188-25 Exhibit A_GPI_WO Agreement Contract.pdf

any employee or applicant for employment because of age, race, creed, color, national origin, ancestry, marital status or sex. The Contractor will take affirmative action to ensure that such applicants are recruited and employed, and that employees are treated during employment, without regard to their age, race, creed. color, national origin, ancestry, marital status or sex. Such action shall include but not be limited to the following: employment, upgrading, demotion, or transfer, recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the Division of Civil Rights/A ffirmative Action setting forth provisions of this nondiscrimination clause; 2. The Contractor or subcontractor, where applicable will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to age, race, creed, color, national origin, ancestry, marital status or sex; 3. The Contractor or subcontractor, where applicable, will send to each 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 Division of Civil Rights/A ffirmative Action, advising the labor union or workers’ representative of the contractor’s commitments under this act and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. In the hiring of persons for the performance of work under this contract or any subcontract hereunder, or for the procurement, manufacture, assembling or furnishing of any such materials, equipment, supplies or services to be acquired under this contract, no contractor, nor any person acting on behalf of such contractor or subcontractor, shall, by reason of race, creed, color, national origin, ancestry, marital status, gender identity or expression, affectional or sexual orientation or sex, discriminate against any person who is qualified and available to perform the work to which the employment relates; 5. No contractor, subcontractor, nor any person on his behalf shall, in any

or sex, discriminate against any person who is qualified and available to perform the work to which the employment relates; 5. No contractor, subcontractor, nor any person on his behalf shall, in any manner, discriminate against or intimidate any employee engaged in the performance of work under this contract or any subcontract hereunder, or engaged in the procurement, manufacture, assembling or furnishing of any such materials, equipment, supplies or services to be acquired under such contract, on account of race, creed, color, national origin, ancestry, marital status, gender identity or expression, affectional or sexual orientation or sex; 6. There may be deducted from the amount payable to the contractor by the contracting public agency, under this contract, a penalty of $50.00 for each person for each calendar day during which such person is discriminated against or intimidated in violation of the provisions of the contract; and 7. This contract may be cancelled or terminated by the contracting Public Agency, and all money due or to become due hereunder may be forfeited, for any violation of this section of the contract occurring after notice to the contractor from the Page 14 of 66 September 2024 TAP Standard Agreement

contracting public agency of any prior violation of this section of the contract. 8. The notices referred in Sections 21.B.1 and 21.B.3 may be obtained at the preconstruction conference. ARTICLE 23. NONDISCRIMINATION GPI hereby agrees that it will comply with Title VI of the 1964 Civil Rights Act (the “Act”) and related statutes and implementing regulations to the end that no person shall on the grounds of race, color, national origin, handicap, age, sex, or religion be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under the Project covered by this Agreement and, further GPI agrees that: (A) It will insert the nondiscrimination notice required by the Standard Department of Transportation Title VI Assurance (DOT Order 1050.2) in all solicitations for bids for work or material, and, in adapted form, in all proposals for negotiated agreements. (B) _ It will insert the clauses in Appendixes A, B or C of DOT Order 1050.2 as appropriate, in all contracts, deeds transferring real property, structures, or improvements thereon or interest therein (as a covenant running with the land) and in future deeds, leases, permits, licenses, and similar agreements, related to this Project, entered into by GPI with other parties. (C) _ It will comply with, and cooperate with, FHWA in ensuring compliance with the terms of the standard Title VI Assurance, the act and related statutes, and implementing regulations. ARTICLE 24. DISADVANTAGED BUSINESS ENTERPRISES GPI hereby agrees to the following statements and agrees that these statements shall be included in all subsequent agreements between GPI and any contractor: (A) Itis the policy of NIDOT that Disadvantaged Business Enterprises, as defined in 49 CAFAR., Part 26; Titles | & V of the Intermodal Surface Transportation Efficiency Act of 1991 (ISTEA); the Transportation Equity Act for the 21° Century (TEA-21); and Section V, Part B below, shall have equal opportunity to participate in the performance of contracts financed in whole or in part with federal funds under this Agreement. Consequently, the DBE requirements of 49 C.F.R. § 26(A), (C), and (F) apply to this Agreement. (B) GP and its Contractor agree that Disadvantaged Business Enterprises, as defined in 49 C.F.R. § 26(A); and in the ISTEA and the TEA-21, and Section V, Part B below, have equal opportunity to

ment. (B) GP and its Contractor agree that Disadvantaged Business Enterprises, as defined in 49 C.F.R. § 26(A); and in the ISTEA and the TEA-21, and Section V, Part B below, have equal opportunity to participate in the performance of contracts and subcontracts financed in whole or in part with federal funds provided under this Agreement. In this regard, the NJDOT and all Contractors shall take all necessary and reasonable steps in accordance with 49 C.F.R., Part 26 to ensure that Disadvantaged Businesses are given equal opportunity to compete for and to perform on NJDOT federally funded contracts. The NJDOT and its Contractors shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of USDOT assisted contracts. Page 15 of 66 September 2024 TAP Standard Agreement

ARTICLE 25. GENERAL PROVISIONS (A) The failure by cither party to enforce any provision of this AGREEMENT or to timely insist on performance shall not constitute or be construed as a waiver of any right to strictly enforce a contractual provision. (B) This AGREEMENT constitutes the entire understanding between the parties regarding this matter and merges any and all prior discussions, representations, promises, and warranties within its scope. There are no representations, warranties or promises not expressly set forth in this AGREEMENT. (C) Except as expressly set forth herein, this AGREEMENT may not be modified, renewed, or extended, except in writing, signed by both parties. (D) GPT shall not communicate directly with the NIDOT regarding the performance of this AGREEMENT without the prior consent of WEST ORANGE. (E) Any provision of this AGREEMENT that by its nature is intended to survive termination and/or expiration of this AGREEMENT, including but not limited to Articles 4, 5, 6, 9 11, 13, 16 and 19, shall survive termination and/or expiration of this AGREEMENT. (F) GPT shall be deemed to be an independent contractor and, as such, neither GPI nor its employees shall be entitled to any benefits applicable to employees of WEST ORANGE. (G) Neither party is authorized or empowered to act as agent for the other for any purpose and shall not on behalf of the other enter into any contract, warranty, statement, commitment or representation as to any matter. Neither shall be bound by the acts or conduct of the other. (H) GPI acknowledges that technology. software, services, and commodities provided by WEST ORANGE may be subject to laws or regulations restricting their export, re- export, transfer or release to certain entities or destinations, including those laws and regulations administered by the U.S. Department of Commerce (Bureau of Industry and Security) and the U.S. Department of the Treasury (Office of Foreign Assets Control). With respect to any export, re-export, transfer, or release otherwise permitted under this Agreement, GPI shall comply with all applicable U.S. government requirements, including the U.S. Export Administration Regulations. Page 16 of 66 September 2024 TAP Standard Agreement

AGREEMENT 2023 TRANSPORTATION ALTERNATIVES SET-ASIDE DESIGN ASSISTANCE WASHINGTON STREET CORRIDOR IMPROVEMENT PROJECT PHASE IL IN WITNESS WHEREOF, the parties have executed this subcontract as of the day and year first above written ATTEST/SEAL WEST ORANGE TOWNSHIP By: Sign & Date Sign & Date Karen J. Carnevale, R.M.C. Susan McCartney Municipal Clerk Mayor GREENMAN-PEDERSEN, INC. 8 mi By wane Sign & Date Sign & Date /| an R. Okametr— Ww. nthi Okamoto Brian W. Mausert, PE Contracts Manager Executive VP/Branch Manager Page 17 of 66 September 2024 TAP Standard Agreement

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Exhibit A Page 18 of 66 GPI Engineering | Design | Planning | Construction Management June 24, 2024 (Updated August 20, 2024) Zayibeth Carballo, Municipal Engineer Director of Public Works Township of West Orange 25 Lakeside Avenue West Orange, NJ Re: NJDOT Transportation Alternatives Program TA-2023 Washington Street Corridor Improvement Project Phase 2 Township of West Orange, Essex County Subject: Proposed Scope of Services and Cost Proposal for Preliminary Engineering Dear Ms. Carballo: Thank you for the opportunity to provide professional engineering design services for the Preliminary Engineering (PE) phase for the above referenced project. Our scope of services is based on the TA-2023 Application completed by the Township, input received at our online teams scoping meeting on February 12, 2024, an Essex County Washington Street / Watchung Avenue traffic signal meeting on August 19, 2024, and the NJDOT standard network diagram and activity descriptions for the PE project phase. The Township is looking to complete its goal of increasing pedestrian safety, accessibility, and walkability on Washington Street. This Washington Street Corridor Improvement Project Phase 2 will tie in seamlessly to the already initiated 2020 TAP Washington Street Corridor Improvements Project. This project is looking to improve Washington Street from Liberty Street to Meade Street. The length of the project is approximately 739 linear feet or 0.14 miles. Washington Street is an Essex County roadway, and as the project will make improvements to a County road, the Township has secured the approval of the County of Essex for this project. The improvements are being made to promote walking and better accommodate pedestrian transit as an alternate travel mode. The application identifies the proposed improvements to include improved crosswalks, signage, new sidewalks and curbs, ADA-compliant curb ramps, detectable warning surfaces, flashing speed limit signs, flashing pedestrian crossing signs, enhanced lighting, street trees, bicycle racks and trash receptacles. Deficient curb ramps, concrete driveway aprons and sidewalks will be replaced to conform with ADA requirements. Proposed improvements will be consistent with previously completed streetscape projects by the Township. The intersection of Washington Street and Watchung Avenue is a signalized intersection. Traffic

roposed improvements will be consistent with previously completed streetscape projects by the Township. The intersection of Washington Street and Watchung Avenue is a signalized intersection. Traffic signal and intersection improvements are excluded from this project. Traffic signal and intersection improvements are being completed under a current Essex County Local Safety Project. As a result of communications with Essex County regarding the County signal project, it was determined that the curb line along Washington Street could not be relocated, and existing curb line would remain. This is a minor change to the scope of work listed in this project’s application.

Exhibit A Page 19 of 66 TA-2023 Washington Street Corridor Improvement Project Phase 2 Township of West Orange The proposed project strongly aligns with the Township’s most recent Master Plan recommendation that the design and engineering of streets and roadways in West Orange give appropriate emphasis on creating quality streetscapes, access ways, visual corridors, buffers, and related physical improvements. The project will be advanced in compliance with the Federal requirements for environmental protection by following the NEPA process, requirements for historic preservation under the Section 106 process, and policies to protect publicly owned parks under Section 4(f). Federal compliance will be documented in the Categorical Exclusion Document (CED) prepared during Preliminary Engineering. Scope of Services GPI will perform the activities as described within this scope of services. It is understood that these activities will be directed by the Township of West Orange. The activities are more specifically described as follows: Project Management: Scope Development, Budget, Schedule, and Invoicing — GPI will prepare and submit to the Township a baseline schedule in an agreed upon format for approval or comment. We will update the schedule ona monthly basis for the duration of this project. GP! will submit a progress report with each invoice that will detail the following: Activities completed to date with the current invoice period highlighted A summary of the costs incurred to date and the percentage of project complete Confirmation of upcoming submittals and possible scheduling conflicts Any unanticipated cost and/or activities not included in these scope of services Responses required from the Township or NJDOT Local Aid Anticipated work during the next invoice period QLNNNAS It is understood that the Township will not process any submitted invoices unless the above information is attached to the same. It is the Township’s responsibility to prepare and submit payment vouchers and required forms to NJDOT Local Aid office for reimbursement. This activity will also include attending and preparing minutes of one (1) coordination meeting during PE development. PE is expected to be completed in nine (9) months’ time from notice to proceed. The following summarizes the activities associated with this scope of services based on the NJDOT Activity