Plan Compliance Reporting
H.2.4.1 The Contractor shall submit a quarterly report to the CO, CA, District of Columbia Auditor
and the Director of DSLBD. The quarterly report shall include the following information
for each subcontract identified in the subcontracting plan:
(A) The price that the prime contractor will pay each subcontractor under the
subcontract;
(B) A description of the goods procur ed or the services subcontracted for;
(C) The amount paid by the prime c ontractor under the subcontract; and
(D) A copy of the fully executed subcontrac t, if it was not prov ided with an earlier
quarterly report.
H.2.4.2 If the fully executed subcont ract is not provided with th e quarterly report, the prime
contractor will not receive credit toward its subcontracting requirements for that
subcontract.
H.2.5 Annual Meetings
H.2.5.1 Upon at least 30-days written notice provi ded by DSLBD, the Contractor shall meet
annually with the CO, CA, District of Columb ia Auditor and the Director of DSLBD to
provide an update on its subcontracting plan.
H.2.6 Notices
H.2.6.1 The Contractor shall provide written notice to the DSLBD and the Di strict of Columbia
Auditor upon commencement of the contract and when the contract is completed.
H.2.7 Enforcement and Penalties for Breach of Subcontracting Plan
H.2.7.1 A contractor shall be deemed to have breached a subcontract ing plan required by law, if
the contractor (i) fails to s ubmit subcontracting plan monitoring or compliance reports or
other required subcontracting information in a reasonably timely manner; (ii) submits a
41

monitoring or compliance report or other required subcontra cting information containing
a materially false statement; or (iii) fails to meet its subcontracting requirements.
H.2.7.2 A contractor that is found to have breached its subcontracting plan for utilization of CBEs
in the performance of a contract shall be subject to the imposition of penalties, including
monetary fines in accordance with D.C. Official Code § 2-218.63.

H.2.7.3 If the CO determines the Contractor’s failure to be a material breach of the contract, the
CO shall have cause to terminate the contract under the default provisions in clause 8 of
the SCP, Default.
H.3 EQUAL EMPLOYMENT OPPORTUNITY
In accordance with the District of Columbia Administrative Issuance System, Mayor’s Order 85-
85 dated June 10, 1985, the forms for completi on of the Equal Employment Opportunity
Information Report are incorporated herein as Section J.12. An award cannot be made to any
bidder who has not satisfied the equal employment requirements.

42

I CONTRACT PROVISIONS

I.1 Applicability of Standard Contract Provisions

This contract is locally funded. The O ffice of Contracting and Procurement
Standard Contract Provisions for use w ith District of Columbia Government
Supplies and Services Contracts (July 2010) apply.

I.2 Contracts That Cross Fiscal Years

Continuation of the Contract beyond the current fiscal year is contingent upon
availability of funding.

I.3 Confidentiality of Information

All information obtained by the Consultant relating to any employee or customer
of the District shall be kept in absolu te confidence and shall not be used by the
Consultant in connection with any other matters, nor shall any such information be
disclosed to any other person, firm, or corporation, in accordance with the District
laws governing the confidentiality of records.

I.4 Time

Time, if stated in a number of days, will include Saturdays, Sundays, and holidays,
unless otherwise stated herein.

I.5 Rights In Data

I.5.1 “Data,” as used herein, means recorded information, regardle ss of form or the
media on which it may be r ecorded. Data includes technical data and computer
software. Data does not include informati on incidental to contract administration,
such as financial, administrative, cost or pricing, or management information.

I.5.2 The term “Technical Data”, as used here in, means recorded information, regardless
of form or characteristic, of a scientific or technical nature. Technical data may, for
example, document research, experimental, developmental or engineering work, or
be usable or used to define a design or process or to procure, produce, support,
maintain, or operate material. The techni cal data may be graphic or pictorial
delineations in media such as drawings or photographs, text in specifications or
related performance or design type documents or computer printouts. Examples of
technical data include research and engi neering data, engin eering drawings and
associated lists, specifications, standa rds, process sheets, manuals, technical
reports, catalog item identifications, a nd related information, and computer
software documentation. Technical data does not include computer software or
financial, administrative, cost and pr icing, and management data or other
information incidental to contract administration.
43

I.5.3 “Computer Software”, as used herein means comput er programs and computer
databases.

I.5.4 “Computer Programs”, as used herein mean s a series of instructions or statements
in a form acceptable to a co mputer, designed to cause the computer to execute an
operation or operations. "Computer Pr ograms" include operating systems,
assemblers, compilers, interpreters, data management systems, utility programs,
sort merge programs, and automated da ta processing equi pment maintenance
diagnostic programs, as well as applications programs su ch as payroll, inventory
control and engineering analysis program s. Computer programs may be either
machine-dependent or machine- independent, and may be general purpose in nature
or designed to satisfy the requirements of a particular user.

I.5.6 "Computer databases", as us ed herein, means a collection of data in a form capable
of being processed and operated on by a computer.

I.5.7 All data first produced in the performance of this Contract shall be the sole property
of the District. The Consultant here by acknowledges that all data, including,
without limitation, computer program codes, produced by Consultant for the
District under this Contract, are works ma de for hire and are the sole property of
the District; but, to the extent any such data may not, by operation of law, be works
made for hire, Consultant hereby transfers and assigns to the District the ownership
of copyright in such works, whether published or unpublished. The Consultant
agrees to give the District all assistance reasonably necessary to perfect such rights
including, but not limited to, the works and supporti ng documentation and the
execution of any instrument required to register copyrights. The Consultant agrees
not to assert any rights in common law or in equity in such data. The Consultant
shall not publish or reproduce such data in whole or in part or in any manner or
form, or authorize others to do so, without written consent of the District until such
time as the District may have released such data to the public.

I.5.8 The District will have restricted rights in data, including computer software and all
accompanying documentation, manuals and instructional materials, listed or
described in a license or agreement made a part of this contract, which the parties
have agreed will be furnished with restricted rights, provided however,
notwithstanding any contrary provision in any such licen se or agreement, such
restricted rights shall include, as a minimum the right to:

I.5.8.1 Use the computer software and all accompanying documentation and manuals or
instructional materials with the computer for which or with which it was acquired,
including use at any District installation to which the computer may be transferred
by the District;

I.5.8.2 Use the computer software and all accompanying documentation and manuals or
instructional materials with a backup com puter if the computer for which or with
44

which it was acquired is inoperative;

I.5.8.3 Copy computer programs for safekeeping (archives) or backup purposes; and
modify the computer software and a ll accompanying documentation and manuals
or instructional materials, or combine it with other software, subject to the provision
that the modified portions shall remain subject to these restrictions.

I.5.8.4 The restricted rights set forth in secti on I.5.7 are of no effect unless the data is
marked by the Consultant with the following legend:

RESTRICTED RIGHTS LEGEND
Use, duplication, or disclosure is subject to restrictions stated in Contract No.
With ; and

I.5.8.5 If the data is computer software, the related computer soft ware documentation
includes a prominent statement of the rest rictions applicable to the computer
software. The Consultant may not place any legend on the computer software
indicating restrictions on the District’s rights in such software unless the restrictions
are set forth in a license or agreement ma de a part of the contract prior to the
delivery date of the software. Failure of th e Consultant to apply a restricted rights
legend to such computer software shall relieve the District of liability with respect
to such unmarked software.

I.5.8.6 In addition to the rights granted in Se ction I.5.6 above, the Consultant hereby grants
to the District a nonexclusive, paid-up license throughout the world, of the same
scope as restricted rights set forth in Section I.5.7 above, under any copyright
owned by the Consultant, in any work of authorship prepared for or acquired by the
District under this contract. Unless written approval of the Cont racting Officer is
obtained, the Consultant shall not include in technical data or computer software
prepared for or acquired by the District under this contract any works of authorship
in which copyright is not owned by the Consultant without acquiring for the District
any rights necessary to perfect a copyright license of the scope specified in the first
sentence of this paragraph.

I.5.9 Whenever any data, including computer software, are to be obtained from a
subconsultant under this contract, the Consultant shall use this Section I.5, Rights
in Data, in the subcontract, without alteration, and no other clause shall be used to
enlarge or diminish the District’s or the C onsultant’s rights in that subconsultant
data or computer software which is required for the District.

I.5.10 For all computer software furnished to the District with the rights specified in
Section I.5.6, the Consultant shall furnish to the District, a copy of the source code
with such rights of the scope specified in Section I.5.6. For all computer software
furnished to the District w ith the restricted rights specified in Section I.5.7, the
District, if the Consultant, either directly or through a successor or affiliate shall
cease to provide the maintenance or warra nty services provided the District under
45

this contract or any paid-up maintenance agreement, or if Consultant should be
declared bankrupt or insolvent by a court of competent jurisdiction, shall have the
right to obtain, for its own and sole use only, a single copy of the then current
version of the source code supplied under this contract, and a single copy of the
documentation associated therewith, upon payment to the person in control of the
source code the reasonable cost of making each copy.

I.5.11 The Consultant shall indemnify and save and hold harmless the District, its officers,
agents and employees acting within the sc ope of their official duties against any
liability, including costs and expenses, (i) for violati on of proprietary rights,
copyrights, or rights of privacy, aris ing out of the publication, translation,
reproduction, delivery, performance, use or disposition of any data furnished under
this contract, or (ii) based upon any data furnished under this contract, or based
upon libelous or other unlawful matter contained in such data.

I.5.12 Nothing contained in this clause shall imply a license to the District under any
patent, or be construed as affecting the scope of any license or other right otherwise
granted to the District under any patent.

I.5.13 Paragraphs I.5.6, I.5.7, I.5.8, I.5.11, and H.5.12 above are not applicable to material
furnished to the Consultant by the District and incorporated in the work furnished
under contract, provided that such incor porated material is identified by the
Consultant at the time of delivery of such work.

I.6 Other Consultants

The Consultant shall not commit or permit any act that will interfere with the
performance of work by another District Consultant or by any District employee.

I.7 Subconsultants and Outside Associates and Consultants (Architect-Engineer
Services)

Any subconsultants and outside associat es or consultants required by the
Consultant in connection with the services covered by the Contract will be limited
to individuals or firms that were speci fically identified and agreed to during
negotiations. The Consultant shall obtain the Contracting Officer's written consent
before making any substitution for these subconsultants associates, or consultants.

I.8 The resultant Contract will also cont ain, without limitation, the following
provisions:

(1) The Standard Contract Provisions fo r use with District of Columbia
Government Supplies and Services Contracts (2010).
(2) U.S. Department of Labor SCA Wage Determination WD 15-4281 (Rev. 29),
dated April 11, 2024 (or more r ecent version). Available at:
https://sam.gov/content/home
46

(3) Fair Criminal Record Screening: The Consultant will be required to comply
with the provisions of the Fair Crimin al Record Screening Amendment Act of
2014, effective December 17, 2014 (D.C. Law 20-152).
(4) Other provisions as applicable or as de termined by the District of Columbia.
Offerors are advised to consult “Re quired Solicitation Documents” found at
http://ocp.dc.gov/node/599822

I.9 Insurance

A. GENERAL REQUIREMENTS. The Consultant at its sole expense shall procure and
maintain, during the entire period of performance under this contract, the types of insurance
specified below. The Consultant shall submit a Certificate of Insurance to the Contracting
Officer (CO) giving evidence of the required coverage prior to commencing performance
under this contract. In no event shall any work be performed until the required Certificates
of Insurance signed by an authorized representative of the insurer(s) have been provided
to, and accepted by, the CO.

The Government of the District of Columbia shall be in cluded in all policies, where
applicable and allowable by law, required here under to be maintained by the Consultant
and its subConsultants (excep t for workers’ compensation and professional liability
insurance) as an additional insureds for clai ms against The Government of the District of
Columbia relating to this contract, with th e understanding that any affirmative obligation
imposed upon the insured Consultant or its subConsultants (including without limitation
the liability to pay premiums) shall be the sole obligation of the Consultant or its
subConsultants, and not the additional insured. The additional insured status under the
Consultant’s and its subConsultants’ Commercial General Liability insurance policies shall
be effected using the ISO Additional Insured Endorsement form CG 20 10 11 85 (or CG
20 10 07 04 and CG 20 37 07 04) or such other endorsement or combination of
endorsements providing coverage at least as broad and approved by the CO in writing. All
of the Consultant’s and its subConsultants’ liability policies (except for workers’
compensation and professional li ability insurance) shall be endorsed using ISO form CG
20 01 04 13 or its equivalent so as to indicate that such policies provide primary coverage
(without any right of contribu tion by any other insurance, re insurance or self-insurance,
including any deductible or retention, maintained by an Additional Insured) for all claims
against the additional insured arising out of the performance of this Statement of Work by
the Consultant or its subConsultants, or anyone for whom the Consultant or its
subConsultants may be liable. These policies shall include a separation of insureds clause
applicable to the additional insured.

If the Consultant and/or its subConsultants maintain broader coverage and/or higher limits
than the minimums shown below, the District requires and shall be entitled to the broader
coverage and/or the higher limits maintained by the Consultant and subConsultants.

47

B. INSURANCE REQUIREMENTS

1. Commercial General Liability Insurance (“CGL”) - The Consultant shall provide evidence
satisfactory to the CO with respect to the services performed that it carries a CGL policy,
written on an occurrence (not claims-made) basis, on Insurance Services Office, Inc. (“ISO”)
form CG 00 01 04 13 (or another occurrence-based form with coverage at least as broad and
approved by the CO in writing), covering liability for all ongoing and completed operations
of the Consultant, covering claims for bodily injury, including without limitation sickness,
disease or death and mental anguish of any persons, broad form property damage, including
loss of use resulting therefrom, personal and advertising injury, and including coverage for
liability arising out of an Insured Contract (including the tort liability of another assumed in a
contract) and acts of terroris m (whether caused by a foreign or domestic source). Such
coverage shall have limits of liability of not less than $1,000,000 for each occurrence, and a
$2,000,000 general aggregate.

The Commercial General Liability shall be further endorsed to:
a) To the fullest extent permitted by law, provide additional insured coverage
using ISO form CG 2015 0413 (or its equi valent) to The Government of the
District of Columbia
b) Coverage available to the additional insureds shall apply on a primary and non-
contributing basis as respects any other insurance, deductibles, or self-insurance
available to the additional insureds
c) A waiver of subrogation in favor of The Government of the District of
Columbia
d) Any Annual Aggregate shall apply on a per location or per project basis (where
applicable)
e) Defense costs shall be in addition to and not erode the limits of liability

2. Automobile Liability Insurance - The Consultant shall provide evidence satisfactory to the
CO of commercial (business) automobile liability insurance written on ISO form CA 00
01 10 13 (or another form with coverage at least as broa d and approved by the CO in
writing) including coverage for all owned, hi red, borrowed and non-owned vehicles and
equipment used by the Consultant in connectio n with work under this agreement, with a
minimum combined single limit of $1,000,000 fo r bodily injury or death and property
damage, including loss of use ther eof. Such policy or polici es of automobile liability
insurance shall be written on an "occurrence" (as opposed to a "claims made") basis.

Auto Physical Damage Coverage - The Consultant shall pr ovide auto physical damage
insurance to cover "loss" to a covered "auto" or its equipment:

a) Comprehensive - Fire, lightning or e xplosion; theft; wi ndstorm, hail or
earthquake; flood; mischief or vandalism; or the sinki ng, burning, collision or
derailment of any conveyance transporting the covered "auto".
48

b) Collision Coverage - Caused by: The c overed "auto's" collision with another
object or the covered "auto's" overturn.

The Commercial Auto Liability policy shall be further endorsed to:
a. To the fullest extent permitted by law, provide additional insured coverage to
The Government of the District of Columbia
b. Coverage available to the additional insureds shall apply on a primary and non-
contributing basis as respects any other insurance, deductibles, or self-insurance
available to the additional insureds
c. A waiver of subrogation in favor of The Government of the District of
Columbia
d. Defense costs shall be in addition to and not erode the limits of liability
e. If applicable, include Form CA 99 48 03 06 Pollution Liability - Broadened
Coverage for Covered Autos - Business Auto, Motor Carrier, and Truckers (or
its equivalent)

3. Workers’ Compensation Insurance - The Consultant shall provide evidence satisfactory to
the CO of Workers’ Compensation insurance in accordance with the statutory mandates of
the District of Columbia or the jurisdiction in which the contract is performed.

Employer’s Liability Insurance - The Consulta nt shall provide evidence satisfactory to the
CO of employer’s liability insurance as follows: $500,000 per accident for injury; $500,000
per employee for disease; and $500,000 for policy disease limit.

The Workers Compensation and Employers Li ability shall be further endorsed to:
a) Include a Waiver of Subrogation in favor of The Government of the District of
Columbia.
b) Where applicable, include United St ates Longshore and Harbor Workers
Compensation Act (USL&H)
c) Where applicable, include Jones Act Coverage for seamen or crew members on an
“if any” basis.

4. Network Security/Privacy (Cyber) Liability Insurance covering acts, errors, omissions,
breach of contract, and violation of any consumer protection laws arising out of
Consultant’s operations or services with a limit of $2,000,000 per cl aim and in the
aggregate. Such coverage shall include but not be limited to, third party and first party
coverage for loss or disclosure of any data, including personally identifiable information
and payment card information, network secur ity failure, violati on of any consumer
protection laws, unauthorized access and/or use or other intrusions, infringement of any
intellectual property rights (except patent), unintentional breach of contract, negligence or
breach of duty to use reasonable care, breach of any duty of confidentiality, invasion of
privacy, or violations of any other legal prot ections for personal information, defamation,
libel, slander, commercial disparagement, negligent transmission of computer virus, or use
of computer networks in connection with deni al of service attacks. Such coverage shall
include regulatory defense and fines/penaltie s in any jurisdiction anywhere in the world.
Such coverage shall include contractual pr ivacy coverage for da ta breach response and
49

crisis management costs that would be incurred by Consultant on behalf of The
Government of the District of Columbia in the event of a data breach including legal and
forensic expenses, notification costs, credit m onitoring costs, and costs to operate a call
center. Consultant shall maintain coverage in force during the term of this Agreement and
for an extended reporting period of not less than two (2) years after.

5. Professional Liability Insurance (Errors & Omissions) - The Consultant shall provide
Professional Liability Insurance (Errors and O missions) to cover liability resulting from
any error or omission in the performance of professional services under this Contract. The
policy shall provide limits of $1,000,000 per claim or per occurrence for each wrongful act
and $2,000,000 annual aggregate. The Consultant warrants that any applicable retroactive
date precedes the date the Consultant first performed any professional services for the
Government of the District of Columbia and that continuous coverage will be maintained
or an extended reporting period will be exercised for a period of at least ten years after the
completion of the professional services. Limits may not be shared with other lines of
coverage.

6. Commercial Umbrella or Excess Liability - The Consultant sha ll provide evidence
satisfactory to the CO of commercial umbrella or excess liability insurance with minimum
limits of $5,000,000 per occurrence and $5,000,000 in the annual aggregate, following the
form and in excess of all liability policies. All liability coverages must be scheduled under
the umbrella and/or excess policy. The insura nce required under this paragraph shall be
written in a form that annually reinstates all required limits. Coverage shall be primary to
any insurance, self-insurance or reinsurance maintained by The Government of the District
of Columbia and the “other insurance” provision must be amended in accordance with this
requirement and principles of vertical exhaustion.

7. Crime Insurance (3rd Party Indemnity) - Th e Consultant shall pr ovide a Crime policy
including 3rd party fidelity to cover the dishonest acts of Consultants, its employees and/or
volunteers which result in a loss to the Dist rict. The Government of the District of
Columbia shall be included as loss payee. The policy shall provide a limit of $10,000 per
occurrence.

C. SUBCONSULTANT INSURANCE REQUIREMENTS
The Contractor shall require all of its subcontractors to carry at a minimum the insurance
coverage and limits proportionate to the Sub-Trade Contractor contract value, scope and
risk. The Contractor shall ensure all tiers of his Sub-Trade Contractors maintain insurance
in like form and amounts, including the Additional Insured requirements. Each Sub-Trade
Contractor shall provide Cert ificates of Insurance and a pplicable endorsements to the
Contractor prior to the start of the Sub-Trade Contractor’s work on this project.

The required insurance shall be subject to the approval of the Contractor, but any
acceptance of insurance certificates by Contractor shall in no way limit or relieve
the Contractor of the duties and responsibilities stipulated in the Trade (Sub)
Contract Agreement.

50

D. PRIMARY AND NONCONTRIBUTORY INSURANCE
The insurance required herein shall be primary to and will not seek contribution from any
other insurance, reinsurance or self-insur ance including any deductible or retention,
maintained by the Government of the District of Columbia.

E. DURATION. The Consultant shall carry all re quired insurance until all contract work is
accepted by The Government of the District of Columbia and shall carry listed coverages
for ten years for construction projects follo wing final acceptance of the work performed
under this contract and two years for non-construction related contracts.

F. LIABILITY. These are the required minimum insurance requirements established by The
Government of the District of Columbia. Ho wever, it is understood that The Government
of the District of Columbia does not in any way represent that the insurance or the limits
of insurance specified herein are sufficient or adequate to protect your interests or liabilities
and will not in any way limit the Consultant’s liability under this contract.

G. CONSULTANT’S PROPERTY. Consultant and subConsultants are solely responsible for
any loss or damage to their personal property, including but not limited to tools and
equipment, scaffolding, and temporary structures, rented machinery, or owned and leased
equipment. A waiver of subrogation shall apply in favor of The Government of the District
of Columbia.

H. MEASURE OF PAYMENT. The Government of the District of Columbia shall not make
any separate measure or payment for the cost of insurance and bonds. The Consultant shall
include all of the costs of insurance and bonds in the contract price.

I. NOTIFICATION. The Consultant shall ensure that all policies provide that the CO shall
be given thirty (30) days prior written notice in the event of cancellation, non-renewal, or
material changes to the extent such cancellati on or material changes results in Consultant
no long complying with the above requirements. The Consultant shall provide the CO with
ten (10) days’ prior written notice in the event of non-payment of premium. The Consultant
will also provide the CO with an updated Certificate of Insurance should its insurance
coverages renew during the contract. The Government of the District of Columbia may
reasonably change the above insurance coverage requirements during the Term by giving
Consultant at least 30 days’ notice of the change. Consultant must comply, at your expense,
and deliver to the CO evidence of compliance before the change becomes effective.

J. CERTIFICATES OF INSURANCE. The Consulta nt must send to CO, at least 10 days
after execution of this Agreement, certifica tes of insurance evidencing the required
insurance coverage and endorse ments required herein. Consu ltant must also provide us
with evidence of renewal before the expiration date of each insurance policy. Consultant is
responsible for providing us with 30 days ad vanced written notice if the certificate of
insurance by the insurer has b een canceled, reduced in covera ge, or otherwise altered.
Certificates of insurance must reference th e corresponding contract number. Evidence of
insurance shall be submitted to:

51

The Government of the District of Columbia
Mohammad Mohib Siddiqi, Contracting Officer
Office of Contracting and Procurement
250 M ST SE, 7th Floor.
Washington, DC 20003
Mohammad.siddiqi@dc.gov

The CO may request, and the Consultant sh all promptly deliver updated certificates of
insurance, endorsements indicating the required coverages, and/or certified copies of the
insurance policies. If the insurance initiall y obtained by the Consultant expires prior to
completion of the contract, renewal certifica tes of insurance and additional insured and
other endorsements shall be furnished to the CO prior to the date of expiration of all such
initial insurance. For all coverage required to be maintained after completion, an additional
certificate of insurance evidencing such coverage shall be submitted to the CO on an annual
basis as the coverage is renewed (or replaced).

K. DISCLOSURE OF INFORMATION. The Consultant agrees that The Government of the
District of Columbia may disclose the name and contact information of its insurers to any
third party which presents a claim against The Government of the District of Columbia for
any damages or claims resulting from or arising out of work performed by the Consultant,
its agents, employees, servants or subConsultants in the performance of this contract.

L. CARRIER RATINGS. All Cons ultant’s and its subConsultants’ insurance required in
connection with this contract shall be written by insurance co mpanies with an A.M. Best
Insurance Guide rating of at least A- VII or better (or the equivale nt by any other rating
agency) and licensed in the District of Columbia.

M. WARRANTIES. When applicable, the Consulta nt should be named as an additional
insured on the applicable manufacturer’s/distributer’s Commercial General Liability policy
using Insurance Services Office, Inc. (“ISO”) form CG 20 15 04 13 (or another occurrence-
based form with coverage at least as broad). CO should collect, review for accuracy, and
maintain all warranties for goods and services.

I.10 ORDER OF PRECEDENCE
I.10.1 If there are conflicting provisions between or among Contract Documents, then the
governing order of precedence shall be as follows:
1 The Contract, as modified, including the 27 DCMR Contract Provisions (if
applicable) and the OCP Standard Contract Provisions;
2 Contract attachments other than the OCP Standard Contract Provisions, unless
in conflict with applicable law or regulation;
3 In the following order: Task order stat ement of work, Task order attachments
associated with the particular Task order, and Consultant’s Task order quote or
proposal;
52

4 Consultant’s response to this solicita tion and any resultant proposals to the
extent that they meet or exceed the requirements of the Contract (it being
acknowledged by the Parties that provision s in Consultant’s response to this
solicitation and resultant proposals that do not meet or exceed the requirements
of this Contract are reje cted by the District and deemed unenforceable unless
expressly accepted by the District in writing); if the re sponse or proposal
include statements that can reasonably be interpreted as offers to provide higher
quality or greater quantity than otherwise required by the Contract Documents,
or to perform services in addition to those otherwise required or otherwise
contain terms which are more advant ageous to the District than the
requirements of the other Contract Documents, then the Consultant’s
obligations hereunder shall include compliance with all such statements, offers,
and terms.
I.10.2 Notwithstanding the fore going, in the event of confli cting requirements involving
any requirement within the Contract Documents, the District shall have the right to
determine, in its sole option and disc retion, which requirement(s) apply. The
Consultant shall request the District’s determination respecting the order of
precedence among conflicting provisions promptly upon becoming aware of any
such conflict. The District reserves the right to determine that the requirement that
requires the better quality, grea ter quantity, or greater benefit to the District shall
apply.
I.10.3 “Contract Documents” shall mean:
I.10.3.1 A Contract executed by the District and the Consultant , including all exhibits and
attachments thereto;

I.10.3.2 A modification of the Contract whic h means (i) a written amendment to the
Contract signed by both parties, (2) a Modification, or (3) a Force Account
Modification, or (4) a Directive Letter; and

I.10.3.3 Consultant’s response to the solicitati on for this Contract, including the price
proposal attached hereto as Attachments J.7, subject to Section I.10(4).

I.10.4 Consultant’s offeror proposal (the “Proposal”) is attached hereto for
reference to the scope of wo rk to be provided, and pe rsonnel labor rates, only.
Precatory terms in the Proposal such as “wil l” or “propose” shall be construed to
mean “shall.” If there is a conflict between other terms of this Contract and the
Proposal, then the Contract shall prevail, however, if there is a conflict between the
scopes of work, then Consultant shall provi de the greater quantity and the greater
quality.
I.11 Disputes
Delete Article 14, Disputes, of the Standa rd Contract Provisions dated July 2010
for use with District of Columbia Government Supplies and Services Contracts and
substitute the following Article 14, Disputes, in its place:

53

14. Disputes
All disputes arising under or relating to the contract shall be resolved as
provided herein.

(a) Claims by the Consultant against the District : Claim, as used in
paragraph (a) of this clause, means a written assertion by the Consultant
seeking, as a matter of right, the payment of money in a sum certain, the
adjustment or interpretation of contract terms, or other relief arising under
or relating to the contract. A claim arising under a contract, unlike a claim
relating to that contract, is a claim that can be resolved under a contract
clause that provides for the relief sought by the claimant.
(1) All claims by a Consultant against the District arising under or relating
to a contract shall be in writing and shall be submitted to the CO for a
decision. The Consultant’s claim shall contain at least the following:
(i) A description of the claim and the amount in dispute;
(ii) Data or other information in support of the claim;
(iii) A brief description of the Consultant’s efforts to resolve the dispute
prior to filing the claim; and
(iv) The Consultant’s request for relief or other action by the CO.
(2) The CO may meet with the Consultant in a further attempt to resolve
the claim by agreement.
(3) The CO shall issue a decision on any claim within 120 calendar days
after receipt of the claim. Whenever possible, the CO shall take into
account factors such as the size and complexity of the claim and the
adequacy of the information in su pport of the clai m provided by the
Consultant.
(4) The CO’s written decision shall do the following:
(i) Provide a description of the claim or dispute;
(ii) Refer to the pertinent contract terms;
(iii) State the factual areas of agreement and disagreement;
(iv) State the reasons for the decision, including any specific findings of
fact, although specific findings of fact are not required and, if made,
shall not be binding in any subsequent proceeding;
(v) If all or any part of the claim is determined to be valid, determine
the amount of monetary settlement, the contract adjustment to be
made, or other relief to be granted;
(vi) Indicate that the written document is the CO’s final decision; and
(vii) Inform the Consultant of the right to seek further redress by
appealing the decision to the Contract Appeals Board.
54

(5) Failure by the CO to issue a decision on a contract claim within 120
days of receipt of the claim will be deemed to be a denial of the claim,
and will authorize the commencement of an appeal to the Contract
Appeals Board as provided by D.C. Official Code § 2-360.04.
(6) If a Consultant is unable to support any part of its claim and it is
determined that the inability is attributable to a material
misrepresentation of fact or fraud on the part of the Consultant, the
Consultant shall be liable to the District for an amount equal to the
unsupported part of the claim in add ition to all costs to the District
attributable to the cost of reviewing that part of the Consultant’s claim.
Liability under this paragraph (a)(6) shall be determined within six (6)
years of the commission of the misrepresentation of fact or fraud.
(7) Pending final decision of an appeal, action, or final settlement, the
Consultant shall proceed diligently with performance of the contract in
accordance with the decision of the CO.
(b) Claims by the District against the Consultant: Claim as used in
paragraph (b) of this clause, means a written demand or written assertion by
the District seeking, as a matter of right, the payment of money in a sum
certain, the adjustment of contract terms, or ot her relief arising under or
relating to the contract. A claim ar ising under a contract, unlike a claim
relating to that contract, is a claim that can be resolved under a contract
clause that provides for the relief sought by the claimant.
(1) The CO shall decide all claims by the District against a Consultant
arising under or relating to a contract.
(2) The CO shall send written notice of the claim to the Consultant. The
CO’s written decision shall do the following:
(i) Provide a description of the claim or dispute;
(ii) Refer to the pertinent contract terms;
(iii) State the factual areas of agreement and disagreement;
(iv) State the reasons for the decision, including any specific findings of
fact, although specific findings of fact are not required and,
if made, shall not be binding in any subsequent proceeding;
(v) If all or any part of the claim is determined to be valid, determine
the amount of monetary settlement, the contract adjustment to be
made, or other relief to be granted;
(vi) Indicate that the written document is the CO’s final decision; and
(vii) Inform the Consultant of the right to seek further redress by
appealing the decision to the Contract Appeals Board.
(3) The CO shall support the decision by reasons and shall inform the
Consultant of its rights as provided herein.
55

(4) Before or after issu ing the decision, the CO may meet with the
Consultant to attempt to resolve the claim by agreement.
(5) The authority contained in this paragraph (b) shall not apply to a claim
or dispute for penalties or forfeitures prescribed by statute or regulation
which another District agency is spec ifically authorized to administer,
settle or determine.
(6) This paragraph shall not authorize the CO to settle, compromise, pay, or
otherwise adjust any claim involving fraud.
(c) Decisions of the CO shall be final and not subject to review unless the
Consultant timely commences an admin istrative appeal for review of the
decision, by filing a complaint with the Contract Appeals Board, as
authorized by D.C. Official Code § 2-360.04.
(d) Pending final decision of an appeal , action, or fina l settlement, the
Consultant shall proceed diligently with performan ce of the contract in
accordance with the decision of the CO.
I.12 CHANGES
Delete clause 15, Changes, of the Standard Contract Provisions dated July 2010 for
use with District of Columbia Governme nt Supplies and Services Contracts and
substitute the following clause 15, Changes in its place:

15. Changes:
(a) The CO may, at any time, by written order, and without notice to the surety,
if any, make changes in the contract within the general scope hereof. If such
change causes an increase or decrease in the cost of performance of the
contract, or in the time required for performance, an equitable adjustment
shall be made. Any claim for adjustme nt for a change within the general
scope must be asserted within ten ( 10) days from the da te the change is
ordered; provided, however, that the CO, if he or she determines that the
facts justify such action, may receive, consider and adjust any such claim
asserted at any time prior to the date of final settlement of the contract. If
the parties fail to agree upon the adjustment to be made, the dispute shall be
determined as provided in clause 14 Disputes.
(b) The District shall not require the Cons ultant, and the Consultant shall not
require a subconsultant, to undertake any work that is beyond the original
scope of the contract or subcontract, including work under a District-issued
modification, when the additional work increases the contract price beyond
the not-to-exceed price or negotiated maximum price of this contract,
unless the CO:
(1) Agrees with Consultant, and if applicable, the subconsultant on a price
for the additional work;
(2) Obtains a certification of funding to pay for the additional work;
56

(3) Makes a written, binding commitment with the Consultant to pay for the
additional work within 30-days afte r the Consultant submits a proper
invoice; and
(4) Provides the Consultant with written notice of the funding certification.
(c) The Consultant shall include in its s ubcontracts a clause that requires the
Consultant to:
(1) Within 5 business days of its rece ipt of notice the approved additional
funding, provide the subconsultant with notice of the amount to be paid
to the subconsultant for the additi onal work to be performed by the
subconsultant;
(2) Pay the subconsultant any undisputed amount to which the
subconsultant is entitled for the additional work within 10 days of
receipt of payment from the District; and
(3) Notify the subconsultant and CO in writing of the reason the Consultant
withholds any payment from a subconsultant for the additional work.
(d) Neither the District, Consultant, nor any subconsultant may declare another
party to be in default, or assess, claim, or pursue damages for delays, until
the parties to agree on a price for the additional work.

I.13 NON-DISCRIMINATION CLAUSE
Delete clause 19, Non-Discrimination Clause, of the Standard Contract Provisions
dated July 2010 for use with District of Columbia Government Supplies and
Services Contracts and s ubstitute the following cl ause 19, Non-Discrimination
Clause, in its place:

19. Non-Discrimination Clause:
(a) The Consultant shall not discriminate in any manner against any employee
or applicant for employment that would constitute a violation of the District
of Columbia Human Rights Act, effective December 13, 1977, as amended
(D.C. Law 2-38; D.C. Official Code § 2-1401.01 et seq.) (“Act”, as used in
this clause). The Consultant shal l include a similar clause in all
subcontracts, except subcontracts for standard commercial supplies or raw
materials. In addition, th e Consultant agrees, and any subconsultant shall
agree, to post in conspicuous places, available to employees and applicants
for employment, a notice setting forth the provisions of this non-
discrimination clause as provided in section 251 of the Act.
(b) Pursuant to Mayor’s Order 85-85, (6/10/85), Mayor’s Order 2002-175
(10/23/02), Mayor’s Order 2011-155 (9/9/11) and the rules of the Office of
Human Rights, Chapter 11 of Title 4 of the D.C. Municipal Regulations, the
following clauses apply to the contract:

57

(1) The Consultant shall not discriminate against any employee or applicant
for employment because of actual or perceived: race, color, religion,
national origin, sex, age, marital st atus, personal appearance, sexual
orientation, gender identity or e xpression, family responsibilities,
genetic information, disa bility, matriculation, po litical affiliation, or
credit information. Sexual harassment is a form of sex discrimination
which is prohibited by the Act. In addition, harassment based on any of
the above protected categories is prohibited by the Act.
(2) The Consultant agrees to take a ffirmative action to ensure that
applicants are employed, and th at employees are treated during
employment, without regard to their actual or perceived: race, color,
religion, national origin, sex, age, ma rital status, personal appearance,
sexual orientation, gender identi ty or expression, family
responsibilities, genetic information, disability, matriculation, political
affiliation, or credit information. The af firmative action shall include,
but not be limited to the following:
(a) employment, upgrading or transfer;
(b) recruitment, or recruitment advertising;
(c) demotion, layoff or termination;
(d) rates of pay, or other forms of compensation; and
(e) selection for training and apprenticeship.
(3) The Consultant agrees to post in conspicuous places, available to
employees and applicants for employment, notices to be provided by the
contracting agency, setting forth th e provisions in paragraphs 19(b)(1)
and (b)(2) concerning non-discrimination and affirmative action.
(4) The Consultant shall, in all solicitations or advertisements for
employees placed by or on behalf of the Consultant, state that all
qualified applicants will receive consideration for employment pursuant
to the non-discrimination requirements set forth in paragraph 19(b)(2).
(5) The Consultant agrees to send to ea ch labor union or representative of
workers with which it has a collective bargaining agreement or other
contract or understanding, a notice to be provided by the contracting
agency, advising the said labor union or workers’ representative of that
Consultant’s commitments under this nondiscrimination clause and the
Act, and shall post copies of the notice in conspicuous places available
to employees and applicants for employment.
(6) The Consultant agrees to permit access to its books, records, and
accounts pertaining to its employment practices, by the Chief
Procurement Officer or designee, or the Director of the Office of Human
Rights or designee, for purposes of investigation to ascertain
compliance with the Act, and to require under terms of any
58

subconsultant agreement each subconsultant to permit access of such
subconsultants’ books, records, and accounts for such purposes.
(7) The Consultant agrees to comply with the provisions of the Act and with
all guidelines for equal employment opportunity applicable in the
District adopted by the Director of the Office of Human Rights, or any
authorized official.
(8) The Consultant shall include in every subcontract the equal opportunity
clause, i.e., paragraphs 19(b)(1) thr ough (b)(9) of this clause, so that
such provisions shall be binding upon each subconsultant.
(9) The Consultant shall take such action with respect to any subcontract as
the CO may direct as a means of en forcing these provisions, including
sanctions for noncompliance; provide d, however, that in the event the
Consultant becomes involved in, or is threatened with, litigation with a
subconsultant or vendor as a result of such direction by the contracting
agency, the Consultant may request the District to enter into such
litigation to protect the interest of the District.
I.14 COST AND PRICING DATA
Delete Article 25, Cost and Pricing Data, of the Standard Contract Provisions dated
July 2010 for use with District of Colu mbia Government S upplies and Services
Contracts.

I.15 SINGLE OR MU LTIPLE AWARDS
The District may elect to award a single delivery order contract or Task order
contract or to award multiple delivery order contracts or Task order contracts for
the same or similar supplies or services to two or more sources under this
solicitation.
I.16 GOVERNMENT PROPERTY
27 DCMR 2506.3 Government Property applie s and is hereby fully incorporated
by reference. In this instance, Government means the Government of the District
of Columbia.

I.17 CONFLICTS OF INTEREST
I.17.1 The Consultant will be excluded from comp eting as a bidder or offeror either as a
prime Consultant or consultant, or as a member of any team, for any future design,
construction, and construction management projects for or directly related to a Task
order Project where the Consultant was prev iously involved in a contract or Task
order, in a prime or subconsultant role, during the life of th is Contract, unless
released by DDOT at DDOT’s sole option and discretion.

I.17.2 Offerors must provide in formation regarding all potenti al organizational conflicts
of interest in their Statements of Qualifications, including for all requests for Task
order qualifications, including all relevant facts concerning any past, present, or
currently planned interests that may presen t an organizational conflict of interest.
59

The Contracting Officer will determine whether an organizational conflict of
interest exists and what actions are necessary to avoid, neutralize, or mitigate such
conflict.

I.18 SUBCONTRACTS
The Consultant hereunder sh all not subcontract any of the Consultant’s work or
services to any subconsultant without the prior written consent of the CO. Any work
or service so subcontracted shall be performed pursuant to a subcontract agreement,
which the District will have the right to review and approve prior to its execution
by the Consultant. Any such subcontract sh all specify that the Consultant and the
subconsultant shall be subject to every provision of this contract. Notwithstanding
any such subcontract approved by the District, the Consultant shall remain liable to
the District for all Consultant’s work and services required hereunder.

60

J. ATTACHMENTS

The following list of attachments is incorporated into the Contract by reference.

Attach Document Incorporated
By
J.1 The Standard Contract Provisions for use with District of Columbia Government
Supplies and Services Contracts (July 2010) available at http://ocp.dc.gov, under
Quick Links click on “Required Solicitation Documents”
Reference
J.2 Way to Work Amendment Act of 2024 - Living Wage Notice Available at 2024
Living Wage Notice | ocp (dc.gov) click on “Required Solicitation Documents”
Reference
J.3 Way to Work Amendment Act of 2024 - Living Wage Fact Sheet Available at 2024
Living Wage Fact Sheet | ocp (dc.gov) click on “Required Solicitation Documents”
Reference
J.4 D.C. Official Code Sec. 32-1341 et seq. (provisions related to Fair Criminal Record
Screening Act, as amended)
Reference
J.5 Cost Summary (Ref G.3.11.2) https://wiki.ddot.dc.gov/display/AETO/ in the Tool
Box
Reference
J.6 AASHTO Uniform Audit & Accounting Guide for Architectural & Engineering
Consulting Firms
Reference
J.7 Consultant’s Schedule of Personnel (Applicable to Base Period) Full-Text
J.8 Internal Control Questionnaire for Consulting Engineers Reference
J.9 Certification of Final Indirect Costs https://wiki.ddot.dc.gov/display/AETO/ in the
Tool Box
Reference
J.10 Executive Compensation Analysis Matrix Reference
J.11 Form 330 Full-Text
J.12 Office of Local Business Development Equal Employment Opportunity
Information Report and Mayor’s Order 85-85 available at www.ocp.dc.gov click
on “Solicitation Attachments”
Reference
J.13 American Association of State Highway Transportation Officials (AASHTO) -
Internal Control Questionnaire (ICQ) for Consulting Engineers
https://audit.transportation.org/wp-content/uploads/sites/14/2018/07/Appd-B-
ICQ- FINAL-updated-to-reference-2016-Guide-1.doc
Reference
J.14 AASHTO National Compensation Matrix https://audit.transportation.org/wp-
content/uploads/sites/14/2020/02/2020_National_Compensation_Matrix_RC1.xl
sx
Reference
J.15 AASHTO Uniform Audit & Accounting Guide for Architectural &
Engineering Consulting Firms
http://sp.audit.transportation.org/Documents/UAAG-3%20FINAL.pdf
Reference
J.16 DDOT Design and Engineering Manual, 2019, available at:
https://ddot.dc.gov/sites/default/files/dc/sites/ddot/page_content/attachmen
ts/DEM- 2019-01-01_DDOT_DEM_Updates_FINAL.PDF

Reference

400 6th Street NW, Suite 9100, Washington, DC 20001 (202) 727-3400

GOVERNMENT OF THE DISTRICT OF COLUMBIA
Office of the Attorney General

ATTORNEY GENERAL
BRIAN L. SCHWALB

Commercial Division

MEMORANDUM

TO: Tomás Talamante
Director
Office of Policy and Legislative Affairs

FROM: Robert Schildkraut
Section Chief
Government Contracts Section

DATE: August 25, 2025

SUBJECT: Legal Sufficiency Certification Memorandum
DDOT IDIQ Contract for CM Services for Alley Restoration –Citywide
Projects
Contract No. DCKA-2024-C-0070
Contractor: Temple Group Inc.
Proposed Contract Not-to-Exceed (NTE) Amount: $5 million

This is to Certify that this Office has reviewed the above- referenced Contract and that we have
found it to be legally sufficient. If you have any questions in this regard, please do not hesitate to
call me at (202) 724-4018.

______________________________
Robert Schildkraut