Township Council Meeting — Packet

159-26 June 9, 2026 RESOLUTION WHEREAS, the following charitable organization(s) have applied for a Raffle License which raffle is to be conducted within the Township of West Orange, NOW THEREFORE, BE IT RESOLVED by the Township Council of the Township of West Orange, that the Municipal Clerk is hereby authorized to issue a license to conduct a raffle by the following organization (s) at the place (s) and time(s) set opposite their respective name(s): Organization Type of Event/Date Place RL No. Spectrum 360 9.14.26 750 Eagle Rock Ave. 7960 On Premise Merchandise Spectrum 360 9.14.26 750 Eagle Rock Ave. 7961 On Premise 50/50 Karen J. Carnevale, R.M.C. Susan Scarpa Township Clerk Council President Adopted: June 9, 2026

160-26 June 9, 2026 RESOLUTION WHEREAS, the Township of West Orange (the “Township”) seeks the services of a professional and experienced Professional Planning firm to provide planning and technical support services under the U.S. Department of Transportation (USDOT) Safe Streets and Roads for All (SS4A) Grant Program; and WHEREAS, on December 9, 2025, the Township Council authorized the execution of a grant agreement for the grant funding from the U.S. Dept. of Transportation, Federal Highway Administration (FHWA) for the Safe Streets and Roads for ALL (SS4A) grant program to fund studies and supplemental planning in the amount of $450,000 that requires a 25% match of the grant amount by the Township that is equivalent to $112,500.00; and WHEREAS, on March 3, 2026, the Township Council was authorized to utilize competitive contracting in lieu of public bidding allowing the Township to evaluate and score proposals based on weighted criteria, including technical, management and cost related criteria to ensure the most qualified Professional Planning firm is obtained to meet the needs of the Township; and WHEREAS, a Request for Proposals (“RFP”) was publicly advertised on March 12, 2026, issued in accordance with the requirements of the Local Public Contracts Law (the “LCPL”) and all applicable federal procurement standards, including 2 C.F.R. Part 200; and WHEREAS, the proposals in response to the RFP were due on April 23, 2026 as specified by Addendum No.2; and WHEREAS, on April 23, 2026, the Township received five (5) proposals in response to the RFP, including proposals submitted from the following respondents:

(i) Boswell Inc. 330 Phillips Avenue South Hackensack, NJ 07606 (ii) CME Associates 1 Tower Center Boulevard., 20th Floor East Brunswick, NJ 08816 (iii) Michael Baker International 1 Gateway Center, Suite 1601 Newark, NJ 07102 (iv) 34 Park Avenue PO Box 426 Lyndhurst, NJ 07071 (v) NV5, Inc. 412 Mt. Kemble Avenue, Suite 100C Morristown, NJ 07960 ; and WHEREAS, proposals were evaluated by an evaluation committee in accordance with the criteria established in the RFP, including experience with SS4A and other federally funded transportation projects, technical approach, project understanding, staffing qualifications, past performance, and cost proposal; and WHEREAS, the evaluation committee prepared a report summarizing its scoring and recommendations annexed hereto as Exhibit “A”; and WHEREAS, the evaluation committee found Michael Baker International to be the most favorable based on the established criteria; and WHEREAS, the Township desires to enter into a contract with Michael Baker International for Professional Planning and Technical Services; and WHEREAS, the Contract for Professional Planning and Technical Services be awarded to Michael Baker International of Newark, New Jersey; and

WHEREAS, the Contract is for a term of one (1) year, with an option for the Township to extend the Contract for two (2) additional one-year terms, to align with a completion date of no later than August 2029, as outlined in the Township’s executed SS4A Grant Agreement. NOW, THEREFORE BE IT RESOLVED, by the Township Council of the Township of West Orange that the Township be and is hereby authorized to execute the Contract, substantially similar to the form annexed hereto as Exhibit “B,” with Michael Baker International in an amount not to exceed $450,000.00, for Professional Planning and Technical Support Services for the USDOT SS4A Grant Program; and it is further RESOLVED that notice of this award shall be published and available in the Clerk’s office in accordance with applicable law. Karen J. Carnevale, R.M.C. Susan Scarpa, Municipal Clerk Council President Adopted: June 9, 2026 I certify funds are available for this work from Account No.: John Ditinyak, Chief Financial Officer

PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT, made this 9th day of June, 2026. BETWEEN: Township of West Orange 66 Main Street West Orange, New Jersey 07052 Hereinafter Referred to as the “Township” AND: MICHAEL BAKER INTERNATIONAL Hereinafter Referred to as the “Professional”; W I T N E S S E T H: WHEREAS, the Township recognizes the need for Professional Planning and Technical Support Services under the U.S. Department of Transportation (“USDOT”) Safe Streets and Roads for All (“SS4A”) Grant Program; and WHEREAS, in that connection MICHAEL BAKER INTERNATIONAL is qualified to provide said services; and WHEREAS, the Township desires to engage MICHAEL BAKER INTERNATIONAL, to serve as a Professional Planner to provide professional planning and technical support services under the USDOT SS4A Grant Program, that may be designated by the Township as a fair and open contract pursuant to the provisions of N.J.S.A. 19:44A- 20.5; NOW, THEREFORE, in consideration of the terms, conditions and stipulations hereinafter set forth, it is mutually agreed by and between the parties: 1. WORK TO BE PERFORMED a) The Professional shall perform services for the Township as specified and detailed in the Request for Proposals documents and the Professional’s proposal for services issued on April 23, 2026 (the “Proposal”), which is hereby incorporated herein and attached hereto as Exhibits A and B respectively. In the event of any conflict between the Proposal and this Agreement, the terms and conditions contained within this Agreement shall be controlling. b) Any and all work performed pursuant to this Agreement shall be performed to acceptable practices, and standards within the industry and to the satisfaction of the Township. 1

2. CONSIDERATION The Township shall compensate the Professional as set forth in the “Safe Streets and Roads for All, Studies, and Supplemental Planning Proposal,” Exhibit A, not to exceed (“Not-to- Exceed Amount”) $450,000.00. 3. PAYMENT Payment shall be made by the Township within thirty (30) days of the receipt and approval of itemized bills and vouchers. No payments may be made in advance of any services pursuant to N.J.S.A. 40A:5-16. 4. NOT TO EXCEED AMOUNT Total compensation under this Agreement shall not exceed $450,000.00, without a further written encumbrance and additional authorization adopted in accordance with the Ordinances of the Township. 5. TERM The term of this agreement shall be for one (1) year, with an option for the Township to extend the Contract for two (2) additional one-year terms, to align with a completion date of no later than August 31, 2029, as outlined in the Township’s executed SS4A Grant Agreements “Planned SS4A Final Report Date.” 6. NEW JERSEY LAW This Agreement shall be governed by and construed in accordance with the laws of the State of New Jersey notwithstanding any provisions of such laws relating to jurisdiction. 7. PARTIAL INVALIDITY If any term, condition, or provision of this Agreement or the application thereof to any person or circumstance shall, at any time, or to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those to which this Agreement is invalid or unenforceable, shall not be affected thereby, and each term, condition, and provision of this Agreement shall be valid and enforced to the fullest extent permitted by law, provided, however, that no such invalidity shall in any way reduce the services to be performed by the Professional for the Township. 2

8. NO ASSIGNMENT The Professional shall not assign, transfer, convey, sublet, or otherwise dispose of this Agreement or its right, title or interest in or to the same or any part thereof without prior written consent of the Township and the approval in accordance with the Ordinances of the Township. 9. BINDING ON SUCCESSORS Except as otherwise provided in this Agreement, all agreement’s terms, provisions and conditions to this Agreement shall be binding on and inure to the benefit of the parties hereto, their respective personal representatives and successors. 10. MODIFICATIONS No modification of this Agreement shall be valid or binding unless the modifications shall be in writing and approved in accordance with the Ordinances of the Township and executed by and between the Township and the Professional. 11. NO WAIVER No waiver of any term, provision or condition contained in this Agreement or any breach of any such term, provision or condition shall constitute a waiver of any subsequent breach of such term, provision or condition by either party, or justify or authorize the non- observance on any other occasion of the same, or any other term, provision, or condition of this Agreement by either party. 12. CAPTIONS The captions or the paragraph headings contained in this Agreement are solely for purposes of convenience and shall not be deemed part of this Agreement for the purpose of construing the meaning thereof or for any other purpose. 13. OWNERSHIP OF RECORDS All records and data relating to work performed for the Township shall belong to the Township and shall be surrendered to the Township upon the expiration or termination of this Agreement, except that the Professional will retain such information as is necessary to maintain a complete work record. The Professional shall not use such information or data except for the 3

performance of the service hereunder, without the prior written permission of the Township. 14. INSURANCE The Professional performing work for or on behalf of the Township shall keep in force the following types of insurance at its own expense and underwritten by a company licensed to do business in the State of New Jersey and acceptable to the Township. The Township reserves the right to accept, amend or modify any of the conditions listed. The Township must be notified within three (3) days of an offense, which may result in a claim. The Professional shall not take any action to cancel any of the insurance required under this Agreement without the approval of the Township. The maintenance of insurance under this section shall not relieve the Professional of any liability greater than the insurance coverage. Any and all subcontractors retained must fully comply with the same insurance requirements as listed. a. WORKER'S COMPENSATION AND EMPLOYER'S LIABILITY INSURANCE with limits of not less than $1,000,000.00 will be maintained in full force during the life of this contract by the professional covering all employees engaged in performance of this contract pursuant to N.J.S.A. 34:15-12(a) and N.J.A.C. 12-235- 1.6. b. GENERAL LIABILITY INSURANCE with limits of not less than $1.000,000.00 for Bodily Injury and Property Damage Liability each occurrence and $1,000.000.00 General Aggregate will be maintained in full force during the life of the contract by the professional. The policy will include professional’s protective liability insurance (also known as contingent liability insurance) with the same limits. In the event more than one insured is named in the policy, a CROSS LIABILITY endorsement will be included which provides that the employees of each of the named insureds are not excluded under the policy as respect to claims that are made against other named insured. c. AUTOMOBILE LIABILITY INSURANCE with limits of not less than $l,000.000.00 Liability and Property Damage Liability Combined Single Limit, $1,000,000.00 Uninsured Motorist and Underinsured Motorist, $1,000,000.00

lity and Property Damage Liability Combined Single Limit, $1,000,000.00 Uninsured Motorist and Underinsured Motorist, $1,000,000.00 Owned, Hired and Non-owned Automobile, will be maintained in full force during the life of this contract by the professional. d. PROFESSIONAL LIABILITY INSURANCE with the limits of not less than 4

$2,000,000.00 maintained in full force during the life of the contract by the professional. 15. INDEMNIFICATION AND HOLD HARMLESS The Professional performing work agrees, at its sole coast and expense, to release, indemnify, defend and satisfy all judgments, and hold harmless the Township including their employees, officers, agents, servants, representatives, and officials from and against any and all claims, actions, costs, penalties, losses, damages, liabilities, judgments, demands, and expenses, including, but not limited to, attorney's fees and defense costs which arise out of the performance of this Agreement providing that such claim, action, judgment, cost, penalty, liability, damage, loss or expense is caused in whole or in part, by the negligence or professional error or omission of the Professional or any person employed by it. The Professional shall provide to the Township with evidence that, at all times during the term of this engagement, it has obtained statutory professional liability and any other statutorily required coverages. No limitations on the foregoing indemnity shall impair or limit the Township's recourse to the insurance coverage set forth herein. 16. TERMINATION Either party may terminate the Agreement upon twenty (20) days written notice to the other party. Upon such termination, the Township shall pay the Professional for all services performed hereunder up to the date of such termination in accordance with the payment terms of this Agreement as well as all reasonable costs and expenses incurred by the Professional in effecting the termination, including, but not limited to non-cancelable commitments and demobilization costs. 17. ENTIRE AGREEMENT This Agreement, including the attachments referenced herein, contains the entire Agreement of the parties hereto and may not be amended, modified, released or discharged, in whole or in part, except as specifically provided herein or in an instrument in writing executed by the parties hereto. 18. EFFECTIVE DATE OF CONTRACT This Agreement shall not become binding upon the parties until the Township adopts a 5